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Archive for May, 2010

Continucare Corp. (CNU) Reports Record Financial Results for Third Quarter of Fiscal 2010

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 12^th 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

Wednesday, May 5th, 2010 Uncategorized Comments Off

DG FastChannel(R) (DGIT) Reports Record First Quarter 2010 Results

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

Wednesday, May 5th, 2010 Uncategorized Comments Off

SenoRx (SENO) to be Acquired by C. R. Bard for Approximately $213 Million

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.

Wednesday, May 5th, 2010 Uncategorized Comments Off

American Medical Systems (AMMD) Starts 2010 with Strong First Quarter Performance

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.

Wednesday, May 5th, 2010 Uncategorized Comments Off

CSP Inc. (CSPI) Reports 6% Year-Over-Year Revenue Growth for Second-Quarter Fiscal 2010

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

Wednesday, May 5th, 2010 Uncategorized Comments Off

Metropolitan Health Networks (MDF) Reports Record First Quarter 2010 Results

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

Tuesday, May 4th, 2010 Uncategorized Comments Off

VIVUS (VVUS) Reports First Quarter 2010 Financial Results

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:

VIVUS, Inc.	Investor Relations:	The Trout Group
Timothy E. Morris		Brian Korb
Chief Financial Officer		646-378-2923
650-934-5200
	Media Relations:	Pure Communications, Inc.
		Sheryl Seapy
		949-608-0841

VIVUS, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)

			Three Months Ended
			March 31	March 31
			2010	2009
			(unaudited)	(unaudited)
Revenue:
	US product, net		$ 1,102	$ 893
	International product		514	293
	License and other revenue		116	21,046

		Total revenue	1,732	22,232

Operating expenses:
	Cost of goods sold and manufacturing		2,411	2,603
	Research and development		10,223	20,069
	Selling, general and administrative		6,585	5,411

		Total operating expenses	19,219	28,083

Loss from operations			(17,487)	(5,851)

Interest (expense) income, net of other-than-temporary loss on impaired securities			(1,323)	(952)

Loss before provision for income taxes			(18,810)	(6,803)

Provision for income taxes			(8)	(6)

		Net loss	$ (18,818)	$ (6,809)


Net loss per share:
		Basic and diluted	$ (0.23)	$ (0.10)

Shares used in per share computation:
		Basic and diluted	80,698	69,687

VIVUS, Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except par value amount)
			March 31	December 31
			2010	2009*
			(unaudited)
Current assets:
	Cash and cash equivalents		$ 14,906	$ 40,750
	Available-for-sale securities		179,966	166,241
	Accounts receivable, net		883	7,259
	Inventories, net		3,212	2,702
	Prepaid expenses and other assets		4,351	6,410
		Total current assets	203,318	223,362
Property and equipment, net			5,724	5,970
Restricted cash			700	700
		Total assets	$ 209,742	$ 230,032

Current liabilities:
	Accounts payable		$ 6,010	$ 8,485
	Accrued and other liabilities		12,524	14,025
		Total current liabilities	18,534	22,510

Notes payable-net of current portion			19,955	19,998
Deferred revenue			682	798
		Total liabilities	39,171	43,306

Commitments and contingencies

Stockholders’ equity:
	Common stock; $.001 par value; shares
		authorized 200,000; shares outstanding –
		80,855 at March 31, 2010;
		80,607 at December 31, 2009	81	81
	Additional paid-in capital		423,360	420,708
	Accumulated other comprehensive income (loss)		8	(3)
	Accumulated deficit		(252,878)	(234,060)
		Total stockholders’ equity	170,571	186,726
		Total liabilities and stockholders’ equity	$ 209,742	$ 230,032

Tuesday, May 4th, 2010 Uncategorized Comments Off

Overstock.com (OSTK) Reports Q1 2010 Results

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):

	Three months ended
	March 31,
	2010		2009

Total net revenue		$264,330		$185,729
Cost of goods sold		217,059		149,598

Gross profit		47,271		36,131
Less: Sales and marketing expense		14,279		13,587

Contribution		$32,992		$22,544

Contribution margin	12.5%		12.1%

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,
	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.
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

Tuesday, May 4th, 2010 Uncategorized Comments Off

Nutrisystem, Inc. (NTRI) Reports First Quarter 2010 Results

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

Tuesday, May 4th, 2010 Uncategorized Comments Off

Akorn (AKRX) Reports First Quarter 2010 Financial Results

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	)

Tuesday, May 4th, 2010 Uncategorized Comments Off

Ballantyne (BTN) Q1 EPS Increased to $0.07 from $0.04 Last Year

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):


Conference call:			Today, Monday, May 3, 2010 at 11:00 a.m. ET
Webcast / Replay URL:			http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.fulldisclosure.com&esheet=6273527&lan=en_US&anchor=www.earnings.com&index=1&md5=f6a506a9a3b35299b5e8a9de7f27672e or http://www.ballantyne-strong.com/IREvents.aspx
			The replay will be available on the Internet for 90 days.
Dial-in number:			888 222 2795 (no pass code required)

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

Monday, May 3rd, 2010 Uncategorized Comments Off

GEROVA Financial Group (GFC) Announces Extraordinary General Meeting

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.

Monday, May 3rd, 2010 Uncategorized Comments Off

Seanergy Maritime Holdings Corp. (SHIP) Announces Letter of Intent for Strategic Acquisition

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.

Monday, May 3rd, 2010 Uncategorized Comments Off

First Federal of Northern Michigan Bancorp, Inc. (FFNM) Announces First Quarter 2010 Results

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	$ –	$ –

Monday, May 3rd, 2010 Uncategorized Comments Off

Raptor Pharmaceutical (RPTP) Announces Phase 2a NASH Study Meets Primary Endpoints

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.

Monday, May 3rd, 2010 Uncategorized Comments Off

Archive for May, 2010

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GEROVA Financial Group (GFC) Announces Extraordinary General Meeting

Seanergy Maritime Holdings Corp. (SHIP) Announces Letter of Intent for Strategic Acquisition

First Federal of Northern Michigan Bancorp, Inc. (FFNM) Announces First Quarter 2010 Results

Raptor Pharmaceutical (RPTP) Announces Phase 2a NASH Study Meets Primary Endpoints

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