Uncategorized
May 11, 2010 (Business Wire) — Response Genetics, Inc. (Nasdaq:RGDX), a company focused on the development and sale of molecular diagnostic tests for cancer, today announced it has signed a non-exclusive license agreement with GlaxoSmithKline (“GSK”). Under the terms of the agreement, GSK gains certain rights to Response Genetics’ proprietary PCR analysis technology and diagnostic expertise to assess BRAF gene mutations in human tumor samples. Payments will be made to Response Genetics upon achivement of agreed-to milestones. Further financial details were not disclosed.
The BRAF gene encodes B-Raf proto-oncogene serine/threonine-protein kinase (B-raf), a protein involved in cell signaling and cellular growth and differentiation. Specific genetic mutations have been correlated with the development of certain forms of cancer.
“As a provider of genetic testing services to GSK, we are pleased to continue to support GSK’s clinical trial program,” said Kathleen Danenberg, president and CEO of Response Genetics. “Through access to our proprietary technology, Response Genetics provides pharmaceutical companies with unique information and insights. By identifying specific genetic mutations, such as in the BRAF gene, we hope to enable the development of diagnosis tools for disease prognosis that may aid in treatment decisions.”
Response Genetics’ holds other patented diagnostic technology and provides services to physicians through the company’s ResponseDX™ series of tests – proprietary PCR-based tests used to analyze the expression of genes that correlate with response to commonly used chemotherapy agents. ResponseDX: Colon™, ResponseDX: Lung™ and ResponseDX: Gastric™ genetic test panels are available in the United States through direct sales and through NeoGenomics Laboratories. In Australia and certain Asian countries, ResponseDX™ genetic tests are available through Genetic Technologies Ltd. All tests are performed through Response Genetics’ CLIA-certified laboratory.
About Response Genetics, Inc.
Response Genetics, Inc. (“RGI”) (the “Company”) (Nasdaq: RGDX) is engaged in the research and development of pharmacogenomic cancer diagnostic tests based on its proprietary and patented technologies. RGI’s technologies enable extraction and analysis of genetic information from genes derived from tumor samples stored as formalin-fixed and paraffin-embedded specimens. In addition to diagnostic testing services, RGI generates revenue from the sales of its proprietary analytical pharmacogenomic testing services of clinical trial specimens to the pharmaceutical industry. The Company was founded in 1999 and its principal headquarters are located in Los Angeles, California. For more information, please visit www.responsegenetics.com.
Forward-Looking Statement Notice
Except for the historical information contained herein, this press release and the statements of representatives of RGI related thereto contain or may contain, among other things, certain forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve significant risks and uncertainties. Such statements may include, without limitation, statements with respect to the Company’s plans, objectives, projections, expectations and intentions, such as the ability of the Company to analyze cancer samples, the potential for using the results of this research to develop diagnostic tests for cancer, the usefulness of genetic information to tailor treatment to patients, the ability of the Company to expand its ResponseDX: Lung™ and ResponseDX: Colon™ test availability, and other statements identified by words such as “projects,” “may,” “could,” “would,” “should,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans” or similar expressions.
These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties, including those detailed in the Company’s filings with the Securities and Exchange Commission. Actual results, including, without limitation, actual sales results, if any, or the application of funds, may differ from those set forth in the forward-looking statements. These forward-looking statements involve certain risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company’s control). The Company undertakes no obligation to publicly update forward-looking statements, whether because of new information, future events or otherwise, except as required by law.
BROKEN ARROW, OK–(Marketwire – May 11, 2010) – ADDvantage Technologies Group, Inc. (NASDAQ: AEY), today announced its results for the three and six month periods ended March 31, 2010.
Revenue for the three month period ended March 31, 2010 was $12.1 million compared to $10.1 million in the same period a year ago, an increase of 19%. The overall increase was due primarily to a $1.6 million increase in sales of new and refurbished equipment consisting mostly of headend equipment needed by customers to add channels to their cable systems or upgrade their equipment in order to provide HD programming on their cable system. However, the Company’s large and small MSO customers continued to delay significant plant expansions and bandwidth upgrades as part of their continued efforts to conserve cash and limit capital expenditures. Refurbished equipment sales were also impacted by a $0.4 million increase in sales of converter boxes for the three months ended March 31, 2010 as compared to the same period last year. Service revenue also increased to $1.4 million compared to $1.1 million for the same period last year, as the Company continued to promote and expand this line of business.
Net income attributable to common stockholders in the second quarter of fiscal 2010 was $1.1 million, or $0.11 per diluted share, as compared to $0.7 million, or $0.07 per diluted share, in the same period last year.
For the six months ended March 31, 2010, revenue decreased slightly to $22.3 million from $22.9 million, for the same period last year.
Net income attributable to common stockholders for the six month period was $1.9 million, or $0.19 per diluted share, as compared to $1.7 million, or $0.16 per diluted share, for the first six months of fiscal 2009.
Ken Chymiak, President and CEO, commented, “Our sales strengthened through the second quarter, and we look forward to increasing this momentum over the remainder of the fiscal year. We are well positioned to benefit as our customers increase their capital expenditures as the economy improves. The increase in equipment sales along with the cost reduction measures implemented over the past year resulted in an increase in net income attributable to common shareholders of $0.4 million to $1.1 million this quarter. We have reduced inventory by $0.5 million since December 31, 2009, and by $1.7 million since September 30, 2009. We also reported $3.5 million of cash and cash equivalents at March 31, 2010.”
“Our company became a master stocking distributor for the full range of Fujitsu Frontech North America, Inc. AVC encoders, decoders and accessories as well as a member of the Fujitsu global channel partner program servicing the United States. This relationship with Fujitsu not only provides us with another supplier partner, but it also should enlarge our customer base as the Fujitsu products primarily are marketed to the broadcast industry,” concluded Mr. Chymiak.
Earnings Conference Call
As previously announced, the Company’s earnings conference call is scheduled for 12:00 p.m. Eastern Time on Tuesday, May 11, 2010. The conference call will be available via webcast and can be accessed through the Investor Relations section of ADDvantage’s website, www.addvantagetech.com. Please allow extra time prior to the call to visit the site and download any necessary software to listen to the Internet broadcast. The dial-in number for the conference call is (888) 668-1640 or (913) 905-3216 for international participants. All dial-in participants must use the following code to access the call: 7734984. Please call at least five minutes before the scheduled start time.
For interested individuals unable to join the conference call, a replay of the call will be available through May 25, 2010 at (888) 203-1112 (domestic) or (719) 457-0820 (international). Participants must use the following code to access the replay of the call: 7734984. The online archive of the webcast will be available on the Company’s website for 30 days following the call.
About ADDvantage Technologies Group, Inc.
ADDvantage Technologies Group, Inc. supplies the cable television (CATV) industry with a comprehensive line of new and used system-critical network equipment and hardware from leading manufacturers, including Cisco, formerly Scientific-Atlanta, and Motorola, as well as operating a national network of technical repair centers. The equipment and hardware ADDvantage distributes is used to acquire, distribute, and protect the broad range of communications signals carried on fiber optic, coaxial cable and wireless distribution systems, including television programming, high-speed data (Internet) and telephony.
ADDvantage operates through its subsidiaries, Tulsat, Tulsat-Atlanta, Tulsat-Nebraska, Tulsat-Texas, Tulsat-West, NCS Industries, ComTech Services and Broadband Remarketing International. For more information, please visit the corporate web site at www.addvantagetech.com.
The information in this announcement may include forward-looking statements. All statements, other than statements of historical facts, which address activities, events or developments that the Company expects or anticipates will or may occur in the future, are forward-looking statements. These statements are subject to risks and uncertainties, which could cause actual results and developments to differ materially from these statements. A complete discussion of these risks and uncertainties is contained in the Company’s reports and documents filed from time to time with the Securities and Exchange Commission.
(Tables follow)
ADDVANTAGE TECHNOLOGIES GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
Three Months Ended Six Months Ended
March 31, March 31,
2010 2009 2010 2009
------------ ------------ ------------ ------------
Total net sales $ 12,055,521 $ 10,126,636 $ 22,274,742 $ 22,926,642
Income from operations $ 1,944,484 $ 1,347,887 $ 3,544,057 $ 3,139,746
Interest expense $ 200,639 $ 229,528 $ 412,573 $ 494,241
Net income attributable
to common shareholders $ 1,081,845 $ 698,359 $ 1,941,484 $ 1,652,505
Earnings per share:
Basic $ 0.11 $ 0.07 $ 0.19 $ 0.16
Diluted $ 0.11 $ 0.07 $ 0.19 $ 0.16
Shares used in per
share calculation:
Basic 10,125,870 10,131,926 10,132,658 10,175,887
Diluted 10,129,100 10,133,781 10,135,888 10,177,801
ADDVANTAGE TECHNOLOGIES GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
March 31, September 30,
2010 2009
(unaudited) (audited)
--------------- ---------------
Assets
Current assets:
Cash and cash equivalents $ 3,512,888 $ 700,004
Accounts receivable, net of allowance 4,853,557 4,199,136
Income tax refund receivable 28,896 88,411
Inventories, net of allowance for excess
and obsolete inventory 31,427,689 33,166,624
Deferred income taxes 1,368,000 1,282,000
Prepaid expenses 160,075 107,423
--------------- ---------------
Total current assets 41,351,105 39,543,598
Net property and equipment 7,399,137 7,556,667
Total other assets 2,209,654 2,332,281
--------------- ---------------
Total assets $ 50,959,896 $ 49,432,546
=============== ===============
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable $ 3,148,997 $ 2,523,143
Accrued expenses 953,307 1,095,822
Notes payable - current portion 1,863,767 1,863,767
--------------- ---------------
Total current liabilities 5,966,071 5,482,732
Notes payable 13,060,990 13,992,873
Other liabilities 968,023 1,049,685
Total shareholders' equity 30,964,812 28,907,256
--------------- ---------------
Total liabilities and shareholders' equity $ 50,959,896 $ 49,432,546
=============== ===============
Press Release Source: Anooraq Resources Corporation On Monday May 10, 2010, 11:00 am EDT
VANCOUVER, May 10 /PRNewswire-FirstCall/ – Anooraq Resources Corporation (“Anooraq” or the “Company”) (TSXV: ARQ; NYSE Amex: ANO; JSE: ARQ) confirms that the labour restructuring process entered into at its flagship operation, Bokoni Platinum Mines (“Bokoni”), during the fourth quarter of 2009, has been completed.
The labour restructuring agreements were finalised with the relevant trade unions in December 2009. The subsequent implementation of the labour restructuring plan affected some 840 on-mine personnel, comprising approximately 25% of the Bokoni workforce.
As a result of the labour restructuring, 153 employees were retrenched and 374 employees were transferred from positions in services to production activities. During January 2010, some 103 employees were dismissed from the operations due to an unprotected strike and six production shifts were lost during the industrial action.
The completion of the labour restructuring lays the foundation for the Company’s production growth strategy at Bokoni, commencing with effect from April 2010. This strategy will see the introduction of additional stoping teams at the operations, as well as additional production efficiency measures being implemented to improve current production volumes. The Company intends increasing its number of stoping teams at Bokoni by 40% from its current base of 70 teams, to some 100 stoping teams in service by year end.
Philip Kotze, CEO of Anooraq, said, “The labour restructuring at Bokoni was a key component of the turnaround strategy, which we identified when assuming operational control of the mine in July 2009. We now have the right people in the right jobs, ready to maximise efficiencies both from a production and cost perspective. We believe the benefits of this restructuring should start to bear fruit at the operations during the second quarter of 2010.”
For further information, please visit our website http://www.anooraqresources.com/, call investor services in South Africa at +27 11 883 0831, in North America at 1 800 667 2114 or use the contacts referenced below.
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
The NYSE Amex has neither approved nor disapproved the contents of this release.
This release includes certain statements that may be deemed “forward looking statements”. All statements in this release, other than statements of historical facts, that address the engagement of a new chief financial officer, future production, reserve potential, exploration drilling, exploitation activities and events or developments that Anooraq expects are forward looking statements. Anooraq believes that such forward looking statements are based on reasonable assumptions, including assumptions that Anooraq will be able to engage a new chief financial officer within a reasonable period of time. Forward looking statements, however, are not guarantees of future performance and actual results or developments may differ materially from those in forward looking statements. Factors that could cause actual results to differ materially from those in forward looking statements include market prices, exploitation and exploration successes, changes in and the effect of government policies with respect to mining and natural resource exploration and exploitation and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and those actual results or developments may differ materially from those projected in the forward looking statements. For further information on Anooraq, investors should review the Company’s annual information form filed on http://www.sedar.com/ or its form 20-F with the United States Securities and Exchange Commission and its other home jurisdiction filings that are available at http://www.sedar.com/.
Press Release Source: US Gold Corporation On Monday May 10, 2010, 8:30 am EDT
TORONTO, ONTARIO–(Marketwire – 05/10/10) – US GOLD CORPORATION (AMEX:UXG – News) (TSX:UXG – News) is pleased to announce results from five core holes at the Palmarito Project in Sinaloa State, Mexico. Palmarito is located 9 miles (15 km) from the Company’s flagship El Gallo silver discovery (Fig 1) and is part of an aggressive regional exploration program. The best hole from Palmarito intersected 6.2 ounces of silver per ton (opt) over 52.8 feet (ft) (213.9 grams per tonne silver (gpt) over 16.1 meters (m).
PALMARITO EXPLORATION OVERVIEW
The objective of US Gold’s exploration at Palmarito is to increase the size and grade of the resource by identifying new areas that could be included in the El Gallo Preliminary Economic Study (PEA), which is scheduled to be released during the Fourth Quarter. Results included in this release are the first core holes completed in the Palmarito Southwest Zone (Fig 2).
US Gold is encouraged by these results because: 1) they successfully confirmed the presence of silver mineralization beyond the limits of the current Palmarito resource; 2) the weighted average grade from these holes is approximately 100% higher than the current resource; and 3) the mineralization is near surface and appears have good growth potential. Highlights from the Palmarito Southwest Zone are listed below:
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Hole # Silver Length From To Silver Length From To
----------------------------------------------------------------------------
(opt) (ft) (ft) (ft) (gpt) (m) (m) (m)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
PMX-043 2.0 29.0 128.4 157.5 67.2 8.9 39.2 48.0
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PMX-044 3.6 21.7 44.0 65.6 123.0 6.6 13.4 20.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------
PMX-045 4.5 20.3 115.2 135.5 156.0 6.2 35.1 41.3
----------------------------------------------------------------------------
Including 9.1 5.9 120.4 126.3 311.0 1.8 36.7 38.5
----------------------------------------------------------------------------
----------------------------------------------------------------------------
PMX-046 6.2 52.8 37.6 90.4 213.9 16.1 11.5 27.6
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Including 16.1 10.0 59.2 69.2 550.7 3.1 18.1 21.1
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PMX-047 2.8 17.6 428.6 446.2 94.8 5.4 130.7 136.0
----------------------------------------------------------------------------
Including 7.3 3.9 428.6 432.6 251.0 1.2 130.7 131.9
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All depths indicated in table are down hole
1.17 opt Ag (40 gpt Ag) cutoff
Allowable waste interval was 9.8 ft (3 m) of less than 1.17 opt Ag (40 gpt
Ag)
Numbers may not add due to rounding
True widths are unknown
Drilling in the Palmarito Southwest Zone occurred over a 184 ft (56 m) strike length (Fig 3). Exploration is currently ongoing in the Palmarito Main Zone with drilling focusing on high-grade at depth. Results from these deeper holes are expected to be released in approximately four weeks. US Gold expects to publish an updated resource estimate for Palmarito during the Fourth Quarter as part of the PEA being completed for El Gallo.
GEOLOGICAL DESCRIPTION OF PALMARITO
Palmarito is a low-sulfidation, epithermal silver deposit. The area is primarily comprised of andesitic-dacitic volcanic rocks of the Sierra Madre Occidental Lower Volcanic Sequence which are cut by a hypabyssal rhyolitic intrusive. Silver mineralization is associated with strong silicification and siliceous breccias at or near the andesite/rhyolite contact.
ABOUT US GOLD (http://www.usgold.com/)
US Gold Corporation is a Colorado incorporated gold and silver exploration company with a strong treasury, no debt and two significant land holdings, one in Nevada next to Barrick Gold’s multi-million ounce Cortez project, and the other in Mexico where an exciting high-grade silver discovery has been made. US Gold’s goal is to qualify for inclusion in the S&P 500 within 5 years. US Gold’s shares trade on the NYSE Amex and the Toronto Stock Exchange under the symbol UXG. US Gold has good market liquidity, trading 1.0 million shares daily, and is included in S&P/TSX and Russell indices.
QUALIFIED PERSON
This news release has been viewed and approved by John Read, US Gold’s consulting geologist, who is a Qualified Person as defined by National Instrument 43-101 and is responsible for program design and quality control of exploration undertaken by the Company at its Mexican exploration properties.
Samples from the core drilling were split on-site at the Company’s Magistral Mine property. One quarter of the split drill core was shipped to ALS Chemex in Hermosillo for sample preparation and analysis by 4-acid digestion with ICP determination for silver and fire assay for gold. Samples returning greater than 1500 ppm silver or 10 ppm gold were re-analyzed using gravimetric fire assay. Standards and blanks were inserted every 25 samples. All holes were drilled with HQ bits. Samples were taken based on lithologic and/or mineralized intervals and vary in length. The true width of the mineral zone has not yet been determined.
Certain statements contained herein and subsequent oral statements made by and on behalf of the Company may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may be identified by words such as “intends,” “anticipates,” “believes,” “expects” and “hopes” and include, without limitation, statements regarding the Company’s results of exploration, plan of business operations, potential contractual arrangements, receipt of working capital, anticipated revenues and related expenditures. Factors that could cause actual results to differ materially include, among others, those set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009 and other filings with the Securities and Exchange Commission, under the caption “Risk Factors”. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking statements. Except as otherwise required by applicable securities statutes or regulations, the Company disclaims any intent or obligation to update publicly these forward looking statements, whether as a result of new information, future events or otherwise.
Palmarito Silver Project: Core Holes Assays Table 1
May 10, 2010
----------------------------------------------------------------------------
Azi-
muth Dip
Silver Length From Silver Length From deg- deg- East- North-
Hole # (opt) (ft) (ft) (gpt) (m) (m) rees rees ing ing
----------------------------------------------------------------------------
----------------------------------------------------------------------------
PMX-043 2.0 29.0 128.4 69.7 8.9 39.2 283 -70 200980 2830310
----------------------------------------------------------------------------
----------------------------------------------------------------------------
PMX-044 3.6 21.7 44.0 123.0 6.6 13.4 110 -50 200943 2830305
----------------------------------------------------------------------------
----------------------------------------------------------------------------
PMX-045 4.5 20.3 115.2 156.0 6.2 35.1 257 -70 200966 2830287
Including 9.1 5.9 120.4 311.0 1.8 36.7
----------------------------------------------------------------------------
----------------------------------------------------------------------------
PMX-046 6.2 52.8 37.6 213.9 16.1 11.5 115 -50 200935 2830269
Including 16.1 10.0 59.2 550.7 3.1 18.1
----------------------------------------------------------------------------
----------------------------------------------------------------------------
PMX-047 2.8 17.6 428.6 94.8 5.4 130.7 115 -45 200897 2830282
Including 7.3 3.9 428.6 251.0 1.2 130.7
----------------------------------------------------------------------------
----------------------------------------------------------------------------
To view Figure 1, please visit the following link: http://media3.marketwire.com/docs/uxg0510fig1.pdf.
To view Figure 2, please visit the following link: http://media3.marketwire.com/docs/uxg0510fig2.pdf.
To view Figure 3, please visit the following link: http://media3.marketwire.com/docs/uxg0510fig3.pdf.
SOUTH SAN FRANCISCO, Calif., May 10 /PRNewswire-FirstCall/ — Poniard Pharmaceuticals, Inc. (Nasdaq: PARD), a biopharmaceutical company focused on innovative oncology therapies, today reported financial results for the first quarter ended March 31, 2010.
The Company reported a net loss of $11.9 million ($0.29 diluted loss per share on a loss applicable to common shares of $12.5 million) for the quarter ended March 31, 2010. As of March 31, 2010, cash and investment securities totaled $38.3 million. Management currently believes the existing cash and investment securities will provide adequate resources to fund the Company’s operations at least through the end of 2010.
“In recent months, we have taken action to strengthen our financial position and focus our resources on identifying an effective path for the continued development of picoplatin in multiple indications,” said Ronald A. Martell, chief executive officer of Poniard. “The data generated to date underscore picoplatin’s potential efficacy and safety in a variety of solid tumors, and we are currently developing registration strategies for picoplatin in lung, colorectal, prostate and ovarian cancers. Concurrent with this effort, we are continuing to explore strategic alternatives to support and optimize the value of the picoplatin program for our shareholders.”
Recent Clinical and Corporate Developments
Picoplatin Clinical Update
- Presented Final Data from Picoplatin Prostate Cancer Trial: In March, Poniard presented final data during the American Society of Clinical Oncology (ASCO) 2010 Genitourinary Cancers Symposium from the Company’s Phase 2 clinical trial evaluating the efficacy and safety of intravenous picoplatin (120 mg/meter squared) administered every three weeks in combination with full doses of docetaxel (75 mg/meter squared) with twice daily prednisone (5 mg) as a first-line treatment in 32 chemotherapy naive patients with metastatic castration resistant prostate cancer (CRPC). Data from 29 evaluable patients indicated that picoplatin, when added to the recommended first-line therapy of docetaxel and prednisone for CRPC, is active, as demonstrated by median overall survival (21.4 months), median progression-free survival (PFS) (7.4 months), and prostate specific antigen (PSA) response rate (78 percent). In contrast, data from published literature report a median overall survival benefit of 18.9 months and a PSA response of 45 percent for patients who received recommended doses of docetaxel and prednisone alone.(1) Picoplatin was safely administered with full-dose docetaxel and prednisone for up to 10 cycles of therapy as specified by the protocol. No neuropathy was observed in this study.
Results from this trial highlight the potential of picoplatin as a safe and effective platinum chemotherapeutic agent for the first-line treatment of prostate cancer, and suggest that picoplatin could play a role in the treatment of other tumor types where platinum and taxane chemotherapies are currently used.
- SPEAR Data Accepted for Presentation at ASCO Annual Meeting: The Company today announced that its abstract titled “Randomized phase III Study (SPEAR) of picoplatin plus best supportive care (BSC) or BSC alone in patients with small cell lung cancer (SCLC) refractory or progressive within 6 months after first-line platinum-based chemotherapy” has been accepted for oral presentation at the 2010 ASCO Annual Meeting in Chicago. The efficacy and safety data will be presented on Saturday, June 5, 2010.
- Presented Final Data from Picoplatin Colorectal Cancer (CRC) Trial: In January, Poniard presented final results from its randomized, controlled Phase 2 trial evaluating picoplatin as a neuropathy-sparing alternative to oxaliplatin for the first-line treatment of metastatic CRC at the ASCO 2010 Gastrointestinal Cancers Symposium. The 101 patient study met its primary objective, as picoplatin in combination with 5-fluorouracil and leucovorin in the FOLPI regimen produced a statistically significant reduction in neurotoxicity (p <0.004) compared to oxaliplatin given in combination with 5-fluorouracil and leucovorin in the FOLFOX regimen. Neuropathy was 2.5 times more frequent for FOLFOX- treated patients compared to FOLPI-treated patients, and no Grade 3/4 neuropathy occurred in the FOLPI-treated patients. Results suggest that FOLPI had anti-tumor activity comparable to FOLFOX, as measured by disease control, PFS and overall survival. Hematologic toxicity was the most frequent adverse event in the FOLPI regimen, but was manageable.
Corporate Update
- Implemented Strategic Initiatives to Optimize Shareholder Value: During the first quarter, the Company implemented strategic initiatives to optimize picoplatin’s value proposition by focusing the Company’s resources on developing pivotal clinical strategies for picoplatin in multiple indications, including lung, colorectal, prostate and ovarian cancers. These initiatives included a change in management, reduction in workforce, suspension of efforts to obtain regulatory approval for picoplatin in SCLC and the engagement of Leerink Swann LLC to conduct a comprehensive review of strategic alternatives, including a potential capital raise, merger, sale or partnership.
- Strengthened Balance Sheet: In March, Poniard received net proceeds of approximately $6.1 million through the sale of 4,229,000 shares of common stock to Commerce Court Small Cap Value Fund, Ltd. under its existing committed equity financing facility with Commerce Court.
- Successful Patent Reissuance on Composition of Matter Patent for Picoplatin: On April 6, 2010, the U.S. Patent & Trademark Office (USPTO) reissued the composition of matter patent for picoplatin as RE41209, replacing USPN 5,665,771 (‘771 patent). The reissue patent includes additional claims specific to the picoplatin compound, its use in the treatment of any cancer, as well as to its pharmaceutical composition and oral dosage form. The reissue patent has the same force and effect as the original ‘771 patent and the same February 2016 expiration date, including the potential for up to a five-year patent extension until 2021 under the Hatch-Waxman Act.
First Quarter 2010 Unaudited Financial Results
The Company reported a net loss of $11.9 million ($0.29 diluted loss per share on a loss applicable to common shares of $12.5 million) for the quarter ended March 31, 2010 compared with a net loss of $13.0 million ($0.38 diluted loss per share on a loss applicable to common shares of $13.1 million) for the quarter ended March 31, 2009.
Total operating expenses for the quarter ended March 31, 2010 were $11.3 million compared with $12.2 million for the quarter ended March 31, 2009. Total operating expenses for the first quarter of 2010 included a charge of $1.6 million related to two workforce reductions.
Research and development expenses were $4.9 million for the quarter ended March 31, 2010 compared with $8.2 million for the quarter ended March 31, 2009.
General and administrative expenses were $4.8 million for the quarter ended March 31, 2010 compared with $3.0 million for the quarter ended March 31, 2009. The increase was primarily attributable to an increase in share-based compensation expenses.
Cash and investment securities as of March 31, 2010, were $38.3 million, compared to $43.4 million at December 31, 2009.
Conference Call Details
Poniard’s management team will host a conference call and Webcast today at 4:30 p.m. Eastern Time/1:30 p.m. Pacific Time. To participate in the call by telephone, please dial 866-700-0133 (United States) or 617-213-8831 (International). The passcode for the conference call is 65089280. In addition, the call is being Webcast and can be accessed on the “Events” page of the “News & Events” section of the Company’s Web site at http://www.poniard.com. A replay of the Webcast will be available on the Company’s Web site for 10 days.
About Poniard Pharmaceuticals
Poniard Pharmaceuticals, Inc. is a biopharmaceutical company focused on the development and commercialization of innovative oncology products. For additional information please visit http://www.poniard.com.
Forward-Looking Statements
This release contains forward-looking statements describing, among other things, the Company’s projected financial position and future operations, the adequacy of its cash resources, the Company’s plan to focus its resources on developing registration strategies for picoplatin in multiple cancer indications, the Company’s plan to explore strategic alternatives to support the continued development of picoplatin, and the Company’s goal of optimizing shareholder value. Actual results and events may differ materially from those indicated in these forward-looking statements based on a number of factors, including risks and uncertainties inherent in the Company’s business, including the Company’s anticipated future operating losses, need for future capital and ability to obtain future funding; the risk that strategic relationships may not be established on a timely basis, on terms that are ultimately favorable to the Company, or at all; the potential safety, efficacy and commercial viability of picoplatin; the risk that the Company’s additional analyses of data from clinical trials of picoplatin may produce negative or inconclusive results, or may be inconsistent with previously announced results or previously conducted trials; the Company’s ability to retain key personnel; competition from third parties; the Company’s ability to preserve and protect its intellectual property rights; the Company’s dependence on third-party manufacturers, suppliers and other contractors; changes in technology, government regulation and general market conditions; the receipt and timing of FDA and other required regulatory approvals, if at all; and the risks and uncertainties described in the Company’s current and periodic reports filed with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2010. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The Company undertakes no obligation to update any forward-looking statement to reflect new information, events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.
(1) Tannock et al, NEJM 2004;351:1502-12.
|
Poniard Pharmaceuticals, Inc.
|
|
|
Condensed Consolidated Statements of Operations
|
|
|
(In thousands, except per share data)
|
|
|
(Unaudited)
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|
2010
|
|
2009
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Research and development (Note 1)
|
|
4,891
|
|
8,178
|
|
|
|
|
General and administrative (Note 1)
|
|
4,799
|
|
3,010
|
|
|
|
|
Restructuring & asset impairment
|
|
1,626
|
|
1,056
|
|
|
|
|
Total operating expenses
|
|
11,316
|
|
12,244
|
|
|
|
|
Loss from operations
|
|
(11,316)
|
|
(12,244)
|
|
|
|
|
Other income (expense), net
|
|
(573)
|
|
(706)
|
|
|
|
|
Net loss
|
|
(11,889)
|
|
(12,950)
|
|
|
|
|
Preferred stock dividends
|
|
(592)
|
|
(125)
|
|
|
|
|
Loss applicable to common shares
|
|
$ (12,481)
|
|
$ (13,075)
|
|
|
|
|
Loss per share:
|
|
|
|
|
|
|
|
|
Basic and diluted
|
|
$ (0.29)
|
|
$ (0.38)
|
|
|
|
|
Shares used in calculation of loss per share:
|
|
|
|
|
|
|
|
|
Basic and diluted
|
|
43,254
|
|
34,688
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidated Balance Sheets
|
|
|
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2010
|
|
December 31, 2009
|
|
|
|
|
|
(Unaudited)
|
|
(Note 2)
|
|
|
|
|
ASSETS:
|
|
|
|
|
|
|
|
|
Cash and investment securities
|
|
$ 38,348
|
|
$ 43,389
|
|
|
|
|
Cash – restricted
|
|
281
|
|
281
|
|
|
|
|
Facilities and equipment, net
|
|
126
|
|
219
|
|
|
|
|
Licensed products, net
|
|
7,288
|
|
7,592
|
|
|
|
|
Other assets
|
|
936
|
|
961
|
|
|
|
|
Total assets
|
|
$ 46,979
|
|
$ 52,442
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY:
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
$ 15,442
|
|
$ 17,127
|
|
|
|
|
Long term liabilities
|
|
9,993
|
|
11,671
|
|
|
|
|
Shareholders’ equity
|
|
21,544
|
|
23,644
|
|
|
|
|
Total liabilities and shareholders’ equity
|
|
$ 46,979
|
|
$ 52,442
|
|
|
|
|
|
|
|
|
|
|
|
|
Note 1: Patent related legal expenses are included in G&A expense above. The 2009 expenses have been reclassifed above to conform to this presentation.
|
|
|
Note 2: Derived from audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.
|
PALO ALTO, Calif., May 10 /PRNewswire-FirstCall/ — CPI International, Inc. (Nasdaq: CPII) announced the signing of a definitive merger agreement with Comtech Telecommunications Corp. (Nasdaq: CMTL) under which Comtech will purchase CPI in a cash and stock transaction with an enterprise value of approximately $472.3 million. Comtech will fund the acquisition by redeploying approximately $372.0 million of its existing cash plus the issuance of approximately 4.4 million shares of Comtech common stock. All existing CPI debt is anticipated to be repaid upon the closing of the transaction.
(Logo: http://www.newscom.com/cgi-bin/prnh/20060426/CPILOGO)
Based on the May 7, 2010 closing price of Comtech stock which was $31.06, CPI shareholders will receive a combination of cash and stock that is currently valued at approximately $16.40 per CPI common share. This amount represents a premium of 25.7 percent as compared to the last closing price of CPI common stock and 21.3 percent as compared to the last 30 trading day average closing price.
The ultimate amount of consideration that a CPI shareholder will receive will be equal to a combination of $9.00 in cash plus a fraction of Comtech common stock equal to $8.10 divided by the average closing price of Comtech common stock over a specified period of time prior to closing, provided that the fraction shall not be greater than 0.2382 nor less than 0.2132. Based on the May 7, 2010 closing price of Comtech stock which was $31.06, the fraction was equal to 0.2382 and was currently valued at $7.40 per CPI share.
Joe Caldarelli, Chief Executive Officer of CPI, said, “The Board of Directors and management believe this strategic combination with Comtech is compelling and provides significant benefits for shareholders, customers and our employees. CPI shareholders will benefit from an immediate premium while sharing in the future growth of the combined companies. Furthermore, our customers will benefit from greater resources and more diverse product offerings, and our employees will benefit from being part of a larger more diversified company.”
Fred Kornberg, President and Chief Executive Officer of Comtech, said, “We are excited to have reached this agreement with CPI and believe this combination is beneficial to the stakeholders of both companies. CPI is a unique business and a leading global supplier of vacuum electron devices which are used in hundreds of critical commercial and military applications. The acquisition is a significant step in our strategy of developing a one-stop shopping approach for RF microwave products. The combination will allow us to unite our companies’ resources to develop and bring new and innovative products to market and to our customers. We welcome CPI’s talented workforce to the Comtech team and are excited about the future.”
Mr. Kornberg and Mr. Caldarelli jointly stated, “We intend to thoughtfully and actively address our customers’ needs as we integrate our complementary and diverse product lines. We plan no interruptions in any scheduled or committed rollouts from either company, and we intend to continue to support all existing Comtech and CPI products and services. We anticipate honoring all existing agreements with customers, VARs, distributors, OEMs and other strategic partners.”
CPI’s senior executive management and corporate team are expected to stay in their current or similar roles and will work directly with Comtech management after the transaction closes.
Closing Conditions and Shareholder Voting Requirements
The transaction is subject to a number of customary regulatory and other closing conditions. The transaction is not subject to approval by Comtech shareholders nor is it subject to any financing conditions. The transaction is subject to CPI shareholder approval.
The Cypress Group and related entities, which currently own approximately 53 percent of the outstanding common stock of CPI, have entered into a voting agreement, subject to its terms and conditions, to demonstrate their strong support of the proposed transaction.
Special Conference Call and Other Information
Comtech management will discuss the transaction on a conference call to be held on May 10, 2010 at 8:30 AM EST. To listen to the conference call, please dial (888) 245-1801 (domestic) or (785) 424-1732 (international). A live web cast of the call will be available to all interested parties on both Comtech’s and CPI’s web sites at www.comtechtel.com (under “Investor Relations”) and http://investor.cpii.com. A replay of the conference call will be available for 14 days by dialing (402) 220-2654. The conference call ID is “Comtech.” A separate special investor presentation and question and answer document relating to the acquisition is available at www.comtechtel.com.
As a result of this announcement, CPI is cancelling the financial results conference call it had originally scheduled for May 13, 2010. CPI expects to file its Form 10-Q for its quarter ended April 2, 2010 with the SEC shortly.
Citigroup Global Markets Inc. is serving as financial advisor to Comtech and also provided a fairness opinion to Comtech. Skadden, Arps, Slate, Meagher & Flom LLP and Proskauer Rose LLP are acting as Comtech’s legal counsel. J.P. Morgan Securities, Inc. is acting as financial advisor to CPI and also provided a fairness opinion to CPI. Irell & Manella LLP is acting as CPI’s legal counsel. Moelis & Company is acting as financial advisor to the special committee of the board of directors of CPI and provided a fairness opinion to the special committee. Morris, Nichols, Arsht & Tunnell LLP is acting as legal counsel to the special committee of the board of directors of CPI.
About CPI International, Inc.
CPI International, Inc., headquartered in Palo Alto, California, is the parent company of Communications & Power Industries, Inc., a leading provider of microwave, radio frequency, power and control solutions for critical defense, communications, medical, scientific and other applications. Communications & Power Industries, Inc. develops, manufactures and distributes products used to generate, amplify, transmit and receive high-power/high-frequency microwave and radio frequency signals and/or provide power and control for various applications. End-use applications of these systems include the transmission of radar signals for navigation and location; transmission of deception signals for electronic countermeasures; transmission and amplification of voice, data and video signals for broadcasting, Internet and other types of commercial and military communications; providing power and control for medical diagnostic imaging; and generating microwave energy for radiation therapy in the treatment of cancer and for various industrial and scientific applications.
About Comtech Telecommunications Corp.
Comtech Telecommunications Corp. designs, develops, produces and markets innovative products, systems and services for advanced communications solutions. Comtech believes many of its solutions play a vital role in providing or enhancing communication capabilities when terrestrial communications infrastructure is unavailable, inefficient or too expensive. Comtech conducts business through three complementary segments: telecommunications transmission, mobile data communications and RF microwave amplifiers. Comtech sells products to a diverse customer base in the global commercial and government communications markets. Comtech believes it is a leader in the market segments that it serves.
