Archive for November, 2010
VANCOUVER, Nov. 9 /PRNewswire/ – Great Basin Gold Ltd. (“Great Basin” or the “Company”), (TSX:GBG.to – News) announces that trial mining in the Blanket Zone above the Main Clementine vein #18 at its Hollister project in Nevada has encountered bonanza grades of gold and silver. The Company cautions investors and readers that we are making this announcement out of an abundance of concern over interpretation of this information and, as the information may be known locally in the region of the mine site, the Company felt obligated to make it public.
Channel sampling carried out in conjunction with trial mining in the Blanket Zone has encountered the bonanza grades over a strike distance of 170 feet (57 meters).Channel samples taken every 10 feet (3 meters) gave values ranging from a low of 1.5 oz/ton(52.0g/t) Au and 3.2 oz/ton(111.9 g/t) Ag to a high of 2,560.4 oz/ton (88,845.9 g/t) Au and 1,829.8 oz/ton (63,494.1 g/t) Ag over channel widths from 0.3 to 2 feet wide. The current stope is continuously mineralized along its 180-foot (60-meter) length. Diluted over 3.5 feet (the width of the stope development), the average sample values were 66.4 oz/ton (2,404 g/t) Au and 78.5oz/ton (2,723.9 g/t) Ag. Muck piles have also been sampled; grabs are taken over the pile to collect as representative a sample as possible (between 10-15 lb. are collected every 10 feet). The fully diluted value of the muck samples taken from the stope to date averages 22.3 oz/t (773.8 g/t) Au and 23.4 oz/ton (811.9 g/t) Ag.
The Blanket style mineralization at Hollister is typified by very fine grained disseminated gold hosted by tuffaceous horizons in the Tertiary (10-15 million years old) volcanics that lie unconformably on the basement Ordovician (~430 million year old) metasediments. These zones of mineralization are thought to be “mineralization plumes” directly related to the activity of fluid which has focused in structures that control the underlying epithermal quartz – adularia veins, and propagated into the Tertiary volcanic pile.
Blanket mineralization was previously exploited by opencast methods during 1990-1992 by the Touchstone – Galactic Joint Venture. According to historic records, 115,000 ounces of gold were produced by a heap leach operation that treated low grade ore (~0.003 oz/ton or 1 g/t Au). Great Basin modeled all 46 drill intersections above the Tertiary unconformity, and +1 g/t grade shells generally locate above known mineralized quartz – adularia veins. In general, this style has been located in the first ~30 feet (10 meters) above the unconformity, and may have dimensions in excess of 150 feet (50 meters) long and 60 feet (20 meters) wide. Grades from these 46 drill intersections average 0.45 oz/ton Au (15.4 g/t) and 1.7 oz/ton Ag (59 g/t).
Extrapolation of stope 3000N 1E to surface (approximately 200 feet or 67 meters vertically above), places this zone 300 feet (100 meters) west of the historical Clementine mercury mine. It supports the near surface working metal zonation and gold deposition model for the Hollister mine, and indicates additional exploration potential.
Ferdi Dippenaar, President and CEO, commented: “In the past, we have identified the Blanket Zone as a target area worth exploring, and trial mining at the top of vein #18 has turned out to be a great way to test the prospective nature of this style of mineralization. Although we have encountered a limited amount of this high grade material through trial stoping, drilling is underway to determine the full extent of mineralization. More information will be made available as and when it becomes available. Based on our experience in the Main Clementine vein #18, we are evaluating the possibility of returning to previously stoped out areas above the Gwenivere high grade veins.”
Phil Bentley, Pr.Sci.Nat. (SACNAS) Vice President for Geology and Exploration for the Company and a qualified person, and Johan Oelofse, PrEng, FSAIMM, Chief Operating Officer for the Company and a qualified person, have reviewed this news release on behalf of Great Basin.
Great Basin is a mining company engaged in the exploration and development of gold properties. The Company is currently focused on bringing two mines in the world’s two richest gold producing regions into production. The Hollister gold project is located on the Carlin Trend in Nevada, USA and the Burnstone gold mine is located in the Witwatersrand Basin goldfield of South Africa.
Ferdi Dippenaar
President and CEO
Samples collected from Hollister trial mining are delivered to the First Gold Laboratory in Lovelock, Nevada for analysis. The pulps of these samples are now being sent to Inspectorate America Corporation in Sparks, Nevada for checking. At First Gold, vein samples are analyzed by standard fire assay procedures. For standard fire assay, vein sample preparation consists of drying and jaw-crushing the entire sample to 90% passing 10-mesh, taking a 300 g sub-sample using a Jones splitter, and then pulverizing the 300 g sub-sample to 90% passing 150-mesh using a large capacity ring and puck pulverizer. A 30 g charge is fire assayed. All metal determinations are by gravimetric finish. |
No regulatory authority has approved or disapproved the information contained in this news release.
Cautionary and Forward Looking Statement Information
This document contains “forward-looking statements” that were based on Great Basin’s expectations, estimates and projections as of the dates as of which those statements were made. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as “outlook”, “anticipate”, “project”, “target”, “believe”, “estimate”, “expect”, “intend”, “should” and similar expressions. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. These include but are not limited to:
- uncertainties and costs related to the Company’s exploration and development activities, such as those associated with determining whether mineral resources or reserves exist on a property;
- uncertainties related to feasibility studies that provide estimates of expected or anticipated costs, expenditures and economic returns from a mining project; uncertainties related to expected production rates, timing of production and the cash and total costs of production and milling;
- uncertainties related to the ability to obtain necessary licenses, permits, electricity, surface rights and title for development projects;
- operating and technical difficulties in connection with mining development activities;
- uncertainties related to the accuracy of our mineral reserve and mineral resource estimates and our estimates of future production and future cash and total costs of production, and the geotechnical or hydrogeological nature of ore deposits, and diminishing quantities or grades of mineral reserves;
- uncertainties related to unexpected judicial or regulatory proceedings;
- changes in, and the effects of, the laws, regulations and government policies affecting our mining operations, particularly laws, regulations and policies relating to
- mine expansions, environmental protection and associated compliance costs arising from exploration, mine development, mine operations and mine closures;
- expected effective future tax rates in jurisdictions in which our operations are located;
- the protection of the health and safety of mine workers; and
- mineral rights ownership in countries where our mineral deposits are located, including the effect of the Mineral and Petroleum Resources Development Act (South Africa);
- changes in general economic conditions, the financial markets and in the demand and market price for gold, silver and other minerals and commodities, such as diesel fuel, coal, petroleum coke, steel, concrete, electricity and other forms of energy, mining equipment, and fluctuations in exchange rates, particularly with respect to the value of the U.S. dollar, Canadian dollar and South African rand;
- unusual or unexpected formation, cave-ins, flooding, pressures, and precious metals losses (and the risk of inadequate insurance or inability to obtain insurance to cover these risks);
- changes in accounting policies and methods we use to report our financial condition, including uncertainties associated with critical accounting assumptions and estimates;
- environmental issues and liabilities associated with mining including processing and stock piling ore;
- geopolitical uncertainty and political and economic instability in countries which we operate; and
- labour strikes, work stoppages, or other interruptions to, or difficulties in, the employment of labour in markets in which we operate mines, or environmental hazards, industrial accidents or other events or occurrences, including third party interference that interrupt the production of minerals in our mines.
For further information on Great Basin , investors should review the Company’s annual Form 40-F filing with the United States Securities and Exchange Commission www.sec.gov and home jurisdiction filings that are available at www.sedar.com.
SEATTLE, WA–(Marketwire – 11/09/10) – HQ Sustainable Maritime Industries, Inc. (AMEX:HQS – News) (“HQS” or the “Company”), a leading producer of functional, sustainable Tilapia biomass, including fish and personal healthcare products, today reported financial results for the third quarter ended September 30, 2010.
Third Quarter 2010 Results
For the third quarter of 2010, sales increased 27% to $28.2 million, compared to $22.2 million for the third quarter of the prior year. The increase in sales was primarily the result of strength from the new feed products added in late 2009.
Aquaculture product segment sales decreased by 4% to $13.4 million, compared to $14.0 million in the third quarter of 2009. The aquaculture product segment sales decrease is primarily related to an overall volume reduction of shrimp and ocean caught fish products sold in third quarter of 2010 compared to the third quarter of 2009, slightly offset by an increase in tilapia sales.
Health and bio-product segment sales increased by 6% to $8.6 million in the third quarter of 2010, compared to $8.1 million in the same period last year. In addition, the Company’s new feed mill generated sales of $6.2 million.
Gross profit for the third quarter of 2010 decreased 3% to $9.5 million, compared to $9.8 million in the third quarter of the prior year. The Company’s gross profit ratio decreased to 34% in the third quarter of 2010 versus 44.0% in the third quarter of 2009. Although higher sales were recognized in the third quarter of 2010, the gross profit ratio decreased mostly due to a lower mix of segment gross profit from the feed products operations in the third quarter of 2010.
For the third quarter of 2010 operating income increased by $2.9 million or 60% to $7.8 million compared to $4.9 million in the same period of the prior year. The operating income increase experienced in the third quarter of 2010 was primarily due to the recovery of bad debt, as the aging of receivables improved compared to the prior year period, which was slightly offset by lower gross profit. In the third quarter of 2010, the Company realized a recovery of $2.0 million in doubtful accounts compared to the recognition of a potential loss of $1.3 million in doubtful accounts in the third quarter of 2009.
EBITDA for the third quarter of 2010 increased 63% or $3.1 million to $8.0 million, compared to $4.9 million for the same period last year.
Net income for the third quarter of 2010 increased by 70% or $2.8 million to $6.9 million, or $0.40 per diluted share calculated on 16.6 million diluted shares compared to net income of $4.0 million, or $0.27 per diluted share calculated on 14.8 million diluted shares in the third quarter of 2009. Although the overall gross profit was less in the third quarter of 2010, the bad debt recovery had the most significant positive impact on the current quarterly results.
“We are extremely pleased with our third quarter financial performance. Our management team continues to execute on our operational and strategic initiatives for growth,” said Norbert Sporns, HQ Sustainable Maritime’s President and Chief Executive Officer. “We believe we have laid the groundwork for future financial and operational successes through our vertically integrated approach to all-natural Tilapia aquaculture bio-mass product development and distribution. We are very optimistic about our outlook for the remainder of 2010 and more importantly fiscal 2011 as we focus on long-term profitable growth and strong cash flow generation.”
Nine Month 2010 Results
For the first nine months of 2010, sales increased by 29% to $63.2 million compared to $49 million for the same period last year. The sales increase is primarily related to the growth in sales from the Company’s new feed product segment. Gross profit decreased 2% to $20.4 million compared to gross profit of $20.8 million for the first nine months of 2009. Operating income increased by 36% to $11.9 million compared to $8.7 million for the first nine months of 2009. Net income increased by 55% to $9.7 million, or $0.58 per diluted share, compared to net income of $6.2 million, or $0.47 per diluted share for the same period last year.
Balance Sheet
As of September 30, 2010, cash and cash equivalents were $64.5 million, compared to $37 million at December 31, 2009. As of September 30, 2010 the Company had no long term debt, except derivative liabilities mostly related to the warrants issued in August 2010, and which are non-cash.
Company Updates
- In October 2010, the Company expanded distribution of its Lillian’s Healthy Gourmet meals, which are now available in 33 Whole Foods Market and 106 Food City locations, as part of the Company’s retail supermarket chain rollout plan in North America. The Company will continue to work with its sales and marketing team to expand Lillian’s Healthy Gourmet consumer brand awareness and long-term distribution relationships in North America in the coming months.
- In September 2010, the Company opened its own subsidiary and health products retail store in Shanghai as part of its expanded direct outreach to the Chinese consumer. The Shanghai store is the first of several HQS health products retail stores that the Company plans to open in the Shanghai area, as well as additional store openings in other tier 1 cities.
Use of Non-GAAP Financial Information
This press release includes certain financial information EBITDA, which is not presented in accordance with GAAP. EBITDA was derived by taking earnings before financing costs, taxes, fair value change in derivative financial instruments and depreciation and amortization. The Company’s management believes that this non-GAAP measure provides investors with a better understanding of the Company’s historical results by focusing on its core business operations. Non-GAAP information is not meant to be considered in isolation or as a substitute for GAAP financials. The non-GAAP financial information that the Company provides also may differ from non-GAAP information provided by other companies. A table included at the end of the attached financial tables provides a reconciliation of the non-GAAP financial information to the nearest GAAP measure.
Conference Call
The conference call is scheduled to begin at 8:30 a.m. ET on November 9, 2010. The call will be broadcast live over the Internet hosted at the Investor Relations section of HQ Sustainable Maritime’s website at http://www.hqfish.com/, and will be archived online through November 23, 2010. In addition, domestic participants may dial (877) 407-9039 and international participants may dial (201) 689-8470 to listen to the live broadcast.
A telephonic playback will be available from 11:30 a.m. ET, November 9, 2010, through November 23, 2010. Domestic participants may dial (877) 870-5176 and international participants may dial (858) 384-5517 to hear the playback. The passcode is 359589
About HQ Sustainable Maritime Industries, Inc.