Additional Information about the Transaction and Where to Find It
This press release shall not constitute an offer of any securities for sale. The acquisition will be submitted to CPI’s stockholders for their consideration. In connection with the acquisition, Comtech and CPI intend to file relevant materials with the SEC, including the registration statement, the proxy statement/prospectus and other relevant documents concerning the merger. Investors and stockholders of Comtech and CPI are urged to read the registration statement, the proxy statement/prospectus and other relevant documents filed with the SEC when they become available, as well as any amendments or supplements to the documents because they will contain important information about Comtech, CPI and the merger.
Stockholders of Comtech and CPI can obtain more information about the proposed transaction by reviewing the Form 8-K to be filed by Comtech and CPI in connection with the announcement of the entry into the merger agreement, and any other relevant documents filed with the SEC when they become available. The registration statement, the proxy statement/prospectus and any other relevant materials (when they become available), and any other documents filed by Comtech and CPI with the SEC, may be obtained free of charge at the SEC’s web site at www.sec.gov. In addition, investors and stockholders may obtain free copies of the documents filed with the SEC by directing a written request to: Comtech Telecommunications Corp., 68 South Service Road, Suite 230, Melville, New York 11747, Attention: Investor Relations, or CPI International, Inc., 811 Hansen Way, Palo Alto, California 94303, Attention: Investor Relations. Investors and stockholders are urged to read the registration statement, the proxy statement/prospectus and the other relevant materials when they become available before making any voting or investment decision with respect to the merger.
Participants in Solicitations
Comtech, CPI and their respective directors, executive officers and other members of their management and employees may be deemed to be participants in the solicitation of proxies from stockholders of CPI in connection with the merger. Information regarding Comtech’s directors and officers is available in Comtech’s proxy statement on Schedule 14A for its 2009 annual meeting of stockholders, which was filed with the SEC on November 9, 2009. Information regarding CPI’s directors and executive officers is available in CPI’s proxy statement on Schedule 14A for its 2010 annual meeting of stockholders, which was filed with the SEC on January 20, 2010. Additional information regarding the interests of such potential participants will be included in the proxy statement and the other relevant documents filed with the SEC when they become available.
Cautionary Statement Regarding Forward-Looking Statements
Certain statements included above constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements provide our current expectations, beliefs or forecasts of future events. Forward-looking statements are subject to known and unknown risks and uncertainties, which could cause actual events or results to differ materially from the results projected, expected or implied by these forward looking statements. Such differences may result from a variety of factors, including but not limited to:
- legal or regulatory proceedings or other matters that affect the timing or ability to complete the transactions as contemplated;
- the possibility that the expected synergies from the proposed merger will not be realized, or will not be realized within the anticipated time period; the risk that the businesses will not be integrated successfully;
- the possibility of unforeseen difficulties in integrating the two companies;
- the possibility of disruption from the merger making it more difficult to maintain business and operational relationships;
- the possibility that the merger does not close, including but not limited to, due to the failure to satisfy the closing conditions;
- any actions taken by either of the companies, including but not limited to, restructuring or strategic initiatives (including capital investments or asset acquisitions or dispositions);
- developments beyond the companies’ control, including but not limited to: changes in domestic or global economic conditions, competitive conditions and consumer preferences; adverse weather conditions or natural disasters; health concerns; international, political or military developments; and technological developments.
Additional factors that may cause results to differ materially from those described in the forward-looking statements are set forth in the Annual Report on Form 10-K of CPI for the fiscal year ended October 2, 2009, which was filed with the SEC on December 10, 2009, under the heading “Item 1A—Risk Factors,” and in the Annual Report on Form 10-K of Comtech for the year ended July 31, 2009, which was filed with the Securities and Exchange Commission (“SEC”) on September 23, 2009, under the heading “Item 1A—Risk Factors,” and in subsequent reports on Forms 10-Q and 8-K and other filings made with the SEC by each of Comtech and CPI.
As a result of these uncertainties, you should not place undue reliance on these forward-looking statements. All future written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. We undertake no duty or obligation to publicly revise any forward-looking statement to reflect circumstances or events occurring after the date hereof or to reflect the occurrence of unanticipated events or changes in our expectations.
WAYNE, Pa., May 10 /PRNewswire-FirstCall/ — Encorium Group, Inc. (Nasdaq: ENCO), a full service multinational clinical research organization (CRO) conducting studies in over 30 countries for many of the world’s leading pharmaceutical and biotechnology companies, today announced that it has recently been awarded $6.8 million of new business awards, primarily consisting of two Phase III studies for a major Asian technology company that is diversifying its operations into the pharmaceutical industry.
Kai Lindevall, Chief Executive Officer, of the Company stated, “This is the most significant break-through to date in our business development efforts in the Asian market. We are very pleased to have been awarded these landmark studies for this major high-tech company. To be selected as a preferred provider is the best benchmark we could imagine with which to measure our success in Asia. In addition, we have recently seen a significant increase in the number of requests for proposals and are seeing signs that the market appears to be regaining some of its pre-recession vibrancy, particularly in the case of small to medium sized biopharmaceutical companies, which are a key market for the Company.”
Additionally, Encorium Group announced that its preliminary financial results (unaudited) for the three months ended March 31, 2010 are expected to show a decrease in net revenues of approximately $1.5 million or 34% to $3.0 million as compared to $4.5 million for the three months ended March 31, 2009. The preliminary net loss is expected to be in the range of $0.57 – $0.64 per share as compared to a net loss of $0.08 per share for the same period a year ago. The reduced revenue and resulting net loss are primarily due to less new business awards, contract cancellations along with the performance of unexpected out of scope work for which revenue can not be recognized until corresponding change orders are executed with the client. The Company is negotiating change orders with the client and will recognize revenue during the period such change orders are executed; however, there can be no certainty as to the timing or value of these change orders.
The Company will provide additional details of its performance in its Quarterly Report on Form 10-Q for the quarterly period ending March 31, 2010 once filed.
About Encorium Group, Inc.
Encorium Group, Inc. is a global clinical research organization specializing in the design and management of complex clinical trials and Patient Registries for the pharmaceutical, biotechnology and medical device industries. The Company’s mission is to provide its clients with high quality, full-service support for their biopharmaceutical and medical device development programs. Encorium offers therapeutic expertise, experienced team management and advanced technologies. The Company has drug and biologics development as well as clinical trial experience across a wide variety of therapeutic areas such as infectious diseases, cardiovascular, vaccines, oncology, diabetes endocrinology/metabolism, gene therapy, immunology, neurology, gastroenterology, dermatology, hepatology, women’s health and respiratory medicine. Encorium believes that its expertise in the design of complex clinical trials, its therapeutic experience and commitment to excellence, and its application of innovative technologies, offer its clients a means to more quickly and cost effectively move products through the clinical development process.
This press release contains forward-looking statements identified by words such as “estimate,” “project,” “expect,” “intend,” “believe,” “anticipate” and similar expressions. Those statements involve risks and uncertainties, and actual results could differ materially from those discussed. Factors that could cause or contribute to such differences include, but are not limited to: (i) the risk that we may not have sufficient funds to operate our business; (ii) our success in attracting new business and retaining existing clients and projects; (iii) the size, duration and timing of clinical trials we are currently managing may change unexpectedly; (iv) the termination, delay or cancellation of clinical trials we are currently managing could cause revenues and cash-on-hand to decline unexpectedly; (v) the timing difference between our receipt of contract milestone or scheduled payments and our incurring costs to manage these trials; (vi) outsourcing trends in the pharmaceutical, biotechnology and medical device industries; (vii) the ability to maintain profit margins in a competitive marketplace; (viii) our ability to attract and retain qualified personnel; (ix) the sensitivity of our business to general economic conditions; (x) other economic, competitive, governmental and technological factors affecting our operations, markets, products, services and prices; (xi) announced awards received from existing and potential customers are not definitive until fully negotiated contracts are executed by the parties; (xii) our backlog may not be indicative of future results and may not generate the revenues expected; (xiii) uncertainties regarding the availability of additional capital; (xiv) uncertainties regarding the execution of change orders by our clients for work already performed; and (xv) uncertainties regarding continued listing of our common stock on Nasdaq. You should not place undue reliance on any forward-looking statement. We undertake no obligation to publicly release the result of any revision of these forward-looking statements to reflect events or circumstances after the date they are made or to reflect the occurrence of unanticipated events. Please refer to the section entitled “Risk Factors” in the Company Annual Report on Form 10-K for the year ended December 31, 2009.
LOS ANGELES, CA–(Marketwire – 05/06/10) – Overhill Farms, Inc. (AMEX:OFI – News) today reported net income of $2.36 million, or $0.15 per basic and diluted common share, on net revenues of $50.5 million for the second quarter of fiscal 2010, which ended March 28, 2010.
Net income increased by 31.6% from the $1.8 million ($0.11 per basic and diluted share) from the second quarter of fiscal 2009, on a 2.1% decline in net revenues from the $51.6 million reported in the year-earlier quarter. The Company attributed the increase in net income to continuous process improvement, improved efficiencies and yields, favorable commodity prices and reduced interest expense due to lower debt balances and lower variable interest rates.
During the second fiscal quarter of 2010 the Company reduced its outstanding long-term debt by $2.6 million. After these debt payments, the Company had $5.8 million in cash at the end of the quarter. In April, 2010, after the close of the second fiscal quarter, the Company made an additional payment of $1.5 million on its long-term debt.
James Rudis, Chairman and Chief Executive Officer of Overhill Farms, said, “Our ability to increase our gross margins, maintain a strong cash position, and lower our debt is evidence of our continuing gains in efficiency despite a very difficult economy.”
Mr. Rudis said the Company is “seeing encouraging signs of improvement. Our stepped-up sales efforts have led to new retail business from one of our existing customers, which should go into production late in the third quarter. In addition, we are in the final stages of preparing several product launches for both new and existing customers.”
In addition, Mr. Rudis said, the sales and distribution alliance with J.R. Simplot Co. has resulted in two immediate opportunities, and additional leads. “We are negotiating final product pricing for one Simplot account, and at the request of another Simplot customer we are preparing for test marketing of a new product early in the fourth fiscal quarter,” he said. “These opportunities reflect the continuing effort that Simplot and Overhill are putting into this promising alliance.”
Mr. Rudis said he believes the new product launches, along with the Simplot opportunities, have the potential to offset the economy’s continuing effect on net sales and the reluctance of customers to maintain normal levels of inventory.
Net revenues for the second quarter of fiscal 2010 decreased by $1.1 million or 2.1%, as the result of pricing decreases on some products, changes in product volume and mix, and continuing declines in sales to airline customers.
By customer category, retail net revenues for the second quarter of fiscal year 2010 decreased by $3.0 million (8.2%) to $33.8 million from $36.8 million for the year-earlier second quarter. Most of the decrease was due to loss of distribution to a club store account by one of the Company’s existing customers. Net revenues from most other retail accounts also declined but were offset by increased sales to Safeway Inc.
Foodservice net revenues increased by 20.7% or $2.5 million to $14.6 million for the second quarter of fiscal 2010 from $12.1 million for the year-earlier second quarter. The Company attributed the increase to the introduction of new products and increased volume from an existing customer.
Airline net revenues decreased by $610,000, or 23.5%, to $2.0 million for the second quarter of fiscal 2010 from $2.6 million for the year-earlier quarter. The Company anticipates further declines in airline net revenues as airlines continue to cut costs due to current economic conditions.
Gross profit increased by 17.2% for the second quarter of fiscal year 2010, to $6.8 million from $5.8 million for the second quarter of fiscal year 2009. Gross profit as a percentage of net revenues increased to 13.5% for the second quarter of fiscal year 2010 from 11.2% for the second quarter of fiscal year 2009. As noted above, this was due largely to continuous process improvements, improved efficiencies and yields and favorable commodity prices.
For the six months ended March 28, 2010, the Company reported a 25% increase in net income to $5.4 million or $0.34 per basic and diluted common share, from the $4.3 million or $0.27 per basic and diluted share reported for the six months ended March 29, 2009.
Revenues for the first six months of fiscal 2010 were $106.7 million, a decrease of less than 0.2% from the $106.9 million reported for the first six months of fiscal 2009. Revenues from the foodservice category increased by $12.3 million during the six months. This largely offset a decline of $10.4 million in retail sales, which was due to the previously announced reduction in volume from a retail customer that moved a large portion of its production to its own facilities. Airline net sales were down $2.0 million for the six months.
Operating income for the first six months of fiscal 2010 was $9.4 million, or 8.8% of net revenues, up 12% from the $8.4 million or 7.9% of net revenues for the year-earlier period.
ABOUT OVERHILL FARMS
Overhill Farms is a leading value-added supplier of custom high quality prepared frozen foods for branded retail, private label, foodservice and airline customers. Its product line includes entrées, plated meals, bulk-packed meal components, pastas, soups, sauces, poultry, meat and fish specialties, as well as organic and vegetarian offerings. The Company’s capabilities give its customers a one-stop solution for new product development, precise replication of existing recipes, product manufacturing and packaging. Its customers include prominent nationally recognized names such as Jenny Craig, Inc., Safeway Inc., Panda Restaurant Group, Inc., H. J. Heinz Company, Pinnacle Foods Group LLC and American Airlines, Inc.
This news release contains disclosures that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations or beliefs and include, but are not limited to, statements about the Company’s operations and financial performance and condition and statements regarding expectations of continued or increased sales volumes and revenues, margins, profitability, production efficiencies and expansions, cash flows and growth, anticipated amounts and timing of growth in the Company’s customer base and business in the foodservice and retail market sectors, and ability and desire to make further voluntary debt reductions. For this purpose, statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements include statements which are predictive in nature, which depend upon or refer to future events or conditions, or which include words such as “continue,” “efforts,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “projects,” “forecasts,” “strategy,” “will,” “goal,” “objective,” “target,” “prospects,” “optimistic,” “confident,” “likely,” “probable” or similar expressions. In addition, any statements concerning future financial performance (including future revenues, earnings or growth rates), planned product launches, on-going business strategies or prospects, and possible future Company actions (including actions relating to sales and distribution alliances), which may be provided by management, are also forward-looking statements. We caution that these statements by their nature involve risks and uncertainties, and actual results may differ materially depending on a variety of important factors, including, among others: the impact of competitive products and pricing; fulfillment by suppliers of existing raw material contracts; market conditions that may affect the costs and/or availability of raw materials and the Company’s ability to obtain favorable long-term purchase commitments for raw materials, and of fuels, energy, logistics and labor as well as the market for the Company’s products, including customers’ ability to pay and consumer demand; changes in business environment, including actions of competitors and alliances and changes in customer preferences and willingness to maintain normal inventory levels, as well as disruptions to customers’ businesses; seasonality in the retail category; loss of key customers due to competitive environment or production being moved in-house by customers; difficulties that may be encountered in attracting and retaining new customers; natural disasters that can impact, among other things, costs of fuel and raw materials; the occurrence of acts of terrorism, or acts of war; changes in governmental laws and regulations; change in control due to takeover or other significant changes in ownership; financial viability and resulting effect on revenues and collectability of accounts receivable of customers during recessionary periods; ability to obtain additional financing as and when needed, and rising costs of credit that may be associated with new borrowings; voluntary or government-mandated food recalls; ability to successfully resolve outstanding legal matters; and other factors as may be discussed in the Company’s Annual Report on Form 10-K for the year ended September 27, 2009, Quarterly Report on Form 10-Q for the quarter ended March 28, 2010 and other reports filed with the Securities and Exchange Commission.
OVERHILL FARMS, INC.
CONDENSED SUMMARY OF OPERATIONS
(Unaudited)
For the Quarter Ended
------------------------
March 28, March 29,
2010 2009
----------- -----------
Net revenues $50,459,303 $51,583,412
Cost of sales 43,640,235 45,815,774
----------- -----------
Gross profit 6,819,068 5,767,638
Selling, general and administrative expenses 2,691,512 2,295,531
----------- -----------
Operating income 4,127,556 3,472,107
Total interest expense (345,713) (525,851)
----------- -----------
Income before income tax expense 3,781,843 2,946,256
Income tax expense 1,421,217 1,151,986
----------- -----------
Net income 2,360,626 1,794,270
=========== ===========
Net income per share - basic $ 0.15 $ 0.11
=========== ===========
Net income per share - diluted $ 0.15 $ 0.11
=========== ===========
Shares used in computing net income per share,
basic 15,823,271 15,823,271
Weighted average shares outstanding 16,046,275 16,011,493
OVERHILL FARMS, INC.
CONDENSED SUMMARY OF OPERATIONS
(Unaudited)
For the Six Months Ended
--------------------------
March 28, March 29,
2010 2009
------------ ------------
Net revenues $106,691,840 $106,855,441
Cost of sales 91,986,643 93,580,285
------------ ------------
Gross profit 14,705,197 13,275,156
Selling, general and administrative expenses 5,253,293 4,829,746
------------ ------------
Operating income 9,451,904 8,445,410
Total interest expense (778,331) (1,339,939)
Other expenses (1,000) -
------------ ------------
Income before income tax expense 8,672,573 7,105,471
Income tax expense 3,259,153 2,778,239
------------ ------------
Net income 5,413,420 4,327,232
============ ============
Net income per share - basic $ 0.34 $ 0.27
============ ============
Net income per share - diluted $ 0.34 $ 0.27
============ ============
Shares used in computing net income per
share, basic 15,823,271 15,823,271
Weighted average shares outstanding 16,048,947 16,014,916
VANCOUVER, BRITISH COLUMBIA–(Marketwire – 05/06/10) – International Tower Hill Mines Ltd. (“ITH” or the “Company”) (TSX:ITH – News)(AMEX:THM – News)(Frankfurt:IW9 – News) is pleased to announce that Raven Gold Alaska Inc. (“Raven”), a subsidiary of ITH, has signed a key exploration agreement with Ahtna Incorporated, an Alaskan Native Corporation (“Ahtna”), which owns or has selected highly prospective land surrounding the high priority Ahtell porphyry system which forms part of the Chisna Project Joint Venture between Raven and Ocean Park Alaska Corp. (“OPA”), an Alaskan subsidiary of Ocean Park Ventures Corp. of Vancouver, BC (TSXV: OCP). The agreement is the first step in developing a strategic partnership with Ahtna for the exploration and development of mineral resources in the promising Chisna porphyry belt of Alaska. The Ahtna lands add an additional 75,520 acres to the existing 87,940 acres of Alaska State mining claims that make up the Chisna Project (Figure 1: http://media3.marketwire.com/docs/ith506ma.pdf). Pursuant to the agreement, Ahtna has consented to the transfer of Raven’s rights to the Ocean Park/Raven Joint Venture. Further consent will be required if Raven ceases to be the operator under the Joint Venture.
Ahtna Agreement Summary
Ahtna and Raven have signed a Mineral Exploration Agreement with Option to Lease effective March 30, 2010 over a 75,520 acre parcel surrounding existing Alaska State mining claims held by Raven. The key terms of the Ahtna agreement include the following:
-- exclusive right to explore, and the option to enter into a mining lease
to develop and mine, the subject lands for a six-year period
-- annual option payments of US$1.00 - US$1.25 per acre
-- minimum exploration expenditures of US$4 - US$8 per acre, provided that
if the agreement is not terminated at the end of any option year, the
exploration expenditures for the next year become a firm commitment
-- at the end of the third year, Raven will release at least 50% of the
original lands subject to the agreement
-- preferential contracting, hiring and training practices for Ahtna
shareholders or designees
-- scholarship contributions to the Ahtna Heritage Foundation
(US$10,000/year, subject to increase for inflation)
-- all surface work subject to Ahtna archaeological and cultural clearance
Upon Raven having expended an aggregate of US$1,000,000 (including 2,500 feet of core drilling) and having completed a feasibility study over some or all of the land subject to the exploration agreement within the six year term of the exploration agreement, Raven has the option to enter into a mining lease. The key terms of the mining lease include:
-- exclusive mining rights for an initial term of ten years and so long
thereafter as commercial production continues
-- minimum exploration expenditures of US$4.00 - US$9.00 per acre subject
to the lease until commercial production is achieved, escalating over
time
-- advance minimum royalty payments of US$6 - US$12 per acre escalating
over time (50% deductible from production royalties)
-- net smelter return production royalties for gold and silver scaled from
2.5% (gold price US$550 per ounce or less) to 14% (gold price per ounce
US$1,900 or higher per ounce), 2.5% on base metals and 3% on all
minerals other than gold, silver or base metals
-- in the event Raven acquires rights to minerals within the area subject
to the lease, the acquired minerals lands are subject to a production
royalty in favour of Ahtna of 2% of the gross value of any gold and
silver and a NSR of 1% on base metals
-- Ahtna is also entitled to receive an amount by which 20% of the net
profits realized by Raven from its mining operations on Ahtna minerals
(10% in the case of non-Ahtna minerals) in any year exceed the aggregate
royalties paid by Raven to Ahtna in that year
-- Ahtna has the right to acquire a working interest in the lands subject
to the lease, which is to be greater than or equal to 10% but not more
than 15%, upon Raven having made a production decision, and in
consideration, Ahtna will be required to fund ongoing operations after
such exercise in an amount equal to 200% of Ahtna's percentage share of
the pre-production expenditures incurred by Raven (not including advance
minimum royalty payments to Ahtna). Should Ahtna exercise such option,
it would become a participant in the Ocean Park/Raven Joint Venture
Chisna Project Background
The Chisna Project, located in the Chistochina mining district of south-central Alaska, is a Joint Venture between OPA and Raven. Ocean Park’s initial contribution in respect of its 51% interest in the Joint Venture is US$20M in exploration expenditures over a 5 year period. Raven is the initial operator. The 2010 exploration budget is in excess of US$6M.
The Chisna Porphyry belt contains numerous unexplored copper and gold targets with the two most significant being the highly prospective +8 square kilometre Ahtell alkaline porphyry copper-gold system (which has recently been augmented by the Ahtna land addition) and the large 40 square kilometre POW system at the northwest end of the belt.
The project is targeting Cretaceous copper-gold porphyry style mineralization of a similar age to the Pebble deposit, located approximately 600 kilometres to the southwest. The Chisna Project contains a number of grassroots surface discoveries made by ITH in 2006 and 2007 which were the focus of the 2008 follow-up work.
Planned 2010 exploration work will include:
-- regional airborne ZTEM survey over 2,270 square kilometres
-- geochemical soil and silt sampling program
-- regional and property scale geological mapping
-- 6,000 metres of diamond core drilling focussing on the POW and Ahtell
Porphyry Systems
About International Tower Hill Mines Ltd.
International Tower Hill Mines Ltd. is a resource exploration company, focused in Alaska and Nevada, which controls a number of exploration projects representing a spectrum from early stage to the advanced multimillion ounce gold discovery at Livengood. ITH is committed to building shareholder value through new discoveries while maintaining a majority interest in its key holdings, thereby giving its shareholders the maximum value for their investment.
On behalf of International Tower Hill Mines Ltd.
Jeffrey A. Pontius, President and Chief Executive Officer
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 27E of the Exchange Act. All statements, other than statements of historical fact, included herein including, without limitation, statements regarding the anticipated content, commencement and cost of exploration programs, anticipated exploration program results, the discovery and delineation of mineral deposits/resources/reserves, business and financing plans and business trends, are forward-looking statements. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. The Company cautions investors that any forward-looking statements by the Company are not guarantees of future results or performance, and that actual results may differ materially from those in forward looking statements as a result of various factors, including, but not limited to, variations in the nature, quality and quantity of any mineral deposits that may be located, variations in the market price of any mineral products the Company may produce or plan to produce, the inability of the Company to obtain any necessary permits, consents or authorizations required for its activities, the inability of the Company to produce minerals from its properties successfully or profitably, to continue its projected growth, to raise the necessary capital or to be fully able to implement its business strategies, and other risks and uncertainties disclosed in the Company’s Annual Information Form filed with certain securities commissions in Canada and the Company’s annual report on Form 40-F filed with the United States Securities and Exchange Commission (the “SEC”), and other information released by the Company and filed with the appropriate regulatory agencies. All of the Company’s Canadian public disclosure filings may be accessed via http://www.sedar.com/ and its United States public disclosure filings may be accessed via http://www.sec.gov/, and readers are urged to review these materials, including the technical reports filed with respect to the Company’s mineral properties.
Cautionary Note Regarding Similar or Adjacent Properties
This press release contains information with respect to adjacent or similar mineral properties in respect of which the Company has no interest or rights to explore or mine. The Company advises US investors that the US Securities and Exchange Commission’s mining guidelines strictly prohibit information of this type in documents filed with the SEC. Readers are cautioned that the Company has no interest in or right to acquire any interest in any such properties, and that mineral deposits on adjacent or similar properties are not indicative of mineral deposits on the Company’s properties.
This press release is not, and is not to be construed in any way as, an offer to buy or sell securities in the United States.
QUEBEC CITY, May 6 /PRNewswire-FirstCall/ – Aeterna Zentaris Inc. (NASDAQ: AEZS, TSX: AEZ), (“the Company”) a late-stage drug development company specialized in oncology and endocrinology, today announced that it has received from the U.S. Food and Drug Administration (FDA), orphan-drug designation for AEZS-108, its doxorubicin targeted conjugate compound, for the treatment of ovarian cancer. AEZS-108 is currently in a Phase 2 trial in advanced ovarian and advanced endometrial cancer in Europe.
Juergen Engel, Ph. D., President and CEO of Aeterna Zentaris stated, “We are very pleased with AEZS-108 gaining orphan-drug designation for ovarian cancer from the FDA as it would provide it with extra market exclusivity protection. We look forward to reporting the final results from our ongoing European Phase 2 study in ovarian and endometrial cancer, later this year.”
About Orphan-Drug Designation
Orphan-drug designation is granted by the FDA Office of Orphan Products Development to novel drugs or biologics that treat a rare disease or condition affecting fewer than 200,000 patients in the U.S. The designation provides the drug developer with a seven-year period of U.S. marketing exclusivity if the drug is the first of its type approved for the specified indication or if it demonstrates superior safety, efficacy, or a major contribution to patient care versus another drug of its type previously granted the designation for the same indication. It also provides tax credits for clinical research costs, the ability to apply for annual grant funding, clinical research trial design assistance and waiver of Prescription Drug User Fee Act (PDUFA) filing fees.
About Ovarian Cancer
Ovarian cancer is one of the most common gynaecologic malignancies and the fifth most frequent cause of cancer death in women, with most of the cases occurring in women between 50 and 75 years of age. Overall, ovarian cancer accounts for 4% of all cancer diagnoses in women and 5% of all cancer deaths. Approximately 26,000 new cases and 17,000 deaths from this disease are estimated in the European community every year (Source: Gynaecologic Oncology 2004; 92:819-26). The National Cancer Institute estimates that in 2009, in the United States alone, there were 21,550 news cases of ovarian cancer and 14,600 related deaths.
About AEZS-108
AEZS-108 represents a new targeting concept in oncology using a cytotoxic peptide conjugate which is a hybrid molecule composed of a synthetic peptide carrier and a well-known cytotoxic agent, doxorubicin. The design of this product allows for the specific binding and selective uptake of the cytotoxic conjugate by LHRH-receptor-positive tumors. The binding of AEZS-108 to cancerous cells that express these receptors results in its accumulation and preferential uptake in the malignant tissue.
About Aeterna Zentaris Inc.
Aeterna Zentaris Inc. is a late-stage drug development company specialized in oncology and endocrine therapy. News releases and additional information are available at www.aezsinc.com.
Forward-Looking Statements
This press release contains forward-looking statements made pursuant to the safe harbor provisions of the U.S. Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which could cause the Company’s actual results to differ materially from those in the forward-looking statements. Such risks and uncertainties include, among others, the availability of funds and resources to pursue R&D projects, the successful and timely completion of clinical studies, the ability of the Company to take advantage of business opportunities in the pharmaceutical industry, uncertainties related to the regulatory process and general changes in economic conditions. Investors should consult the Company’s quarterly and annual filings with the Canadian and U.S. securities commissions for additional information on risks and uncertainties relating to the forward-looking statements. Investors are cautioned not to rely on these forward-looking statements. The Company does not undertake to update these forward-looking statements. We disclaim any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results, events or developments except if we are required by a governmental authority or applicable law.
AUSTIN, Texas, May 5 /PRNewswire-FirstCall/ — HealthTronics, Inc. (Nasdaq: HTRN), a leading provider of urological products and services, today announced that it has signed a definitive merger agreement with Endo Pharmaceuticals (Nasdaq: ENDP) pursuant to which Endo will acquire HealthTronics. Under the terms of the merger agreement, Endo will commence an all cash tender offer to acquire all of the outstanding shares of HealthTronics common stock for approximately $223 million or $4.85 cash per HealthTronics share plus the assumption of debt. The transaction has been approved by the boards of directors of both companies.
HealthTronics President and CEO James S.B. Whittenburg stated, “We believe this transaction will achieve significant value for our shareholders and going forward enables us to expand our offerings as a leading provider of urological products and services. Together with Endo we will be better positioned to fulfill our mission of bringing services and technologies that both improve patient care and enhance physician practice economics, thus enhancing the value of the channel HealthTronics has established with leading urologists.”
Dave Holveck, President and CEO of Endo commented, “Beyond diversifying our revenue base, the acquisition of HealthTronics will further position Endo as a preferred healthcare provider of multiple medical solutions and delivery mechanisms that help improve patient outcomes in the field of Urology. This strategic acquisition will elevate Endo from a pharmaceutical company to a diversified partner to physicians and payers in the treatment and diagnosis of urological and pain-related conditions. We believe this deal will also enhance our ability to deliver long-term, sustainable growth for our shareholders in an evolving healthcare environment.”
Transaction Summary
Under the terms of the merger agreement, Endo will commence a tender offer to purchase all outstanding shares of HealthTronics common stock for payment of $4.85 in cash for each share of HealthTronics common stock tendered. The tender offer is expected to commence within 10 business days and will remain open until July 1, 2010, subject to extension under certain circumstances.
The consummation of the tender offer is conditioned on the tender of a majority of outstanding HealthTronics shares on a fully diluted basis and other customary closing conditions. The tender offer is not subject to a financing condition.
Following completion of the tender offer, a wholly-owned subsidiary of Endo will merge into HealthTronics and the HealthTronics shares not acquired in the tender offer will convert into the right to receive the same consideration as paid in the tender offer.
In addition, Mr. Whittenburg and other key HealthTronics executives have entered into new employment agreements, to be effective upon closing of the offer, providing for their continued employment with the combined company following the transaction.
Conference Call and Webcast Information
Endo’s management team, along with Mr. Whittenburg, will host a conference call and audio Webcast on Wednesday, May 5 at 5:30 p.m. EDT to discuss this transaction. Interested parties may call 866-783-2141 (domestic) or 857-350-1600 (international) and enter code 17184946. Please dial in 15 minutes prior to the scheduled start time. A replay of the call will be available until 11:59 p.m. EDT on May 19 by dialing 888-286-8010 (domestic) or 617-801-6888 (international), passcode 90830373. If you are unable to listen live, the conference call will be archived on the HealthTronics website.
May 10, 2010 Conference Call Cancelled
In light of today’s announcement, HealthTronics has decided to cancel its first quarter conference call scheduled for May 10, 2010. HealthTronics will issue its financial results and file its Form 10-Q for the first quarter ended March 31, 2010 on May 10, 2010.
Advisors
Lazard Middle Market acted as financial advisor and Jackson Walker L.L.P. acted as legal advisor to HealthTronics for this transaction.
About HealthTronics
HealthTronics, Inc. is a premier urology company providing an exclusive suite of healthcare services and technology, including urologist partnership opportunities, surgical and capital equipment, maintenance services and anatomical pathology services. The company’s product portfolio includes a full line of urology equipment and products, including lithotripters, surgical lasers for treatment of BPH, and anatomical pathology services. As a service provider, HealthTronics offers the latest technology in lithotripsy services and prostate therapy services, including BPH treatments and prostate cancer treatments. For more information, visit www.HealthTronics.com.
About Endo
Endo Pharmaceuticals is a specialty pharmaceutical company engaged in the research, development, sale and marketing of branded and generic prescription pharmaceuticals used to treat and manage pain, bladder cancer, prostate cancer and the early onset of puberty in children, or central precocious puberty (CPP). Its products include LIDODERM®, a topical patch to relieve the pain of postherpetic neuralgia; Percocet® and Percodan® tablets for the relief of moderate-to-moderately severe pain; FROVA® tablets for the acute treatment of migraine attacks with or without aura in adults; OPANA® tablets for the relief of moderate-to-severe acute pain where the use of an opioid is appropriate; OPANA® ER tablets for the relief of moderate-to-severe pain in patients requiring continuous, around-the-clock opioid treatment for an extended period of time; Voltaren® Gel, which is owned and licensed by Novartis AG, a nonsteroidal anti-inflammatory drug indicated for the relief of the pain of osteoarthritis of joints amenable to topical treatment, such as those of the hands and the knees; VANTAS® for the palliative treatment of advanced prostate cancer; SUPPRELIN® LA for the treatment of early onset puberty in children; and VALSTAR™ for the treatment of BCG-refractory carcinoma in situ (CIS) of the urinary bladder in patients for whom immediate cystectomy would be associated with unacceptable medical risks. The company markets its branded pharmaceutical products to physicians in pain management, urology, endocrinology, oncology, neurology, surgery and primary care. More information, including this and past press releases of Endo Pharmaceuticals, is available at www.Endo.com.
Forward Looking Statements
Cautionary Language: Statements made in this press release that are not strictly historical, including statements regarding plans, objectives and future financial performance, are “forward-looking” statements. Although HealthTronics believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that the expectations will prove to be correct. Factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements include, among others, the risk that the tender offer and the merger will not close; the risk that HealthTronics’ business will be adversely impacted during the pendency of the tender offer and the merger; the risk that demand for and acceptance of HealthTronics’ products or services may be reduced; the risk of changes in governmental regulations; the impact of economic conditions; the impact of competition and pricing; and other factors described from time to time in HealthTronics’ periodic and current reports filed with the Securities and Exchange Commission. There can be no assurance that the proposed tender offer and merger will in fact be consummated. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this communication. Unless required by law, HealthTronics undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
Additional Information
The tender offer described in this release has not yet commenced. At the time the tender offer is commenced, Endo will file a tender offer statement on Schedule TO with the SEC. Investors and HealthTronics shareholders are strongly advised to read the tender offer statement (including an offer to purchase, letter of transmittal and related tender offer documents) and the related solicitation/recommendation statement on Schedule 14D-9 that will be filed by HealthTronics with the SEC, because they will contain important information. These documents will be available at no charge on the SEC’s website at www.sec.gov once such documents are filed with the SEC. A copy of the solicitation/recommendation statement on Schedule 14D-9 (once it becomes available) may be obtained free of charge from HealthTronics’ website at www.healthtronics.com or by directing a request to HealthTronics at 9825 Spectrum Drive, Building 3, Austin, Texas 78717, Attn: Corporate Secretary. In addition, a copy of the offer to purchase, letter of transmittal and certain other related tender offer documents (once they become available) may be obtained free of charge from Endo’s website at www.endo.com or by directing a request to Endo at www.endo.com, or Endo Pharmaceuticals, 100 Endo Boulevard, Chadds Ford, PA 19317, Attn: Corporate Secretary’s Office.
Press Release Source: Continucare Corporation On Wednesday May 5, 2010, 7:02 am EDT
MIAMI–(BUSINESS WIRE)–Continucare Corporation (NYSE Amex: CNU) today reported financial results for its third quarter of fiscal 2010. Financial highlights for the quarter include:
- Total revenue of $80.3 million, a 6% increase compared to $75.4 million for the same period last year;
- Income from operations of $9.7 million, a 38% increase compared to $7.0 million for the same period last year;
- Net income of $5.9 million, a 36% increase compared to $4.3 million for the same period last year; and
- Earnings per diluted share increased to $0.09 compared to $0.07 per diluted share for the same period last year.
For the nine-months ended March 31, 2010, total revenue increased 12% to $231.5 million compared to $206.0 million for the same period last year. Income from operations during the nine-month period increased 59% to $27.0 million compared to $17.0 million for the same period last year. Net income for the nine-month period increased 57% to $16.5 million, or $0.27 per diluted share, compared to $10.5 million, or $0.17 per diluted share, for the same period last year.
Continucare’s cash and cash equivalents increased to $32.8 million at March 31, 2010 compared to $13.9 million at June 30, 2009, while working capital increased to $42.8 million at March 31, 2010 compared to $25.5 million at June 30, 2009. Total liabilities were $15.9 million at March 31, 2010 compared to $14.1 million at June 30, 2009. Shareholders’ equity was $130.0 million at March 31, 2010 compared to $111.2 million at June 30, 2009.