HQ Sustainable Maritime Industries, Inc. is a leader in the production and marketing of functional, sustainable, biomass products focused on Tilapia aquaculture through vertically integrated operations. HQS practices cooperative farming of sustainable aquaculture, using all-natural enriched feeds. The Company produces and sells wholesale feed products as well as retail focused nutraceutical and health products including Omojo branded health products through direct and franchise sales in China. Additionally, the Company produces and sells Lillian’s Healthy Gourmet Meals and other fish products in the United States. The Company conducts fish processing, production and sales with operations based in the island province of Hainan, in the South China Sea. The Company holds HACCP and GMP certification from the U.S. FDA and the EU Code assignment of quality, permitting its products to be sold in these international markets. It has also achieved the ISO 9001 quality management system standards certification and the ISO 22000 certification for quality in food safety. The Aquaculture Certification Council, Inc. certified that HQS tilapia farming and processing standards met Best Aquaculture Practices and Moody International Certification Ltd. The Company’s certified co-op farming and processing are in conformity with the new Global G.A.P., the Global Partnership for Good Agriculture Practice, standards for Tilapia. The Chinese government gave organic certification to the Company’s tilapia processing, production, labeling, marketing and management system. The Feed Mill has been producing principally Tilapia feed since December of 2009 and is capable of 100,000 MT annual production. In addition to headquarters in Seattle, HQ has operational offices in Wenchang, Hainan. The Company’s website is: http://www.hqfish.com
Safe Harbor Statement
Certain statements in this press release that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by the use of words such as “anticipate,” “believe,” “expect,” “future,” “may,” “will,” “would,” “should,” “plan,” “projected,” “intend,” and similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of HQ Sustainable Maritime Industries, Inc. (the Company) to be materially different from those expressed or implied by such forward-looking statements. The Company’s future operating results are dependent upon many factors, including but not limited to the Company’s ability to: (I) obtain sufficient capital or a strategic business arrangement to fund its expansion plans; (ii) build the management and human resources and infrastructure necessary to support the growth of its business; (iii) competitive factors and developments beyond the Company’s control; and (iv) other risk factors discussed in the Company’s periodic filings with the Securities and Exchange Commission, which are available for review at www.sec.gov under “Search for Company Filings.”
HQ SUSTAINABLE MARITIME INDUSTRIES, INC. AND SUBSIDIARIES
(INCORPORATED IN THE STATE OF DELAWARE WITH LIMITED LIABILITY)
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
Three Months Ended Nine Months Ended
------------------------ ------------------------
September September September September
30, 2010 30, 2009 30, 2010 30, 2009
----------- ----------- ----------- -----------
SALES $28,210,259 $22,156,867 $63,242,341 $49,007,445
COST OF SALES 18,703,247 12,398,275 42,831,177 28,183,355
----------- ----------- ----------- -----------
GROSS PROFIT 9,507,012 9,758,592 20,411,164 20,824,090
SELLING AND DISTRIBUTION
EXPENSES 466,832 417,076 1,255,714 961,378
MARKETING AND
ADVERTISING 1,269,337 1,703,664 3,347,667 4,469,149
GENERAL AND
ADMINISTRATIVE EXPENSES 1,815,708 1,432,869 5,728,567 5,062,834
DEPRECIATION AND
AMORTIZATION 128,082 30,795 332,487 298,335
(RECOVERY OF)/DOUBTFUL
ACCOUNTS (1,977,968) 1,309,803 (2,103,630) 1,328,990
----------- ----------- ----------- -----------
INCOME FROM OPERATIONS 7,805,021 4,864,385 11,850,359 8,703,404
FINANCE COSTS 259,567 155,175 266,998 840,400
FAIR VALUE CHANGE IN
DERIVATIVE FINANCIAL
INSTRUMENTS (254,321) (154,200) (619,027) 75,798
OTHER INCOME (60,505) (8,384) (98,319) (47,149)
----------- ----------- ----------- -----------
INCOME BEFORE INCOME
TAXES 7,860,280 4,871,794 12,300,707 7,834,355
INCOME TAXES
CURRENT 993,614 824,360 2,601,108 1,586,831
DEFERRED - - - -
----------- ----------- ----------- -----------
NET INCOME ATTRIBUTABLE
TO SHAREHOLDERS 6,866,666 4,047,434 9,699,599 6,247,524
OTHER COMPREHENSIVE
INCOME
FOREIGN CURRENCY
TRANSLATION
(LOSS)/GAIN 2,108,492 (51,777) 2,391,070 (104,177)
----------- ----------- ----------- -----------
COMPREHENSIVE INCOME $ 8,975,158 $ 3,995,657 $12,090,669 $ 6,143,347
=========== =========== =========== ===========
NET INCOME PER SHARE
BASIC $ 0.420 $ 0.297 $ 0.636 $ 0.491
=========== =========== =========== ===========
DILUTED $ 0.399 $ 0.268 $ 0.577 $ 0.472
=========== =========== =========== ===========
WEIGHTED AVERAGE COMMON
SHARE OUTSTANDING
BASIC 16,352,132 13,639,455 15,244,167 12,716,956
=========== =========== =========== ===========
DILUTED 16,552,132 14,840,283 15,737,106 13,912,762
=========== =========== =========== ===========
HQ SUSTAINABLE MARITIME INDUSTRIES, INC. AND SUBSIDIARIES
(INCORPORATED IN THE STATE OF DELAWARE WITH LIMITED LIABILITY)
CONDENSED CONSOLIDATED BALANCE SHEETS
September 30, December 31,
2010 2009
(Unaudited) (Audited)
------------- -------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 64,469,046 $ 36,957,303
Trade receivables, net of provisions 52,052,376 58,186,055
Inventories 2,187,885 2,204,931
Prepaid expenses 2,712,784 1,194,910
------------- -------------
TOTAL CURRENT ASSETS 121,422,091 98,543,199
------------- -------------
PROPERTY, PLANT AND EQUIPMENT, NET 20,235,954 20,150,568
CONSTRUCTION IN PROGRESS - 21,384
INTANGIBLE ASSETS 979,031 979,738
OTHER ASSETS
Deferred taxes 113,087 110,936
Deferred expenses 236,821 -
------------- -------------
349,908 110,936
------------- -------------
TOTAL ASSETS $ 142,986,984 $ 119,805,825
============= =============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 6,610,552 $ 6,770,470
Tax payable 1,022,718 566,054
Due to directors 830,570 -
Derivative liabilities - 445,694
------------- -------------
TOTAL CURRENT LIABILITIES 8,463,840 7,782,218
LONG-TERM LIABILITIES
Derivative liabilities 2,238,845 -
------------- -------------
TOTAL LIABILITIES 10,702,685 7,782,218
------------- -------------
SHAREHOLDERS' EQUITY
Preferred stock, $0.001 par value, 10,000,000
shares authorized, 100,000 shares issued and
outstanding 100 100
Common stock, $0.001 par value, 200,000,000
shares authorized, 17,884,001 and 14,681,002
shares issued and outstanding as of September
30, 2010 and December 31, 2009 17,884 14,681
Additional paid-in capital 87,441,271 79,281,209
Accumulated other comprehensive income 11,899,826 9,508,756
Retained earnings 24,996,016 15,737,809
Appropriation of retained earnings 7,929,202 7,481,052
------------- -------------
TOTAL SHAREHOLDERS' EQUITY 132,284,299 112,023,607
------------- -------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 142,986,984 $ 119,805,825
============= =============
HQ SUSTAINABLE MARITIME INDUSTRIES, INC. AND SUBSIDIARIES
(INCORPORATED IN THE STATE OF DELAWARE WITH LIMITED LIABILITY)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2010 AND 2009
2010 2009
------------- -------------
OPERATING ACTIVITIES
Net income $ 9,699,599 $ 6,247,524
Non-cash items:
Depreciation and amortization 1,404,021 1,048,345
Loss of disposal of fixed assets 33,708 -
Transfer from construction in progress 14,910 -
Fair value change in derivative financial
instruments (619,027) (75,798)
Financial and other non-cash services - 1,115,823
Change in non-cash working capital items:
Inventories 17,047 (367,571)
Trade receivables, net of provisions 6,133,679 (12,690,375)
Prepaid expenses (1,752,419) (262,416)
Accounts payables and accrued expenses (159,915) 1,512,242
Tax payable 456,664 21,750
------------- -------------
Cash flow generated from (used in) operating
activities 15,228,267 (3,450,476)
------------- -------------
INVESTING ACTIVITIES
Acquisition of property, plant and
equipment (1,118,605) (163,842)
Sales proceeds of disposal of fixed
assets 2,203 -
Construction in progress 6,679 (6,570,719)
Deferred expenses (234,545) -
------------- -------------
Cash flow used in investing activities (1,344,268) (6,734,561)
------------- -------------
FINANCING ACTIVITIES
Net cash proceeds from issuance of common
stock 10,411,077 10,774,720
Due to directors 825,839 (197,803)
------------- -------------
Cash flow generated from financing
activities 11,236,916 10,576,917
------------- -------------
NET CHANGE IN CASH AND CASH EQUIVALENTS 25,120,915 391,880
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND
CASH EQUIVALENTS 2,390,828 230,881
Cash and cash equivalents, beginning of
period $ 36,957,303 54,920,548
------------- =============
Cash and cash equivalents, end of period $ 64,469,046 $ 55,543,309
============= =============
SUPPLEMENTARY CASH FLOWS DISCLOSURES
Interest paid $ - $ -
============= =============
Taxes paid $ 2,171,657 $ 1,565,081
============= =============
SUPPLEMENTARY DISCLOSURE OF NON-CASH
INVESTING AND FINANCING ACTIVITIES
Common shares issued for services $ - $ 461,624
============= =============
HQ SUSTAINABLE MARITIME INDUSTRIES, INC. AND SUBSIDIARIES
(INCORPORATED IN THE STATE OF DELAWARE WITH LIMITED LIABILITY)
RECONCILIATION OF EBITDA TO GAAP
Three Months Ended Nine Months Ended
----------------------- -----------------------
30-Sep 30-Sep 30-Sep 30-Sep
2010 2009 2010 2009
---------- ---------- ---------- ----------
Net Income Attributable to
Shareholders $ 6,866,666 $ 4,047,434 $ 9,699,599 $ 6,247,524
Income Tax 993,614 824,360 2,601,108 1,586,831
Fair Value Change in
Derivative Financial
Instruments (254,321) (154,200) (619,027) 75,798
Finance Costs 259,567 155,175 266,998 840,400
Deprecation and
Amortization 128,082 30,795 332,487 298,335
---------- ---------- ---------- ----------
EBITDA 7,993,608 4,903,564 12,281,165 9,048,888
========== ========== ========== ==========
IRVINE, CA — (Marketwire) — 11/09/10 — Paragon Software Group (PSG) has been chosen by Logitech (SWISS: LOGN) (NASDAQ: LOGI), a quality leader in peripheral devices, to provide its high performance cross-platform Universal File System Driver (UFSD) technology. An innovative leader in data security and data management solutions, Paragon will provide technology solutions in Logitech high-definition video products for consumers and small business.
The first Logitech product to include Paragon’s technology is the Logitech® Alert™ HD digital video security system. Recently introduced, the Logitech Alert provides a simple way to setup an HD video monitoring and surveillance system, then access live video from virtually anywhere. With the addition of Paragon NTFS for Linux, the built-in DVR in Logitech Alert smart cameras can record high-definition 720p video onto an NTFS-formatted microSD card. Stored HD video can then be remotely played back later, or backed up to the user’s PC over their network.
Paragon’s NTFS for Linux is based on Paragon’s unique Universal File System Driver (UFSD) technology, which was specially developed to provide full high-performance access (read/write, format, etc.) to volumes of the most popular file systems (NTFS, HFS+, Ext2/3FS, etc.) under various kernels and operating systems (Windows, Mac, Linux, Android, VxWorks, etc.) where these file systems otherwise would not be supported.
“Logitech is a recognized leader in the consumer and SMB digital video market,” said Tom Fedro, president, Paragon Software Group. “Our UFSD technology embedded in Logitech products enables flawless, high-definition video storage and playback via NTFS-formatted micro-SD cards; this is an important advantage for consumers and business. We are very pleased to participate in Logitech’s vision to make HD video accessible to everyone.”
About Paragon Software Group
Paragon Software Group is an innovative software developer focused on two dynamic growth markets. The company’s comprehensive product line for the data storage market addresses the needs of data security, storage and management for PCs, servers and networks. A second portfolio of products focuses on mobile productivity applications for handheld devices. Founded in 1994, Paragon Software has offices in the USA, Germany, Japan, Poland and Russia delivering its solutions to consumers, small business and enterprise clients worldwide through a network of Value Added Resellers, distributors and OEMs as well as online through the company website. Paragon Software provides technology to a host of world class companies and partners including Cisco, Dell, ASUS, Seagate, Buffalo, Iomega, Siemens, Lenovo, Microsoft, Motorola, Nokia, and more. For more information please visit the company website at www.paragon-software.com.
Paragon Software is a trademark of Paragon Software Group. Logitech, the Logitech logo, and other Logitech marks are registered in Switzerland and other countries. All other trademarks are the property of their respective owners.
Media Contact:
Suzanne Gehret
Paragon Software Group
+1.949.825.6282
Email Contact
Nov. 9, 2010 (Business Wire) — FalconStor Software, Inc. (NASDAQ: FALC), the provider of TOTALLY Open™ data protection solutions, today announced that FalconStor entered into a managed services and reseller agreement with HP Enterprise Services.