“We are extremely pleased with our third quarter performance which represents our 12th consecutive quarter of year-over-year improvement,” said Richard C. Pfenniger, Jr., Continucare’s Chairman and Chief Executive Officer. “Record revenues and improved utilization outcomes yielded an improved medical loss ratio and increased operating profits. Continued strong operating results further strengthened our financial position as evidenced by our quarter-end cash and working capital positions which were at record levels and our balance sheet which remained virtually free of long-term indebtedness.”
About Continucare Corporation
Continucare provides primary care physician services on an outpatient basis through a network of medical facilities and independent physician affiliates (IPAs) in the State of Florida. Continucare has 18 medical offices equipped with state-of-the-practice technology and staffed with experienced physicians and a comprehensive support staff. In addition, Continucare provides health practice management services to IPAs who practice primary care medicine in South Florida. Continucare assists these physicians with medical utilization and pharmacy management and specialist network development, freeing them to devote more time to patient care. Also, through its subsidiary, Seredor Corporation, Continucare operates sleep diagnostic centers in seven states. For more information on Continucare please visit http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.continucare.com&esheet=6277030&lan=en_US&anchor=www.continucare.com&index=1&md5=aa7b2bb53b923c5a14c03792a9d281f1, and for more information on Seredor please visit http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.Seredor.com&esheet=6277030&lan=en_US&anchor=www.Seredor.com&index=2&md5=cea03eb57b1e0ef7e555882cb1978807.
Except for historical matters contained herein, statements made in this press release are forward-looking and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors and others are cautioned that forward-looking statements are subject to risks and uncertainties that may affect our business and prospects and cause our actual results to differ materially from those set forth in the forward-looking statements including the following: our operations are dependent on three health maintenance organizations; under our most important contracts we are responsible for the cost of medical services to our patients in return for a capitated fee; our revenues will be affected by the Medicare Risk Adjustment program; if we are unable to manage medical benefits expense effectively, our profitability will likely be reduced; a failure to estimate incurred but not reported medical benefits expense accurately will affect our profitability; we compete with many health care providers for patients and HMO affiliations; we may not be able to successfully recruit or retain existing relationships with qualified physicians and medical professionals; our business exposes us to the risk of medical malpractice lawsuits; we primarily operate in Florida; a significant portion of our voting power is concentrated; we are dependent on our executive officers and other key employees; we depend on the management information systems of our affiliated HMOs; we depend on our information processing systems; the volatility of our stock price; a failure to successfully implement our business strategy could materially and adversely affect our operations and growth opportunities; our intangible assets represent a substantial portion of our total assets; competition for acquisition targets and acquisition financing and other factors may impede our ability to acquire other businesses and may inhibit our growth; our acquisitions could result in integration difficulties, unexpected expenses, diversion of management’s attention and other negative consequences; enacted health care reform could adversely affect our business; a decrease to our Medicare capitation payments may have a material adverse effect on our results of operations, financial position and cash flows; we are subject to government regulation; the health care industry is subject to continued scrutiny; our insurance coverage may not be adequate, and rising insurance premiums could negatively affect our profitability; deficit spending and economic downturns could negatively impact our results of operations; and many factors that increase health care costs are largely beyond our ability to control. These and other applicable risks, cautionary statements and factors that could cause actual results to differ from our forward-looking statements are included in our most recent annual report on Form 10-K and other filings with the SEC and we urge you to read those documents. We undertake no obligation to update or revise these forward-looking statements to reflect events or circumstances after the date hereof except as required by law.
| CONTINUCARE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited) |
|
| ASSETS |
March 31,
2010
|
|
June 30,
2009
|
| Current assets: |
|
|
|
| Cash and cash equivalents |
$ |
32,778,393 |
|
$ |
13,895,823 |
|
Certificate of deposit
|
|
666,418
|
|
|
–
|
| Due from HMOs, net of a liability for incurred but not reported medical claims expense of approximately $23,105,000 and $23,719,000 at March 31, 2010 and June 30, 2009, respectively |
|
16,474,615 |
|
|
17,323,599 |
| Prepaid expenses and other current assets |
|
1,682,126 |
|
|
812,970 |
| Deferred income tax assets |
|
140,584 |
|
|
141,420 |
| Total current assets |
|
51,742,136 |
|
|
32,173,812 |
| Certificates of deposit, restricted |
|
– |
|
|
1,233,653 |
| Property and equipment, net |
|
12,519,657 |
|
|
10,489,383 |
| Goodwill |
|
74,021,585 |
|
|
73,204,582 |
| Intangible assets, net of accumulated amortization of approximately $4,379,000 and $3,406,000 at March 31, 2010 and June 30, 2009, respectively |
|
4,623,274
|
|
|
5,253,666
|
| Deferred income tax assets |
|
2,869,348 |
|
|
2,795,588 |
| Other assets, net |
|
89,614 |
|
|
152,702 |
| Total assets |
$ |
145,865,614 |
|
$ |
125,303,386 |
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
| Current liabilities: |
|
|
|
| Accounts payable |
$ |
868,379 |
|
$ |
652,305 |
| Accrued expenses and other current liabilities |
|
6,973,009 |
|
|
4,455,675 |
| Income taxes payable |
|
1,084,566 |
|
|
1,575,511 |
| Total current liabilities |
|
8,925,954 |
|
|
6,683,491 |
| Deferred income tax liabilities |
|
6,714,894 |
|
|
6,435,732 |
| Other liabilities |
|
217,969 |
|
|
981,640 |
| Total liabilities |
|
15,858,817 |
|
|
14,100,863 |
| Commitments and contingencies |
|
|
|
| Shareholders’ equity: |
|
|
|
| Common stock, $0.0001 par value: 100,000,000 shares authorized; 60,077,299 shares issued and outstanding at March 31, 2010 and 59,391,049 shares issued and outstanding at June 30, 2009 |
|
6,008 |
|
|
5,939 |
| Additional paid-in capital |
|
107,517,094 |
|
|
105,210,519 |
| Accumulated earnings |
|
22,483,695 |
|
|
5,986,065 |
| Total shareholders’ equity |
|
130,006,797 |
|
|
111,202,523 |
| Total liabilities and shareholders’ equity |
$ |
145,865,614 |
|
$ |
125,303,386 |
| CONTINUCARE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) |
|
|
Three Months Ended
March 31,
|
|
2010 |
|
2009 |
|
|
|
|
| Revenue |
$ |
80,274,545 |
|
|
$ |
75,395,799 |
|
| Operating expenses: |
|
|
|
| Medical services: |
|
|
|
| Medical claims |
|
52,081,382 |
|
|
|
53,217,866 |
|
| Other direct costs |
|
8,052,068 |
|
|
|
7,232,634 |
|
| Total medical services |
|
60,133,450 |
|
|
|
60,450,500 |
|
| Administrative payroll and employee benefits |
|
5,208,903 |
|
|
|
3,539,646 |
|
| General and administrative |
|
5,194,384 |
|
|
|
4,364,000 |
|
| Total operating expenses |
|
70,536,737 |
|
|
|
68,354,146 |
|
| Income from operations |
|
9,737,808 |
|
|
|
7,041,653 |
|
| Other income (expense): |
|
|
|
| Interest income |
|
13,509 |
|
|
|
27,843 |
|
| Interest expense |
|
(104,614 |
) |
|
|
(9,087 |
) |
| Income before income tax provision |
|
9,646,703 |
|
|
|
7,060,409 |
|
| Income tax provision |
|
3,746,092 |
|
|
|
2,733,906 |
|
|
|
|
|
| Net income |
$ |
5,900,611 |
|
|
$ |
4,326,503 |
|
|
|
|
|
| Net income per common share: |
|
|
|
| Basic |
$ |
.10 |
|
|
$ |
.07 |
|
| Diluted |
$ |
.09 |
|
|
$ |
.07 |
|
|
|
|
|
| Weighted average common shares outstanding: |
|
|
|
| Basic |
|
59,984,393 |
|
|
|
59,904,532 |
|
| Diluted |
|
62,186,634 |
|
|
|
60,848,054 |
|
| CONTINUCARE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) |
|
|
Nine Months Ended
March 31,
|
|
2010 |
|
2009 |
|
|
|
|
| Revenue |
$ |
231,503,010 |
|
|
$ |
206,000,328 |
|
| Operating expenses: |
|
|
|
| Medical services: |
|
|
|
| Medical claims |
|
155,062,089 |
|
|
|
145,683,860 |
|
| Other direct costs |
|
23,425,011 |
|
|
|
21,534,562 |
|
| Total medical services |
|
178,487,100 |
|
|
|
167,218,422 |
|
| Administrative payroll and employee benefits |
|
12,260,742 |
|
|
|
9,393,652 |
|
| General and administrative |
|
13,771,529 |
|
|
|
12,410,761 |
|
| Total operating expenses |
|
204,519,371 |
|
|
|
189,022,835 |
|
| Income from operations |
|
26,983,639 |
|
|
|
16,977,493 |
|
| Other income (expense): |
|
|
|
| Interest income |
|
46,692 |
|
|
|
151,634 |
|
| Interest expense |
|
(111,120 |
) |
|
|
(17,184 |
) |
| Income before income tax provision |
|
26,919,211 |
|
|
|
17,111,943 |
|
| Income tax provision |
|
10,421,581 |
|
|
|
6,629,498 |
|
|
|
|
|
| Net income |
$ |
16,497,630 |
|
|
$ |
10,482,445 |
|
|
|
|
|
| Net income per common share: |
|
|
|
| Basic |
$ |
.28 |
|
|
$ |
.17 |
|
| Diluted |
$ |
.27 |
|
|
$ |
.17 |
|
|
|
|
|
| Weighted average common shares outstanding: |
|
|
|
| Basic |
|
59,657,867 |
|
|
|
62,059,381 |
|
| Diluted |
|
61,531,035 |
|
|
|
63,119,454 |
|
| CONTINUCARE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) |
|
|
|
Nine Months Ended
March 31,
|
|
|
2010 |
|
2009 |
| CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
|
|
| Net income |
|
$ |
16,497,630 |
|
|
$ |
10,482,445 |
|
| Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
| Depreciation and amortization |
|
|
2,114,468 |
|
|
|
1,660,956 |
|
| Loss on disposal of fixed assets |
|
|
10,946 |
|
|
|
64,586 |
|
| Loss on impairment of fixed assets |
|
|
96,000 |
|
|
|
– |
|
| Compensation expense related to issuance of stock options |
|
|
1,125,443 |
|
|
|
908,954 |
|
| Excess tax benefits related to exercise of stock options |
|
|
(336,288 |
) |
|
|
– |
|
| Deferred income tax expense |
|
|
206,238 |
|
|
|
(161,856 |
) |
| Changes in operating assets and liabilities: |
|
|
|
|
| Due from HMOs, net |
|
|
848,984 |
|
|
|
1,153,491 |
|
| Prepaid expenses and other current assets |
|
|
(253,450 |
) |
|
|
(148,336 |
) |
| Other assets, net |
|
|
79,498 |
|
|
|
93,555 |
|
| Accounts payable |
|
|
205,799 |
|
|
|
498,004 |
|
| Accrued expenses and other current liabilities |
|
|
1,209,457 |
|
|
|
(1,079,590 |
) |
| Income taxes payable |
|
|
(154,657 |
) |
|
|
(188,646 |
) |
| Net cash provided by operating activities |
|
|
21,650,068 |
|
|
|
13,283,563 |
|
|
|
|
|
|
| CASH FLOWS FROM INVESTING ACTIVITIES |
|
|
|
|
| Proceeds from sales of certificates of deposit |
|
|
575,603 |
|
|
|
– |
|
| Purchase of certificates of deposit |
|
|
(8,368 |
) |
|
|
(19,888 |
) |
| Acquisition of sleep diagnostic centers, net of cash acquired |
|
|
(1,592,346 |
) |
|
|
– |
|
| Purchase of property and equipment |
|
|
(2,672,866 |
) |
|
|
(2,161,231 |
) |
| Net cash used in investing activities |
|
|
(3,697,977 |
) |
|
|
(2,181,119 |
) |
|
|
|
|
|
| CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
| Principal repayments under capital lease obligations |
|
|
(250,722 |
) |
|
|
(83,092 |
) |
| Proceeds from exercise of stock options |
|
|
844,913 |
|
|
|
10,625 |
|
| Excess tax benefits related to exercise of stock options |
|
|
336,288 |
|
|
|
– |
|
| Repurchase of common stock |
|
|
– |
|
|
|
(10,608,315 |
) |
| Net cash provided by (used in) financing activities |
|
|
930,479 |
|
|
|
(10,680,782 |
) |
|
|
|
|
|
| Net increase in cash and cash equivalents |
|
|
18,882,570 |
|
|
|
421,662 |
|
| Cash and cash equivalents at beginning of period |
|
|
13,895,823 |
|
|
|
9,905,740 |
|
| Cash and cash equivalents at end of period |
|
$ |
32,778,393 |
|
|
$ |
10,327,402 |
|
|
|
|
|
|
| SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES: |
|
|
|
|
| Purchase of property and equipment with proceeds of capital lease obligations |
|
$ |
222,172 |
|
|
$ |
103,667 |
|
| Retirement of treasury stock |
|
$ |
– |
|
|
$ |
10,608,315 |
|
|
|
|
|
|
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: |
|
|
|
|
| Cash paid for taxes |
|
$ |
10,370,000 |
|
|
$ |
6,980,000 |
|
| Cash paid for interest |
|
$ |
14,120 |
|
|
$ |
12,184 |
May 5, 2010 (Business Wire) — DG FastChannel®, Inc. (NASDAQ: DGIT), a leading provider of digital media services to the advertising, entertainment and broadcast industries, today reported record first quarter financial results. Consolidated revenue for the first quarter 2010 increased 31% to $54.2 million compared to $41.4 million in the same period of 2009. First quarter Adjusted EBITDA increased 71% to $24.1 million compared to $14.1 million for the same period of 2009.
“We are very pleased with our strong first quarter 2010 performance,” said Scott Ginsburg, Chairman and CEO of DG FastChannel. “Stellar growth in both traditional and online advertising, the continued adoption of the high definition (HD) advertising format, and the advent of a hotly contested year in politics all contributed to our accelerated growth this quarter.”
A review of the Company’s performance demonstrates:
- First quarter organic revenue growth of 31% from the year-earlier period.
- First quarter revenue from the delivery of HD advertising content increased 80% to $19.7 million compared to $10.9 million in the same period of 2009.
- First quarter revenue from the Company’s online media service division, Unicast increased by 53% from the year earlier period.
- As of March 31, 2010, the Company reported $51.0 million in cash and $97.1 million of debt, or net debt of $46.1 million.
- Subsequent to quarter end, the Company completed a public equity offering raising net proceeds of approximately $108 million. With the proceeds from the equity offering all outstanding debt was retired.
- After giving effect to the application of the equity proceeds, debt retirement, and interest rate swap terminations, the Company’s adjusted cash balance as of March 31, 2010 was approximately $59 million.
- First quarter 2010 net income was $8.0 million, or $0.32 per diluted share, compared with net income of $1.6 million, or $0.07 per diluted share in the same period of 2009.
- First quarter 2010 non-GAAP net income was $10.4 million, or $0.41 per diluted share, compared to non-GAAP net income of $4.0 million, or $0.19 per diluted share in the same period of 2009.
The terms “Adjusted EBITDA” and “non-GAAP net income” are defined below.
Mr. Ginsburg concluded, “DG FastChannel’s first quarter 2010 performance positions the Company well this year for what is shaping up to be a robust advertising environment. With the completion of the recent equity offering and the move to a ‘net cash’ position in early April, the Company has substantially improved its free cash flow, financial flexibility, and the opportunity to negotiate a larger and enhanced revolving credit facility. As opportunities come along to better serve our customers and add value for our shareholders, we are well prepared.”
First Quarter 2010 Financial Results Webcast
The Company’s first quarter conference call will be broadcast live on the Internet at 9:00 a.m. ET on Wednesday, May 5, 2010. The webcast is open to the general public and all interested parties may access the live webcast on the Internet at the Company’s Web site at www.dgfastchannel.com. Please allow 15 minutes to register and download or install any necessary software.
Non-GAAP Reconciliation, Adjusted EBITDA, Non-GAAP Net Income Definitions
In addition to providing financial measurements based on generally accepted accounting principles in the United States of America (GAAP), the Company has historically provided additional financial measures that are not prepared in accordance with GAAP (non-GAAP). Legislative and regulatory changes discourage the use of and emphasis on non-GAAP financial measures and require companies to explain why non-GAAP financial measures are relevant to management and investors. We believe that the inclusion of these non-GAAP financial measures in this press release helps investors to gain a meaningful understanding of our past performance and future prospects, consistent with how management measures and forecasts our performance, especially when comparing such results to previous periods or forecasts. Our management uses these non-GAAP measures, in addition to GAAP financial measures, as the basis for measuring our core operating performance and comparing such performance to that of prior periods and to the performance of our competitors. These measures are also used by management in its financial and operational decision-making. There are limitations associated with reliance on these non-GAAP financial measures because they are specific to our operations and financial performance, which makes comparisons with other companies’ financial results more challenging. By providing both GAAP and non-GAAP financial measures, we believe that investors are able to compare our GAAP results to those of other companies while also gaining a better understanding of our operating performance as evaluated by management.
The Company defines “Adjusted EBITDA” as net income, before interest, taxes, depreciation and amortization, share-based compensation, restructuring charges and benefits, and gains and losses on derivative instruments. The Company considers Adjusted EBITDA to be an important indicator of the Company’s operational strength and performance and a good measure of the Company’s historical operating trends.
Adjusted EBITDA eliminates items that are either not part of the Company’s core operations, such as gains and losses from derivative instruments, and net interest expense, or do not require a cash outlay, such as share-based compensation. Adjusted EBITDA also excludes depreciation and amortization expense, which is based on the Company’s estimate of the useful life of tangible and intangible assets. These estimates could vary from actual performance of the asset, are based on historical costs, and may not be indicative of current or future capital expenditures.
The Company defines “non-GAAP net income” as net income before amortization of intangible assets and share-based compensation expense, net of the tax benefit these non-cash expenses provide.
The Company considers non-GAAP net income to be another important indicator of the overall performance of the Company because it eliminates the effects of events that are non-cash.
Adjusted EBITDA and non-GAAP net income should be considered in addition to, not as a substitute for, the Company’s operating income and net income, as well as other measures of financial performance reported in accordance with GAAP.
Reconciliation of Non-GAAP Financial Measures
In accordance with the requirements of Regulation G issued by the Securities and Exchange Commission, the Company is presenting the most directly comparable GAAP financial measures and reconciling the non-GAAP financial measures to the comparable GAAP measures.
About DG FastChannel
DG FastChannel provides innovative, technology-based solutions to help advertisers and agencies work faster, smarter and more competitively. DG FastChannel delivers the standard in digital media services to the advertising, broadcast and publishing industries. Through its Unicast and Springbox operating units, DG FastChannel is a leading Internet marketing technology company offering online marketing and advertising solutions through a powerful combination of proprietary visualization technology, and a premium rich media advertising platform for the creation, delivery and reporting of premium rich media.
The Company utilizes satellite and Internet transmission technologies and has deployed a suite of digital media intelligence and asset management tools designed specifically for the advertising industry, including creative and production resources, and digital asset management. The Company has online media distribution networks which link more than 5,000 advertisers, advertising agencies and content owners with more than 23,000 radio, television, cable, network and print publishing destinations and over 5,000 online publishers electronically throughout the United States, Canada, and Europe. For more information visit www.dgfastchannel.com.
Forward-Looking Statements
This release contains forward-looking statements relating to the Company. These forward-looking statements involve risks and uncertainties, which could cause actual results to differ materially from those projected. These and other risks relating to DG FastChannel’s business are set forth in the Company’s filings with the Securities and Exchange Commission. DG FastChannel assumes no obligation to publicly update or revise any forward-looking statements.
(Financial Tables Follow)
| DG FastChannel, Inc. |
| Unaudited Condensed Consolidated Statements of Income |
| (In thousands, except per share amounts) |
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
| Revenues |
|
|
|
|
$ |
54,202 |
|
$ |
41,412 |
| Cost of revenues |
|
|
|
|
|
17,941 |
|
|
18,699 |
| Sales and marketing |
|
|
|
|
|
3,112 |
|
|
2,584 |
| Research and development |
|
|
|
|
|
2,115 |
|
|
1,110 |
| General and administrative |
|
|
|
|
|
6,905 |
|
|
4,928 |
| Operating expenses, excluding depreciation and amortization and share-based compensation |
|
|
|
|
|
30,073 |
|
|
27,321 |
| Adjusted EBITDA |
|
|
|
|
|
24,129 |
|
|
14,091 |
| Depreciation, amortization and share-based compensation |
|
|
|
|
|
8,307 |
|
|
7,417 |
| Operating income |
|
|
|
|
|
15,822 |
|
|
6,674 |
| Interest expense and other, net |
|
|
|
|
|
2,076 |
|
|
3,973 |
| Income before income taxes |
|
|
|
|
|
13,746 |
|
|
2,701 |
| Provision for income taxes |
|
|
|
|
|
5,704 |
|
|
1,108 |
| Net income |
|
|
|
|
$ |
8,042 |
|
$ |
1,593 |
|
|
|
|
|
|
|
|
| Earnings per share: |
|
|
|
|
|
|
|
| Basic |
|
|
|
|
$ |
0.33 |
|
$ |
0.07 |
| Diluted |
|
|
|
|
$ |
0.32 |
|
$ |
0.07 |
|
|
|
|
|
|
|
|
| Weighted average shares outstanding: |
|
|
|
|
|
|
|
| Basic |
|
|
|
|
|
24,349 |
|
|
20,888 |
| Diluted |
|
|
|
|
|
24,879 |
|
|
21,264 |
|
|
|
|
| DG FastChannel, Inc. |
| Reconciliation of GAAP Net Income to Non-GAAP Net Income and Adjusted EBITDA |
| (In thousands, except per share amounts) |
| (Unaudited) |
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
| Net income |
|
|
|
|
$ |
8,042 |
|
|
$ |
1,593 |
|
| Amortization of intangibles |
|
|
|
|
|
3,021 |
|
|
|
2,979 |
|
| Share-based compensation |
|
|
|
|
|
1,048 |
|
|
|
1,144 |
|
| Income tax effect of amortization of intangibles and share- based compensation |
|
|
|
|
|
(1,689 |
) |
|
|
(1,691 |
) |
| Non-GAAP net income |
|
|
|
|
|
10,422 |
|
|
|
4,025 |
|
|
|
|
|
|
|
|
|
| Interest expense and other, net |
|
|
|
|
|
2,076 |
|
|
|
3,973 |
|
| Add back income tax effect of amortization of intangibles and share-based compensation |
|
|
|
|
|
1,689 |
|
|
|
1,691 |
|
| Provision for income taxes |
|
|
|
|
|
5,704 |
|
|
|
1,108 |
|
| Depreciation expense |
|
|
|
|
|
4,238 |
|
|
|
3,294 |
|
| Adjusted EBITDA |
|
|
|
|
$ |
24,129 |
|
|
$ |
14,091 |
|
|
|
|
|
|
|
|
|
| Non-GAAP earnings per share: |
|
|
|
|
|
|
|
| Basic |
|
|
|
|
$ |
0.42 |
|
|
$ |
0.19 |
|
| Diluted |
|
|
|
|
$ |
0.41 |
|
|
$ |
0.19 |
|
|
|
|
|
|
|
|
|
| Weighted average shares outstanding: |
|
|
|
|
|
|
|
| Basic |
|
|
|
|
|
24,349 |
|
|
|
20,888 |
|
| Diluted |
|
|
|
|
|
24,879 |
|
|
|
21,264 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Reconciliation of Diluted GAAP Earnings per Share to Diluted Non-GAAP Earnings per Share |
| (Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
| GAAP earnings per share – diluted |
|
|
|
|
$ |
0.32 |
|
|
$ |
0.07 |
|
| Amortization of intangibles |
|
|
|
|
|
0.12 |
|
|
|
0.14 |
|
| Share-based compensation |
|
|
|
|
|
0.04 |
|
|
|
0.05 |
|
| Income tax effect of amortization of intangibles and share-based compensation |
|
|
|
|
|
(0.07 |
) |
|
|
(0.07 |
) |
| Non-GAAP earnings per share – diluted |
|
|
|
|
$ |
0.41 |
|
|
$ |
0.19 |
|
|
|
|
|
|
| DG FastChannel, Inc. |
| Condensed Consolidated Balance Sheets |
| (In thousands) |
|
|
|
|
|
|
|
March 31, |
|
December 31, |
|
|
2010 |
|
2009 |
|
|
(unaudited) |
|
|
| Cash |
|
$ |
51,016 |
|
$ |
33,870 |
| Accounts receivable, net |
|
|
49,361 |
|
|
51,309 |
| Property and equipment, net |
|
|
40,819 |
|
|
41,520 |
| Goodwill |
|
|
214,777 |
|
|
214,777 |
| Deferred income taxes |
|
|
22,889 |
|
|
28,066 |
| Intangibles, net |
|
|
99,389 |
|
|
102,411 |
| Other |
|
|
7,070 |
|
|
6,339 |
| Total assets |
|
$ |
485,321 |
|
$ |
478,292 |
|
|
|
|
|
| Accounts payable and accrued liabilities |
|
$ |
17,778 |
|
$ |
21,878 |
| Deferred revenue |
|
|
2,477 |
|
|
2,206 |
| Debt |
|
|
97,087 |
|
|
102,462 |
| Other |
|
|
4,470 |
|
|
4,580 |
| Total liabilities |
|
|
121,812 |
|
|
131,126 |
| Total stockholders’ equity |
|
|
363,509 |
|
|
347,166 |
| Total liabilities and stockholders’ equity |
|
$ |
485,321 |
|
$ |
478,292 |
IRVINE, Calif., May 5, 2010 (GLOBE NEWSWIRE) — SenoRx, Inc. (Nasdaq:SENO) today announced it has entered into a definitive merger agreement with C. R. Bard (NYSE:BCR) at a price of $11 per share, or approximately $213 million in the aggregate. The SenoRx board of directors unanimously approved the agreement and will recommend that the Company’s shareholders approve the transaction.
Under the terms of the merger agreement, SenoRx stockholders will receive $11 in cash for each share that they hold at the closing of the merger, representing a 14 percent premium over the closing price on May 4, 2010 and a 41 percent premium over the company’s average closing price during the 90 trading days ended May 4, 2010. The acquisition is subject to certain closing conditions specified in the definitive agreement, including regulatory approvals and the approval of SenoRx’s stockholders. The transaction is expected to close in the third quarter of 2010.
“Our agreement with Bard represents an attractive valuation for SenoRx shareholders, and as an all cash offer, provides liquidity for shareholders,” said John Buhler, SenoRx President and Chief Executive Officer. “We believe the merger represents a great opportunity for the combined companies to create product leadership by offering a broader range of high-quality breast care products to our customers.”
Piper Jaffray & Co. served as exclusive financial advisor to SenoRx and provided a fairness opinion to the Company’s Board of Directors. Wilson Sonsini Goodrich & Rosati, P.C. served as counsel to SenoRx.
About SenoRx
SenoRx, Inc. (Nasdaq:SENO) develops, manufactures and sells minimally invasive medical devices used by breast care specialists for the diagnosis and treatment of breast cancer, including its EnCor® vacuum-assisted breast biopsy system and Contura® MLB catheter for delivering radiation to the tissue surrounding the lumpectomy cavity following surgery for breast cancer. SenoRx’s field sales organization serves over 2,000 breast diagnostic and treatment centers in the United States. In addition, SenoRx sells several of its products through distribution partners in more than 30 countries outside the U.S. The company’s line of breast care products includes biopsy disposables, biopsy capital equipment, diagnostic adjunct products and therapeutic disposables. SenoRx is developing additional minimally invasive products for the diagnosis and treatment of breast cancer. For more information, visit the company’s website at www.senorx.com.
The SenoRx, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=3605
Additional Information and Where to Find It
SenoRx, Inc. (“SenoRx”) plans to file with the Securities and Exchange Commission (the “SEC”) and furnish to its stockholders a proxy statement in connection with the proposed merger with a wholly owned subsidiary of C. R. Bard, Inc. (the “Merger”), pursuant to which SenoRx would be acquired by C. R. Bard, Inc. (“Bard”). The proxy statement will contain important information about the proposed Merger and related matters. INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT CAREFULLY WHEN IT BECOMES AVAILABLE. Investors and stockholders will be able to obtain free copies of the proxy statement and other documents filed with the SEC by SenoRx through the Web site maintained by the SEC at www.sec.gov. In addition, investors and stockholders will be able to obtain free copies of the proxy statement from SenoRx by contacting Investor Relations by telephone at +1 (949) 362-4800 ext. 132, by mail at SenoRx, Inc., 3 Morgan, Irvine, California, 92618, Attn: Investor Relations, by e-mail at lchurney@senorx.com, or by going to SenoRx’s Investor Relations page on its corporate Web site at www.senorx.com (click on “Investors,” then on “SEC Filings”).
SenoRx and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of SenoRx in connection with the proposed Merger. Information regarding the interests of these directors and executive officers in the transaction described herein will be included in the proxy statement described above. Additional information regarding these directors and executive officers is also included in SenoRx’s proxy statement for its 2010 Annual Meeting of Stockholders, which was filed with the SEC on April 30, 2010. This document is available free of charge at the SEC’s Web site at www.sec.gov, and from SenoRx by contacting Investor Relations by telephone at +1 (949) 362-4800 x132, by mail at SenoRx, Inc., 3 Morgan, Irvine, California, 92618, Attn: Investor Relations, by e-mail at lchurney@senorx.com, or by going to SenoRx’s Investor Relations page on its corporate Web site at www.senorx.com (click on “Investors,” then on “SEC Filings”).
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements, including, but not limited to, the ability of the parties to consummate the proposed Merger, satisfaction of closing conditions precedent to the consummation of the proposed Merger, the ability of Bard to successfully integrate SenoRx’s operations and employees, the ability to yield benefits for customers and employees, and such other risks as identified in SenoRx’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q, each as filed with the SEC, which contain and identify important factors that could cause the actual results to differ materially from those contained in the forward-looking statements. SenoRx assumes no obligation to update any forward-looking statement contained in this press release.
May 4, 2010 (Business Wire) — American Medical Systems Holdings, Inc. (NASDAQ: AMMD) reported revenue of $134.9 million for the first quarter of 2010, a 9.1 percent increase over sales of $123.6 million in the comparable quarter of 2009. The weakening of the U.S. dollar compared to the first quarter of 2009 positively affected revenue comparisons for the quarter by $2.6 million. Adjusting for this impact of foreign currency, results in first quarter revenue growth of 7.1 percent over the same period last year. The first quarter revenue of $134.9 million exceeds the Company’s guidance of $127 to $131 million. On a GAAP basis, the Company reported first quarter 2010 net income of $20.7 million, or $0.27 per share, compared to net income in the same period last year of $17.1 million, or $0.23 per share. Included in the first quarter 2010 net income was a $7.7 million pre-tax gain on the sale of the Her Option ® global endometrial ablation product line. Included in the first quarter 2009 net income was a $4.6 million pre-tax gain on the early extinguishment of approximately $27 million of convertible senior subordinated notes.
The Company reported strong non-GAAP adjusted earnings per share performance in the first quarter of 2010 of $0.29 per share compared to $0.25 per share in the comparable period last year. This exceeds the Company’s non-GAAP adjusted earnings per share guidance of $0.23 to $0.26 for the first quarter. Non-GAAP adjusted earnings per share excludes the impact of the amortization of intangible assets and amortization of financing costs, both significant non-cash items affecting comparability to other companies. The non-GAAP adjusted net income for the first quarter of 2010 also excludes the gain on the sale of the Her Option ® product line during the quarter. The first quarter of 2009 non-GAAP adjusted net income excludes the gain on the early extinguishment of convertible notes.
Men’s Health sales of $64.5 million in the first quarter, represented an increase of 8.4 percent on a reported basis compared to the same quarter last year, and grew 6.2 percent on a constant currency basis. Record performance in the erectile restoration product line was the driver for this strong performance, offset by flat revenue on a constant currency basis in male continence in the first quarter. The BPH therapy business increased 2.1 percent on a reported basis, with revenue consistent with last year on a constant currency basis, at $25.9 million during the quarter, with growth in the U.S. and Asia Pacific/Latin America geographies muted by declines in Europe. The Women’s Health business, excluding the Her Option® product line, which was sold during the quarter, increased 17.8 percent on a reported basis and 15.8 percent on a constant currency basis to $42.7 million in the first quarter. Pelvic Floor Repair had its strongest growth quarter yet, driven by the launch of Elevate® anterior in mid-2009. This strong growth was partially offset by relatively flat female continence product sales in the quarter. Revenue from uterine health of $1.8 million includes approximately $1.2 million in revenue prior to the sale of the Her Option ® product line in February 2010, in addition to $0.6 million in revenue from the product supply agreement with CooperSurgical, Inc., as part of the divestiture agreement.
“I am pleased to begin 2010 with a very strong first quarter, particularly driven by a continuing trend of robust performance in our erectile restoration and pelvic floor repair product lines,” noted Tony Bihl, Chief Executive Officer. “Despite slower than anticipated growth in our continence product lines, we exceeded our overall revenue expectations, driven by 10.7% growth in U.S. sales, reflecting the strength of our product offering and recent investments in the U.S. sales and marketing organization.” Mr. Bihl continued, “Solid operational performance, along with the successful divestiture of the Her Option ® product line allowed us to reduce debt nearly $46 million in the quarter, bringing our outstanding debt to under $400 million at the end of the first quarter.”
Outlook
The Company narrowed the range of its full year 2010 revenue guidance to $544 to $560 million from previous guidance in the range of $540 to $560 million. Second quarter revenue guidance is in the range of $135 to $139 million. This guidance assumes foreign currency exchange rates remain constant with current rates.
Consistent with 2009, the Company has two significant non-cash charges in GAAP earnings that create inconsistencies in comparisons to many other companies; amortization of financing costs and amortization of intangible assets. Accordingly the Company guides to non-GAAP adjusted earnings per share, which the Company defines as GAAP earnings per share excluding the impact of amortization of intangible assets and amortization of financing costs.
Reflecting the strong earnings performance experienced in the first quarter, the Company increased its full year 2010 non-GAAP adjusted earnings per share guidance to $1.19 to $1.27 from its earlier guidance of $1.16 to $1.24. Second quarter non-GAAP adjusted earnings per share guidance is in the range of $0.29 to $0.31. Both the full year and second quarter guidance exclude the impact of amortization of intangible assets which is approximately $0.02 and $0.10 for the second quarter and full year 2010, respectively, and amortization of financing costs which is approximately $0.03 and $0.11 for the second quarter and full year 2010, respectively. Guidance for both periods excludes the impact of any unusual non-recurring items that could occur, such as gain or loss on early debt extinguishments, sale of non-strategic assets or IPRD charges on milestone payments related to prior acquisitions.
Use of Non-GAAP Financial Measures
In addition to financial measures prepared in accordance with generally accepted accounting principles (GAAP), management provides non-GAAP adjusted net income, non-GAAP adjusted earnings per share and constant currency revenue growth rates because management believes that in order to properly understand the Company’s short-term and long-term financial trends and for purposes of comparability to other companies, investors may wish to consider the impact of certain adjustments (such as gain on extinguishment of debt, gain on sale of non-strategic assets, IPRD charges, amortization of intangible assets, amortization of financing costs and related income tax adjustments and the impact of foreign currency translation on reported revenue). These adjustments result from facts and circumstances (such as acquisition and business development activities and other non-recurring items) that vary in frequency and impact on the Company’s results of operations, represent significant items, which when excluded provide a useful measure to determine the health of the business and earnings by the business before significant non-cash charges or in the case of foreign currency translation, are highly variable and difficult to predict. Management uses non-GAAP adjusted net income, non-GAAP adjusted earnings per share and constant currency revenue growth rates to forecast and evaluate the operational performance of the Company as well as to compare results of current periods to prior periods on a consistent basis.
A reconciliation of net income and revenue growth rate percentages, the GAAP measure most directly comparable to non-GAAP adjusted earnings per share and constant currency revenue growth rates, respectively, are provided on the attached schedules.
Non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be directly comparable to, similarly titled measures used by other companies. Investors should consider non-GAAP measures in addition to, and not as a substitute for, or superior to, financial performance measures prepared in accordance with GAAP.