Under the terms of the agreement, effective October 1, 2010, FalconStor® Network Storage Server (NSS) software will be used to create new disaster recovery (DR) and business continuity offerings for HP Business Continuity & Recovery Services (BCRS) customers. This agreement enables HP Enterprise Services to add new heterogeneous replication services to the comprehensive offerings of HP BCRS as well as the full data protection capabilities of the FalconStor NSS solution.
“The FalconStor NSS solution’s heterogeneous replication feature provides HP’s Business Continuity & Recovery Services a critical capability that allows HP to replicate between any brand of storage to and from the customer site and the BCRS recovery site,” said Bernie Wu, vice president of business development for FalconStor. “We look forward to working with HP and providing leading products in the growing market for cloud-based replication and DR solutions.”
About FalconStor Software
FalconStor Software, Inc. (NASDAQ: FALC) is the market leader in disk-based data protection. FalconStor delivers proven, comprehensive data protection solutions that facilitate the continuous availability of business-critical data with speed, integrity and simplicity. The Company’s TOTALLY Open™ technology solutions, built upon the award-winning IPStor® platform, include the industry leading Virtual Tape Library (VTL) with deduplication, Continuous Data Protector (CDP), File-interface Deduplication System (FDS), and Network Storage Server (NSS), each enabled with WAN-optimized replication for disaster recovery and remote office protection, and the HyperFS™ file system. FalconStor products are available as OEM or branded solutions from industry leaders, including Acer, Data Direct Networks, Dynamic Solutions International, EMC, Fujitsu, Hitachi Data Systems, Huawei, Pillar Data Systems, SGI, SeaChange and Spectra Logic and are deployed by thousands of customers worldwide, from small businesses to Fortune 1000 enterprises.
FalconStor is headquartered in Melville, N.Y., with offices throughout Europe and the Asia Pacific region. FalconStor is an active member of the Storage Networking Industry Association (SNIA). For more information, visit www.falconstor.com or call 1-866-NOW-FALC (866-669-3252).
FalconStor, FalconStor Software and IPStor are registered trademarks and TOTALLY Open and HyperFS are trademarks of FalconStor Software, Inc., in the U.S. and other countries. All other company and product names contained herein may be trademarks of their respective holders.
Links to websites or pages controlled by parties other than FalconStor are provided for the reader’s convenience and information only. FalconStor does not incorporate into this release the information found at those links nor does FalconStor represent or warrant that any information found at those links is complete or accurate. Use of information obtained by following these links is at the reader’s own risk.

FalconStor Software, Inc.
Roman Kichorowsky, 631-773-4303
romank@falconstor.com
or
Metis Communications
Melissa Cohen, 617-236-0500
melissa@metiscomm.com
Nov. 9, 2010 (Business Wire) — Atlas Energy, Inc. (NASDAQ: ATLS) (“Atlas Energy” or “ATLS”) announced today that it has entered into a definitive agreement to be acquired by Chevron Corporation (NYSE: CVX) (“Chevron”) in a transaction valuing Atlas Energy at $4.3 billion, including Atlas Energy’s currently outstanding debt. In the transaction, Atlas Energy shareholders will receive consideration valued at $43.34 per share in total, a 37% premium to Atlas Energy’s closing share price on November 8. Atlas Energy shareholders will receive $38.25 in cash for each outstanding share, and will also receive a pro-rata share of a distribution of over 41 million units of Atlas Pipeline Holdings, L.P. (NYSE: AHD) (“Atlas Holdings” or “AHD”). Based on AHD’s most recent closing price on November 8, these units have a value of $5.09 per Atlas Energy share. Closing of the transaction is subject to approval by Atlas Energy’s shareholders, other customary closing conditions and the completion of the following transactions:
- Atlas Energy and AHD have agreed that, prior to the Chevron – Atlas Energy merger and the distribution of AHD units to the Atlas Energy stockholders, AHD will acquire from Atlas Energy approximately 175 Bcfe of natural gas reserves, certain other energy assets and fee revenues from the investment management business owned by Atlas Energy, for consideration payable to Atlas Energy of $250 million, comprised of $220 million in newly issued AHD units and $30 million in cash. Following the issuance of these AHD units to Atlas Energy, Atlas Energy will own approximately 41 million units of AHD, or approximately 81% of the outstanding units of AHD, all of which will be distributed to Atlas Energy shareholders as part of the transactions. AHD will also acquire the general partner interest in AHD so that, following the AHD distribution, AHD will cease to be controlled by Atlas Energy.
- Atlas Energy and Atlas Pipeline Partners, L.P. (NYSE: APL) (“Atlas Pipeline” or “APL”) have agreed that, prior to the Chevron – Atlas Energy merger, Atlas Energy will acquire APL’s 49% interest in Laurel Mountain Midstream, LLC for $403 million in cash payable to APL.
Completion of each of the AHD transaction, the APL transaction and Atlas Energy’s sale to Chevron is cross-conditioned on completion of the others.
Edward E. Cohen, Chairman and CEO of Atlas Energy, observed, “All of our shareholders should benefit from this sale and upon its completion, Atlas will have achieved a return of well over 800% since its initial public offering less than 6 1/2 years ago. All of our employees and shareholders should know that, through Chevron’s acquisition of Atlas Energy, we will be bringing into the Marcellus Shale one of the world’s largest corporations, an energy company second to none in its skills and dedication to excellence. This augurs well for customers and suppliers, our joint venture partners, those of our employees who will be continuing with Chevron, the local communities in which we have been active – and our nation, for all of whom Chevron’s involvement in development of this resource will be of enormous benefit.”
Jefferies & Company, Inc. is acting as lead financial advisor, and Deutsche Bank Securities, Inc. is serving as co-financial advisor, to Atlas Energy. Wachtell, Lipton, Rosen & Katz is legal advisor to Atlas Energy. Goldman, Sachs & Co. is serving as financial advisor to Chevron, and Skadden Arps Slate Meagher Flom LLP is acting as legal advisor to Chevron.
Atlas Energy, Inc. is one of the largest independent natural gas producers in the Appalachian and Michigan Basins and a leading producer in the Marcellus Shale in Pennsylvania. Atlas Energy, Inc. is also the country’s largest sponsor and manager of tax-advantaged energy investment partnerships. Atlas Energy also owns 1.1 million common units and 8,000 preferred units in Atlas Pipeline Partners, L.P. and a 64% controlling interest in Atlas Pipeline Holdings. For more information, please visit our website at www.atlasenergy.com, or contact Investor Relations at InvestorRelations@atlasenergy.com.
Atlas Pipeline Partners, L.P. is active in the gathering and processing segments of the midstream natural gas industry. In the Mid-Continent region of Oklahoma, southern Kansas, and northern and western Texas, APL owns and operates five active gas processing plants as well as approximately 8,300 miles of active intrastate gas gathering pipeline. In Appalachia, APL is a 49% joint venture partner with Williams in Laurel Mountain Midstream, LLC, which manages a natural gas gathering system focused on the Marcellus Shale in southwestern Pennsylvania. For more information, visit the Partnership’s website at www.atlaspipelinepartners.com or contact IR@atlaspipeline.com.
Atlas Pipeline Holdings, L.P. is a limited partnership which owns and operates the general partner of Atlas Pipeline Partners, L.P., through which it owns a 1.9% general partner interest, all the incentive distribution rights and approximately 5.8 million common limited partner units of Atlas Pipeline Partners, L.P.
Chevron Corporation is one of the world’s leading integrated energy companies, with subsidiaries that conduct business worldwide. Chevron is based in San Ramon, Calif. More information about Chevron is available at http://www.chevron.com.
Safe Harbor for Forward-Looking Statements
This document contains forward-looking statements that involve a number of assumptions, risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements. Atlas Energy, Inc. (“Atlas Energy”) cautions readers that any forward-looking information is not a guarantee of future performance. Such forward-looking statements include, but are not limited to, statements about the proposed acquisition of Atlas Energy by Chevron Corporation or any related transactions, Atlas Energy’s potential acquisition of an ownership interest in Laurel Mountain Midstream, LLC from Atlas Pipeline Partners, L.P. (“APL”), the potential separation of Atlas Pipeline Holdings, L.P. (“AHD”) from Atlas Energy, the potential sale of Atlas Energy’s drilling partnership business and other assets to AHD, future financial and operating results, resource potential, and Atlas Energy’s plans, objectives, expectations and intentions and other statements that are not historical facts. Although Atlas Energy believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, no assurance can be given that these expectations will be attained or that the transactions will be completed and it is possible that our actual circumstances and results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. The completion of and benefits from the transactions are subject to certain risks and uncertainties, including required approvals of Atlas Energy’s stockholders, the other conditions to the completion of the merger and the other transactions, and other risk factors relating to Atlas Energy’s business and its industry as detailed from time to time in Atlas Energy’s reports filed with the U.S. Securities and Exchange Commission. Atlas Energy undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The reader is directed to Atlas Energy’s filings with the U.S. Securities and Exchange Commission, including quarterly reports on Form 10-Q, reports on Form 8-K and its annual reports on Form 10-K, for a discussion of such risks and uncertainties.
Important Additional Information About this Transaction
Atlas Energy intends to file a proxy statement with the U.S. Securities and Exchange Commission in connection with the proposed merger of Atlas Energy and Chevron Corporation. Stockholders of Atlas Energy are urged to read the proxy statement when it becomes available, because it will contain important information. Stockholders will be able to obtain a free copy of the proxy statement, as well as other filings containing information about Atlas Energy and the merger, when available, without charge, at the U.S. Securities and Exchange Commission’s Internet site (www.sec.gov). In addition, copies of the proxy statement and other filings containing information about Atlas Energy and the proposed merger can be obtained, when available without charge, by directing a request to Atlas Energy, Attention: Investor Relations, Westpointe Corporate Center One, 1550 Coraopolis Heights Road, 2nd Floor, Moon Township, PA 15108, by phone at (412) 262-2830, or on Atlas Energy’s Internet site at www.atlasenergy.com.
Atlas Energy and its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from Atlas Energy stockholders in respect of the proposed merger. In addition, because Atlas Energy controls the general partnership interest in Atlas Pipeline Holdings, L.P. (“AHD”), which itself controls the general partnership interest in Atlas Pipeline Partners, L.P. (“APL”), directors and executive officers and other members of management and employees of AHD, APL and their respective general partner may be deemed to be participants in the solicitation of proxies from Atlas Energy stockholders in respect of the proposed merger. You can find information about Atlas Energy’s executive officers and directors in Atlas Energy’s definitive annual proxy statement filed with the SEC on April 13, 2010, information about the executive officers and directors of the general partner of AHD in the annual report on Form 10-K for AHD filed with the SEC on March 5, 2010, and information about the executive officers and directors of the general partner of APL in the annual report on Form 10-K for APL filed with the SEC on March 5, 2010. You can obtain free copies of Atlas Energy’s annual proxy statement, and Atlas Energy’s proxy statement in connection with the merger (when it becomes available), by contacting Atlas Energy’s investor relations department. You can obtain free copies of AHD’s annual report and APL’s annual report by contacting the investor relations department of AHD and APL, respectively. Additional information regarding the interests of such potential participants will be included in the proxy statement and the other relevant documents filed with the SEC when they become available.
This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.

Atlas Energy, Inc.
Brian J. Begley, 877-280-2857
215-553-8455 (fax)
Vice President – Investor Relations
NEW YORK, NY — (Marketwire) — 11/08/10 — Prana Biotechnology (NASDAQ: PRAN) (ASX: PBT) has today announced it has received confirmation that a re-elected Victorian Labor Government would commit $15 million AUD to the Mental Health Research Institute (MHRI) as crucial funding toward the commencement of a large scale trial of PBT2. MHRI is Prana Biotechnology’s long standing partner in Alzheimer’s research and PBT2 is its lead compound for the treatment of Alzheimer’s and Huntington’s Disease.
The grant would go towards the further development of PBT2 by Prana, including a clinical trial involving 525 patients with mild to moderate Alzheimer’s Disease, treated for twelve months. The study is aimed to confirm the results received in an earlier trial. The company is seeking further funding to run the trial. PBT2 has already demonstrated very promising results in an earlier Phase IIa trial, which in just 12 weeks showed significant improvement in cognitive tests that measure executive function in Alzheimer’s patients.
“At a time when so many Alzheimer’s drug candidates have failed, PBT2 has delivered positive results and has generated a great deal of interest in the global scientific community. The funding will come at a very important time for Prana and it is another vote of confidence in the promise of this drug,” said Mr. Geoffrey Kempler, CEO of Prana Biotechnology.
“This grant money would be used in a crucial stage of the development of PBT2. It would enable Prana to proceed with the planned Phase IIb trial in a larger clinical setting. We hope to build on the positive clinical results we’ve already achieved and take us one step closer to delivering a new treatment for Alzheimer’s. This will be welcome news for the many people touched by the disease.”
PBT2 is a novel and exciting treatment for Alzheimer’s Disease, a degenerative disease that is the sixth leading cause of death in the United States and the fourth largest killer of adult Australians. PBT2 works by correcting an imbalance of metals in the ageing brain. Scientists believe this imbalance is one of the underlying causes of Alzheimer’s Disease and other neurodegenerative conditions. PBT2 offers a unique therapeutic strategy in the treatment and ultimate modification of the disease process. Prana’s research has won strong praise from leading scientists including Sir Gustav Nossal, a world renowned research biologist and former winner of the Albert Einstein World Award for Science, who describes Prana’s research as “one of the iconic discoveries in Australian medical and health research.”