Earnings Call Information
American Medical Systems will host a conference call on Tuesday, May 4, 2010 at 5:00 p.m. eastern time to discuss its first quarter results and guidance for the second quarter. Those without internet access may join the call from within the U.S. by dialing 888-263-1724; outside the U.S., dial 706-679-3821.
A live web cast of the call will be available through the Company’s corporate website at www.AmericanMedicalSystems.com and will be available for replay three hours after the completion of the call.
About American Medical Systems
American Medical Systems, headquartered in Minnetonka, Minnesota, is a diversified supplier of medical devices and procedures to cure incontinence, erectile dysfunction, benign prostate hyperplasia (BPH), pelvic floor repair and other pelvic disorders in men and women. These disorders can significantly diminish one’s quality of life and profoundly affect social relationships. In recent years, the number of people seeking treatment has increased markedly as a result of longer lives, higher-quality-of-life expectations and greater awareness of new treatment alternatives. American Medical Systems’ products reduce or eliminate the incapacitating effects of these diseases, often through minimally invasive therapies. The Company’s products were used to treat approximately 335,000 patients in 2009.
Forward-Looking Statements
This press release contains forward-looking statements relating to the market opportunities, future products, sales and financial results of American Medical Systems. These statements and other statements contained in this press release that are not purely historical fact are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that are based on management’s beliefs, certain assumptions and current expectations. These forward-looking statements are subject to risks and uncertainties such as successfully competing against competitors; physician acceptance, endorsement, and use of AMS products; potential product recalls or technological obsolescence; healthcare reform legislation in the U.S.; successfully managing debt leverage and related credit facility financial covenants; current worldwide economic conditions and the impact on operations of the disruption in global financial markets; factors impacting the stock market and share price and its impact on the dilution of convertible securities; ability of the Company’s manufacturing facilities to meet customer demand; reliance on single or sole-sourced suppliers; loss or impairment of a principal manufacturing facility; clinical and regulatory matters; timing and success of new product introductions; patient acceptance of the Company’s products and therapies; changes in and adoption of reimbursement rates; adequate protection of the Company’s intellectual property rights; product liability claims; currency and other economic risks inherent in selling our products internationally and other risks and uncertainties described in the Company’s Annual Report on Form 10-K for the year ended January 2, 2010, and its other SEC filings. Actual results may differ materially from anticipated results. The forward-looking statements contained in this press release are made as of the date hereof, and AMS undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which any such statement is made or to reflect the occurrence of unanticipated events.
More information about the Company and its products can be found at its website www.AmericanMedicalSystems.com and in the Company’s Annual Report on Form 10-K for 2009 and its other SEC filings.
|
| American Medical Systems Holdings, Inc. |
| Statements of Operations |
| (In thousands, except per share data) |
|
|
|
|
|
|
|
Three Months Ended |
|
|
April 3, 2010 |
|
April 4, 2009 |
|
|
(Unaudited) |
|
(Unaudited) |
|
|
|
|
|
| Net sales |
|
$ |
134,926 |
|
|
$ |
123,638 |
|
| Cost of sales |
|
|
21,027 |
|
|
|
23,342 |
|
| Gross profit |
|
|
113,899 |
|
|
|
100,296 |
|
|
|
|
|
|
| Operating expenses |
|
|
|
|
| Marketing and selling |
|
|
48,197 |
|
|
|
43,348 |
|
| Research and development |
|
|
13,509 |
|
|
|
12,811 |
|
| General and administrative |
|
|
12,690 |
|
|
|
10,779 |
|
| Amortization of intangibles |
|
|
3,047 |
|
|
|
3,265 |
|
| Total operating expenses |
|
|
77,443 |
|
|
|
70,203 |
|
|
|
|
|
|
| Operating income |
|
|
36,456 |
|
|
|
30,093 |
|
|
|
|
|
|
| Other (expense) income |
|
|
|
|
| Royalty income |
|
|
308 |
|
|
|
933 |
|
| Interest expense |
|
|
(3,954 |
) |
|
|
(5,410 |
) |
| Amortization of financing costs |
|
|
(3,693 |
) |
|
|
(3,981 |
) |
| Gain on extinguishment of debt |
|
|
– |
|
|
|
4,562 |
|
| Gain on sale of non-strategic assets |
|
|
7,719 |
|
|
|
– |
|
| Other (expense) income |
|
|
(516 |
) |
|
|
655 |
|
| Total other (expense) income |
|
|
(136 |
) |
|
|
(3,241 |
) |
|
|
|
|
|
| Income before income taxes |
|
|
36,320 |
|
|
|
26,852 |
|
|
|
|
|
|
| Provision for income taxes |
|
|
15,662 |
|
|
|
9,772 |
|
|
|
|
|
|
| Net income |
|
$ |
20,658 |
|
|
$ |
17,080 |
|
|
|
|
|
|
| Net income per share |
|
|
|
|
| Basic net income |
|
$ |
0.28 |
|
|
$ |
0.23 |
|
| Diluted net income |
|
$ |
0.27 |
|
|
$ |
0.23 |
|
|
|
|
|
|
| Weighted average common shares used in calculation |
|
|
|
|
| Basic |
|
|
75,117 |
|
|
|
73,691 |
|
| Diluted |
|
|
76,270 |
|
|
|
74,018 |
|
|
|
|
|
|
|
|
|
|
| American Medical Systems Holdings, Inc. |
| Condensed Balance Sheets |
| (In thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
April 3, 2010 |
|
January 2, 2010 |
|
|
(Unaudited) |
|
|
| Assets |
|
|
|
|
| Current assets |
|
|
|
|
| Cash and short-term investments |
|
$ |
59,865 |
|
$ |
50,538 |
| Accounts receivable, net |
|
|
93,390 |
|
|
102,590 |
| Inventories, net |
|
|
30,903 |
|
|
30,276 |
| Other current assets |
|
|
22,237 |
|
|
20,937 |
| Total current assets |
|
|
206,395 |
|
|
204,341 |
|
|
|
|
|
| Property, plant and equipment, net |
|
|
42,866 |
|
|
44,120 |
| Goodwill and intangibles, net |
|
|
781,579 |
|
|
792,467 |
| Other long-term assets |
|
|
5,858 |
|
|
6,223 |
| Total assets |
|
$ |
1,036,698 |
|
$ |
1,047,151 |
|
|
|
|
|
| Liabilities and stockholders’ equity |
|
|
|
|
| Current liabilities |
|
|
|
|
| Accounts payable |
|
$ |
11,043 |
|
$ |
9,114 |
| Accrued liabilities and taxes |
|
|
60,226 |
|
|
62,151 |
| Total current liabilities |
|
|
71,269 |
|
|
71,265 |
|
|
|
|
|
| Debt and other long term liabilities |
|
|
388,432 |
|
|
430,527 |
| Total liabilities |
|
|
459,701 |
|
|
501,792 |
|
|
|
|
|
| Stockholders’ equity |
|
|
576,997 |
|
|
545,359 |
|
|
|
|
|
| Total liabilities and stockholders’ equity |
|
$ |
1,036,698 |
|
$ |
1,047,151 |
|
|
|
|
|
|
|
| American Medical Systems Holdings, Inc. |
| Condensed Statements of Cash Flows |
| (Unaudited) |
| (In thousands) |
|
|
|
|
|
|
|
Three Months Ended |
|
|
April 3, 2010 |
|
April 4, 2009 |
|
|
|
|
|
|
|
|
|
|
| Cash flows from operating activities |
|
|
|
|
| Net income |
|
$ |
20,658 |
|
|
$ |
17,080 |
|
| Adjustments to reconcile net income to net cash provided |
|
|
|
|
| by operating activities: |
|
|
|
|
| Depreciation and amortization, including deferred financing costs |
|
|
9,264 |
|
|
|
9,684 |
|
| Gain on extinguishment of debt |
|
|
– |
|
|
|
(4,562 |
) |
| Gain on sale of non-strategic assets |
|
|
(7,719 |
) |
|
|
– |
|
| Stock-based compensation |
|
|
1,829 |
|
|
|
2,216 |
|
| Other adjustments, including changes in operating assets |
|
|
|
|
| and liabilities |
|
|
2,576 |
|
|
|
3,790 |
|
| Net cash provided by operating activities |
|
|
26,608 |
|
|
|
28,208 |
|
|
|
|
|
|
| Cash flows from investing activities |
|
|
|
|
| Purchase of property, plant and equipment |
|
|
(1,314 |
) |
|
|
(1,108 |
) |
| Purchase of other intangibles |
|
|
(693 |
) |
|
|
– |
|
| Purchase of short-term investments, net of redemptions |
|
|
(17,704 |
) |
|
|
3,376 |
|
| Sale of non-strategic asset |
|
|
20,186 |
|
|
|
– |
|
| Other cash flows from investing activities |
|
|
783 |
|
|
|
680 |
|
| Net cash provided by investing activities |
|
|
1,258 |
|
|
|
2,948 |
|
|
|
|
|
|
| Cash flows from financing activities |
|
|
|
|
| Payments on senior secured credit facility |
|
|
(45,719 |
) |
|
|
(8,585 |
) |
| Repurchase of convertible senior subordinated notes |
|
|
– |
|
|
|
(21,125 |
) |
| Other cash flows from financing activities |
|
|
9,560 |
|
|
|
918 |
|
| Net cash used in financing activities |
|
|
(36,159 |
) |
|
|
(28,792 |
) |
|
|
|
|
|
| Effect of currency exchange rates on cash |
|
|
(165 |
) |
|
|
520 |
|
|
|
|
|
|
| Net (decrease) increase in cash and cash equivalents |
|
|
(8,458 |
) |
|
|
2,884 |
|
|
|
|
|
|
| Cash and cash equivalents at beginning of period |
|
|
30,670 |
|
|
|
11,642 |
|
|
|
|
|
|
| Cash and cash equivalents at end of period |
|
$ |
22,212 |
|
|
$ |
14,526 |
|
|
|
|
|
|
|
|
|
|
| American Medical Systems Holdings, Inc. |
| Selected Sales Information and Constant Currency Growth Reconciliation |
| (Unaudited) |
| (In thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Constant Currency Growth Reconciliation (a) |
|
|
|
|
|
|
|
|
|
|
Percent Growth |
|
|
|
|
|
|
Percent |
|
Currency |
|
at Constant |
|
|
April 3, 2010 |
|
April 4, 2009 |
|
Growth |
|
Impact |
|
Currency |
|
|
|
|
|
|
|
|
|
|
|
| Sales |
|
|
|
|
|
|
|
|
|
|
| Men’s health |
|
$ |
64,480 |
|
|
$ |
59,459 |
|
|
8.4 |
% |
|
$ |
1,330 |
|
6.2 |
% |
| BPH therapy |
|
|
25,911 |
|
|
|
25,389 |
|
|
2.1 |
% |
|
|
513 |
|
0.0 |
% |
| Women’s health |
|
|
42,748 |
|
|
|
36,300 |
|
|
17.8 |
% |
|
|
708 |
|
15.8 |
% |
| Uterine health (b) |
|
|
1,787 |
|
|
|
2,490 |
|
|
-28.2 |
% |
|
|
– |
|
-28.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
$ |
134,926 |
|
|
$ |
123,638 |
|
|
9.1 |
% |
|
|
2,551 |
|
7.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
| Geography |
|
|
|
|
|
|
|
|
|
|
| United States |
|
$ |
96,523 |
|
|
$ |
87,180 |
|
|
10.7 |
% |
|
$ |
– |
|
10.7 |
% |
| United States-Uterine health (b) |
|
|
1,787 |
|
|
|
2,490 |
|
|
-28.2 |
% |
|
|
– |
|
-28.2 |
% |
| International |
|
|
36,616 |
|
|
|
33,968 |
|
|
7.8 |
% |
|
|
2,551 |
|
0.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
$ |
134,926 |
|
|
$ |
123,638 |
|
|
9.1 |
% |
|
|
2,551 |
|
7.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
| Percent of total sales |
|
|
|
|
|
|
|
|
|
|
| Men’s health |
|
|
48 |
% |
|
|
48 |
% |
|
|
|
|
|
|
| BPH therapy |
|
|
19 |
% |
|
|
21 |
% |
|
|
|
|
|
|
| Women’s health |
|
|
32 |
% |
|
|
29 |
% |
|
|
|
|
|
|
| Uterine health (b) |
|
|
1 |
% |
|
|
2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
100 |
% |
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Geography |
|
|
|
|
|
|
|
|
|
|
| United States |
|
|
73 |
% |
|
|
73 |
% |
|
|
|
|
|
|
| International |
|
|
27 |
% |
|
|
27 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
100 |
% |
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (a) |
|
To calculate the currency impact on revenue growth rates, the Company compares each period’s sales, assuming no fluctuation in foreign currency exchange rates between periods. The generally accepted accounting principle (GAAP) measure most comparable to this non-GAAP measure is growth rate percentages based on GAAP revenue. |
| (b) |
|
The uterine health product line, Her Option ® was sold in February, 2010. Revenues in the first quarter of 2010 consist of end-customer revenue earned prior to the date of sale, in addition to revenue earned as part of the product supply agreement, which was part of the divestiture agreement with CooperSurgical, Inc. |
|
|
|
| American Medical Systems Holdings, Inc. |
| Reconciliation of Reported Net Income to Non-GAAP Adjusted Net Income |
| (Adjustments are presented on a pre-tax basis) |
| (Unaudited) |
| (In thousands, except per share data) |
|
|
|
|
|
|
|
Three Months Ended |
|
|
April 3, 2010 |
|
April 4, 2009 |
|
|
|
|
|
| Net income, as reported |
|
$ |
20,658 |
|
|
$ |
17,080 |
|
|
|
|
|
|
| Adjustments to net income: |
|
|
|
|
| Amortization of intangibles (a) |
|
|
3,047 |
|
|
|
3,265 |
|
| Amortization of financing costs (b) |
|
|
3,693 |
|
|
|
3,981 |
|
| Gain on extinguishment of debt (c) |
|
|
– |
|
|
|
(4,562 |
) |
| Gain on sale of non-strategic assets (d) |
|
|
(7,719 |
) |
|
|
– |
|
| Tax effect of adjustments to net income (e) |
|
|
2,533 |
|
|
|
(977 |
) |
|
|
|
|
|
| Non-GAAP adjusted net income |
|
$ |
22,212 |
|
|
$ |
18,787 |
|
|
|
|
|
|
| Net income per share |
|
|
|
|
| Basic |
|
$ |
0.28 |
|
|
$ |
0.23 |
|
| Diluted |
|
$ |
0.27 |
|
|
$ |
0.23 |
|
|
|
|
|
|
| Non-GAAP adjusted earnings per share |
|
|
|
|
| Basic |
|
$ |
0.30 |
|
|
$ |
0.25 |
|
| Diluted |
|
$ |
0.29 |
|
|
$ |
0.25 |
|
|
|
|
|
|
| Weighted average common shares used in calculation: |
|
|
|
|
| Basic |
|
|
75,117 |
|
|
|
73,691 |
|
| Diluted |
|
|
76,270 |
|
|
|
74,018 |
|
| (a) |
|
Consists of amortization of intangible assets, primarily developed and core technology. |
| (b) |
|
Consists of amortization of financing costs on our convertible senior subordinated notes and senior secured credit facility. |
| (c) |
|
Relates to the gain on retiring approximately $27 million of convertible senior subordinated notes. |
| (d) |
|
Relates to the gain on the sale of the Her Option® Global Endometrial Ablation product line. |
| (e) |
|
Includes the tax effect of each of the above items in each of the periods. |
|
|
|
|
|
|
|
|
|
|
|
| American Medical Systems Holdings, Inc. |
| Selected 2009 Sales Information |
| (Unaudited) |
| (In thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended |
|
|
April 4, 2009 |
|
July 4, 2009 |
|
October 3, 2009 |
|
January 2, 2010 |
|
January 2, 2010 |
|
|
|
|
|
|
|
|
|
|
|
| Sales |
|
|
|
|
|
|
|
|
|
|
| Men’s health |
|
$ |
59,459 |
|
|
$ |
56,965 |
|
|
$ |
54,666 |
|
|
$ |
63,504 |
|
|
$ |
234,594 |
|
| BPH therapy |
|
|
25,389 |
|
|
|
28,084 |
|
|
|
27,686 |
|
|
|
33,309 |
|
|
|
114,468 |
|
| Women’s health |
|
|
36,300 |
|
|
|
38,469 |
|
|
|
38,848 |
|
|
|
45,750 |
|
|
|
159,367 |
|
| Uterine health (a) |
|
|
2,490 |
|
|
|
2,870 |
|
|
|
2,031 |
|
|
|
3,450 |
|
|
|
10,841 |
|
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
$ |
123,638 |
|
|
$ |
126,388 |
|
|
$ |
123,231 |
|
|
$ |
146,013 |
|
|
$ |
519,270 |
|
|
|
|
|
|
|
|
|
|
|
|
| Geography |
|
|
|
|
|
|
|
|
|
|
| United States |
|
$ |
89,670 |
|
|
$ |
89,404 |
|
|
$ |
92,262 |
|
|
$ |
102,562 |
|
|
$ |
373,898 |
|
| International |
|
|
33,968 |
|
|
|
36,984 |
|
|
|
30,969 |
|
|
|
43,451 |
|
|
|
145,372 |
|
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
$ |
123,638 |
|
|
$ |
126,388 |
|
|
$ |
123,231 |
|
|
$ |
146,013 |
|
|
$ |
519,270 |
|
|
|
|
|
|
|
|
|
|
|
|
| Percent of total sales |
|
|
|
|
|
|
|
|
|
|
| Men’s health |
|
|
48 |
% |
|
|
45 |
% |
|
|
44 |
% |
|
|
43 |
% |
|
|
45 |
% |
| BPH therapy |
|
|
21 |
% |
|
|
22 |
% |
|
|
22 |
% |
|
|
23 |
% |
|
|
22 |
% |
| Women’s health |
|
|
29 |
% |
|
|
30 |
% |
|
|
32 |
% |
|
|
31 |
% |
|
|
31 |
% |
| Uterine health (a) |
|
|
2 |
% |
|
|
2 |
% |
|
|
2 |
% |
|
|
2 |
% |
|
|
2 |
% |
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
100 |
% |
|
|
100 |
% |
|
|
100 |
% |
|
|
100 |
% |
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
| Geography |
|
|
|
|
|
|
|
|
|
|
| United States |
|
|
73 |
% |
|
|
71 |
% |
|
|
75 |
% |
|
|
70 |
% |
|
|
72 |
% |
| International |
|
|
27 |
% |
|
|
29 |
% |
|
|
25 |
% |
|
|
30 |
% |
|
|
28 |
% |
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
100 |
% |
|
|
100 |
% |
|
|
100 |
% |
|
|
100 |
% |
|
|
100 |
% |
| (a) |
|
The uterine health product line, Her Option ® was sold in February, 2010. Net sales related to Her Option ® for each quarter in fiscal year 2009, and annual net sales for fiscal year 2009, are reflected in the table above. |
May 5, 2010 (Business Wire) — CSP Inc. (NASDAQ: CSPI), a provider of IT solutions, systems integration services and dense cluster computing systems, today reported financial results for the second quarter of fiscal 2010 ended March 31, 2010.
For the second quarter of fiscal 2010, CSP Inc. total sales increased 6.3% to $23.9 million from $22.5 million in the second quarter of fiscal 2009. Net income for the second quarter of fiscal 2010 increased 367% to $989,000, or $0.28 per diluted share, from net income of $212,000, or $0.06 per diluted share, in the second quarter of fiscal 2009.
For the first six months of fiscal 2010, CSP Inc. sales declined 8.6% to $42.6 million from $46.6 million in the first six months of fiscal 2009. Net income for the fiscal 2010 six-month period decreased 57% to $247,000, or $0.07 per diluted share, from net income of $570,000, or $0.16 per diluted share, for the first six months of fiscal 2009.
The Company’s cash and short-term investments were $12.3 million as of March 31, 2010 compared with $18.9 million for the fiscal year ended September 30, 2009. The decrease was primarily the result of a $7.4 million increase in receivables due to orders received toward the end of the quarter. CSP’s cash position may vary significantly from quarter to quarter due to the high working capital requirements needed to fund large projects at both its Systems and its Services and Systems Integration segments.
Management Comments on the Quarter
“CSP reported a solid performance on both the top- and bottom-line in the second fiscal quarter, and we are encouraged by positive trends in our markets,” said CSP Chairman and Chief Executive Officer Alexander R. Lupinetti. “Total revenue increased by 6% in the second quarter of fiscal 2010 compared with the same period in fiscal 2009, driven by strength at our Systems segment. Net income for the second quarter more than tripled on a year-over-year basis, primarily as a result of product mix and increased sales volume leverage.”
“Our Systems segment, which focuses on very high speed digital signal processing for defense electronics applications, led our recovery during the quarter,” said Lupinetti. “Much of the 78% increase in year-over-year Systems segment growth was generated by the shipment of two FastCluster 220R Multicomputer systems and related services to Raytheon for a total of $3.7 million. We continue to expect to record more than $3 million in high-margin royalty revenues in the second half of the year to provide state-of-the-art radar processing capabilities for Lockheed Martin’s E2D Advanced Hawkeye intelligence, surveillance and reconnaissance (ISR) aircraft. Looking forward, we will continue to pursue new opportunities to leverage our MultiComputer technology to meet the Defense Department’s next-generation ISR requirements.”
“At our Service and Systems Integration business, which declined by 3% year over year, we believe that corporate IT spending has begun to slowly improve,” said Lupinetti. “At the same time, pricing remains difficult and our margins continue to be pressured. A key component of our long-term strategy is to drive stronger sales of our higher-margin consulting and managed services offerings by establishing relationships with best-of-breed IT systems, software and services channel partners.”
“We are cautiously optimistic as we enter the second half of fiscal 2010,” said Lupinetti. “We have reported two consecutive quarters of sequential revenue growth and the sales pipelines and market trends in both of our segments appear to be positive. Longer term, we are well positioned to capitalize on higher-margin opportunities to profitably grow the Company.”
Conference Call Details
CSP Chairman and Chief Executive Officer Alexander R. Lupinetti, and Chief Financial Officer Gary W. Levine will host a conference call at 10:00 a.m. (ET) today to review CSP’s financial results and provide a business update. To listen to a live webcast of the call, please visit the “Investor Relations” section of the Company’s website at www.cspi.com. Individuals may also listen to the call via telephone, by dialing (877) 709-8155 or (201) 689-8881. For interested parties unable to participate in the live call, an archived version of the webcast will be available for one year on CSP’s website.
About CSP Inc.
Based in Billerica, Massachusetts and founded in 1968, CSP Inc. and its subsidiaries develop and market best-of-breed IT solutions, systems integration services, and high-performance computer systems. CSP’s Systems segment includes the MultiComputer Division, which supplies high-performance Linux cluster systems for a broad array of defense applications, including radar, sonar and surveillance signal processing. The Company’s MODCOMP Inc. subsidiary, also part of its Service and Systems Integration segment founded in 1970, is a leading provider of IT solutions and systems integration services for complex IT environments. MODCOMP works with third parties to develop cutting edge solutions in the global IT markets and has offices in the U.S., U.K. and Germany. More information about CSP is available on the company’s website at www.cspi.com. To learn more about MODCOMP, Inc., consult www.modcomp.com.
Safe Harbor
The Company wishes to take advantage of the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995 with respect to statements that may be deemed to be forward-looking under the Act. Such forward-looking statements may include, but are not limited to, expectations to record more than $3 million in high-margin royalty revenues in the second half of the year from Lockheed Martin, pursuing new opportunities to leverage our MultiComputer technology to meet the Defense Department’s next-generation ISR requirements, expectations that corporate IT spending is improving, plans to drive stronger sales of higher-margin managed services offerings by establishing relationships with best-of-breed IT systems, software and services channel partners, and management’s cautious optimism as it enters the second half of fiscal 2010. The Company cautions that numerous factors could cause actual results to differ materially from forward-looking statements made by the Company. Such risks include general economic conditions, market factors, competitive factors and pricing pressures, and others described in the Company’s filings with the SEC. Please refer to the section on forward-looking statements included in the Company’s filings with the Securities and Exchange Commission.
|
| CSP INC. AND SUBSIDIARIES |
| UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS |
| (Amounts in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
September 30, |
|
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
| Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
| Current assets: |
|
|
|
|
|
|
| Cash and short-term investments |
|
|
$ |
12,286 |
|
|
$ |
18,904 |
| Accounts receivable, net |
|
|
|
14,884 |
|
|
|
7,410 |
| Inventories |
|
|
|
6,623 |
|
|
|
5,935 |
| Other current assets |
|
|
|
3,376 |
|
|
|
3,617 |
|
|
|
|
|
|
|
| Total current assets |
|
|
|
37,169 |
|
|
|
35,866 |
| Property, equipment and improvements, net |
|
|
|
763 |
|
|
|
832 |
| Other assets |
|
|
|
3,810 |
|
|
|
3,788 |
|
|
|
|
|
|
|
| Total assets |
|
|
$ |
41,742 |
|
|
$ |
40,486 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Liabilities and Shareholders’ Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Current liabilities |
|
|
|
14,654 |
|
|
|
13,157 |
|
|
|
|
|
|
|
| Pension and retirement plans |
|
|
|
7,864 |
|
|
|
8,120 |
| Deferred income taxes |
|
|
|
135 |
|
|
|
146 |
| Non-current liabilities |
|
|
|
375 |
|
|
|
368 |
|
|
|
|
|
|
|
| Shareholders’ equity |
|
|
|
18,714 |
|
|
|
18,695 |
|
|
|
|
|
|
|
| Total liabilities and shareholders’ equity |
|
|
$ |
41,742 |
|
|
$ |
40,486 |
|
| CSP INC. AND SUBSIDIARIES |
| UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
| (Amounts in thousands, except per share data ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/—–Three Months Ended—–/ |
|
|
/—–Six Months Ended—–/ |
|
|
|
March 31 |
|
|
|
March 31 |
|
|
March 31 |
|
|
|
March 31 |
|
|
|
2010 |
|
|
|
2009 |
|
|
2010 |
|
|
|
2009 |
| Sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Product |
|
|
$ |
20,551 |
|
|
|
|
$ |
18,711 |
|
|
|
$ |
35,796 |
|
|
|
|
$ |
37,123 |
| Service |
|
|
|
3,370 |
|
|
|
|
|
3,795 |
|
|
|
|
6,786 |
|
|
|
|
|
9,443 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total sales |
|
|
|
23,921 |
|
|
|
|
|
22,506 |
|
|
|
|
42,582 |
|
|
|
|
|
46,566 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of sales: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Product |
|
|
|
15,960 |
|
|
|
|
|
15,709 |
|
|
|
|
29,576 |
|
|
|
|
|
31,780 |
| Service |
|
|
|
2,471 |
|
|
|
|
|
2,824 |
|
|
|
|
5,212 |
|
|
|
|
|
6,069 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total cost of sales |
|
|
|
18,431 |
|
|
|
|
|
18,533 |
|
|
|
|
34,788 |
|
|
|
|
|
37,849 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross Profit |
|
|
|
5,490 |
|
|
|
|
|
3,973 |
|
|
|
|
7,794 |
|
|
|
|
|
8,717 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Engineering and development |
|
|
|
430 |
|
|
|
|
|
479 |
|
|
|
|
902 |
|
|
|
|
|
1,018 |
| Selling, general & administrative |
|
|
|
3,411 |
|
|
|
|
|
3,193 |
|
|
|
|
6,468 |
|
|
|
|
|
6,933 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total operating expenses |
|
|
|
3,841 |
|
|
|
|
|
3,672 |
|
|
|
|
7,370 |
|
|
|
|
|
7,951 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Operating income |
|
|
|
1,649 |
|
|
|
|
|
301 |
|
|
|
|
424 |
|
|
|
|
|
766 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Other income (loss), net |
|
|
|
(16 |
) |
|
|
|
|
(25 |
) |
|
|
|
(36 |
) |
|
|
|
|
110 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income before income taxes |
|
|
|
1,633 |
|
|
|
|
|
276 |
|
|
|
|
388 |
|
|
|
|
|
876 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Provision for income taxes |
|
|
|
644 |
|
|
|
|
|
64 |
|
|
|
|
141 |
|
|
|
|
|
306 |
| Net income |
|
|
$ |
989 |
|
|
|
|
$ |
212 |
|
|
|
$ |
247 |
|
|
|
|
$ |
570 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net income per share – basic |
|
|
$ |
0.28 |
|
|
|
|
$ |
0.06 |
|
|
|
$ |
0.07 |
|
|
|
|
$ |
0.16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Weighted average shares outstanding – basic |
|
|
|
3,552 |
|
|
|
|
|
3,611 |
|
|
|
|
3,544 |
|
|
|
|
|
3,685 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net income per share – diluted |
|
|
$ |
0.28 |
|
|
|
|
$ |
0.06 |
|
|
|
$ |
0.07 |
|
|
|
|
$ |
0.16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Weighted average shares outstanding – diluted |
|
|
|
3,581 |
|
|
|
|
|
3,616 |
|
|
|
|
3,573 |
|
|
|
|
|
3,692 |
|
|
|
|
|
|
|
|
|
|
| CSP INC. AND SUBSIDIARIES |
| UNAUDITED SEGMENT INFORMATION |
| (Amounts in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service and System |
|
|
|
|
|
|
Systems |
|
|
Integration |
|
|
Consolidated |
| Three Months Ended March 31, 2010 |
|
|
Segment |
|
|
Segment |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
| Sales: |
|
|
|
|
|
|
|
|
|
| Product |
|
|
$4,136 |
|
|
|
$16,415 |
|
|
$20,551 |
| Service |
|
|
432 |
|
|
|
2,938 |
|
|
$3,370 |
| Total sales |
|
|
4,568 |
|
|
|
19,353 |
|
|
23,921 |
|
|
|
|
|
|
|
|
|
|
| Profit from operations |
|
|
$1,431 |
|
|
|
$218 |
|
|
$1,649 |
|
|
|
|
|
|
|
|
|
|
| Three Months Ended March 31, 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Sales: |
|
|
|
|
|
|
|
|
|
| Product |
|
|
$2,289 |
|
|
|
$16,422 |
|
|
$18,711 |
| Service |
|
|
277 |
|
|
|
3,518 |
|
|
$3,795 |
| Total sales |
|
|
2,566 |
|
|
|
19,940 |
|
|
22,506 |
|
|
|
|
|
|
|
|
|
|
| Profit from operations |
|
|
$130 |
|
|
|
$171 |
|
|
$301 |
|
|
|
|
|
|
|
|
|
|
| Six Months Ended March 31, 2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Sales: |
|
|
|
|
|
|
|
|
|
| Product |
|
|
$4,529 |
|
|
|
$31,267 |
|
|
$35,796 |
| Service |
|
|
493 |
|
|
|
6,293 |
|
|
$6,786 |
| Total sales |
|
|
5,022 |
|
|
|
37,560 |
|
|
42,582 |
|
|
|
|
|
|
|
|
|
|
| Profit from operations |
|
|
$136 |
|
|
|
$288 |
|
|
$424 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Six Months Ended March 31, 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Sales: |
|
|
|
|
|
|
|
|
|
| Product |
|
|
$2,548 |
|
|
|
$34,575 |
|
|
$37,123 |
| Service |
|
|
1,737 |
|
|
|
7,706 |
|
|
$9,443 |
| Total sales |
|
|
4,285 |
|
|
|
42,281 |
|
|
46,566 |
|
|
|
|
|
|
|
|
|
|
| Profit (loss)from operations |
|
|
$ (8 |
) |
|
|
$ 774 |
|
|
$ 766 |
Press Release Source: Metropolitan Health Networks, Inc. On Tuesday May 4, 2010, 7:00 am EDT
WEST PALM BEACH, Fla.–(BUSINESS WIRE)–Metropolitan Health Networks, Inc. (NYSE AMEX:MDF), a leading provider of healthcare services in Florida, today announced the financial results for their first quarter ended March 31, 2010. Highlights include the following:
- Net income of $7.1 million in the first quarter of 2010 or $0.18 per basic share, compared to $4.0 million or $0.09 per basic share in the year ago quarter;
- Medical expense ratio of 81.7% compared to 87.9% in first quarter of 2009; and
- Total outstanding shares of common stock reduced by 1.7 million shares since December 31, 2009 to 39.7 million at March 31, 2010.
First Quarter Financial Highlights:
The Company recognized revenue of $93.0 million for the first quarter of 2010 as compared to $90.4 million in the 2009 first quarter, a 2.9% increase. Medical expense, on a per customer per month basis, decreased 5.4% in the first quarter of 2010 as compared to the same period in 2009. The Company’s consolidated MER was 81.7% in the first quarter of 2010 compared to 87.9% in the same quarter of 2009.
Operating income was $11.2 million in 2010 first quarter compared to $6.4 million in 2009. Net income for the 2010 first quarter was $7.1 million or $0.18 per share basic and $0.17 diluted as compared to $4.0 million or $0.09 per basic share and $.08 diluted for the same quarter last year.
Customer Information:
Medicare Advantage customers increased to 35,400 at March 31, 2010 as compared to 34,900 customers at March 31, 2009, an increase of 500 members. Total customer months, the combined total customers for each month of the measurement period, increased by 1.1% to 106,700 in 2010, up from 105,500 in 2009.
Balance Sheet Highlights:
Cash, cash equivalents and short-term investments at March 31, 2010 totaled $30.3 million compared to $33.8 million at December 31, 2009. This reduction is primarily a result of the continued repurchase of our common stock and the increase in the amount due from Humana partially offset by our net income and the sale of short-term investments. During the quarter, we repurchased 1.7 million shares of our common stock for $3.9 million. Our net working capital increased to $33.4 million at March 31, 2010 from $27.7 million at December 31, 2009, an increase of $5.7 million or 20.6%.
Share Repurchase Program:
On February 24, 2010, the Company’s Board of Directors approved a 5 million share increase to its previously announced share repurchase program bringing the total number of shares of common stock authorized for repurchase under the program to 20 million shares. From the inception of the program through March 31, 2010 the Company has repurchased 13.7 million shares of its common stock, and options exercisable to purchase 684,200 shares of our common stock, at an average cost of $1.90 per share. Shares repurchased from January 1 through March 31, 2010 totaled approximately 1.7 million reducing total shares then outstanding to approximately 39.7 million. Approximately 5.6 million shares remain available for purchase under the plan. The number of shares to be repurchased and the timing of the purchases will be influenced by a number of factors, including the then prevailing market price of the common stock of the Company, other perceived opportunities that may become available to the Company, and regulatory requirements.
Michael Earley, Chairman and Chief Executive Officer of Metropolitan Health Networks, Inc., commented, “We are delighted with our first quarter results. 2010 is a year of transition and challenge for the Medicare Advantage industry as we face declining base premiums. A combination of strategies including improved medical management, continuing focus on revenue compliance, reduced plan benefits and the elimination of unprofitable plans resulted in a terrific start to the year. While one quarter doesn’t make a trend, and we don’t assume these outstanding results are a trend, it is clear that our efforts are positioning us for another good year, and convince us that our business model initiatives are further positioning us for continued success.”
Earley noted further, “While net membership grew slightly, we note that we and our industry faced dramatic uncertainty during the health care reform debate of the last 18 months. As we have often discussed, management’s decision to focus our resources and energy on improving our operations was clearly the right strategy for our company. We achieved record bottom line results in 2009, continuing through Q1 2010, but more importantly we made significant progress developing and implementing the Patient Centered Medical Home model of primary care and related initiatives. Investment in these efforts continue, of course, but we are already seeing tangible results today in terms of improved customer satisfaction, employee engagement, and medical and financial outcomes from these initiatives. With passage of the recent legislation, the paths and opportunities in the future are clearer, and we are better prepared to focus on growth. We believe that Medicare Advantage will continue as a viable and attractive health care alternative for the soon to boom senior population, and we believe that consumer-centric, coordinated care will best serve this market in terms of customer satisfaction, effective outcomes and efficiency.”
Conference Call Information:
Metropolitan Health Networks will hold a conference call to review its first quarter 2010 results on Tuesday, May 4, 2010 at 11:00 a.m. Eastern. The call will be hosted by Michael Earley, Chief Executive Officer. Interested parties may access the conference call by dialing the following numbers: (888) 713-4214 (domestic) or (617) 213-4866 (international), pass code #30871557. The call will also be available via web cast at http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.metcare.com&esheet=6274995&lan=en_US&anchor=www.metcare.com&index=1&md5=906cb1e56c893d304f8a8a62ce8ba7e2, http://www.streetevents.com, or http://www.fulldisclosure.com.