The $15 million grant, conditional on the re-election of the Brumby Government, is significant to a biotechnology company such as Prana and represents a strong endorsement of the world-leading work being undertaken by Prana. The company’s deep pipeline includes Alzheimer’s Disease, Huntington’s Disease, Parkinson’s Disease, and brain cancer, all of which have the potential to produce new treatments based on Prana’s world leading technology. It also ensures that the pioneering work of Prana will remain in Victoria, Australia.
International scientists have applauded the Brumby Government’s commitment to this research, saying it will put Victoria at the forefront of development in this area. Rudolph E. Tanzi, Ph.D., the Joseph P. and Rose F. Kennedy Professor of Neurology, at Harvard Medical School said: “The combined preclinical and clinical data on PBT2 leads me to believe that PBT2 has the best chance of all currently available potential competitors to be the first effective disease modifying treatment for Alzheimer’s Disease. The Victorian Premier deserves congratulations for pledging this funding.”
About Prana Biotechnology Limited
Prana Biotechnology was established to commercialize research into Alzheimer’s Disease, Huntington’s Disease and other major age-related neurodegenerative disorders. The Company was incorporated in 1997 and listed on the Australian Stock Exchange in March 2000 and listed on NASDAQ in September 2002. Researchers at prominent international institutions including The University of Melbourne, The Mental Health Research Institute (Melbourne) and Massachusetts General Hospital, a teaching hospital of Harvard Medical School, contributed to the discovery of Prana’s technology.
For further information please visit the Company’s web site at www.pranabio.com.
Forward Looking Statements
This press release contains “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. The Company has tried to identify such forward-looking statements by use of such words as “expects,” “intends,” “hopes,” “anticipates,” “believes,” “could,” “may,” “evidences” and “estimates,” and other similar expressions, but these words are not the exclusive means of identifying such statements. Such statements include, but are not limited to any statements relating to the Company’s drug development program, including, but not limited to the initiation, progress and outcomes of clinical trials of the Company’s drug development program, including, but not limited to, PBT2, and any other statements that are not historical facts. Such statements involve risks and uncertainties, including, but not limited to, those risks and uncertainties relating to the difficulties or delays in financing, development, testing, regulatory approval, production and marketing of the Company’s drug components, including, but not limited to, PBT2, the ability of the Company to procure additional future sources of financing, unexpected adverse side effects or inadequate therapeutic efficacy of the Company’s drug compounds, including, but not limited to, PBT2, that could slow or prevent products coming to market, the uncertainty of patent protection for the Company’s intellectual property or trade secrets, including, but not limited to, the intellectual property relating to PBT2, and other risks detailed from time to time in the filings the Company makes with Securities and Exchange Commission including its annual reports on Form 20-F and its reports on Form 6-K. Such statements are based on management’s current expectations, but actual results may differ materially due to various factions including those risks and uncertainties mentioned or referred to in this press release. Accordingly, you should not rely on those forward-looking statements as a prediction of actual future results.
Contacts:
Prana Biotechnology Limited
+61 3 9349 4906
US — IR and Media
Leslie Wolf-Creutzfeldt
Grayling USA
+1 (646) 284-9400
ANN ARBOR, Mich., Nov. 8, 2010 (GLOBE NEWSWIRE) — Aastrom Biosciences, Inc. (Nasdaq:ASTM), a leading developer of expanded autologous cellular therapies for the treatment of severe cardiovascular diseases, today reported operating results for the quarter ended September 30, 2010. The company will hold a conference call to discuss these results at 9:30 a.m. (ET) today; log-in and dial-in information are listed at the end of this announcement.
“This is an exciting time for Aastrom. We have made significant progress in our late-stage clinical development programs. We received Fast Track designation, and submitted documents in support of a special protocol assessment (SPA) for our Phase 3 CLI program. We also established a new partnership with ATEK Medical that will enable us to grow and further advance our cell cassette manufacturing capabilities. Finally, we strengthened our management team and Board with industry veterans who will provide important counsel as we move forward,” said Tim Mayleben, president and CEO of Aastrom Biosciences.
Aastrom will present data from an interim analysis of its Phase 2b RESTORE-CLI clinical trial at a VEITHsymposium™ non-CME satellite session on November 18 at 1:00 p.m. (ET). This event will include a webcast presentation by Dr. Richard Powell, RESTORE-CLI Principal Investigator, and a Q&A session with Dr. Powell, CEO Tim Mayleben and Dr. Sharon Watling, vice president clinical and regulatory at Aastrom Biosciences. Details on the webcast and conference call, including log-in and dial-in information, will be made available at www.aastrom.com/investor.cfm approximately one week before the event.
Operating Results for the Quarter ended September 30, 2010
As of September 30, 2010, the company had a total of approximately $14.5 million in cash and cash equivalents, compared to $19.1 million in cash, cash equivalents and short-term investments at June 30, 2010. The primary use of cash, cash equivalents and short-term investments during the quarter ended September 30, 2010 was to finance operations, working capital requirements and capital expenditures.
Research and development expenses for the quarter ended September 30, 2010 were $4.2 million, compared to $2.9 million for the same period in 2009. This increase was associated with preparations for the Phase 3 CLI development program.
Selling, general and administrative expenses for the quarter ended September 30, 2010 were $1.7 million, compared to $0.9 million for the same period in 2009. This change is due to a $0.4 million increase in non-cash stock-based compensation expense with the remainder primarily due to higher employee expenses and general consulting.
Net loss for the quarter ended September 30, 2010 was $5.8 million, or $0.21 per share, compared to a net loss of $3.8 million, or $0.18 per share, for the same period in 2009. The increase in net loss is due to the fluctuations in research and development expenses and selling, general and administrative expenses as described above. Loss per share comparisons were impacted by the issuance of 6.5 million shares of common stock on January 21, 2010.
Aastrom Conference Call Information
Tim M. Mayleben, president and CEO and Scott C. Durbin, chief financial officer, will host a conference call to review and discuss the September 30, 2010 operating results at 9:30 a.m. (ET) today, November 8, 2010. Interested parties should call toll-free (877) 312-5881, or from outside the U.S. (253) 237-1173, and reference Aastrom’s first quarter conference call. The call will be available live at www.aastrom.com/investor.cfm. Please access the site at least 15 minutes prior to the scheduled start time in order to download the required audio software if necessary (RealPlayer or Windows Media Player). A podcast of the call will also be available after the live event at http://www.aastrom.com/events.cfm. If you are unable to participate during the live call, the webcast will be available for replay at http://www.aastrom.com/events.cfm until February 8, 2011. An audio replay of the call will be available until (no time specified) (ET) on November 15, 2010 by calling (800) 642-1687, or from outside the U.S. at (706) 645-9291. The passcode for the replay is 17933343.