Participants may pre-register for the call at: https://www.theconferencingservice.com/prereg/key.process?key=P8RMVEA6K
Pre-registrants will be issued a pin number to use when dialing into the live call which will provide quick access to the conference by bypassing the operator upon connection.
If you are unable to participate, an audio replay of the call will be available beginning two hours after the call and will be available until 11:59 p.m. on May 11, 2010, by dialing (888) 286-8010 (domestic) or (617) 801-6888 (international) using confirmation pass code 80118615.
About Metropolitan Health Networks, Inc.:
Metropolitan Health Networks, Inc. with its group of “Metcare of Florida” primary care practices is a growing healthcare organization that provides comprehensive healthcare services for Medicare Advantage customers and other patients in Florida. To learn more about Metropolitan please visit its website at http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.metcare.com&esheet=6274995&lan=en_US&anchor=www.metcare.com&index=5&md5=d68c6582bc90e92bd3933fa2b3d821cc.
GAAP to Non-GAAP RECONCILIATION
Non-GAAP income from operations is a non-GAAP financial measure under Section 101 of Regulation G under the Securities Exchange Act of 1934, as amended. Non-GAAP income from operations is calculated by excluding certain GAAP financial items we believe have less significance to the day-to-day operations of our business.
Forward Looking Statements:
Except for historical matters contained herein, statements made in this press release are forward-looking and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Without limiting the generality of the foregoing, words such as “may”, “will”, “to”, “plan”, “expect”, “believe”, “anticipate”, “intend”, “could”, “would”, “estimate”, or “continue” or the negative other variations thereof or comparable terminology are intended to identify forward-looking statements.
Investors and others are cautioned that a variety of factors, including certain risks, may affect our business and cause actual results to differ materially from those set forth in the forward-looking statements. These risk factors include, without limitation, (i) our dependence on Humana and our ability to maintain and/or renew our agreements with them on acceptable terms; (ii) the impact of potential reductions in funding for Medicare programs and other healthcare reform initiatives and legislation, especially the new health care reform legislation passed in March 2010, (iii) our ability to effectively manage our medical expenses, (iv) our failure to accurately estimate incurred but not reported medical benefits expense and (v) the impact of Medicare Risk Adjustments on payments we receive for our managed care operations. The Company is also subject to the risks and uncertainties described in its filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2009, and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2010, which is anticipated to be filed shortly.
|
|
|
|
|
| METROPOLITAN HEALTH NETWORKS, INC. AND SUBSIDIARIES |
| CONDENSED CONSOLIDATED BALANCE SHEETS |
|
|
|
March 31, 2010 |
|
December 31, |
|
|
|
(unaudited) |
|
2009 |
|
ASSETS
|
|
|
|
|
| CURRENT ASSETS |
|
|
|
|
|
Cash and equivalents |
|
$ |
5,476,042 |
|
$ |
6,794,809 |
|
Investments, at fair value |
|
|
24,822,082 |
|
|
27,036,310 |
|
Due from Humana, net |
|
|
7,417,844 |
|
|
– |
|
Accounts receivable from patients, net |
|
|
761,354 |
|
|
517,314 |
|
Inventory |
|
|
243,175 |
|
|
216,170 |
|
Prepaid expenses |
|
|
740,270 |
|
|
427,985 |
|
Deferred income taxes |
|
|
679,333 |
|
|
510,816 |
|
Other current assets |
|
|
52,000 |
|
|
211,649 |
|
TOTAL CURRENT ASSETS |
|
|
40,192,100 |
|
|
35,715,053 |
|
|
|
|
|
|
| PROPERTY AND EQUIPMENT, net |
|
|
1,903,254 |
|
|
1,909,635 |
| RESTRICTED CASH AND INVESTMENTS |
|
|
4,663,528 |
|
|
6,444,678 |
| DEFERRED INCOME TAXES, net of current portion |
|
|
1,110,209 |
|
|
1,167,475 |
| OTHER INTANGIBLE ASSETS, net |
|
|
833,915 |
|
|
930,569 |
| GOODWILL |
|
|
4,362,332 |
|
|
4,362,332 |
| OTHER ASSETS |
|
|
814,868 |
|
|
802,500 |
|
TOTAL ASSETS |
|
$ |
53,880,206 |
|
$ |
51,332,242 |
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
|
| CURRENT LIABILITIES |
|
|
|
|
|
Accounts payable |
|
$ |
181,328 |
|
$ |
455,306 |
|
Accrued payroll and payroll taxes |
|
|
2,372,545 |
|
|
2,959,708 |
|
Income taxes payable |
|
|
3,133,090 |
|
|
2,271,638 |
|
Due to Humana, net |
|
|
– |
|
|
1,385,200 |
|
Accrued expenses |
|
|
820,486 |
|
|
618,575 |
|
Current portion of long-term debt |
|
|
318,182 |
|
|
318,182 |
|
TOTAL CURRENT LIABILITIES |
|
|
6,825,631 |
|
|
8,008,609 |
|
|
|
|
|
|
| LONG-TERM DEBT, net of current portion |
|
|
397,727 |
|
|
397,727 |
|
TOTAL LIABILITIES |
|
|
7,223,358 |
|
|
8,406,336 |
|
|
|
|
|
|
| COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
|
|
|
|
|
| STOCKHOLDERS’ EQUITY |
|
|
|
|
|
Preferred stock, par value $.001 per share; stated value $100 per share; |
|
|
|
|
|
10,000,000 shares authorized; 5,000 issued and outstanding |
|
|
500,000 |
|
|
500,000 |
|
Common stock, par value $.001 per share; 80,000,000 shares authorized; |
|
|
|
|
|
39,748,704 and 40,902,391 issued and outstanding at March 31, 2010 and December 31, 2009, respectively |
|
|
39,749 |
|
|
40,902 |
|
Additional paid-in capital |
|
|
19,932,150 |
|
|
23,329,290 |
|
Retained earnings |
|
|
26,184,949 |
|
|
19,055,714 |
|
TOTAL STOCKHOLDERS’ EQUITY |
|
|
46,656,848 |
|
|
42,925,906 |
|
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
$ |
53,880,206 |
|
$ |
51,332,242 |
|
|
|
|
|
|
|
|
|
|
|
| METROPOLITAN HEALTH NETWORKS, INC. AND SUBSIDIARIES |
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
2010 |
|
2009 |
|
|
(unaudited) |
|
(unaudited) |
| REVENUE |
|
$ |
93,042,035 |
|
|
$ |
90,440,732 |
|
|
|
|
|
| MEDICAL EXPENSE |
|
|
|
|
| Medical claims expense |
|
|
72,047,709 |
|
|
|
75,921,028 |
| Medical center costs |
|
|
3,983,746 |
|
|
|
3,584,522 |
| Total Medical Expense |
|
|
76,031,455 |
|
|
|
79,505,550 |
| GROSS PROFIT |
|
|
17,010,580 |
|
|
|
10,935,182 |
|
|
|
|
|
| OPERATING EXPENSES |
|
|
|
|
| Payroll, payroll taxes and benefits |
|
|
3,778,803 |
|
|
|
2,709,095 |
| General and administrative |
|
|
1,958,600 |
|
|
|
1,826,258 |
| Marketing and advertising |
|
|
137,026 |
|
|
|
39,047 |
| Total Operating Expenses |
|
|
5,874,429 |
|
|
|
4,574,400 |
| OPERATING INCOME BEFORE GAIN ON SALE OF HMO SUBSIDIARY |
|
|
11,136,151 |
|
|
|
6,360,782 |
|
|
|
|
|
| Gain on sale of HMO subsidiary |
|
|
62,440 |
|
|
|
– |
| OPERATING INCOME |
|
|
11,198,591 |
|
|
|
6,360,782 |
|
|
|
|
|
|
|
|
|
|
| OTHER INCOME: |
|
|
|
|
| Investment income |
|
|
193,283 |
|
|
|
231,968 |
| Other (expense) income |
|
|
(436 |
) |
|
|
2,985 |
| Total Other Income |
|
|
192,847 |
|
|
|
234,953 |
| INCOME BEFORE INCOME TAXES |
|
|
11,391,438 |
|
|
|
6,595,735 |
| INCOME TAX EXPENSE |
|
|
4,262,200 |
|
|
|
2,561,264 |
| NET INCOME |
|
$ |
7,129,238 |
|
|
$ |
4,034,471 |
|
|
|
|
|
| NET EARNINGS PER COMMON SHARE: |
|
|
|
|
| Basic |
|
$ |
0.18 |
|
|
$ |
0.09 |
| Diluted |
|
$ |
0.17 |
|
|
$ |
0.08 |
May 3, 2010 (PR Newswire) —
MOUNTAIN VIEW, Calif., May 3 /PRNewswire-FirstCall/ — VIVUS, Inc. (Nasdaq: VVUS), a biopharmaceutical company dedicated to the development and commercialization of novel therapeutic products, today reported its highlights and financial results for the first quarter ended March 31, 2010.
First Quarter 2010 Highlights
- On January 7, 2010, we announced positive results from a Phase 2 study evaluating the safety and efficacy of Qnexa, our investigational product candidate, for the treatment of obstructive sleep apnea, or OSA. This study demonstrated statistically significant improvement in the apnea/hypopnea index, or AHI, which is a measure of the severity of sleep apnea, in patients with OSA treated with Qnexa for 28 weeks. Qnexatreated patients on average had a 69% reduction in sleep apnea and hypopnea events as compared to patients on placebo (ITT-LOCF p <0.001 active vs. placebo).
- On January 11, 2010, we announced new data from an analysis of the recently completed Phase 3 study, REVIVE TA-301, of avanafil, an investigational product candidate for the treatment of erectile dysfunction, or ED. Patients who attempted intercourse within 15 minutes of dosing were successful 67%, 69% and 72% of the time on 50, 100 and 200 mg of avanafil, respectively, as compared to 29% of the patients on placebo (p<0.05).
- On March 1, 2010, we announced that the FDA had accepted for filing the New Drug Application, or NDA, for Qnexa for the treatment of obesity. The Endocrinologic and Metabolic Drugs Advisory Committee of the U.S. FDA is tentatively scheduled to review the NDA for Qnexa for the treatment of obesity on July 15, 2010. Further, the FDA has set October 28, 2010 as the Prescription Drug User Fee Act, or PDUFA, date whereby we may expect a response to the review of the NDA.
“The highlight of the quarter was the acceptance of the Qnexa NDA and the notification of the tentative Advisory Committee meeting on July 15, 2010. We look forward to discussing the results of the phase 3 studies with Advisory Committee,” stated Leland Wilson, chief executive officer of VIVUS. “Early in the quarter we reported positive results from the phase 2 study of Qnexa in obstructive sleep apnea, a serious unmet medical need. Obstructive Sleep Apnea is now the third potential indication for Qnexa and we are working with the FDA to design a phase 3 program. In addition we also reported new data from the first phase 3 avanafil study that showed efficacy in 15 minutes, further distinguishing the product from the existing oral ED therapies.”
First Quarter Results
Product revenues from the sale of MUSE in the first quarter of 2010 were $1.6 million as compared to $1.2 million in the first quarter of 2009 due to the increase in number of units sold in 2010 as compared to last year. Total revenue for the first quarter of 2010 was $1.7 million as compared to $22.2 million for the first quarter of 2009. The decrease in total revenue in the first quarter of 2010 compared to the first quarter last year was primarily due to the inclusion of deferred license revenue from the sale of Evamist in the first quarter of 2009. There was no deferred license revenue recognized in the first quarter of 2010 as the monthly Evamist deferred revenue recognition ended in May 2009.
Net loss for the first quarter of 2010 was $18.8 million, or $0.23 per share, compared to $6.8 million, or $0.10 per share, for the same period last year. The increase in net loss in the first quarter of 2010 as compared to the first quarter of 2009 predominantly results from the completion of the recognition of the Evamist deferred revenue in 2009 and to a lesser extent, decreased research and development spending due to the completion of the phase 3 clinical trials for Qnexa for the treatment of obesity.
Cash, Cash Equivalents and Available-for-Sale Securities
VIVUS had cash, cash equivalents and available-for-sale securities of $194.9 million at March 31, 2010, as compared to $207 million at December 31, 2009. The decrease in cash, cash equivalents and available-for-sale securities of $12.1 million is primarily due to cash used in operations and other net cash uses offset by proceeds of $1 million from the exercise of common stock options.
About VIVUS
VIVUS is a biopharmaceutical company developing innovative, next-generation therapies to address unmet needs in obesity, sleep apnea, diabetes and sexual health. The company’s lead investigational product in clinical development, Qnexa®, has completed phase 3 clinical trials for the treatment of obesity and an NDA has been filed and accepted by the FDA, with an action date of October 28, 2010. Qnexa is also in phase 2 clinical development for the treatment of type 2 diabetes and obstructive sleep apnea. In the area of sexual health, VIVUS is in phase 3 development with avanafil, a potentially best-in-class PDE5 inhibitor for the treatment of erectile dysfunction. MUSE® (alprostadil), a first generation therapy for the treatment of ED, is already commercially available and generating revenue for VIVUS. For more information about the company, please visit www.vivus.com.
Note to Investors
As previously announced, VIVUS will hold a conference call and an audio webcast to discuss the first quarter financial results today, May 3, 2010, beginning at 1:30 p.m. Pacific Time. You can listen to this call by dialing 1-877-359-2916 and outside the U.S. 1-224-357-2386. A webcast replay will be available for 30 days and can be accessed at http://ir.vivus.com/.
Certain statements in this press release are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words such as “anticipate,” “believe,” “forecast,” “estimated” and “intend,” among others. These forward-looking statements are based on VIVUS’ current expectations and actual results could differ materially. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, substantial competition; uncertainties of patent protection and litigation; uncertainties of government or third party payer reimbursement; reliance on sole source suppliers; limited sales and marketing efforts and dependence upon third parties; risks related to the development of innovative products; and risks related to failure to obtain FDA clearances or approvals and noncompliance with FDA regulations. As with any pharmaceutical under development, there are significant risks in the development, regulatory approval and commercialization of new products. There are no guarantees that future clinical studies discussed in this press release will be completed or successful or that any product will receive regulatory approval for any indication or prove to be commercially successful. VIVUS does not undertake an obligation to update or revise any forward-looking statement. Investors should read the risk factors set forth in VIVUS’ Form 10-K for the year ended December 31, 2009 and periodic reports filed with the Securities and Exchange Commission.
| CONTACT: |
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| VIVUS, Inc. |
Investor Relations: |
The Trout Group |
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| Timothy E. Morris |
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Brian Korb |
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| Chief Financial Officer |
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646-378-2923 |
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| 650-934-5200 |
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Media Relations: |
Pure Communications, Inc. |
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Sheryl Seapy |
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949-608-0841 |
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VIVUS, Inc.
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
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(in thousands, except per share amounts)
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Three Months Ended
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March 31
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March 31
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2010
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2009
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(unaudited)
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(unaudited)
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| Revenue: |
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US product, net |
$ 1,102
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|
$ 893
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International product |
514
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|
293
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License and other revenue |
116
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|
21,046
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Total revenue |
1,732
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|
22,232
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| Operating expenses: |
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Cost of goods sold and manufacturing |
2,411
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2,603
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Research and development |
10,223
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20,069
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Selling, general and administrative |
6,585
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5,411
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Total operating expenses |
19,219
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|
28,083
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| Loss from operations |
(17,487)
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|
(5,851)
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| Interest (expense) income, net of other-than-temporary loss on impaired securities |
(1,323)
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(952)
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| Loss before provision for income taxes |
(18,810)
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|
(6,803)
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| Provision for income taxes |
(8)
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|
(6)
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Net loss |
$ (18,818)
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|
$ (6,809)
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| Net loss per share: |
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Basic and diluted |
$ (0.23)
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$ (0.10)
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| Shares used in per share computation: |
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Basic and diluted |
80,698
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69,687
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VIVUS, Inc.
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CONDENSED CONSOLIDATED BALANCE SHEETS
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(in thousands, except par value amount)
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March 31
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December 31
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2010
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2009*
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(unaudited)
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| Current assets: |
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Cash and cash equivalents |
$ 14,906
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$ 40,750
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Available-for-sale securities |
179,966
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166,241
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Accounts receivable, net |
883
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7,259
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Inventories, net |
3,212
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|
2,702
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Prepaid expenses and other assets |
4,351
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|
6,410
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Total current assets |
203,318
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|
223,362
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| Property and equipment, net |
5,724
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|
5,970
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| Restricted cash |
700
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|
700
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Total assets |
$ 209,742
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$ 230,032
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| Current liabilities: |
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Accounts payable |
$ 6,010
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$ 8,485
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Accrued and other liabilities |
12,524
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14,025
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Total current liabilities |
18,534
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22,510
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| Notes payable-net of current portion |
19,955
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19,998
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| Deferred revenue |
682
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|
798
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Total liabilities |
39,171
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43,306
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| Commitments and contingencies |
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| Stockholders’ equity: |
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Common stock; $.001 par value; shares |
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authorized 200,000; shares outstanding – |
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80,855 at March 31, 2010; |
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|
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80,607 at December 31, 2009 |
81
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|
81
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Additional paid-in capital |
423,360
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420,708
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Accumulated other comprehensive income (loss) |
8
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(3)
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Accumulated deficit |
(252,878)
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|
(234,060)
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Total stockholders’ equity |
170,571
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186,726
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Total liabilities and stockholders’ equity |
$ 209,742
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$ 230,032
|
May 4, 2010 (PR Newswire) —
SALT LAKE CITY, May 4 /PRNewswire-FirstCall/ — Overstock.com, Inc. (Nasdaq: OSTK) today reported financial results for the quarter ended March 31, 2010.
Key Q1 2010 metrics (comparison to Q1 2009):
- Revenue, net: $264.3M vs. $185.7M (42% increase);
- Gross margin: 17.9% vs. 19.5% (160 basis point decrease);
- Gross profit: $47.3M vs. $36.1M (31% increase);
- Sales and marketing expense: $14.3M vs. $13.6M (5% increase);
- Contribution (non-GAAP measure): $33.0M vs. $22.5M (46% increase);
- G&A/Technology expense: $28.9M vs. $27.4M (5% increase);
- Net income (loss) attributable to common shares: $3.7M vs. $(4.0M) ($7.7M increase); and
- Diluted EPS: $0.16/share vs. $(0.17)/share ($0.33/share improvement).
The Company will hold a conference call and webcast to discuss its first quarter 2010 financial results on Thursday, May 6, 2010 at 9:00 a.m. Eastern Time.
Conference call and webcast information
To access the live webcast and presentation slides, please go to http://investors.overstock.com. To listen to the conference call via telephone, dial (866) 551-1816 and enter conference ID 73121249 when prompted. Participants outside the United States or Canada who do not have Internet access should dial +1 (706) 758-1198 and enter conference ID 73121249 when prompted.
Replay
A replay of the webcast will be available at http://investors.overstock.com starting 2 hours after the live call has ended. An audio replay of the webcast will be available via telephone starting at 12:00 p.m. Eastern Time on Thursday, May 6, 2010, through 11:59 p.m. Eastern Time on Thursday, May 13, 2010. To listen to the recorded webcast by phone, please dial (800) 642-1687 and enter conference ID 73121249 when prompted. Outside the U.S. or Canada please dial +1 (706) 645-9291 and enter conference ID 73121249 when prompted.
Please email questions to Kevin Moon at kmoon@overstock.com prior to the conference call.
Key financial and operating metrics discussion:
Total revenue — Total revenue for the first quarter of 2010 and 2009 was $264.3 million and $185.7 million, respectively, a 42% increase.
Gross profit — Gross profit for the first quarter of 2010 and 2009 was $47.3 million and $36.1 million, respectively, a 31% increase, representing 17.9% and 19.5% of total revenue for those respective periods.
Contribution (a non-GAAP financial measure) and contribution margin (a non-GAAP financial measure) — Contribution for the first quarter of 2010 and 2009 was $33.0 million (12.5% contribution margin) and $22.5 million (12.1% contribution margin), respectively, a 46% increase in contribution, and a 40 basis point improvement in contribution margin.
Contribution (a non-GAAP financial measure) (which we reconcile to “gross profit” in our statement of operations) consists of gross profit less sales and marketing expense and reflects an additional way of viewing our results. Contribution margin is contribution as a percentage of total net revenue. When viewed with our GAAP gross profit less sales and marketing expenses, we believe contribution and contribution margin provides management and users of the financial statements information about our ability to cover our fixed operating costs, such as technology and general and administrative expenses. Contribution and contribution margin are used in addition to and in conjunction with results presented in accordance with GAAP and should not be relied upon to the exclusion of GAAP financial measures. You should review our financial statements and publicly-filed reports in their entirety and not rely on any single financial measure. The material limitation associated with the use of contribution is that it is an incomplete measure of profitability as it does not include all operating expenses or non-operating income and expenses. Management compensates for these limitations when using this measure by looking at other GAAP measures, such as operating income (loss) and net income (loss).
For further details on contribution, see the calculation of this non-GAAP financial measure below (in thousands):
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Three months ended
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March 31,
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2010
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2009
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Total net revenue
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$264,330
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$185,729
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Cost of goods sold
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217,059
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149,598
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Gross profit
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|
47,271
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36,131
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Less: Sales and marketing expense
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14,279
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13,587
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Contribution
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$32,992
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$22,544
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Contribution margin
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12.5%
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12.1%
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Sales and marketing expenses — Sales and marketing expenses totaled $14.3 million and $13.6 million for the first quarter of 2010 and 2009, respectively, a 5% increase, and representing 5.4% and 7.3% of revenue for those respective periods. The decrease in sales and marketing costs as a percent of revenue was primarily due to more efficient marketing spend.
Technology expenses — Technology expenses totaled $13.9 million and $13.6 million for the first quarter of 2010 and 2009, respectively, a 3% increase, and representing 5.3% and 7.3% of revenue for those respective periods.
General and administrative (“G&A”) expenses — G&A expenses totaled $14.9 million and $13.8 million for the first quarter of 2010 and 2009, respectively, representing 5.6% and 7.5% of total revenue for those respective periods. The $1.1 million increase is primarily due to an increase in professional service fees for our external auditors.
Restructuring — We recorded a restructuring credit of $136,000 in the first quarter of 2010. This is attributed to a reversal of lease termination cost liability due to changes in the estimate of sublease income, primarily as a result of our entering into an agreement with a sublessee to terminate the sublease and have us re-occupy a portion of the space previously abandoned, due to our growth and our unforeseen need for additional space.
Operating income (loss) — Operating income for the first quarter of 2010 was income of $4.3 million compared to a $(4.9) million loss in 2009, a $9.2 million improvement.
Interest income and interest expense — The decrease in interest income from $123,000 in 2009 to $16,000 in 2010 is due to lower interest rates on our invested cash and equivalents. Interest expense is largely related to interest incurred on our Senior Notes, and to a lesser extent our capital lease obligations. Interest expense for 2010 and 2009 totaled $802,000 and $922,000, respectively.
Other income (expense), net — Other income for the first quarter of 2010 and 2009 was $371,000 and $1.7 million, respectively. The $1.7 million was primarily due to a $1.9 million gain on the extinguishment of $4.9 million of the Senior Notes.
Net income (loss) attributable to common shares — Net income attributable to common shares for the first quarter of 2010 was $3.7 million, or $0.16 per share on a fully diluted basis, compared to a net loss attributable to common shares of $(4.0) million, or $(0.17) per share on a fully diluted basis for the first quarter of 2009.
Free cash flow (a non-GAAP financial measure) — Free cash flow for the first quarter of 2010 and 2009 totaled $(32.6) million and $(28.8) million, respectively.
Free cash flow reflects an additional way of viewing our cash flows and liquidity that, when viewed with our GAAP results, provides a more complete understanding of factors and trends affecting our cash flows and liquidity. Free cash flow, which we reconcile to “net cash provided by (used in) operating activities,” is cash flow from operations reduced by “expenditures for fixed assets, including internal-use software and website development.” We believe that cash flows from operating activities is an important measure, since it includes both the cash impact of the continuing operations of the business and changes in the balance sheet that impact cash. However, we believe free cash flow is a useful measure to evaluate our business since purchases of fixed assets are a necessary component of ongoing operations and free cash flow measures the amount of cash we have available for future investment, debt retirement or other changes to our capital structure after we have paid all of our expenses. Therefore, we believe it is important to view free cash flow as a complement to our entire consolidated statements of cash flows.
Our calculation of free cash flow is set forth below (in thousands):
|
Three months ended
March 31,
|
|
Twelve months ended
March 31,
|
|
|
|
2010
|
|
2009
|
|
2010
|
|
2009
|
|
|
Net cash (used in) provided by operating activities
|
$
|
(28,166)
|
|
$
|
(27,030)
|
|
$
|
44,981
|
|
$
|
20,525
|
|
|
Expenditures for fixed assets, including internal-use software and
|
|
|
|
|
|
|
|
|
|
|
|
|
|
website development
|
|
(4,466)
|
|
|
(1,736)
|
|
|
(10,005)
|
|
|
(19,130)
|
|
|
Free cash flow
|
$
|
(32,632)
|
|
$
|
(28,766)
|
|
$
|
34,976
|
|
$
|
1,395
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and working capital — At March 31, 2010, Overstock.com had cash and cash equivalents of $106.2 million. Working capital was $48.4 million and $51.2 million at March 31, 2010 and December 31, 2009, respectively.
About Overstock.com
Overstock.com, Inc. is an online retailer offering brand-name merchandise at discount prices. The company offers its customers an opportunity to shop for bargains conveniently, while offering its suppliers an alternative inventory distribution channel. Overstock.com, headquartered in Salt Lake City, is a publicly traded company listed on the NASDAQ Global Market System and can be found online at http://www.overstock.com. Overstock.com regularly posts information about the company and other related matters on its website under the heading “Investor Relations.”
Overstock.com® is a registered trademark of Overstock.com, Inc. Any other trademarks are the property of their respective owners.
This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements include all statements other than statements of historical fact. Our Form 10-K for the year ended December 31, 2009, our subsequent quarterly reports on Form 10-Q, or any amendments thereto, and our other subsequent filings with the Securities and Exchange Commission identify important factors that could cause our actual results to differ materially from those contained in any projections, estimates or forward-looking statements.
|
Overstock.com, Inc.
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|
Consolidated Statements of Operations (unaudited)
|
|
|
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
|
|
|
March 31,
|
|
|
|
|
2010
|
|
2009
|
|
|
|
|
|
|
|
|
| Revenue, net |
|
|
|
|
|
Direct |
$ 50,568
|
|
$ 34,882
|
|
|
Fulfillment partner |
213,762
|
|
150,847
|
|
|
|
|
|
|
|
|
|
|
Total net revenue |
264,330
|
|
185,729
|
|
|
|
|
|
|
|
|
| Cost of goods sold |
|
|
|
|
|
Direct |
43,584
|
|
30,397
|
|
|
Fulfillment partner |
173,475
|
|
119,201
|
|
|
|
|
|
|
|
|
|
|
Total cost of goods sold |
217,059
|
|
149,598
|
|
|
|
|
|
|
|
|
| Gross profit |
47,271
|
|
36,131
|
|
|
|
|
|
|
|
|
| Operating expenses: |
|
|
|
|
|
Sales and marketing |
14,279
|
|
13,587
|
|
|
Technology |
13,948
|
|
13,591
|
|
|
General and administrative |
14,906
|
|
13,834
|
|
|
Restructuring |
(136)
|
|
–
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
42,997
|
|
41,012
|
|
|
|
|
|
|
|
|
| Operating income (loss) |
4,274
|
|
(4,881)
|
|
|
|
|
|
|
|
|
| Interest income |
16
|
|
123
|
|
| Interest expense |
(802)
|
|
(922)
|
|
| Other income (expense), net |
371
|
|
1,736
|
|
| Income (loss) before taxes |
3,859
|
|
(3,944)
|
|
|
|
|
|
|
|
|
|
Provision for income taxes |
(129)
|
|
–
|
|
|
|
|
|
|
|
|
| Net income (loss) |
$ 3,730
|
|
$ (3,944)
|
|
|
|
|
|
|
|
|
| Deemed dividend related to redeemable common stock |
(14)
|
|
(11)
|
|
|
|
|
|
|
|
|
| Net income (loss) attributable to common shares |
$ 3,716
|
|
$ (3,955)
|
|
|
|
|
|
|
|
|
| Net income (loss) per common share – basic: |
$ 0.16
|
|
$ (0.17)
|
|
| Net income (loss) per common share – diluted: |
$ 0.16
|
|
$ (0.17)
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding – basic: |
22,941
|
|
22,803
|
|
|
Weighted average common shares outstanding – diluted: |
23,243
|
|
22,803
|
|
|
|
|
|
|
|
|
| Other data: |
|
|
|
|
| Gross bookings (in 000s) |
$ 293,026
|
|
$ 203,621
|
|
| Auction gross merchandise volume (in 000s) |
$ 4,706
|
|
$ 5,188
|
|
| Average customer acquisition cost (shopping) |
$ 15.59
|
|
$ 22.13
|
|
|
|
|
|
|
|
|
Overstock.com, Inc.
|
|
|
Consolidated Balance Sheets
|
|
|
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
December 31,
|
|
|
|
|
2010
|
|
2009
|
|
|
|
Assets
|
(unaudited)
|
|
|
|
| Current assets: |
|
|
|
|
|
Cash and cash equivalents |
$ 106,202
|
|
$ 139,757
|
|
|
Restricted cash |
3,029
|
|
4,414
|
|
|
Accounts receivable, net |
8,411
|
|
11,640
|
|
|
Inventories, net |
19,641
|
|
23,375
|
|
|
Prepaid inventories, net |
3,470
|
|
2,879
|
|
|
Prepaids and other assets |
9,316
|
|
10,275
|
|
|
|
Total current assets |
150,069
|
|
192,340
|
|
| Fixed assets, net |
26,837
|
|
20,618
|
|
| Goodwill |
2,784
|
|
2,784
|
|
| Other long-term assets, net |
1,357
|
|
758
|
|
|
|
Total assets |
$ 181,047
|
|
$ 216,500
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
|
| Current liabilities: |
|
|
|
|
|
Accounts payable |
$ 43,402
|
|
$ 76,623
|
|
|
Accrued liabilities |
36,518
|
|
43,296
|
|
|
Deferred revenue |
21,195
|
|
20,665
|
|
|
Capital lease obligations, current |
551
|
|
520
|
|
|
|
Total current liabilities |
101,666
|
|
141,104
|
|
|
|
|
|
|
|
|
| Capital lease obligations, non-current |
722
|
|
806
|
|
| Other long-term liabilities |
3,341
|
|
3,580
|
|
| Convertible senior notes, net |
59,534
|
|
59,466
|
|
|
|
Total liabilities |
165,263
|
|
204,956
|
|
|
|
|
|
|
|
|
| Redeemable common stock |
758
|
|
744
|
|
|
|
|
|
|
|
|
| Stockholders’ equity: |
|
|
|
|
|
Common stock |
2
|
|
2
|
|
|
Additional paid-in capital |
344,241
|
|
343,040
|
|
|
Accumulated deficit |
(252,486)
|
|
(256,056)
|
|
|
Treasury stock |
(76,731)
|
|
(76,186)
|
|
|
|
Total stockholders’ equity |
15,026
|
|
10,800
|
|
|
|
Total liabilities and stockholders’ equity |
$ 181,047
|
|
$ 216,500
|
|
|
|
|
|
|
|
|
Overstock.com, Inc.
|
|
|
Consolidated Statements of Cash Flows (unaudited)
|
|
|
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
March 31,
|
|
Twelve months ended
March 31,
|
|
|
|
|
|
|
2010
|
|
2009
|
|
2010
|
|
2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income (loss) |
$ 3,730
|
|
$ (3,944)
|
|
$ 15,421
|
|
$ (11,061)
|
|
|
Adjustments to reconcile net income (loss) to cash (used in) provided by |
|
|
|
|
|
|
|
|
|
|
|
operating activities: |
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
3,094
|
|
3,987
|
|
11,990
|
|
20,394
|
|
|
|
Realized loss on marketable securities |
–
|
|
39
|
|
9
|
|
373
|
|
|
|
Loss on settlement of notes receivable |
–
|
|
–
|
|
–
|
|
3,929
|
|
|
|
Loss (gain) on disposition of fixed assets |
–
|
|
184
|
|
(1)
|
|
324
|
|
|
|
Stock-based compensation to employees and directors |
1,215
|
|
1,189
|
|
4,801
|
|
4,306
|
|
|
|
Stock-based compensation to consultants for services |
–
|
|
10
|
|
–
|
|
283
|
|
|
|
Stock-based compensation relating to performance share plan |
–
|
|
–
|
|
–
|
|
(1,150)
|
|
|
|
Amortization of debt discount |
103
|
|
74
|
|
360
|
|
321
|
|
|
|
Gain from early extinguishment of debt |
–
|
|
(1,926)
|
|
(884)
|
|
(4,775)
|
|
|
|
Restructuring reversals |
(136)
|
|
–
|
|
(202)
|
|
(299)
|
|
|
|
Notes receivable accretion |
–
|
|
–
|
|
–
|
|
(409)
|
|
|
|
Changes in operating assets and liabilities |
|
|
|
|
|
|
|
|
|
|
|
Restricted cash |
1,385
|
|
(23)
|
|
1,256
|
|
4,416
|
|
|
|
|
Accounts receivable, net |
3,229
|
|
(2,393)
|
|
1,082
|
|
330
|
|
|
|
|
Inventories, net |
3,734
|
|
8,647
|
|
(3,569)
|
|
4,764
|
|
|
|
|
Prepaid inventories, net |
(591)
|
|
(640)
|
|
(2,069)
|
|
533
|
|
|
|
|
Prepaids and other assets |
1,381
|
|
(684)
|
|
1,461
|
|
(165)
|
|
|
|
|
Other long-term assets, net |
(1,026)
|
|
(716)
|
|
(430)
|
|
(1,232)
|
|
|
|
|
Accounts payable |
(38,068)
|
|
(29,193)
|
|
9,767
|
|
(2,448)
|
|
|
|
|
Accrued liabilities |
(6,637)
|
|
(501)
|
|
2,995
|
|
5,766
|
|
|
|
|
Deferred revenue |
530
|
|
(1,391)
|
|
3,354
|
|
(3,632)
|
|
|
|
|
Other long-term liabilities |
(109)
|
|
251
|
|
(360)
|
|
(43)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash (used in) provided by operating activities |
(28,166)
|
|
(27,030)
|
|
44,981
|
|
20,525
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Purchases of trading securities held in a rabbi trust |
(30)
|
|
–
|
|
(30)
|
|
–
|
|
|
Purchases of marketable securities |
–
|
|
–
|
|
(9)
|
|
(29,009)
|
|
|
Maturities of marketable securities |
–
|
|
–
|
|
–
|
|
41,631
|
|
|
Sales of marketable securities prior to maturity |
–
|
|
8,902
|
|
–
|
|
16,642
|
|
|
Expenditures for fixed assets, including internal-use software |
|
|
|
|
|
|
|
|
|
|
|
and website development |
(4,466)
|
|
(1,736)
|
|
(10,005)
|
|
(19,130)
|
|
|
Collection of note receivable |
–
|
|
1,250
|
|
–
|
|
2,254
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash (used in) provided by investing activities |
(4,496)
|
|
8,416
|
|
(10,044)
|
|
12,388
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Payments on capital lease obligations |
(53)
|
|
–
|
|
(401)
|
|
(2)
|
|
|
Drawdowns on line of credit |
–
|
|
1,612
|
|
–
|
|
9,307
|
|
|
Payments on line of credit |
–
|
|
(1,612)
|
|
–
|
|
(9,307)
|
|
|
Capitalized financing costs |
–
|
|
–
|
|
(245)
|
|
–
|
|
|
Paydown on direct financing arrangement |
(48)
|
|
(53)
|
|
(213)
|
|
(53)
|
|
|
Payments to retire convertible senior notes |
–
|
|
(2,976)
|
|
(1,587)
|
|
(9,526)
|
|
|
Purchase of treasury stock |
(792)
|
|
(327)
|
|
(805)
|
|
(1,779)
|
|
|
Exercise of stock options |
–
|
|
–
|
|
29
|
|
1,471
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in financing activities |
(893)
|
|
(3,356)
|
|
(3,222)
|
|
(9,889)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash |
–
|
|
–
|
|
–
|
|
23
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents |
(33,555)
|
|
(21,970)
|
|
31,715
|
|
23,047
|
|
|
Cash and cash equivalents, beginning of period |
139,757
|
|
96,457
|
|
74,487
|
|
51,440
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period |
$ 106,202
|
|
$ 74,487
|
|
$ 106,202
|
May 3, 2010 (Business Wire) — Nutrisystem, Inc. (NASDAQ: NTRI), a leading provider of weight management products and services, today reported financial results for the first quarter of 2010. Highlights for the first quarter ended March 31, 2010 include:
- Revenues of $158.8 million as compared to $161.8 million for Q1 2009;
- Operating income from continuing operations of $7.8 million as compared to $15.5 million for Q1 2009;
- Net income of $4.8 million as compared to $8.8 million for Q1 2009;
- Adjusted EBITDA of $12.9 million, as compared to $20.0 million for Q1 2009. Adjusted EBITDA is defined as income from continuing operations excluding non-cash employee compensation, other expense, equity loss, interest, income taxes and depreciation and amortization;
- Fully diluted earnings per share of $0.15, as compared to $0.29 in the first quarter of 2009; and
- Cash, cash equivalents and marketable securities of $89.6 million at March 31, 2010 with no debt and $200 million available under its credit agreement, as compared to $62.2 million in cash, cash equivalents and marketable securities at December 31, 2009.
“We continue to achieve quarterly sequential improvement in key metrics including revenue and gross margin, but most notably new customer starts which grew both sequentially and year over year,” stated Chairman and CEO Joe Redling. “We expect new customer starts to continue to strengthen in the second quarter and anticipate modest revenue growth year over year for the balance of the year.”
The Board of Directors declared a quarterly dividend of $0.175 per share, payable May 24, 2010, to shareholders of record as of May 13, 2010. While the Company intends to continue to pay regular quarterly dividends, the declaration and payment of future dividends are discretionary and will be subject to determination by the Board of Directors each quarter following its review of the Company’s financial performance.
“For the quarter, gross margin increased 130 basis points and G&A expense as a percent of revenue was 120 basis points lower than prior year. These benefits partially offset $8 million in marketing costs attributed to media rate pressure and retail startup expenses,” said David Clark, Chief Financial Officer. “Based on the current customer and revenue trends, we anticipate a modest year over year profitability improvement for 2010.”
Conference Call and Webcast
Management will host a webcast to discuss first quarter 2010 financial results today at 4:30 PM Eastern time. The webcast will include remarks from Chairman and Chief Executive Officer Joe Redling and Chief Financial Officer David Clark.
The webcast will be available live under the Investor Relations section of Nutrisystem’s website, www.nutrisystem.com. Please click on Investor Relations at the bottom of the home page and then click on the microphone icon on the Investor Relations home page. Interested parties unable to access the conference call via the webcast may dial 1-866-831-9862 (outside US/Canada 706-758-5226), the conference ID is 70604045. A replay of the conference call will be available on the Company website following the event.
About Nutrisystem, Inc.
Nutrisystem, Inc. (NASDAQ: NTRI) is a leading provider of weight management products and services. Nutrisystem is sold direct to the consumer through nutrisystem.com, by phone, and at select retailers, with convenient home delivery. The Company offers proven nutritionally balanced weight loss programs designed for women, men, and seniors, as well as the clinically tested Nutrisystem D plan, designed to help people with type 2 diabetes who want to lose weight. The Nutrisystem program is based on 35 years of nutrition research and the science of the low glycemic index, and offers a variety of great tasting, satisfying high-fiber, good carbohydrate meals that are heart healthy. Nutrisystem was named the “Best Value” of the six most popular commercial diet programs by SmartMoney magazine in January, 2010. The program has no membership fees and provides 24/7 weight management support by trained weight loss coaches and online weight management tools free of charge. In 2009 Nutrisystem was selected as the #1 overall online retailer in the Food and Drug category and #46 out of the top 500 online retailers overall by Internet Retailer Magazine. Nutrisystem proudly supports the American Diabetes Association in its Movement to Stop Diabetes and WomenHeart, The National Coalition For Women With Heart Disease, in its mission to bring about a greater awareness of the link between heart disease and obesity. For more information or to become a customer visit http://www.nutrisystem.com or call 1-800-435-4074.
Forward-Looking Statement Disclaimer
This press release may contain forward-looking statements that are made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements regarding Nutrisystem’s plans and expectations for the second quarter of 2010 and the full year 2010, continuing to pay regular quarterly dividends and other statements that are not statements of historical fact constitute forward-looking statements. These forward-looking statements involve a number of risks and uncertainties, which are described in Nutrisystem, Inc.’s Annual Report on Form 10-K and its other filings with the Securities and Exchange Commission. The actual results may differ materially from any forward-looking statements due to such risks and uncertainties. Nutrisystem, Inc. 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 release.
|
| NUTRISYSTEM, INC. AND SUBSIDIARIES |
|
| CONSOLIDATED STATEMENTS OF OPERATIONS |
|
| (unaudited, in thousands, except per share amounts) |
|
|
|
|
Three Months Ended |
|
|
March 31, |
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
|
| REVENUE |
|
$ |
158,830 |
|
|
$ |
161,779 |
|
|
|
|
|
|
|
|
|
|
| COSTS AND EXPENSES: |
|
|
|
|
|
|
|
|
| Cost of revenue |
|
|
72,139 |
|
|
|
75,472 |
|
| Marketing |
|
|
56,605 |
|
|
|
46,844 |
|
| General and administrative |
|
|
19,255 |
|
|
|
21,553 |
|
| Depreciation and amortization |
|
|
2,991 |
|
|
|
2,451 |
|
| Total costs and expenses |
|
|
150,990 |
|
|
|
146,320 |
|
| Operating income from continuing operations |
|
|
7,840 |
|
|
|
15,459 |
|
| OTHER EXPENSE |
|
|
(35 |
) |
|
|
(91 |
) |
| EQUITY LOSS |
|
|
— |
|
|
|
(390 |
) |
| INTEREST INCOME (EXPENSE), net |
|
|
56 |
|
|
|
(49 |
) |
| Income from continuing operations before income taxes |
|
|
7,861 |
|
|
|
14,929 |
|
| INCOME TAXES |
|
|
2,962 |
|
|
|
5,610 |
|
| Income from continuing operations |
|
|
4,899 |
|
|
|
9,319 |
|
| DISCONTINUED OPERATIONS: |
|
|
|
|
|
|
|
|
| Loss on discontinued operations, net of income tax benefit |
|
|
(98 |
) |
|
|
(477 |
) |
| Net income |
|
$ |
4,801 |
|
|
$ |
8,842 |
|
|
|
|
|
|
|
|
|
|
| BASIC INCOME PER COMMON SHARE: |
|
|
|
|
|
|
|
|
| Income from continuing operations |
|
$ |
0.16 |
|
|
$ |
0.31 |
|
| Loss from discontinued operations |
|
|
— |
|
|
|
(0.02 |
) |
| Net income |
|
$ |
0.16 |
|
|
$ |
0.29 |
|
| DILUTED INCOME PER COMMON SHARE: |
|
|
|
|
|
|
|
|
| Income from continuing operations |
|
$ |
0.16 |
|
|
$ |
0.30 |
|
| Loss from discontinued operations |
|
|
(0.01 |
) |
|
|
(0.01 |
) |
| Net income |
|
$ |
0.15 |
|
|
$ |
0.29 |
|
| WEIGHTED AVERAGE SHARES OUTSTANDING: |
|
|
|
|
|
|
|
|
| Basic |
|
|
29,707 |
|
|
|
29,316 |
|
| Diluted |
|
|
30,035 |
|
|
|
29,530 |
|
|
| NUTRISYSTEM, INC. AND SUBSIDIARIES |
|
| CONSOLIDATED BALANCE SHEETS |
|
| (in thousands, except share and per share amounts) |
|
|
|
|
March 31, |
|
December 31, |
|
|
2010 |
|
2009 |
|
|
(Unaudited) |
|
|
|
|
| ASSETS |
|
|
|
|
|
|
|
|
| CURRENT ASSETS: |
|
|
|
|
|
|
|
|
| Cash and cash equivalents |
|
$ |
59,123 |
|
|
$ |
31,864 |
|
| Marketable securities |
|
|
30,480 |
|
|
|
30,324 |
|
| Receivables |
|
|
14,389 |
|
|
|
12,932 |
|
| Inventories, net |
|
|
40,550 |
|
|
|
52,012 |
|
| Prepaid income taxes |
|
|
— |
|
|
|
2,420 |
|
| Deferred income taxes |
|
|
2,988 |
|
|
|
2,756 |
|
| Other current assets |
|
|
6,252 |
|
|
|
10,659 |
|
| Current assets of discontinued operations |
|
|
395 |
|
|
|
648 |
|
| Total current assets |
|
|
154,177 |
|
|
|
143,615 |
|
|
|
|
|
|
|
|
|
|
| FIXED ASSETS, net |
|
|
25,076 |
|
|
|
20,984 |
|
| OTHER ASSETS |
|
|
6,080 |
|
|
|
5,752 |
|
| NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS |
|
|
447 |
|
|
|
436 |
|
|
|
$ |
185,780 |
|
|
$ |
170,787 |
|
| LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CURRENT LIABILITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Accounts payable |
|
$ |
39,043 |
|
|
$ |
32,246 |
|
| Accrued payroll and related benefits |
|
|
2,109 |
|
|
|
1,088 |
|
| Deferred revenue |
|
|
3,099 |
|
|
|
3,710 |
|
| Income taxes payable |
|
|
1,259 |
|
|
|
— |
|
| Other accrued expenses and current liabilities |
|
|
5,577 |
|
|
|
2,653 |
|
| Current liabilities of discontinued operations |
|
|
450 |
|
|
|
577 |
|
| Total current liabilities |
|
|
51,537 |
|
|
|
40,274 |
|
|
|
|
|
|
|
|
|
|
| NON-CURRENT LIABILITIES |
|
|
5,130 |
|
|
|
1,550 |
|
|
|
|
|
|
|
|
|
|
| Total liabilities |
|
|
56,667 |
|
|
|
41,824 |
|
|
|
|
|
|
|
|
|
|
| COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
|
|
|
| STOCKHOLDERS’ EQUITY: |
|
|
|
|
|
|
|
|
| Preferred stock, $.001 par value (5,000,000 shares authorized, no shares issued and outstanding) |
|
|
— |
|
|
|
— |
|
| Common stock, $.001 par value (100,000,000 shares authorized; shares issued – 31,386,323 at March 31, 2010 and 30,949,784 at December 31, 2009) |
|
|
29 |
|
|
|
29 |
|
| Additional paid-in capital |
|
|
7,258 |
|
|
|
6,515 |
|
| Retained earnings |
|
|
121,942 |
|
|
|
122,503 |
|
| Accumulated other comprehensive loss |
|
|
(116 |
) |
|
|
(84 |
) |
|
|
|
|
|
|
|
|
|
| Total stockholders’ equity |
|
|
129,113 |
|
|
|
128,963 |
|
|
|
$ |
185,780 |
|
|
$ |
170,787 |
|
|
| NUTRISYSTEM, INC. AND SUBSIDIARIES |
|
| CONSOLIDATED STATEMENTS OF CASH FLOWS |
|
| (unaudited, in thousands) |
|
|
|
|
Three Months Ended March 31, |
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
|
| CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
|
|
| Net income |
|
$ |
4,801 |
|
|
$ |
8,842 |
|
| Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
| Loss on discontinued operations |
|
|
98 |
|
|
|
477 |
|
| Depreciation and amortization |
|
|
2,991 |
|
|
|
2,451 |
|
| Loss on disposal of fixed assets |
|
|
65 |
|
|
|
— |
|
| Share–based expense |
|
|
2,143 |
|
|
|
2,041 |
|
| Deferred income tax benefit |
|
|
(611 |
) |
|
|
(685 |
) |
| Equity loss |
|
|
— |
|
|
|
390 |
|
| Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
| Receivables |
|
|
(1,455 |
) |
|
|
1,458 |
|
| Inventories, net |
|
|
11,462 |
|
|
|
15,698 |
|
| Other assets |
|
|
4,468 |
|
|
|
223 |
|
| Accounts payable |
|
|
6,764 |
|
|
|
9,632 |
|
| Accrued payroll and related benefits |
|
|
1,021 |
|
|
|
(819 |
) |
| Deferred revenue |
|
|
(611 |
) |
|
|
(744 |
) |
| Income taxes |
|
|
3,701 |
|
|
|
5,793 |
|
| Other accrued expenses and liabilities |
|
|
2,211 |
|
|
|
1,212 |
|
| Net cash provided by operating activities of continuing operations |
|
|
37,048 |
|
|
|
45,969 |
|
|
|
|
|
|
|
|
|
|
| Net cash used in operating activities of discontinued operations |
|
|
(133 |
) |
|
|
(281 |
) |
|
|
|
|
|
|
|
|
|
| Net cash provided by operating activities |
|
|
36,915 |
|
|
|
45,688 |
|
|
|
|
|
|
|
|
|
|
| CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
|
|
| Purchases of marketable securities |
|
|
(186 |
) |
|
|
— |
|
| Capital additions |
|
|
(2,964 |
) |
|
|
(2,315 |
) |
|
|
|
|
|
|
|
|
|
| Net cash used in investing activities of continuing operations |
|
|
(3,150 |
) |
|
|
(2,315 |
) |
|
|
|
|
|
|
|
|
|
| Net cash used in investing activities of discontinued operations |
|
|
(52 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
|
|
|
| Net cash used in investing activities |
|
|
(3,202 |
) |
|
|
(2,346 |
) |
|
|
|
|
|
|
|
|
|
| CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
|
| Exercise of stock options |
|
|
101 |
|
|
|
38 |
|
| Equity compensation awards, net |
|
|
(1,408 |
) |
|
|
(662 |
) |
| Payment of dividends |
|
|
(5,362 |
) |
|
|
(5,331 |
) |
| Repurchase and retirement of common stock |
|
|
— |
|
|
|
(1,939 |
) |
| Net cash used in financing activities |
|
|
(6,669 |
) |
|
|
(7,894 |
) |
| Effect of exchange rate changes on cash and cash equivalents |
|
|
19 |
|
|
|
(58 |
) |
| NET INCREASE IN CASH AND CASH EQUIVALENTS |
|
|
27,063 |
|
|
|
35,390 |
|
| CASH AND CASH EQUIVALENTS, beginning of period |
|
|
32,364 |
|
|
|
38,631 |
|
|
|
|
|
|
|
|
|
|
| CASH AND CASH EQUIVALENTS, end of period |
|
|
59,427 |
|
|
|
74,021 |
|
| LESS CASH AND CASH EQUIVALENTS OF DISCONTINUED OPERATIONS, end of period |
|
|
304 |
|
|
|
1,377 |
|
| CASH AND CASH EQUIVALENTS OF CONTINUING OPERATIONS, end of period |
|
$ |
59,123 |
|
|
$ |
72,644 |
|
|
|
|
|
|
|
|
|
|
|
| NUTRISYSTEM, INC. AND SUBSIDIARIES |
|
| ADJUSTED EBITDA RECONCILIATION TO GAAP RESULTS |
|
| (in thousands) |
|
|
|
|
Three Months Ended March 31, |
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Adjusted EBITDA |
|
$ |
12,932 |
|
|
$ |
19,951 |
|
| Non-cash employee compensation expense |
|
|
(2,101 |
) |
|
|
(2,041 |
) |
| Other expense |
|
|
(35 |
) |
|
|
(91 |
) |
| Equity loss |
|
|
— |
|
|
|
(390 |
) |
| Interest income (expense), net |
|
|
56 |
|
|
|
(49 |
) |
| Income taxes |
|
|
(2,962 |
) |
|
|
(5,610 |
) |
| Depreciation and amortization |
|
|
(2,991 |
) |
|
|
(2,451 |
) |
| Income from continuing operations |
|
$ |
4,899 |
|
|
$ |
9,319 |
|
|
|
|
|
|
|
|
|
|
May 3, 2010 (Business Wire) — Akorn, Inc. (NASDAQ: AKRX), a niche generic pharmaceutical company, today reported financial results for the first quarter of 2010.
Consolidated revenue for the first quarter of 2010 was $20.5 million, versus $22.0 million in the first quarter of 2009, representing a decrease of 7%. The decrease is due entirely to the winding down of the vaccine business segment. The Company concluded vaccine sales in the first quarter of 2010 with $5.1 million in sales, down from $10.7 million in the first quarter of 2009. First quarter revenue for the core business, consisting of ophthalmic, hospital drugs & injectables and contract services, totaled $15.4 million in 2010 versus $11.3 million for the same quarter in 2009, an increase of 36%.
Core business gross margin for the first quarter of 2010 was 42% compared to 18% in the prior year period. Gross margin improvement was the result of a number of factors, including: favorable product mix; the launch of new, higher margin products in the second half of 2009; selected price increases; and higher utilization of plant capacities. Td vaccine sales in the quarter generated $2.1 million in gross profit, or a 40% gross margin.
First Quarter Highlights
- Core business revenue growth of 36% over the prior year quarter
- Improved gross margins of 41% due to favorable product mix and higher utilization of plant capacities
- Positive operating income of $1.8 million with adjusted EBITDA of $3.9 million
- Achieved positive cash flow from operations of $2.0 million
- Revitalized new product pipeline through enhanced internal R&D capabilities
- Improved manufacturing efficiencies
- Expanded sales force to cover all major metropolitan cities
- Smoothly exited the Td Vaccine business
Raj Rai, Interim Chief Executive Officer, commented, “We are off to a solid start for the year. Our strategy to focus on the core business and on operating efficiencies has translated into favorable results. In addition, we are experiencing strong demand for Akorn products as well as for our third-party contract manufacturing business.”
Rai further added, “Based on the strength and the continuing momentum in the existing business along with the recently announced new product approvals, we are optimistic about our prospects for 2010 and beyond. As a result we are revising our outlook for 2010.”
Revised 2010 Outlook
- The Company projects 2010 revenue in the range of $76.0 million to $80.0 million. Core business revenue is projected in the range of $71.0 million to $75.0 million in 2010, a 59% to 67% increase over 2009, and up from the prior guidance range of $55.0 million to $60.0 million.
- The 2010 gross margin for the Company’s core business is projected to be between 42% and 45%.
- The Company projects positive adjusted EBITDA in 2010 in the range of $10.0 million to $13.0 million compared with a negative $4.2 million adjusted EBITDA in 2009, and up from the prior guidance range of $2.0 million to $4.0 million.
- In 2010, the Company expects to spend approximately $4.0 million on capital expenditures compared with $1.1 million in 2009.
- The Company is projecting 2010 R&D expenses of approximately $8.0 to $9.0 million versus $4.8 million in 2009.
- The Company’s 2010 outlook includes the partial year impact of all 2010 product approvals through May 4, 2010. It excludes the impact of any subsequent 2010 product approvals.
Akorn’s R&D Pipeline
The Company’s pipeline includes 9 ANDAs filed with the FDA with an annual market size of $1.2 billion. Akorn expects to file an additional 7 ANDAs in 2010 with an annual market size of $1.2 billion and 24 ANDAs in 2011 with an annual market size of $4.5 billion. Additionally, there are 7 ANDAs filed with the FDA through the Akorn-Strides, LLC joint venture.
About Akorn, Inc.
Akorn, Inc. is a niche pharmaceutical company engaged in the development, manufacture and marketing of multisource and branded pharmaceuticals. Akorn has manufacturing facilities located in Decatur, Illinois and Somerset, New Jersey where the Company manufactures ophthalmic and injectable pharmaceuticals. Additional information is available on the Company’s website at www.akorn.com.
Forward Looking Statement
This press release includes statements that may constitute “forward-looking statements”, including projections of certain measures of Akorn’s results of operations, projections of certain charges and expenses, and other statements regarding Akorn’s goals, regulatory approvals and strategy. Akorn cautions that these forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those indicated in the forward-looking statements. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Because such statements inherently involve risks and uncertainties, actual future results may differ materially from those expressed or implied by such forward-looking statements. You can identify these statements by the fact that they do not relate strictly to historical or current facts. They use words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words and terms of similar meaning in connection with a discussion of future operating or financial performance. Factors that could cause or contribute to such differences include, but are not limited to: statements relating to future steps we may take, prospective products, future performance or results of current and anticipated products, sales efforts, expenses, the outcome of contingencies such as legal proceedings, and financial results. These cautionary statements should be considered in connection with any subsequent written or oral forward-looking statements that may be made by the company or by persons acting on its behalf and in conjunction with its periodic SEC filings. You are advised, however, to consult any further disclosures we make on related subjects in our reports filed with the SEC. In particular, you should read the discussion in the section entitled “Cautionary Statement Regarding Forward-Looking Statements” in our most recent Annual Report on Form 10-K, as it may be updated in subsequent reports filed with the SEC. That discussion covers certain risks, uncertainties and possibly inaccurate assumptions that could cause our actual results to differ materially from expected and historical results. Other factors besides those listed there could also adversely affect our results.
Non-GAAP Financial Measures
In addition to reporting all financial information required in accordance with generally accepted accounting principles (GAAP), Akorn is also reporting Adjusted EBITDA, which is a non-GAAP financial measure. Since Adjusted EBITDA is not a GAAP financial measure, it should not be used in isolation or as a substitute for consolidated statements of operations and cash flow data prepared in accordance with GAAP. In addition, Akorn’s definition of Adjusted EBITDA may not be comparable to similarly titled non-GAAP financial measures reported by other companies. For a full reconciliation of Adjusted EBITDA to net income (loss), please see the attachments to this earnings release.
Adjusted EBITDA, as defined by the company, is calculated as follows:
Net income/(loss), plus:
- Interest income/(expense), net
- Provision for income taxes
- Depreciation and amortization
- Non-cash expenses, such as share-based compensation expense and changes in the fair value of warrants
- Non-recurring operating expenses, such as supply agreement termination expenses
The Company believes that Adjusted EBITDA is a meaningful indicator, to both Company management and investors, of the past and expected ongoing operating performance of the Company. EBITDA is a commonly used and widely accepted measure of financial performance. Adjusted EBITDA is deemed by the Company to be a useful performance indicator because it includes an add back of non-cash and non-recurring operating expenses which have little to no bearing on cash flows and may be subject to uncontrollable factors not reflective of the Company’s true operational performance (i.e. fair value adjustments to the carrying value of stock warrants liability).
While the Company uses Adjusted EBITDA in managing and analyzing its business and financial condition and believes it to be useful to investors in their evaluating the Company’s performance, Adjusted EBITDA has certain shortcomings. Specifically, Adjusted EBITDA does not take into account the impact of capital expenditures on the liquidity or GAAP financial performance of the company and likewise omits share-based compensation expenses, which may vary over time and may represent a material portion of overall compensation expense. Accordingly, the Company’s management utilizes comparable GAAP financial measures to evaluate the business in conjunction with Adjusted EBITDA and encourages investors to do likewise.
|
|
|
|
|
| AKORN, INC. |
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
| IN THOUSANDS, EXCEPT PER SHARE DATA |
| (UNAUDITED) |
|
|
|
|
|
|
|
|
|
THREE MONTHS ENDED |
|
|
|
MARCH 31, |
|
|
|
2010 |
|
2009 |
|
|
|
|
|
|
| Revenues |
|
$ |
20,520 |
|
|
$ |
22,040 |
|
| Cost of revenue |
|
|
12,092 |
|
|
|
16,678 |
|
|
GROSS PROFIT |
|
|
8,428 |
|
|
|
5,362 |
|
|
|
|
|
|
|
| Selling, general and administrative expenses |
|
|
4,757 |
|
|
|
6,997 |
|
| Supply agreement termination expenses |
|
|
– |
|
|
|
5,830 |
|
| Amortization of intangibles |
|
|
414 |
|
|
|
575 |
|
| Research and development expenses |
|
|
1,432 |
|
|
|
977 |
|
|
TOTAL OPERATING EXPENSES |
|
|
6,603 |
|
|
|
14,379 |
|
|
|
|
|
|
|
|
OPERATING INCOME (LOSS) |
|
|
1,825 |
|
|
|
(9,017 |
) |
|
|
|
|
|
|
| Write-off and amortization of deferred financing costs |
|
|
(273 |
) |
|
|
(1,454 |
) |
| Interest expense, net |
|
|
(290 |
) |
|
|
(278 |
) |
| Equity in earnings of unconsolidated joint venture |
|
|
464 |
|
|
|
60 |
|
| Change in fair value of warrants liability |
|
|
1,798 |
|
|
|
– |
|
|
INCOME (LOSS) BEFORE INCOME TAXES |
|
|
3,524 |
|
|
|
(10,689 |
) |
| Income tax provision |
|
|
4 |
|
|
|
2 |
|
|
NET INCOME (LOSS) |
|
$ |
3,520 |
|
|
$ |
(10,691 |
) |
|
|
|
|
|
|
| NET INCOME (LOSS) PER SHARE: |
|
|
|
|
|
BASIC |
|
$ |
0.04 |
|
|
$ |
(0.12 |
) |
|
DILUTED |
|
$ |
0.04 |
|
|
$ |
(0.12 |
) |
|
|
|
|
|
|
| SHARES USED IN COMPUTING NET INCOME (LOSS) |
|
|
|
|
| PER SHARE: |
|
|
|
|
|
BASIC |
|
|
90,446 |
|
|
|
90,104 |
|
|
DILUTED |
|
|
92,817 |
|
|
|
90,104 |
|
|
|
|
|
|
|
| AKORN, INC. |
| CONDENSED CONSOLIDATED BALANCE SHEETS |
| IN THOUSANDS, EXCEPT SHARE DATA |
|
|
|
|
|
|
|
|
|
MARCH 31, |
|
DECEMBER 31, |
|
|
|
2010 |
|
2009 |
|
|
|
(Unaudited) |
|
(Audited) |
| ASSETS |
|
|
|
|
|
| CURRENT ASSETS |
|
|
|
|
| Cash and cash equivalents |
|
$ |
2,691 |
|
|
$ |
1,617 |
|
| Trade accounts receivable, net |
|
|
11,638 |
|
|
|
9,225 |
|
| Other receivable |
|
|
60 |
|
|
|
833 |
|
| Inventories |
|
|
12,266 |
|
|
|
13,167 |
|
| Prepaid expenses and other current assets |
|
|
1,065 |
|
|
|
1,227 |
|
| TOTAL CURRENT ASSETS |
|
|
27,720 |
|
|
|
26,069 |
|
| PROPERTY, PLANT AND EQUIPMENT, NET |
|
|
31,770 |
|
|
|
31,473 |
|
| OTHER LONG-TERM ASSETS |
|
|
|
|
| Intangibles, net |
|
|
4,205 |
|
|
|
4,619 |
|
| Deferred financing costs |
|
|
3,527 |
|
|
|
3,800 |
|
| Other |
|
|
2,892 |
|
|
|
2,798 |
|
| TOTAL OTHER LONG-TERM ASSETS |
|
|
10,624 |
|
|
|
11,217 |
|
| TOTAL ASSETS |
|
$ |
70,114 |
|
|
$ |
68,759 |
|
|
|
|
|
|
|
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
| CURRENT LIABILITIES |
|
|
|
|
| Trade accounts payable |
|
$ |
3,263 |
|
|
$ |
3,286 |
|
| Accrued compensation |
|
|
1,132 |
|
|
|
1,091 |
|
| Accrued expenses and other liabilities |
|
|
3,518 |
|
|
|
3,724 |
|
| Revolving line of credit – related party |
|
|
– |
|
|
|
3,000 |
|
| Warrants liability – related party |
|
|
7,267 |
|
|
|
9,065 |
|
| Supply agreement termination costs |
|
|
1,500 |
|
|
|
1,500 |
|
| TOTAL CURRENT LIABILITIES |
|
|
16,680 |
|
|
|
21,666 |
|
| LONG-TERM LIABILITIES |
|
|
|
|
| Lease incentive obligations |
|
|
1,260 |
|
|
|
1,304 |
|
| Product warranty liability |
|
|
1,299 |
|
|
|
1,299 |
|
| Subordinated note – related party |
|
|
5,853 |
|
|
|
5,853 |
|
| TOTAL LONG-TERM LIABILITIES |
|
|
8,412 |
|
|
|
8,456 |
|
| TOTAL LIABILITIES |
|
|
25,092 |
|
|
|
30,122 |
|
| SHAREHOLDERS’ EQUITY |
|
|
|
|
| Common stock, no par value — 150,000,000 shares authorized, 92,292,130 |
|
|
|
|
| and 90,389,597 shares issued and outstanding at March 31, 2010 |
|
|
|
|
| and December 31, 2009, respectively |
|
|
176,483 |
|
|
|
174,027 |
|
| Warrants to acquire common stock |
|
|
2,230 |
|
|
|
1,821 |
|
| Accumulated deficit |
|
|
(133,691 |
) |
|
|
(137,211 |
) |
| TOTAL SHAREHOLDERS’ EQUITY |
|
|
45,022 |
|
|
|
38,637 |
|
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
$ |
70,114 |
|
|
$ |
68,759 |
|
|
|
|
|
|
| AKORN, INC. |
| CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS |
| IN THOUSANDS (UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
THREE MONTHS ENDED |
|
|
|
|
MARCH 31, |
|
|
|
|
2010 |
|
2009 |
| OPERATING ACTIVITIES |
|
|
|
|
| Net income (loss) |
|
$ |
3,520 |
|
|
$ |
(10,691 |
) |
| Adjustments to reconcile net income (loss) to net cash |
|
|
|
|
| provided by (used in) operating activities: |
|
|
|
|
|
Depreciation and amortization |
|
|
1,302 |
|
|
|
1,545 |
|
|
Write-off and amortization of deferred financing fees |
|
|
273 |
|
|
|
1,454 |
|
|
Non-cash stock compensation expense |
|
|
301 |
|
|
|
955 |
|
|
Non-cash supply agreement termination expense |
|
|
– |
|
|
|
1,051 |
|
|
Non-cash change in fair value of warrants liability |
|
|
(1,798 |
) |
|
|
– |
|
|
Equity in earnings of unconsolidated joint venture |
|
|
(464 |
) |
|
|
(60 |
) |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
Trade accounts receivable |
|
|
(2,413 |
) |
|
|
(6,148 |
) |
|
|
Inventories |
|
|
901 |
|
|
|
497 |
|
|
|
Prepaid expenses and other current assets |
|
|
575 |
|
|
|
824 |
|
|
|
Supply agreement termination liabilities |
|
|
– |
|
|
|
4,750 |
|
|
|
Trade accounts payable |
|
|
(23 |
) |
|
|
3,993 |
|
|
|
Accrued expenses and other liabilities |
|
|
(209 |
) |
|
|
298 |
|
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES |
|
|
1,965 |
|
|
|
(1,532 |
) |
|
|
|
|
|
|
|
| INVESTING ACTIVITIES |
|
|
|
|
| Purchases of property, plant and equipment |
|
|
(1,185 |
) |
|
|
(301 |
) |
| Distribution from unconsolidated joint venture |
|
|
730 |
|
|
|
– |
|
| NET CASH USED IN INVESTING ACTIVITIES |
|
|
(455 |
) |
|
|
(301 |
) |
|
|
|
|
|
|
|
| FINANCING ACTIVITIES |
|
|
|
|
| Loan origination fees |
|
|
– |
|
|
|
(1,274 |
) |
| Proceeds from (repayments of) line of credit |
|
|
(3,000 |
) |
|
|
5,509 |
|
| Net proceeds from common stock and warrant offering |
|
|
2,469 |
|
|
|
– |
|
| Proceeds under stock option and stock purchase plans |
|
|
95 |
|
|
|
1,216 |
|
| NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES |
|
|
(436 |
) |
|
|
5,451 |
|
|
|
|
|
|
|
|
| INCREASE IN CASH AND CASH EQUIVALENTS |
|
|
1,074 |
|
|
|
3,618 |
|
| Cash and cash equivalents at beginning of period |
|
|
1,617 |
|
|
|
1,063 |
|
| CASH AND CASH EQUIVALENTS AT END OF PERIOD |
|
$ |
2,691 |
|
|
$ |
4,681 |
|
|
|
|
|
|
|
|
| Amount paid for interest |
|
$ |
190 |
|
|
$ |
79 |
|
| Amount paid for income taxes |
|
$ |
12 |
|
|
$ |
3 |
|
|
|
|
|
|
| AKORN, INC. |
| RECONCILIATION OF NET INCOME (LOSS) TO NON-GAAP ADJUSTED EBITDA |
| IN THOUSANDS (UNAUDITED) |
|
|
|
|
|
|
|
|
|
THREE MONTHS ENDED |
|
|
|
MARCH 31, |
|
|
|
2010 |
|
2009 |
|
|
|
|
|
|
| NET INCOME (LOSS) |
|
$ |
3,520 |
|
|
$ |
(10,691 |
) |
|
|
|
|
|
|
| ADJUSTMENTS TO ARRIVE AT EBITDA: |
|
|
|
|
|
Depreciation and amortization |
|
|
1,302 |
|
|
|
1,545 |
|
|
Interest expense, net |
|
|
290 |
|
|
|
278 |
|
|
Income tax provision |
|
|
4 |
|
|
|
2 |
|
| EBITDA |
|
$ |
5,116 |
|
|
$ |
(8,866 |
) |
|
|
|
|
|
|
| NON-RECURRING & NON-CASH OPERATING EXPENSES: |
|
|
|
|
|
Non-cash stock compensation expense |
|
|
301 |
|
|
|
955 |
|
|
Change in fair value of warrants liability |
|
|
(1,798 |
) |
|
|
– |
|
|
Write-off and amortization of deferred financing costs |
|
|
273 |
|
|
|
1,454 |
|
|
Supply agreement termination expense |
|
|
– |
|
|
|
5,830 |
|
| ADJUSTED EBITDA |
|
$ |
3,892 |
|
|
$ |
(627 |
) |
Press Release Source: Ballantyne Strong, Inc. On Monday May 3, 2010, 7:37 am EDT
OMAHA, Neb.–(BUSINESS WIRE)–Ballantyne of Omaha, Inc. (NYSE Amex: BTN):
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Conference call:
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Today, Monday, May 3, 2010 at 11:00 a.m. ET
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Webcast / Replay URL:
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|
The replay will be available on the Internet for 90 days. |
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Dial-in number:
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888 222 2795 (no pass code required)
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Ballantyne Strong, Inc. (NYSE Amex: BTN), a provider of digital cinema projection equipment and services, cinema screens and other cinema products, today reported financial results for the first quarter (Q1) ended March 31, 2010.
First Quarter Results
Largely reflecting an increase in digital cinema equipment sales, net revenues rose 48% to $25.3 million in Q1 2010 from net revenues of $17.1 million in Q1 2009. Ballantyne Strong reported net earnings of approximately $1.0 million, or $0.07 per diluted share, compared to net earnings of approximately $0.5 million, or $0.04 per diluted share a year-ago. Per share results for the first quarters of 2010 and 2009 are based on a weighted average number of diluted shares outstanding of 14,271,617 and 14,111,509, respectively.
Q1 2010 sales of digital cinema equipment rose 137% to $13.8 million from $5.9 million in Q1 2009. The significant increase reflects growing demand for digital projection systems in the Americas and Asia, primarily in China. Demand is being driven largely due to the success in patron traffic and premium pricing that movie exhibitors have been achieving with digital 3D motion pictures and alternative content. Ballantyne’s cinema screen sales increased to $3.5 million during the period, compared to $3.4 million in Q1 2009, as demand for “silver screens” required for most 3D cinema formats remained strong. Revenues from cinema services rose modestly in Q1 2010 to $0.9 million compared to $0.8 million in Q1 2009, primarily due to legacy film equipment services.
Gross profit increased 27% to $4.3 million in Q1 2010, however it declined as a percentage of total revenue to 17.0%, from 19.7% in Q1 2009. The gross profit margin decline was largely due to an increasing contribution from the sale of digital cinema projection equipment. While this equipment carries lower profit margins than other Ballantyne products or services, the Company expects that this impact on gross profit dollars should be largely offset by projection equipment’s higher sales price and volume.
Q1 2010 SG&A declined nominally to $2.7 million, but fell significantly as a percentage of net revenues to 10.7%, compared to 16.0% in Q1 2009. Ballantyne continues to work to limit the growth in SG&A expenses in order to drive operating leverage from anticipated increases in revenues.
Balance Sheet Update
Ballantyne had $22.8 million in cash and cash equivalents at March 31, 2010, compared to $23.6 million at December 31, 2009. The decrease in cash is primarily related to short-term working capital needs to fund an increase in receivables that resulted from growth in business during the quarter.
Outlook
John P. Wilmers, President and CEO, stated, “We are off to a strong start for 2010 and believe Q1 2010 is an early indication of how Ballantyne Strong is well-positioned to benefit from our evolution into a turnkey, worldwide provider of digital projection equipment and services. The global growth trajectory of digital cinema is gaining momentum as expected, and we are seeing increasing opportunities in equipment and cinema screen sales, installations and integrations, and related digital cinema service opportunities.
“Our business in Asia also made strong contributions to our performance during the first quarter as China continues to move aggressively to convert cinemas to digital technology. We continue to view China and neighboring Asian territories as exciting growth opportunities for Ballantyne Strong and are actively working to increase projector and related digital cinema product and service sales in the region.
“In mid-April we launched a large-scale, multi-year digital projector installation and integration project for a leading exhibitor in the Americas. This project should amount to at least 900 installations for the balance of 2010 and an even larger number in 2011 and 2012. This baseline of activity for our team of skilled technicians will make a substantial contribution to the performance of Ballantyne’s growing service business this year and going forward.”
About Ballantyne Strong, Inc. (http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.ballantyne-strong.com&esheet=6273527&lan=en_US&anchor=www.ballantyne-strong.com&index=3&md5=1bc93e1db7c64deacc0a7a2b6a450f9f)
Ballantyne Strong is a provider of digital cinema projection equipment and services as well as cinema screens, motion picture projectors and specialty lighting equipment and services. The Company supplies major and independent theater chains, top arenas, theme parks and architectural sites around the world.
Except for the historical information in this press release, it includes forward-looking statements that involve risks and uncertainties, including but not limited to, quarterly fluctuations in results; customer demand for the Company’s products; the development of new technology for alternate means of motion picture presentation; domestic and international economic conditions; the management of growth; and other risks detailed from time to time in the Company’s Securities and Exchange Commission filings. Actual results may differ materially from management’s expectations.
|
|
Ballantyne Strong, Inc. and Subsidiaries
|
|
Consolidated Statements of Operations
|
|
(unaudited)
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
| Net revenues |
|
$ |
25,337,509 |
|
|
$ |
17,143,453 |
|
| Cost of revenues |
|
|
21,041,973 |
|
|
|
13,764,383 |
|
| Gross profit |
|
|
4,295,536 |
|
|
|
3,379,070 |
|
|
|
|
|
|
|
|
| Selling and administrative expenses: |
|
|
|
|
| Selling |
|
|
714,835 |
|
|
|
668,399 |
|
| Administrative |
|
|
2,000,783 |
|
|
|
2,076,660 |
|
| Total selling and administrative expenses |
|
|
2,715,618 |
|
|
|
2,745,059 |
|
| Income from operations |
|
|
1,579,918 |
|
|
|
634,011 |
|
|
|
|
|
|
|
|
| Interest income |
|
|
3,765 |
|
|
|
41,130 |
|
| Interest expense |
|
|
(7,817 |
) |
|
|
(8,113 |
) |
| Equity in loss of joint venture |
|
|
(158,598 |
) |
|
|
(184,512 |
) |
| Other income (expense), net |
|
|
(44,017 |
) |
|
|
181,237 |
|
|
|
|
|
|
|
|
| Earnings before income taxes |
|
|
1,373,251 |
|
|
|
663,753 |
|
| Income tax expense |
|
|
(374,401 |
) |
|
|
(122,034 |
) |
| Net earnings |
|
$ |
998,850 |
|
|
$ |
541,719 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Earnings per share |
|
|
|
|
|
|
| Basic |
|
$ |
0.07 |
|
|
$ |
0.04 |
|
| Diluted |
|
$ |
0.07 |
|
|
$ |
0.04 |
|
|
|
|
|
|
|
|
| Weighted average shares outstanding: |
|
|
|
|
|
|
| Basic |
|
|
14,074,997 |
|
|
|
13,988,206 |
|
| Diluted |
|
|
14,271,617 |
|
|
|
14,111,509 |
|
|
|
Ballantyne Strong, Inc. and Subsidiaries
|
|
Consolidated Balance Sheets
|
|
Assets
|
|
Mar. 31, 2010 |
|
Dec. 31, 2009 |
| Current assets: |
|
(Unaudited) |
|
|
| Cash and cash equivalents |
|
$ |
22,752,101 |
|
|
$ |
23,589,025 |
|
| Restricted cash |
|
|
442,766 |
|
|
|
442,766 |
|
| Accounts receivable |
|
|
17,460,752 |
|
|
|
8,877,980 |
|
| Unbilled revenue |
|
|
3,665,001 |
|
|
|
1,894,075 |
|
| Inventories, net |
|
|
12,298,126 |
|
|
|
12,987,048 |
|
| Recoverable income taxes |
|
|
1,836,016 |
|
|
|
1,850,699 |
|
| Deferred income taxes |
|
|
2,010,028 |
|
|
|
1,943,679 |
|
| Consignment inventory |
|
|
721,936 |
|
|
|
486,527 |
|
| Other current assets |
|
|
1,231,724 |
|
|
|
667,592 |
|
| Total current assets |
|
|
62,418,450 |
|
|
|
52,739,391 |
|
| Investment in joint venture |
|
|
2,058,040 |
|
|
|
2,216,638 |
|
| Property, plant and equipment, net |
|
|
3,608,494 |
|
|
|
3,612,935 |
|
| Intangible assets, net |
|
|
1,021,080 |
|
|
|
1,103,128 |
|
| Other assets |
|
|
17,257 |
|
|
|
17,257 |
|
| Deferred income taxes |
|
|
604,781 |
|
|
|
520,951 |
|
| Total assets |
|
$ |
69,728,102 |
|
|
$ |
60,210,300 |
|
| Liabilities and Stockholders’ Equity |
|
|
|
|
| Current liabilities: |
|
|
|
|
| Accounts payable |
|
$ |
17,723,762 |
|
|
$ |
9,768,896 |
|
| Other accrued expenses |
|
|
3,383,652 |
|
|
|
3,623,143 |
|
| Customer deposits |
|
|
3,452,012 |
|
|
|
2,295,946 |
|
| Income tax payable |
|
|
508,326 |
|
|
|
1,246,247 |
|
| Total current liabilities |
|
|
25,067,752 |
|
|
|
16,934,232 |
|
| Deferred income taxes |
|
|
277,614 |
|
|
|
274,977 |
|
| Other accrued expenses, net of current portion |
|
|
473,517 |
|
|
|
483,425 |
|
| Total liabilities |
|
|
25,818,883 |
|
|
|
17,692,634 |
|
| Commitments and contingencies |
|
|
|
|
| Stockholders’ equity: |
|
|
|
|
|
Preferred stock, par value $.01 per share; Authorized 1,000,000 shares, none
|
|
|
|
|
|
|
|
|
|
outstanding
|
|
|
— |
|
|
|
— |
|
|
Common stock, par value $.01 per share; Authorized 25,000,000 shares;
|
|
|
|
|
|
|
|
|
|
issued 16,324,706 shares in 2010 and 16,283,676 shares in 2009
|
|
|
163,247 |
|
|
|
162,836 |
|
| Additional paid-in capital |
|
|
35,485,509 |
|
|
|
35,332,787 |
|
| Accumulated other comprehensive income (loss): |
|
|
|
|
| Foreign currency translation |
|
|
(46,516 |
) |
|
|
(286,086 |
) |
| Minimum pension liability |
|
|
110,665 |
|
|
|
110,665 |
|
| Retained earnings |
|
|
23,578,994 |
|
|
|
22,580,144 |
|
|
|
|
59,291,899 |
|
|
|
57,900,346 |
|
| Less 2,139,982 of common shares in treasury, at cost |
|
|
(15,382,680 |
) |
|
|
(15,382,680 |
) |
| Total stockholders’ equity |
|
|
43,909,219 |
|
|
|
42,517,666 |
|
| Total liabilities and stockholders’ equity |
|
$ |
69,728,102 |
|
|
$ |
60,210,300 |
|
|
|
Selected Cash Flow Statement Items (unaudited):
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
| Net income |
|
$ |
998,850 |
|
$ |
541,719 |
| Depreciation and amortization |
|
|
398,286 |
|
|
459,366 |
| Equity in loss in Digital Link II Joint Venture |
|
|
158,598 |
|
|
184,512 |
| Net cash used in operating activities |
|
|
(751,470) |
|
|
(215,867) |
| Capital expenditures |
|
|
(148,206) |
|
|
(274,847) |
| Proceeds from sales of investment securities |
|
|
– |
|
|
450,000 |
| Net cash provided by (used in) investing activities |
|
|
(148,206) |
|
|
184,481 |
| Net decrease in cash & cash equivalents |
|
|
(836,924) |
|
|
(75,030) |
| Cash & cash equivalents at beginning of period |
|
|
23,589,025 |
|
|
11,424,984 |
| Cash & cash equivalents at end of period |
|
$ |
22,752,101 |
|
$ |
11,349,954 |
MANCHESTER, United Kingdom, May 3 /PRNewswire-FirstCall/ — GEROVA Financial Group, Ltd. (“GEROVA”) (NYSE Amex: GFC), a specialty reinsurance company, announced today the convening of an extraordinary general meeting (EGM) on Wednesday, May 12, 2010, at 10:00 a.m. EDT at the offices of Hodgson Russ LLP, 1540 Broadway, 24th floor, New York, New York 10036. Holders of record of GEROVA shares, including all outstanding voting preferred shares, at the close of business on April 26, 2010 New York time, are entitled to vote or direct votes to be cast at the EGM.
The purpose of the meeting is to seek shareholder approval of measures including proposals to immediately convert existing preferred shares into ordinary shares and to increase the Company’s authorized capital to accommodate the preferred share conversion. The Company believes that these actions designed to create a single class of shares consisting solely of ordinary shares may:
- simplify GEROVA’s capital structure;
- result in a single class of securities that is more clearly representative of the overall value of the Company and may enable the investment community to better evaluate the Company;
- increase the aggregate market capitalization of the listed class of GEROVA ordinary shares which may qualify the Company’s shares for inclusion in certain indexes and may attract consideration from a broader range of institutional investors and equity analysts;
- enable prospective acquisition targets to better assess the value of the GEROVA securities to the extent that they may consider a share-for-share exchange with the Company.
At the EGM, shareholders will be asked:
- To approve by ordinary resolution GEROVA’s 2010 Stock Incentive Plan;
- To approve by special resolution a conversion proposal involving the amendment of the existing Articles of Association of the Company to permit the immediate conversion of all issued and outstanding Series A Preferred Shares into Ordinary Shares;
- To approve by ordinary resolution an increased capital proposal which involves the increase of authorized ordinary shares from 350,000,000 shares of $0.0001 par value each to 500,000,000 shares of $0.0001 par value each and an increase in the number of authorized preferred shares from 10,000,000 shares of $0.0001 par value each to 500,000,000 preferred shares of $0.0001 par value each;
- To adopt by special resolution the Third Amended and Restated Memorandum and Articles of Association of the Company; and
- To approve by ordinary resolution the transaction of such other business as may properly come before the EGM or any adjournment or postponement thereof.
GEROVA has filed its Form 6-K with the U.S. Securities and Exchange Commission (the “SEC”). GEROVA’S Form 6-K can be accessed on the SEC’s website at http://www.sec.gov.
About GEROVA Financial Group, Ltd.
GEROVA Financial Group, Ltd. is a specialty reinsurance company, based in Manchester, England, that was recently established to take advantage of investment opportunities arising from recent financial market dislocations. GEROVA underwrites insurance risks that it believes will produce favorable long-term returns on shareholder equity. In January 2010, GEROVA issued approximately $742 million in preferred equity in consideration for the acquisition of various assets. GEROVA believes it has opportunities to deploy shareholder capital to acquire high quality assets at less than market value and opportunities to gather additional assets by providing reinsurance capacity to primary insurers that are under writing capacity pressure.
Forward Looking Statements
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the Company, the target acquisitions and the Company’s business after completion of the proposed transactions. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, which are based upon the current beliefs and expectations of the management of the Company, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. The following factors, among others, could cause actual results to differ from those set forth in the Forward-Looking Statements: (i) potential material reductions in the value of a substantial portion of the Company’s assets acquired in connection with the business combinations consummated in January 2010; (ii) officers and directors allocating their time to other businesses or potentially having conflicts of interest with the Company’s businesses; (iii) success in retaining or recruiting, or changes required in, the Company’s officers, key employees or directors following the transactions; (iv) the potential liquidity and trading of the Company’s public securities; (iv) the Company’s revenues and operating performance; (vi) changes in overall economic conditions; (vii) anticipated business development activities of the Company following consummation of the transactions described above; (viii) risks and costs associated with regulation of corporate governance and disclosure standards (including pursuant to Section 404 of the Sarbanes-Oxley Act of 2002); and (ix) other relevant risks detailed in the Company’s filings with the SEC and those factors that will be listed in our Proxy Statement under “Risk Factors”. The information set forth herein should be read in light of such risks. Neither the Company nor any target companies or funds we intend to acquire assumes any obligation to update the information contained in this release.
ATHENS, Greece, May 3, 2010 /PRNewswire-FirstCall/ — Seanergy Maritime Holdings Corp. (the “Company”) (NASDAQ: SHIP; SHIP.W) announced today that it has entered into a Letter of Intent with Maritime Capital Shipping (Holdings) Limited, of the British Virgin Islands (“Seller”) to acquire a 51% ownership interest in Maritime Capital Shipping Limited, of Bermuda (“MCS”) for a purchase price of USD 33 million.
MCS is based in Hong Kong and is a provider of international maritime transportation services through its ownership of dry bulk vessels. MCS was founded in 2006 by unaffiliated third parties, a team of dedicated professionals with many years of experience operating vessels in the dry bulk sector. The company generates its revenues by employing its ships on time and bareboat charters with well established shipping operators. Its current fleet is comprised of 9 Handysize dry bulk carriers with a combined cargo-carrying capacity of 249,236 dwt and an average fleet age of approximately 10.7 years.
Maritime Capital Shipping (Holdings) Limited, a company controlled by members of the Restis family, will retain a 49% ownership interest in MCS.
As a result of the acquisition, the size of the Company’s fleet will increase from 11 to 20 dry bulk vessels with a combined cargo-carrying capacity of approximately 1,292,532 dwt and an average fleet age of 12.6 years, comprising of 4 Capesize, 3 Panamax, 2 Supramax, 1 Handymax and 10 Handysize dry bulk carriers.
The acquisition is subject to final documentation, expected to be entered into by the Seller and the Company by June 1, 2010.
About Seanergy Maritime Holdings Corp.
Seanergy Maritime Holdings Corp., the successor to Seanergy Maritime Corp., is a Marshall Islands corporation with its executive offices in Athens, Greece. The Company is engaged in the transportation of dry bulk cargoes through the ownership and operation of dry bulk carriers.
The Company’s initial fleet comprised two Panamax, two Supramax and two Handysize dry bulk carriers that Seanergy purchased and took delivery of in the third and fourth quarters of 2008 from companies associated with members of the Restis family. In August 2009, the Company acquired a controlling interest in Bulk Energy Transport (Holdings) Limited (“BET”) which owns five drybulk carriers, four Capesize and one Panamax.
As a result, the Company’s current controlled fleet includes 11 drybulk carriers (4 Capesize, 3 Panamax, 2 Supramax and 2 Handysize vessels) with a total carrying capacity of 1,043,296 dwt and an average age of 14 years.
The Company’s common stock and warrants trade on the NASDAQ Global Market under the symbols SHIP and SHIP.W, respectively.
Forward-Looking Statements
This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events and the Company’s growth strategy and measures to implement such strategy. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates,” and variations of such words and similar expressions are intended to identify forward-looking statements. Although the Company believes that such expectations will prove to have been correct, these statements involve known and unknown risks and are based upon a number of assumptions and estimates, which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of the Company. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the scope and timing of SEC and other regulatory agency review, competitive factors in the market in which the Company operates; risks associated with operations outside the United States; and other factors listed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company’s filings can be obtained free of charge on the SEC’s website at www.sec.gov. The Company 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 the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
ALPENA, Mich., April 30 /PRNewswire-FirstCall/ — First Federal of Northern Michigan Bancorp, Inc. (Nasdaq: FFNM) (the “Company”) reported consolidated net earnings from continuing operations of $202,000, or $0.07 per basic and diluted share, for the quarter ended March 31, 2010 compared to consolidated net earnings from continuing operations of $147,000, or $0.05 per basic and diluted share, for the quarter ended March 31, 2009.
Listed below are several key points relative to the Company’s results for the quarter ended March 31, 2010:
- Significant quarter over quarter improvement in the Company’s net interest margin (from 3.10% to 3.58%) due primarily to a 94 basis point reduction in the cost of funds.
- $3.1 million decrease in non-performing assets since December 31, 2009.
- First Federal of Northern Michigan remains “well-capitalized” for regulatory purposes.
- Provision for loan losses reduced to $11,000 for the quarter due to favorable information received on a large classified credit.
Michael W. Mahler, President and Chief Executive Officer of the Company, commented,
“We are pleased, of course, to be able to report modest earnings for this quarter. We are even more encouraged by the $3.1 million reduction in our non-performing assets since December 31, 2009. Our level of non-performing assets remains higher than what we would consider acceptable, but we continue to aggressively address problem assets as they come to light. The return to strong asset quality is our top priority. We continue to see improvement in our net interest margin, mainly as a result of lowering our cost of funds and also due to maintaining disciplined pricing on the loan side. The core operations of the Company continue to produce income to offset the high cost of FDIC insurance and the holding costs of other real estate owned. Our primary concerns for 2010 remain the Michigan economy, credit quality, and the stability or improvement of the underlying collateral values in our loan portfolio.”
Selected Financial Ratios
|
For the Three Months Ended March 31
|
|
|
2010
|
|
2009
|
|
|
|
|
|
|
| Performance Ratios: |
|
|
|
|
| Net interest margin |
3.58%
|
|
3.10%
|
|
| Average interest rate spread |
3.38%
|
|
2.74%
|
|
| Return on average assets* |
0.35%
|
|
0.16%
|
|
| Return on average equity* |
3.43%
|
|
1.35%
|
|
|
|
|
|
|
| Pre-provision Pre-tax net earnings |
$ 315,303
|
|
$ 462,141
|
|
|
|
|
|
|
| * Annualized |
|
|
|
|
|
|
|
|
|
As of
|
|
|
March 31, 2010
|
|
December 31, 2009
|
|
March 31, 2009
|
|
| Asset Quality Ratios |
|
|
|
|
|
|
| Non-performing assets to total assets |
5.37%
|
|
6.58%
|
|
5.71%
|
|
| Non-performing loans to total loans |
5.00%
|
|
6.73%
|
|
6.50%
|
|
| Allowance for loan losses to non-performing loans |
40.55%
|
|
31.05%
|
|
44.89%
|
|
| Allowance for loan losses to total loans |
2.03%
|
|
2.09%
|
|
2.92%
|
|
|
|
|
|
|
|
|
| “Texas Ratio” (Bank) |
50.87%
|
|
64.29%
|
|
47.40%
|
|
|
|
|
|
|
|
|
| Total non-performing assets (000’s omitted) |
$12,222
|
|
$15,366
|
|
$14,268
|
|
|
|
|
|
|
|
Financial Condition
Total assets of the Company at March 31, 2010 were $229.7 million, a decrease of $3.8 million, or 1.6%, from assets of $233.5 million at December 31, 2009. Net loans receivable decreased $2.8 million to $168.4 million at March 31, 2010, due to adjustable-rate or balloon mortgage loans that have paid off or been refinanced and sold into the secondary market, consumer loan balances that have declined due to normal pay-downs, and limited originations of loans to be held in the Company’s portfolio. Investment securities decreased $676,000 from December 31, 2009 to March 31, 2010 due in part to the sale of a $1 million municipal security which was sold because of the perceived credit risk inherent in the security.
Deposits decreased $1.5 million to $156.6 million at March 31, 2010. Most of the decrease in deposits was in non-interest bearing personal and business checking accounts due to usage of funds in customers’ accounts as opposed to closing of accounts. FHLB advances decreased $2.2 million as our asset base shrank during the quarter.
The ratio of total nonperforming assets to total assets was 5.37% at March 31, 2010 compared to 6.58% at December 31, 2009 and 5.71% at March 31, 2009. Non-performing assets decreased by $3.1 million from December 31, 2009 to March 31, 2010. The Company continues to closely monitor non-performing assets and has taken a variety of steps to reduce the level thereof, such as:
- Timely pursuit of foreclosure and/or repossession options coupled with quick and aggressive marketing efforts of repossessed assets;
- Restructuring loans, where feasible, to assist borrowers in working through this financially challenging time;
- Allowing borrowers to structure short-sales of properties, where appropriate and feasible; and
- Working with borrowers to find a means of reducing outstanding debt (such as through sales of collateral).
Stockholders’ equity was $23.3 million at March 31, 2010 compared to $23.1 million at December 31, 2009. The increase was due primarily to net earnings for the three-month period of $202,000. First Federal of Northern Michigan’s regulatory capital remains at levels in excess of regulatory requirements, as shown in the table below.
|
|
|
|
Regulatory
|
|
Minimum to be
|
|
|
Actual
|
|
Minimum
|
|
Well Capitalized
|
|
|
Amount
|
Ratio
|
|
Amount
|
Ratio
|
|
Amount
|
Ratio
|
|
|
Dollars in Thousands
|
|
|
|
|
|
|
|
|
|
|
|
| Tier 1 (Core) capital |
|
|
|
|
|
|
|
|
|
| (to adjusted assets) |
$20,537
|
9.03%
|
|
$ 9,102
|
4.00%
|
|
$11,378
|
5.00%
|
|
| Total risk-based capital |
|
|
|
|
|
|
|
|
|
| (to risk-weighted assets) |
$22,550
|
14.07%
|
|
$12,819
|
8.00%
|
|
$16,024
|
10.00%
|
|
| Tier 1 risk-based capital |
|
|
|
|
|
|
|
|
|
| (to risk weighted assets) |
$20,537
|
12.82%
|
|
$ 6,410
|
4.00%
|
|
$ 9,614
|
6.00%
|
|
| Tangible Capital |
|
|
|
|
|
|
|
|
|
| (to tangible assets) |
$20,537
|
9.03%
|
|
$ 3,413
|
1.50%
|
|
$ 4,551
|
2.00%
|
|
|
|
|
|
|
|
|
|
|
Results of Operations
Interest income decreased to $ 2.9 million for the three months ended March 31, 2010 from $3.3 million for the year earlier period. The decrease in interest income was due to two factors: a decrease of $17.2 million in the average balance of our interest-earning assets and a decrease of 31 basis points in the yield on interest-earning assets due in part to lower market interest rates period over period.
Interest expense decreased to $956,000 for the three months ended March 31, 2010 from $1.5 million for the three months ended March 31, 2009. The decrease in interest expense for the three-month period was due in part to a $10.8 million decrease in the average balance of our interest-bearing liabilities and a decrease in our overall cost of funds of 94 basis points period over period. Most notably, the average balance of our certificates of deposit decreased $13.3 million from the three-month period ended March 31, 2009 to the same period in 2010 and the cost of our certificates of deposits decreased 119 basis points period over period.
The Company’s net interest margin increased to 3.58% for the three-month period ended March 31, 2010 from 3.10% for the same period in 2009. During this time period, the average yield on interest-earning assets decreased 31 basis points to 5.37% from 5.68%, while the average cost of funds decreased 94 basis points to 2.00% from 2.94%, due mainly to a reduction of 119 basis points on our certificates of deposit.
The provision for loan losses for the three-month period ended March 31, 2010 was $11,000, as compared to $264,000 for the prior year period. The decrease related mainly to one large commercial credit for which we had established a large reserve in 2009 based on known information at that time. In early 2010 we received updated information that led us to reverse approximately $146,000 of the reserve we had established in 2009, resulting in a smaller than anticipated provision for the quarter. The provision was based on management’s review of the components of the overall loan portfolio, the status of non-performing loans and various subjective factors.
Non interest income decreased from $798,000 for the three months ended March 31, 2009 to $578,000 for the three months ended March 31, 2009. The results reflected a decrease in mortgage banking activities income to $248,000 for the three months ended March 31, 2010 as compared to $449,000 for the same period in 2009. During 2009, and continuing into 2010, many homeowners in the Company’s markets took the opportunity to refinance their mortgages due to lower market interest rates. The majority of these loans were sold into the secondary market, generating mortgage banking activities income for the Company. This refinance activity peaked in March 2009. Mortgage refinances were considerably lower for the three-month period ended March 31, 2010 as compared to the prior year period.
Non interest expense increased slightly from $2.1 million for the three months ended March 31, 2009 to $2.2 million for the three months ended March 31, 2010. Our FDIC premiums increased by $15,000, or 18.4% period over period as the Company’s assessment rate increased and other expenses increased by $29,000, or 10.0% (mostly expenses related to credit quality and repossessed properties).
Federal income tax expense for the three-month period ended March 31, 2010 was based on our pre-tax income for the quarter of $304,000.
Safe Harbor Statement
This news release and other releases and reports issued by the Company, including reports to the Securities and Exchange Commission, may contain “forward-looking statements.” The Company cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company is including this statement for purposes of taking advantage of the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.
| First Federal of Northern Michigan Bancorp, Inc. and Subsidiaries
Consolidated Balance Sheet |
|
|
|
|
|
|
March 31, 2010
|
December 31, 2009
|
|
|
(Unaudited)
|
|
|
| ASSETS |
|
|
|
| Cash and cash equivalents: |
|
|
|
| Cash on hand and due from banks |
$ 1,900,416
|
$ 2,583,131
|
|
| Overnight deposits with FHLB |
957,583
|
515,927
|
|
| Total cash and cash equivalents |
2,857,999
|
3,099,058
|
|
| Securities AFS |
33,036,832
|
33,712,724
|
|
| Securities HTM |
3,925,900
|
3,928,167
|
|
| Loans held for sale |
78,600
|
51,970
|
|
| Loans receivable, net of allowance for loan losses of $3,488,356 and $3,660,344 as of March 31, 2010 and December 31, 2009, respectively |
168,447,089
|
171,219,105
|
|
| Foreclosed real estate and other repossessed assets |
3,618,759
|
3,579,895
|
|
| Federal Home Loan Bank stock, at cost |
4,196,900
|
4,196,900
|
|
| Premises and equipment |
6,435,712
|
6,563,683
|
|
| Accrued interest receivable |
1,230,488
|
1,230,287
|
|
| Intangible assets |
846,644
|
919,757
|
|
| Prepaid FDIC Premiums |
1,225,090
|
1,314,850
|
|
| Deferred Tax Asset |
578,653
|
559,235
|
|
| Other assets |
3,188,349
|
3,130,063
|
|
| Total assets |
$ 229,667,015
|
$ 233,505,694
|
|
|
|
|
|
|
|
|
|
| LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
| Liabilities: |
|
|
|
| Deposits |
$ 156,612,187
|
$ 158,099,809
|
|
| Advances from borrowers for taxes and insurance |
276,519
|
105,419
|
|
| Federal Home Loan Bank Advances |
42,200,000
|
44,400,000
|
|
| Note Payable |
–
|
630,927
|
|
| REPO Sweep Accounts |
5,596,791
|
5,407,791
|
|
| Accrued expenses and other liabilities |
1,703,219
|
1,809,266
|
|
| Total liabilities |
206,388,716
|
210,453,212
|
|
|
|
|
|
| Stockholders’ equity: |
|
|
|
| Common stock ($0.01 par value 20,000,000 shares authorized 3,191,999 shares issued) |
31,920
|
31,920
|
|
| Additional paid-in capital |
23,744,409
|
23,722,767
|
|
| Retained earnings |
2,202,566
|
2,000,264
|
|
| Treasury stock at cost (307,750 shares) |
(2,963,918)
|
(2,963,918)
|
|
| Unearned compensation |
(130,516)
|
(161,678)
|
|
| Accumulated other comprehensive income |
393,838
|
423,127
|
|
| Total stockholders’ equity |
23,278,299
|
23,052,482
|
|
|
|
|
|
| Total liabilities and stockholders’ equity |
$ 229,667,015
|
$ 233,505,694
|
|
|
|
|
| First Federal of Northern Michigan Bancorp, Inc. and Subsidiaries
Consolidated Statement of Income |
|
|
For the Three Months
|
|
|
Ended March 31,
|
|
|
2010
|
2009
|
|
|
(Unaudited)
|
|
| Interest income: |
|
|
|
| Interest and fees on loans |
$ 2,540,413
|
$ 2,942,340
|
|
| Interest and dividends on investments |
185,375
|
197,398
|
|
| Interest on mortgage-backed securities |
156,533
|
150,826
|
|
| Total interest income |
2,882,321
|
3,290,564
|
|
|
|
|
|
| Interest expense: |
|
|
|
| Interest on deposits |
637,824
|
1,060,286
|
|
| Interest on borrowings |
318,582
|
428,559
|
|
| Total interest expense |
956,406
|
1,488,845
|
|
|
|
|
|
| Net interest income |
1,925,915
|
1,801,719
|
|
| Provision for loan losses |
11,088
|
264,230
|
|
| Net interest income after provision for loan losses |
1,914,827
|
1,537,489
|
|
|
|
|
|
| Non-interest income: |
|
|
|
| Service charges and other fees |
204,174
|
214,872
|
|
| Mortgage banking activities |
248,092
|
449,205
|
|
| Gain on sale of available-for-sale investments |
49,430
|
–
|
|
| Net gain (loss) on sale of premises and equipment, real estate owned and other repossessed assets |
11,176
|
71,542
|
|
| Other |
65,613
|
62,617
|
|
| Total non-interest income |
578,485
|
798,236
|
|
|
|
|
|
| Non-interest expense: |
|
|
|
| Compensation and employee benefits |
1,170,942
|
1,147,802
|
|
| FDIC Insurance Premiums |
94,200
|
79,564
|
|
| Advertising |
19,889
|
17,550
|
|
| Occupancy |
312,576
|
302,418
|
|
| Amortization of intangible assets |
73,113
|
89,117
|
|
| Service bureau charges |
79,582
|
91,959
|
|
| Professional services |
103,111
|
102,904
|
|
| Other |
335,683
|
306,500
|
|
| Total non-interest expense |
2,189,096
|
2,137,814
|
|
|
|
|
|
| Income from continuing operations before income tax expense (benefit) |
304,216
|
197,911
|
|
| Income tax expense from continuing operations |
101,913
|
51,412
|
|
| Net income from continuing operations |
202,303
|
146,499
|
|
|
|
|
|
| Discontinued Operations: |
|
|
|
| Loss from discontinued operations, net of income tax benefit of $0 and $43,209 |
–
|
(83,875)
|
|
| Gain on sale of discontinued operations, net of income tax expense of $0 and $19,585 |
–
|
38,017
|
|
| Loss from discontinued operations |
–
|
(45,858)
|
|
|
|
|
|
| Net Income |
$ 202,303
|
$ 100,641
|
|
|
|
|
|
| Per share data: |
|
|
|
| Income per share from continuing operations |
|
|
|
| Basic |
$ 0.07
|
$ 0.05
|
|
| Diluted |
$ 0.07
|
$ 0.05
|
|
| Loss per share from discontinued operations |
|
|
|
| Basic |
$ –
|
$ (0.02)
|
|
| Diluted |
$ –
|
$ (0.02)
|
|
| Net income per share |
|
|
|
| Basic |
$ 0.07
|
$ 0.03
|
|
| Diluted |
$ 0.07
|
$ 0.03
|
|
| Weighted average number of shares outstanding |
|
|
|
| Basic |
2,884,249
|
2,884,249
|
|
| Including dilutive stock options |
2,884,249
|
2,884,249
|
|
| Dividends per common share |
$ –
|
$ –
|
|
|
|
|
NOVATO, Calif., May 3, 2010 (GLOBE NEWSWIRE) — Raptor Pharmaceutical Corp. (“Raptor” or the “Company”) (Nasdaq:RPTP), announced positive Phase 2a clinical trial results from its pilot study of delayed-release cysteamine bitartrate in 11 adolescent patients with non-alcoholic steatohepatitis (“NASH”), a progressive form of liver disease believed to affect 5% to 11% of the U.S. population. The results were presented at the Digestive Disease Week 2010 conference in New Orleans, LA on May 2, 2010.
The open-label Phase 2a clinical trial was conducted under a collaboration agreement between Raptor and the University of California, San Diego (“UC San Diego”) at UC San Diego’s General Clinical Research Center. Eligible patients with baseline levels of the liver enzymes alanine transaminase (“ALT”) and aspartate aminotransferase (“AST”) that were at least twice normal levels were enrolled to receive twice-daily, escalating oral doses of up to 1,000 mg of delayed-release cysteamine bitartrate (a prototype of Raptor’s DR Cysteamine) for six months, followed by a six-month post-treatment monitoring period.
Patients showed a marked decline in ALT levels during the treatment period with 7 of 11 patients achieving a greater than 50% reduction and 6 of 11 reduced to within normal range. AST levels also saw significant improvements with patients averaging 41% reduction by the end of the treatment phase. The reduction in liver enzymes was largely sustained during the 6 month post-treatment monitoring phase. Other important liver function markers showed positive trends. Levels of cytokeratin 18, a potential marker of disease activity in Non-alcoholic Fatty Liver Disease (“NAFLD”), decreased by an average of 45%. Adiponectin levels increased by an average of 35% during the treatment period. Reduced adiponectin levels are thought to be a marker of the pathogenesis and progression of NASH. Body Mass Index (“BMI”) did not change significantly during both the treatment and post-treatment phases. Delayed-release cysteamine bitartrate demonstrated a strong, favorable safety profile, with mean gastrointestinal symptom scores of 1.1 at baseline and 0.7 after 6 months of treatment using a rating system in which the maximum score of 14 indicates most severe gastrointestinal symptoms.
Joel Lavine, M.D., Ph.D., pediatric gastroenterologist at UC San Diego and principal investigator for the NASH study, said, “While NASH and NAFLD have long been a growing health concern, we have not seen many drugs reach this stage of clinical testing while continuing to show such a favorable safety profile and encouraging efficacy after six months. The trial results are consistent with ALT and AST reductions seen in patients that achieve a 10% weight loss, even though study participants did not show a significant change in body mass index. DR Cysteamine appears to be a promising candidate for further testing in the potential treatment of NASH.”
Raptor’s chief medical officer, Patrice Rioux, M.D., Ph.D., said, “We are very excited about the results of this delayed-release cysteamine bitartrate pilot study in NASH patients. NASH is already an area of significant unmet medical need in adults and with the growing numbers of obese children diagnosed with the disorder, its importance is anticipated to grow rapidly in the coming years. While we are very pleased with the substantial impact seen on liver transaminases, we are particularly encouraged by the rapid drug effect we saw during the early phases of the study as well as the sustained liver enzyme reductions following drug withdrawal. Supported by the long-term safety profile of this compound in cystinosis, this suggests the potential for a longer term, sustainable benefit to overall liver function in NASH patients with DR Cysteamine treatment.”
NASH is a more aggressive form of NAFLD, and is the most common cause of chronic liver disease in North America. Although most patients are asymptomatic and feel healthy in early phases of the disease, NASH causes decreased liver function and can lead to cirrhosis, liver failure and end-stage liver disease. While NASH is most common in insulin-resistant obese adults with diabetes and abnormal serum lipid profiles, its prevalence is increasing among juveniles as obesity rates rise within this patient population. There are no currently approved drug therapies for NASH; patients are limited to lifestyle changes such as diet, exercise and weight reduction to manage the disease.
Under a license with UC San Diego, Raptor is developing DR Cysteamine for cystinosis, NASH, Huntington’s Disease and other potential therapeutic indications. Cysteamine is known to be a scavenger of reactive oxygen species and potent antioxidant, most likely through its ability to increase intracellular glutathione levels.
About Raptor Pharmaceutical Corp.
Raptor Pharmaceutical Corp. (Nasdaq:RPTP) (“Raptor”) is dedicated to speeding the delivery of new treatment options to patients by working to improve existing therapeutics through the application of highly specialized drug targeting platforms and formulation expertise. Raptor focuses on underserved patient populations where it can have the greatest potential impact. Raptor currently has product candidates in clinical development designed to potentially treat nephropathic cystinosis, non-alcoholic steatohepatitis (“NASH”), Huntington’s Disease (“HD”), aldehyde dehydrogenase (“ALDH2”) deficiency, and a non-opioid solution designed to potentially treat chronic pain.
Raptor’s preclinical programs are based upon bioengineered novel drug candidates and drug-targeting platforms derived from the human receptor-associated protein (“RAP”) and related proteins that are designed to target cancer, neurodegenerative disorders and infectious diseases.
For additional information, please visit www.raptorpharma.com.
The Raptor Pharmaceutical Corp. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7180
FORWARD LOOKING STATEMENTS
This document contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future results of operation or future financial performance, including, but not limited to the following statements: the Phase 2a clinical trial results may suggest the potential for a longer term, sustainable benefit to overall liver function in NASH patients treated with DR Cysteamine; that DR Cysteamine appears to be a promising candidate for, or that there will be, further testing of DR Cysteamine in NASH patients; and Raptor’s ability to successfully develop any of its product candidates. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, which may cause the Company’s actual results to be materially different from these forward-looking statements. Factors which may significantly change or prevent the Company’s forward looking statements from fruition include that Raptor may be unsuccessful in developing any products or acquiring products; that Raptor’s technology may not be validated as it progresses further and its methods may not be accepted by the scientific community; that Raptor is unable to retain or attract key employees whose knowledge is essential to the development of its products; that unforeseen scientific difficulties develop with the Company’s process; that Raptor’s patents are not sufficient to protect essential aspects of its technology; that competitors may invent better technology; that Raptor’s products may not work as well as hoped or worse, that the Company’s products may harm recipients; and that Raptor may not be able to raise sufficient funds for development or working capital. As well, Raptor’s products may never develop into useful products and even if they do, they may not be approved for sale to the public. Raptor cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date they were made. Certain of these risks, uncertainties, and other factors are described in greater detail in the Company’s filings from time to time with the Securities and Exchange Commission (the “SEC”), which Raptor strongly urges you to read and consider, including Raptor’s current report on Form 8-K filed with the SEC on February 5, 2010; and Raptor’s quarterly report on Form 10-Q filed with the SEC on April 9, 2010, all of which are available free of charge on the SEC’s web site at http://www.sec.gov. Subsequent written and oral forward-looking statements attributable to Raptor or to persons acting on its behalf are expressly qualified in their entirety by the cautionary statements set forth in Raptor’s reports filed with the SEC. Raptor expressly disclaims any intent or obligation to update any forward-looking statements.
BELLEVUE, Wash., April 30 /PRNewswire-FirstCall/ — Coinstar, Inc. (Nasdaq: CSTR) today announced it will be working with Amazon.com to offer another convenient way for consumers to use cash to purchase music downloads. The Coinstar and Amazon collaboration makes it possible for consumers to exchange coins at Coinstar Centers® – with no transaction fee – for a gift card redeemable for Amazon MP3 music downloads or millions of other items at www.amazon.com.
“Coinstar is constantly looking for offerings that make using coins for online or retail purchases easier for consumers,” said Engle Saez, vice president of product management and consumer experience at Coinstar.
To kick off the new offering, Coinstar and Amazon are hosting a promotion to help consumers get even more for their coins. Between now and May 31, consumers get a bonus code for Amazon MP3 music downloads when they redeem Amazon MP3-branded gift cards from Coinstar – the bonus code will be worth $1 for every $5 in Amazon MP3-branded gift cards redeemed, up to $5 in bonus code value. For promotion details visit http://www.coinstar.com/amazon.
“We are excited to be working with Coinstar to offer our customers more purchasing options,” said Kristin Smith, senior manager of digital music at Amazon. “We think Amazon MP3 customers will enjoy the ease at which they can turn loose change into songs for their music library.”
The average American household has an estimated $90 in loose change, that’s typically enough to fill your MP3 player with all of Amazon MP3’s top 10 bestselling albums and songs. For more information about Coinstar’s free coin counting program, which offers gift cards and eCertificates from a variety of national retailers, visit coinstar.com.
About Coinstar, Inc.
Coinstar, Inc. (NASDAQ: CSTR) is a leading provider of automated retail solutions offering convenient services that make life easier for consumers and drive incremental traffic and revenue for its retailers. The company’s core automated retail businesses are self-service coin counting and self-service DVD rental. Other Coinstar services include e-payment and money transfer services. The company’s services can be found at more than 95,000 points of presence including supermarkets, drug stores, mass merchants, financial institutions, convenience stores, restaurants, and money transfer agents. For more information, visit www.coinstar.com.
Coinstar is an authorized reseller of Amazon.com Gift Cards, which are issued exclusively by ACI Gift Cards, Inc.—an Amazon.com company.
Apr. 29, 2010 (Business Wire) — Acme Packet, Inc. (NASDAQ: APKT), the leader in session border control solutions, today announced record results for the first quarter ended March 31, 2010 and raised its business outlook for 2010.
Results for the First Quarter of 2010
Total revenue for the first quarter of 2010 was $51.1 million, compared to $31.0 million in the first quarter of 2009 and $41.3 million in the fourth quarter of 2009. Net income for the first quarter of 2010 was $8.3 million, or $0.13 per share on a diluted basis, compared to $2.8 million, or $0.05 per share on a diluted basis in the first quarter of 2009 and $9.1 million, or $0.14 per share on a diluted basis, in the fourth quarter of 2009. Net income on a non-GAAP basis for the first quarter of 2010 was $10.7 million, or $0.16 per share on a diluted basis, compared to $4.3 million, or $0.07 per share on a diluted basis, in the first quarter of last year, and $6.8 million, or $0.11 per share on a diluted basis, in the fourth quarter of 2009. A reconciliation of GAAP to non-GAAP results is included at the end of this press release.
Company Raises Business Outlook for 2010
The Company today raised its full year business outlook for 2010. The Company’s outlook is based on the current indications for its business, which may change at any time.
|
|
Business Outlook for Year Ended December 31, 2010 |
| Revenue and Share Count in Millions |
|
Issued February 2, 2010 |
Issued April 29, 2010 |
| Total revenue |
|
$182-$186 |
$204-$208 |
| Total revenue growth rate |
|
Approximately 30% |
Approximately 45% |
| Non-GAAP diluted EPS |
|
$0.44-$0.47 |
$0.65-$0.70 |
| Non-GAAP diluted EPS growth rate |
|
Approximately 30% |
Approximately 90% |
| Non-GAAP tax rate |
|
37% |
37% |
| Diluted share count |
|
64.0 |
67.0 |
Company to Host Live Conference Call and Webcast
The Company’s management team plans to host a live conference call and webcast at 5:00 p.m. eastern daylight savings time today to discuss the financial results as well as management’s outlook for the business. The conference call may be accessed in the United States by dialing (800) 230-1092 and using access code “APKT”. The conference call may be accessed outside of the United States by dialing +1 612.332.0530 and using access code “APKT”. The conference call will be simultaneously webcast on the Company’s investor relations website, which can be accessed at www.ir.acmepacket.com. A replay of the conference call will be available approximately two hours after the call by dialing (800) 475-6701 and using access code 153011 or by accessing the webcast replay on the Company’s investor relations website.
__________________
1A reconciliation of GAAP to non-GAAP results is included at the end of this press release.
About Acme Packet, Inc.
Acme Packet, Inc. (NASDAQ: APKT), the leader in session border control solutions, enables the delivery of trusted, first-class interactive communications—voice, video and multimedia sessions—and data services across IP network borders. Our Net-Net family of session border controllers, multiservice security gateways and session routing proxies supports multiple applications in service provider, enterprise and contact center networks—from VoIP trunking to hosted enterprise and residential services to fixed-mobile convergence. They satisfy critical security, service assurance and regulatory requirements in wireline, cable and wireless networks; and support multiple protocols—SIP, H.323, MGCP/NCS, H.248 and RTSP—and multiple border points—service provider access and interconnect, and enterprise access and trunking. Over 10,000 Acme Packet systems have been deployed by more than 1,035 customers in 105 countries. They include 90 of the top 100 service providers in the world and 11 of the Fortune 25. For more information, contact us at +1 781.328.4400, or visit www.acmepacket.com.
Acme Packet, Inc. Safe Harbor Statement
Statements contained herein that are not historical fact (including those in the section “Company Raises Business Outlook for 2010”) may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements may relate, among other things, to expected financial and operating results and to future business prospects and market conditions. Such forward-looking statements do not constitute guarantees of future performance and are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those anticipated. These include, but are not limited to: difficulties expanding the Company’s customer base; difficulties leveraging market opportunities; difficulties providing solutions that meet the needs of customers; poor product sales; long sales cycles; difficulty developing new products; difficulty in relationships with vendors and partners; higher risk in international operations; difficulty managing rapid growth; difficulty managing the Company’s financial performance; the ability to hire and retain employees and appropriately staff operations; the spending of the proceeds of its capital raising activities; the Company’s cash needs; and the impact of new accounting pronouncements and increased competition. Additional factors that could cause actual results to differ materially from those projected or suggested in any forward-looking statements are contained in the Company’s recent filings with the Securities and Exchange Commission, including those factors discussed under the caption “Risk Factors” in such filings.
| Acme Packet, Inc.
Condensed Consolidated Statements of Income
(in thousands, except share and per share data)
(unaudited) |
|
|
|
Three Months Ended March 31, |
|
2010 |
|
2009 |
| Revenue: |
|
|
|
| Product |
$ |
42,093 |
|
|
$ |
23,051 |
| Maintenance, support and service |
|
8,957 |
|
|
|
7,936 |
| Total revenue |
|
51,050 |
|
|
|
30,987 |
|
|
|
|
| Cost of revenue (a) (b): |
|
|
|
| Product |
|
7,549 |
|
|
|
5,232 |
| Maintenance, support and service |
|
2,268 |
|
|
|
923 |
| Total cost of revenue |
|
9,817 |
|
|
|
6,155 |
|
|
|
|
| Gross profit |
|
41,233 |
|
|
|
24,832 |
|
|
|
|
| Operating expenses (a) (b): |
|
|
|
| Sales and marketing |
|
16,427 |
|
|
|
11,336 |
| Research and development |
|
8,693 |
|
|
|
6,164 |
| General and administrative |
|
3,284 |
|
|
|
3,133 |
| Total operating expenses |
|
28,404 |
|
|
|
20,633 |
|
|
|
|
| Income from operations |
|
12,829 |
|
|
|
4,199 |
|
|
|
|
| Other (expense) income, net |
|
(11 |
) |
|
|
66 |
|
|
|
|
| Income before provision for income taxes |
|
12,818 |
|
|
|
4,265 |
|
|
|
|
| Provision for income taxes |
|
4,485 |
|
|
|
1,507 |
|
|
|
|
| Net income |
$ |
8,333 |
|
|
$ |
2,758 |
|
|
|
|
| Net income per share: |
|
|
|
| Basic |
$ |
0.14 |
|
|
$ |
0.05 |
| Diluted |
$ |
0.13 |
|
|
$ |
0.05 |
|
|
|
|
| Weighted average number of common shares used in net income per share: |
|
|
|
| Basic |
|
59,821,379 |
|
|
|
54,744,550 |
| Diluted |
|
64,982,898 |
|
|
|
58,403,618 |
|
|
|
|
| (a) Amounts include stock-based compensation expense, as follows: |
|
|
|
| Cost of product revenue |
$ |
168 |
|
|
$ |
126 |
| Cost of maintenance, support and service revenue |
|
228 |
|
|
|
121 |
| Sales and marketing |
|
1,556 |
|
|
|
1,086 |
| Research and development |
|
1,148 |
|
|
|
718 |
| General and administrative |
|
421 |
|
|
|
258 |
|
|
| (b) Amounts include amortization of acquired intangible assets, as follows: |
|
| Cost of product revenue |
|
379 |
|
|
|
– |
| Sales and marketing |
|
30 |
|
|
|
– |
| Research and development |
|
26 |
|
|
|
– |
Acme Packet, Inc.
Reconciliation of Non-GAAP Net Income and Other Operational Data
(in thousands, except per share data)
(unaudited)
The Company uses the financial measures “non-GAAP net income” and “non-GAAP net income per share” to supplement its consolidated financial statements, which are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). The presentation of non-GAAP net income and non-GAAP net income per share is not meant to be a substitute for “net income” or “net income per share”, presented in accordance with GAAP, but rather should be evaluated in conjunction with net income and net income per share. The Company’s management believes that the presentation of non-GAAP net income and non-GAAP net income per share provides useful information to investors because this financial measure excludes stock-based compensation expense which is a non-cash charge, as well as amortization of acquired intangible assets associated with the Company’s acquisition of Covergence Inc. on April 30, 2009. Non-GAAP net income and non-GAAP net income per share for the three months ended December 31, 2009 also excludes a gain associated with the Company’s acquisition of Covergence on April 30, 2009. By excluding stock-based compensation expense, amortization of acquired intangible assets, and the gain associated with the Company’s acquisition of Covergence, management can compare the Company’s ongoing operations to prior periods and to the ongoing operations of other companies in its industry who may have materially different unusual charges. Management does not consider any of stock-based compensation expense, amortization of acquired intangible assets, and the gain associated with the Company’s acquisition of Covergence to be part of the Company’s ongoing operating activities or meaningful in evaluating the Company’s past financial performance or future prospects. Management believes that excluding these items is useful to investors because it is more representative of ongoing costs and therefore more comparable to historical operations. Non-GAAP net income and non-GAAP net income per share are primary financial indicators that the Company’s management uses to evaluate the Company’s financial results and forecast anticipated financial results for future periods, and the business outlook assumes the exclusion of stock-based compensation expense for future periods. Management also uses these non-GAAP figures to make financial and operational decisions as these numbers exclude non-operational activities. These non-GAAP measures should not be considered measures of the Company’s liquidity. The Company’s definition of “non-GAAP net income” and/or “non-GAAP net income per share” may differ from similar measures used by other companies and may differ from period to period. Management may make other adjustments for expenses and gains that it does not consider reflective of core operating performance in a particular period and may modify “non-GAAP net income” and/or “non-GAAP net income per share” by excluding these expenses and gains.
|
|
Three Months Ended |
|
|
March 31,2010 |
|
December 31,2009 |
|
March 31,2009 |
| Reconciliation of non-GAAP net income: |
|
|
|
|
|
| Net income |
|
$ |
8,333 |
|
$ |
9,075 |
|
|
$ |
2,758 |
| Adjustments: |
|
|
|
|
|
|
| Stock-based compensation expense, net of taxes |
|
|
2,053 |
|
|
1,824 |
|
|
|
1,564 |
| Amortization of acquired intangible assets |
|
|
283 |
|
|
194 |
|
|
|
– |
| Gain on acquisition of business |
|
|
– |
|
|
(4,293 |
) |
|
|
– |
| Non-GAAP net income |
|
$ |
10,669 |
|
$ |
6,800 |
|
|
$ |
4,322 |
|
|
|
|
|
|
|
| Reconciliation of non-GAAP net income per share: |
|
|
|
|
|
| Net income per share, Basic |
|
$ |
0.14 |
|
$ |
0.16 |
|
|
$ |
0.05 |
| Adjustments: |
|
|
|
|
|
|
| Stock-based compensation expense, net of taxes |
|
|
0.04 |
|
|
0.03 |
|
|
|
0.03 |
| Amortization of acquired intangible assets |
|
|
– |
|
|
– |
|
|
|
– |
| Gain on acquisition of business |
|
|
– |
|
|
(0.07 |
) |
|
– |
| Non-GAAP net income per share, Basic |
|
$ |
0.18 |
|
$ |
0.12 |
|
|
$ |
0.08 |
|
|
|
|
|
|
|
| Net income per share, Diluted |
|
$ |
0.13 |
|
$ |
0.14 |
|
|
$ |
0.05 |
| Adjustments: |
|
|
|
|
|
|
| Stock-based compensation expense, net of taxes |
|
|
0.03 |
|
|
0.03 |
|
|
|
0.02 |
| Amortization of acquired intangible assets |
|
|
– |
|
|
– |
|
|
|
– |
| Gain on acquisition of business |
|
|
– |
|
|
(0.06 |
) |
|
– |
| Non-GAAP net income per share, Diluted |
|
$ |
0.16 |
|
$ |
0.11 |
|
|
$ |
0.07 |
|
|
|
|
|
|
|
| Other operational data: |
|
|
|
|
|
|
| Depreciation and amortization |
|
$ |
1,853 |
|
$ |
1,590 |
|
|
$ |
927 |
| Capital expenditures |
|
$ |
2,767 |
|
$ |
1,082 |
|
|
$ |
1,109 |
| Acme Packet, Inc.
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited) |
|
|
|
March 31,2010 |
|
December 31,2009 |
| Assets |
|
|
|
| Current assets: |
|
|
|
| Cash and cash equivalents |
$ |
80,570 |
|
|
$ |
90,471 |
|
| Short-term investments |
|
108,000 |
|
|
|
39,990 |
|
| Accounts receivable, net |
|
29,540 |
|
|
|
25,604 |
|
| Inventory |
|
5,176 |
|
|
|
4,372 |
|
| Deferred product costs |
|
2,278 |
|
|
|
3,400 |
|
| Deferred tax asset |
|
1,567 |
|
|
|
1,567 |
|
| Other current assets |
|
4,015 |
|
|
|
2,710 |
|
| Total current assets |
|
231,146 |
|
|
|
168,114 |
|
| Long-term investments |
|
– |
|
|
|
44,526 |
|
| Property and equipment, net |
|
7,786 |
|
|
|
6,437 |
|
| Acquired intangible assets, net |
|
10,793 |
|
|
|
11,228 |
|
| Deferred tax asset, net |
|
15,622 |
|
|
|
15,622 |
|
| Other assets |
|
793 |
|
|
|
799 |
|
| Total assets |
$ |
266,140 |
|
|
$ |
246,726 |
|
|
|
|
|
| Liabilities and Stockholders’ Equity |
|
|
|
| Current liabilities: |
|
|
|
| Accounts payable |
$ |
3,484 |
|
|
$ |
3,895 |
|
| Accrued expenses and other current liabilities |
|
8,465 |
|
|
|
9,261 |
|
| Deferred revenue |
|
31,737 |
|
|
|
31,506 |
|
| Total current liabilities |
|
43,686 |
|
|
|
44,662 |
|
|
|
|
|
| Deferred revenue |
|
1,622 |
|
|
|
1,841 |
|
|
|
|
|
| Stockholders’ equity: |
|
|
|
| Common stock |
|
67 |
|
|
|
65 |
|
| Treasury stock, at cost |
|
(37,522 |
) |
|
|
(37,522 |
) |
| Additional paid-in capital |
|
201,157 |
|
|
|
188,871 |
|
| Other comprehensive loss |
|
(14 |
) |
|
|
(2 |
) |
| Retained earnings |
|
57,144 |
|
|
|
48,811 |
|
| Total stockholders’ equity |
|
220,832 |
|
|
|
200,223 |
|
| Total liabilities and stockholders’ equity |
$ |
266,140 |
|
|
$ |
246,726 |
|
| Condensed Consolidated Statements of Cash Flow
(in thousands)
(unaudited) |
|
|
Three Months Ended March 31, |
|
2010 |
|
2009 |
| Cash provided by operating activities |
$ |
7,973 |
|
|
$ |
11,019 |
|
| Cash used in investing activities |
|
(26,641 |
) |
|
|
(1,109 |
) |
| Cash provided by financing activities |
|
8,767 |
|
|
|
274 |
|
Apr. 29, 2010 (Business Wire) — Power-One, Inc. (NASDAQ: PWER), a leading provider of renewable energy and energy-efficient power conversion and power management solutions, today announced financial results for the first quarter 2010. Power-One recorded net sales of $152 million for the first quarter ended April 4, 2010, an increase of 56% from the first quarter 2009. Net income attributable to common stockholders for the first quarter was $3.8 million, or $0.04 per diluted share, compared to a net loss of $61 million, or $0.70 per share for the same period last year.
Renewable energy products again recorded strong sequential revenue gains in the first quarter 2010, with positive demand trends continuing in 2010. The company’s renewable energy products posted a record $82 million in revenue for the first quarter 2010, equating to a year-over-year increase of 556% from $13 million in the first quarter 2009. For the first time, renewable energy products contributed the majority of the company’s revenue, at 54% of total sales in the quarter, versus 13% in the first quarter of 2009. Power-One’s power products generated revenue of $70 million in the first quarter 2010 versus $85 million in the same period of 2009, with the majority of the decline due to component shortages experienced in the industry. Total 90-day backlog showed extraordinary growth, as Power-One posted $205 million in 90-day backlog. The renewable energy products 90-day backlog rose to $142 million, while the power products backlog grew to $63 million.
Power-One expanded gross margin for the fourth consecutive quarter, improving to 30% in the first quarter of 2010, compared with 14% for the same period last year. Volume increases, a favorable product mix, improved processes and supply chain management contributed to the expansion. Gross margin was negatively affected by approximately $1.6 million in charges related to the closure of the Dominican Republic facility. Operating income for the first quarter 2010 was $21.1 million, or 14% of revenue, and was impacted by $2.6 million in total charges related to the closure of the Dominican Republic facility, slated to be completed by the end of the second quarter 2010. Net income included a $5.7 million dollar loss from the repurchase of $4.5 million in face value of Power-One’s 8% Senior Secured Convertible Notes due 2013.
“Renewable energy products once again showed considerable strength, driving sales and gross margin improvements for Power-One,” commented Richard Thompson, Chief Executive Officer. “With the growth in renewable energy and the restructuring of our power products, we are excited with our near-term opportunities. We are expanding capacity for our renewable energy inverters, signing new licensing agreements with marquee customers for our digital power technology and recording significant wins across most product lines.”
“Based on the strength and efficiency of our products and technology, we believe that we are taking market share,” continued Mr. Thompson. “Strategically, we are continuing to introduce new products and streamline manufacturing costs while expanding our global presence.”
Business Outlook
Consistent with prior quarters, the Company is not providing financial guidance for the quarter or the year.
Earnings Conference Call
Power-One will discuss its 2010 first quarter results today beginning at 2:00 p.m. Pacific Time. The call will be available over the Internet through the Company’s investor relations Web site at http://investor.power-one.com. To listen to the call, please go to the Web site at least 10 minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, the webcast will be available on the investor relations section of the Company’s Web site at http://investor.power-one.com throughout the current quarter.
About Power-One
Power-One designs and manufactures energy-efficient power conversion and power management solutions for alternative/renewable energy, routers, data storage and servers, wireless communications, optical networking, semiconductor test equipment, industrial markets and custom applications. Power-One, with headquarters in Camarillo, California, has global sales offices, manufacturing, and R&D operations in Asia, Europe, and the Americas. Power-One is a public company listed on NASDAQ under the ticker symbol PWER. For more information about the Company, please visit www.Power-One.com.
Safe Harbor Statement
Statements made in this press release which state the Company’s or management’s intentions, beliefs, expectations or predictions for the future are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and may include statements regarding anticipated future productivity. It is important to note that future performance and actual results could differ materially from those discussed in or underlying such forward-looking statements as a result of risks and uncertainties that cannot be predicted or quantified and that are beyond the Company’s control. Important factors that could cause actual results to differ materially include, but are not limited to: economic conditions in general and business conditions in the power supplies and renewable energy markets; foreign exchange rates; the Company’s ability to improve its operational and supply chain efficiencies; competitive factors such as pricing and technology; the timing and results achieved in completing product manufacturing transitions to Company facilities in China or other low-cost locations; the threat of a prolonged economic slowdown or a lengthy or severe recession; continued volatility of the financial markets, including fluctuations in interest rates and trading prices of the Company’s equity securities; the results of pending legal proceedings; the Company’s ability to secure market share in higher margin, high-growth markets; the market growth of product sectors targeted by the Company as sectors of focus; and the Company’s ability to increase working capital. Additional information concerning factors that could cause actual results to differ materially from expectations expressed in this press release are described in the Company’s reports filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934 from time to time, which are also available through the Company’s Website at www.power-one.com or through the SEC’s Electronic Data Gathering and Analysis Retrieval System (EDGAR) at www.sec.gov. Power-One undertakes no obligation to publicly update or revise any forward-looking statement.
|
|
|
|
|
|
| POWER-ONE, INC. |
| CONSOLIDATED STATEMENT OF OPERATIONS |
| (In thousands, except per share data) |
| (UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
April 4, |
March 29, |
|
|
|
|
2010 |
|
|
|
2009 |
|
|
|
|
|
|
|
|
NET SALES |
|
$ |
152,377 |
|
|
$ |
97,840 |
|
|
COST OF GOODS SOLD |
|
|
106,649 |
|
|
|
83,975 |
|
|
GROSS PROFIT |
|
|
45,728 |
|
|
|
13,865 |
|
|
|
|
|
|
|
|
GENERAL AND ADMINISTRATIVE |
|
Selling, general and administrative |
|
|
14,974 |
|
|
|
13,186 |
|
|
Research and development |
|
|
8,378 |
|
|
|
7,508 |
|
|
Amortization of intangibles |
|
|
377 |
|
|
|
402 |
|
|
Restructuring costs |
|
|
929 |
|
|
|
1,131 |
|
|
Goodwill impairment |
|
|
– |
|
|
|
56,999 |
|
|
Total expenses |
|
|
24,658 |
|
|
|
79,226 |
|
|
|
|
|
|
|
|
INCOME (LOSS) FROM OPERATIONS |
|
|
21,070 |
|
|
|
(65,361 |
) |
|
|
|
|
|
|
|
INTEREST AND OTHER INCOME (EXPENSE): |
|
Interest income |
|
|
– |
|
|
|
205 |
|
|
Interest expense |
|
|
(2,019 |
) |
|
|
(2,125 |
) |
|
Other income (expense), net |
|
|
(4,858 |
) |
|
|
5,114 |
|
|
Total interest and other income (expense) |
|
|
(6,877 |
) |
|
|
3,194 |
|
|
|
|
|
|
|
|
INCOME (LOSS) BEFORE INCOME TAXES |
|
|
14,193 |
|
|
|
(62,167 |
) |
|
|
|
|
|
|
|
PROVISION (BENEFIT) FOR INCOME TAXES |
|
|
9,700 |
|
|
|
(852 |
) |
|
EQUITY IN EARNINGS FROM JOINT VENTURE |
|
|
108 |
|
|
|
141 |
|
|
NET INCOME (LOSS) |
|
$ |
4,601 |
|
|
$ |
(61,174 |
) |
|
|
|
|
|
|
|
PREFERRED STOCK DIVIDEND AND ACCRETION |
|
|
851 |
|
|
|
– |
|
|
|
|
|
|
|
|
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS |
|
$ |
3,750 |
|
|
$ |
(61,174 |
) |
|
|
|
|
|
|
|
BASIC INCOME (LOSS) PER SHARE |
|
$ |
0.04 |
|
|
$ |
(0.70 |
) |
|
DILUTED INCOME (LOSS) PER SHARE |
|
$ |
0.04 |
|
|
$ |
(0.70 |
) |
|
|
|
|
|
|
|
BASIC WEIGHTED AVERAGE SHARES OUTSTANDING |
|
|
88,300 |
|
|
|
87,865 |
|
|
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING |
|
|
95,562 |
|
|
|
87,865 |
|
|
|
|
|
|
|
|
|
|
|
|
| POWER-ONE, INC. |
| CONSOLIDATED BALANCE SHEET |
| (In thousands) |
|
(UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
April 4, |
|
January 3, |
|
|
|
|
2010 |
|
|
|
2010 |
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
CURRENT ASSETS: |
|
|
|
|
|
Cash and cash equivalents |
|
$ |
101,114 |
|
|
$ |
89,553 |
|
|
Accounts receivable: |
|
|
|
|
|
Trade (net of allowance) |
|
|
120,669 |
|
|
|
119,783 |
|
|
Other |
|
|
2,583 |
|
|
|
2,763 |
|
|
Inventories |
|
|
77,380 |
|
|
|
73,173 |
|
|
Prepaid expenses and other current assets |
|
|
10,821 |
|
|
|
10,612 |
|
|
|
|
|
|
|
|
Total current assets |
|
|
312,567 |
|
|
|
295,884 |
|
|
|
|
|
|
|
|
PROPERTY AND EQUIPMENT, net |
|
|
47,312 |
|
|
|
48,906 |
|
|
INTANGIBLE ASSETS, net |
|
|
17,868 |
|
|
|
18,602 |
|
|
OTHER ASSETS |
|
|
8,141 |
|
|
|
7,943 |
|
|
|
|
|
|
|
|
TOTAL ASSETS |
|
$ |
385,888 |
|
|
$ |
371,335 |
|
|
|
|
|
|
|
|
LIABILITIES, PREFERRED STOCK AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES: |
|
|
|
|
|
Bank credit facilities and notes payable |
|
$ |
– |
|
|
$ |
504 |
|
|
Accounts payable |
|
|
101,387 |
|
|
|
89,074 |
|
|
Restructuring reserve |
|
|
6,647 |
|
|
|
6,866 |
|
|
Long-term debt, current portion |
|
|
1,257 |
|
|
|
1,269 |
|
|
Other accrued expenses and current liabilities |
|
|
42,891 |
|
|
|
38,080 |
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
152,182 |
|
|
|
135,793 |
|
|
|
|
|
|
|
|
LONG-TERM DEBT, less current portion |
|
|
73,174 |
|
|
|
78,146 |
|
|
OTHER LONG-TERM LIABILITIES |
|
|
19,700 |
|
|
|
16,281 |
|
|
|
|
|
|
|
|
REDEEMABLE CONVERTIBLE PREFERRED STOCK |
|
|
18,793 |
|
|
|
18,533 |
|
|
|
|
|
|
|
|
STOCKHOLDERS’ EQUITY: |
|
|
|
|
|
Common stock |
|
|
88 |
|
|
|
88 |
|
|
Additional paid-in capital |
|
|
620,237 |
|
|
|
620,261 |
|
|
Accumulated other comprehensive income |
|
|
34,147 |
|
|
|
39,267 |
|
|
Accumulated deficit |
|
|
(532,433 |
) |
|
|
(537,034 |
) |
|
|
|
|
|
|
|
Total stockholders’ equity |
|
|
122,039 |
|
|
|
122,582 |
|
|
|
|
|
|
|
|
TOTAL LIABILITIES, PREFERRED STOCK AND STOCKHOLDERS’ EQUITY |
|
$ |
385,888 |
|
|
$ |
371,335 |
|
|
|
|
|
|
|
|
| POWER-ONE, INC. |
| FINANCIAL HIGHLIGHTS |
| (In thousands, except per share data) |
| (UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
April 4, |
|
March 29, |
|
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
Orders |
|
$ |
452,825 |
|
$ |
76,854 |
|
|
|
|
|
|
|
|
Sales |
|
$ |
152,377 |
|
$ |
97,840 |
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
$ |
21,070 |
|
$ |
(65,361 |
) |
|
|
|
|
|
|
|
Net Income (Loss) Attributable to Common Stockholders |
|
$ |
3,750 |
|
$ |
(61,174 |
) |
|
|
|
|
|
|
|
Basic Income (Loss) Per Share |
|
$ |
0.04 |
|
$ |
(0.70 |
) |
|
Diluted Income (Loss) Per Share |
|
$ |
0.04 |
|
$ |
(0.70 |
) |
|
|
|
|
|
|
|
Basic Weighted Average Shares Outstanding |
|
|
88,300 |
|
|
87,865 |
|
|
Diluted Weighted Average Shares Outstanding |
|
|
95,562 |
|
|
87,865 |
|
|
|
|
|
|
|
|
|
|
BARRINGTON, IL — (Marketwire) — 04/30/10 — CTI Industries Corporation (NASDAQ: CTIB), a manufacturer and marketer of flexible packaging and storage products, laminated films and novelty balloons, today announced its results of operations for the first quarter of 2010.
Consolidated net sales for the first quarter of 2010 were $12,411,000 compared to consolidated net sales of $9,603,000 for the first quarter of 2009, representing an increase of over 29%. The Company earned net income of $599,000 or $0.22 per share (basic) and $0.21 per share (diluted) for the first quarter of 2010 which is more than six times net income of $93,000 or $0.03 per share (basic and diluted) for the first quarter of 2009.
The Company will host a conference call to discuss first quarter results with investors. The conference call will be held on April 30, 2010 at 10:00 a.m. Central Time (11:00 a.m. Eastern Time). The dial-in telephone number for the call is 800-829-2707. The participant passcode is 5469991. A replay of the call will be available from April 30, 2010 through May 30, 2010 by dialing 888-203-1112. The replay passcode is 5469991.
Key Factors and Trends
First quarter 2010 results reflected strong sales in both the novelty balloon and pouch product lines.
Sales of pouch products were up 208% from $986,000 in the first quarter 2009 to $3,041,000 in the first quarter of 2010. Most of this increase was a reflection of strong continuing sales of zippered vacuumable pouches to a principal customer. Sales of CTI’s proprietary ZipVac™ line of vacuumable pouches also increased.
Novelty product revenues were up 18.6%, from $6,580,000 in the first quarter of 2009 to $7,804,000 in the first quarter of 2010. Sales of laminated films showed a modest decline from $1,876,000 in the first quarter of 2009 to $1,367,000 in the first quarter of 2010.
Gross margins increased to 24.5% in the first quarter of 2010 compared to 21.5% for the first quarter of 2009. This increase is the result of (i) increased production and sales volume during the first quarter of 2010 resulting in lower unit cost than in the same period of 2009 and (ii) a change in the mix of products sold to certain novelty and pouch products having a higher margin.
Bank Financing
On April 29, 2010, the Company entered into a Credit Agreement with Harris N.A. (the “Bank”) under which the Bank agreed to extend to the Company a credit facility in the aggregate amount of $14,417,000. The facility includes a Revolving Credit of up to $9,000,000, an Equipment Loan of up to $2,500,000, a Mortgage Loan of $2,333,350 and a Term Loan of $583,333. The maturity date on the loans is April 29, 2013. Closing of the Agreement and the loan transactions provided for in the Agreement is anticipated to be concluded on April 30, 2010. Proceeds of the loans will be utilized for the repayment of all outstanding loan and capital lease obligations of the Company to RBS Citizens N.A. and RBS Asset Finance in the aggregate amount of approximately $11,000,000, and for working capital purposes and for the purchase of capital equipment.
Statements made in this release that are not historical facts are “forward-looking” statement (as defined in the Private Securities Litigation Reform Act of 1995) that involve risks and uncertainties and are subject to change at any time. These “forward-looking” statements may include, but are not limited to, statements containing words such as “may,” “should,” “could,” “would,” “expect,” “plan,” “goal,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” or similar expressions. Factors that could cause results to differ are identified in the public filings of the Company with the Securities and Exchange Commission. More information on factors that could affect CTI’s business and financial results are included in its public filings made with the Securities and Exchange Commission, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.
— FINANCIAL HIGHLIGHTS FOLLOW —
CTI Industries Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
March 31, 2010 December 31, 2009
---------------------------------------
Assets (Unaudited)
Current Assets:
Cash and cash equivalents $ 678,517 $ 870,446
Accounts receivable, net 8,694,793 7,320,181
Inventories, net 10,124,880 9,643,914
Other current assets 1,304,642 1,313,881
---------------------------------------
Total current assets 20,802,832 19,148,422
Property, plant and equipment, net 9,231,630 9,533,411
Other assets 1,790,315 1,713,476
---------------------------------------
Total Assets $ 31,824,777 $ 30,395,309
=======================================
Liabilities & Equity
Total current liabilities $ 18,414,732 $ 16,734,520
Long term debt, less current
maturities 3,641,674 4,881,568
Stockholders' equity 9,711,245 8,762,663
Noncontrolling interest 57,126 16,558
---------------------------------------
Total Liabilities & Equity $ 31,824,777 $ 30,395,309
=======================================
Consolidated Statements of Operations
Three Months Ended March 31
2010 2009
---------------------------------------
(Unaudited) (Unaudited)
Net sales $ 12,410,766 $ 9,603,422
Cost of sales 9,366,194 7,536,919
---------------------------------------
Gross profit 3,044,572 2,066,503
Operating expenses 2,084,516 1,604,755
---------------------------------------
Income from operations 960,056 461,748
Other (expense) income:
Net Interest expense (244,073) (295,551)
Other (13,223) (21,598)
---------------------------------------
Income before income taxes and
noncontrolling interest 702,760 144,599
Net Income 116,359 50,158
---------------------------------------
Income before noncontrolling
interest 586,401 94,441
Less: Net income (loss)
attributable to noncontrolling
interest (12,443) 1,234
---------------------------------------
Net income attributable to
CTI Industries Corporation $ 598,844 $ 93,207
=======================================
Income applicable to common shares $ 598,844 $ 93,207
=======================================
Basic income per common share $ 0.22 $ 0.03
=======================================
Diluted income per common share $ 0.21 $ 0.03
=======================================
Weighted average number of shares
and equivalent shares of common
stock outstanding:
Basic 2,769,002 2,808,720
=======================================
Diluted 2,793,863 2,825,482
=======================================