About Aastrom Biosciences
Aastrom Biosciences is an emerging biotechnology company developing expanded autologous cellular therapies for use in the treatment of severe cardiovascular diseases. The company’s proprietary cell-processing technology enables the manufacture of mixed-cell therapies expanded from a patient’s own bone marrow and delivered directly to damaged tissues. Aastrom has advanced its cell therapies into late-stage clinical development, including a planned Phase 3 clinical program for the treatment of patients with critical limb ischemia and two ongoing Phase 2 clinical trials in patients with dilated cardiomyopathy. For more information, please visit Aastrom’s website at www.aastrom.com.
The Aastrom Biosciences, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=3663
This document contains forward-looking statements, including without limitation, statements concerning clinical trial plans, objectives and expectations, clinical activity timing, intended product development, disease treatment and progression, patient symptoms and responses to treatment, development of supplier relationships, treatment options and expected timing of collecting and analyzing treatment data, all of which involve certain risks and uncertainties. These statements are often, but are not always, made through the use of words or phrases such as “anticipates,” “intends,” “estimates,” “plans,” “expects,” “we believe,” “we intend,” and similar words or phrases, or future or conditional verbs such as “will,” “would,” “should,” “potential,” “could,” “may,” or similar expressions. Actual results may differ significantly from the expectations contained in the forward-looking statements. Among the factors that may result in differences are the inherent uncertainties associated with clinical trial and product development activities, regulatory approval requirements, competitive developments, and the availability of resources and the allocation of resources among different potential uses. These and other significant factors are discussed in greater detail in Aastrom’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission. These forward looking statements reflect management’s current views and Aastrom does not undertake to update any of these forward-looking statements to reflect a change in its views or events or circumstances that occur after the date of this release except as required by law.
AASTROM BIOSCIENCES, INC. |
(in thousands, except per share amounts) |
|
|
|
|
|
|
CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) |
|
|
|
|
June 30, 2010 |
September 30, 2010 |
|
|
|
ASSETS: |
|
|
Cash and cash equivalents |
$14,119 |
$14,466 |
Short-term investments |
5,000 |
— |
Other current assets |
399 |
522 |
Property and equipment, net |
1,013 |
982 |
|
|
|
Total assets |
$20,531 |
$15,970 |
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY: |
|
|
Current liabilities |
$2,661 |
$3,487 |
Long-term debt |
79 |
40 |
Shareholders’ equity |
17,791 |
12,443 |
|
|
|
Total liabilities and shareholders’ equity |
$20,531 |
$15,970 |
|
|
|
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited) |
|
|
|
|
|
|
Quarter ended September 30, |
|
2009 |
2010 |
|
|
|
REVENUES: |
|
|
Total revenue |
$73 |
$ — |
|
|
|
|
|
|
COSTS AND EXPENSES: |
|
|
Cost of product sales and rentals |
32 |
— |
Research and development |
2,911 |
4,167 |
Selling, general and administrative |
946 |
1,686 |
|
|
|
Total costs and expenses |
3,889 |
5,853 |
|
|
|
OTHER INCOME (EXPENSE): |
|
|
Total other income (net) |
15 |
20 |
|
|
|
NET LOSS |
$ (3,801) |
$ (5,833) |
NET LOSS PER SHARE |
|
|
(Basic and Diluted) |
$ (0.18) |
$ (0.21) |
Weighted average number of common shares
outstanding (Basic and Diluted) |
20,679 |
28,255 |
CONTACT: Berry & Company
Media contact
Stephen Zoegall
212 253-8881
szoegall@berrypr.com
Aastrom Biosciences
Investor Contact
Kimberli O'Meara
734 930-5777
ir@aastrom.com
Nov. 8, 2010 (Business Wire) — Uranium Resources, Inc. (NASDAQ: URRE) (URI), today provided an update on the Company’s activities and announced its financial results for the third quarter of 2010, which ended September 30, 2010.
Recent Highlights
Letter of Intent Signed with Industry Leader. On November 4, 2010, URI announced the signing of a non-binding letter of intent with Cameco Resources, a subsidiary of Cameco (NYSE: CCJ), for a large ranch in South Texas. The agreement, which is contingent on URI successfully completing a lease agreement with the land owners, outlines a three-phase exploration program that would be funded by Cameco. There is an option for a production joint venture.
Liquidity Position Further Strengthened. On November 5, 2010, URI successfully completed the second draw down under its existing shelf registration statement when it closed its underwritten registered offering of 8,222,500 shares of common stock at a price of $1.16 per share, including the exercise by the underwriter of an over-allotment option, with net proceeds to URI of approximately $9.0 million. The Company plans to use the proceeds for general corporate purposes and to fund future potential acquisitions.
URI Settles Lease Agreement in Texas. On September 29, 2010, URI settled a two-year old lawsuit regarding a lease agreement in Texas; and as a result, eliminated costly legal fees while enabling discussions on additional properties with an estimated 250,000 pounds of in place mineralized uranium material.
Tenth Circuit Court Ruling Stands. No petitions were filed by the deadline to review the June 2010 United States Court of Appeals for the 10th Circuit en banc ruling that URI’s Section 8 property in Churchrock, New Mexico is not Indian Country, thus affirming the authority of the State of New Mexico to issue the underground injection control permit, which was granted to URI in 1989.
Documents Submitted to NRC to Activate License. In October, URI submitted the necessary documents to the U.S. Nuclear Regulatory Commission to activate its NRC License. URI is currently awaiting a determination from the Commission, and once active, the license may be utilized according to its present terms and conditions while pending renewal from the NRC.
Opponents petitioned the United States Supreme Court for review of the March 2010, 10th Circuit Court of Appeals’ ruling that upheld the Company’s NRC license to conduct in-situ recovery (ISR) uranium mining at the Churchrock/Crown Point project. The Supreme Court has not yet acted on the petition which does not impede the Company’s progress.
Section 13 Drilling Completed. URI completed drilling on its Section 13 property in Ambrosia Lake in September. Core samples were shipped to an outside laboratory for the purpose of determining the suitability of the property for ISR mining. Results are expected to be completed in December 2010. If the property is not ISR amenable, then it will fall into the Company’s conventional mining portfolio. URI has approximately 2.4 million pounds of in-place, mineralized uranium material in the Ambrosia Lake district.
NASDAQ Listing. URI regained compliance with the $1.00 per share minimum bid price requirement for continued listing on the NASDAQ Capital Market on October 7, 2010.
Don Ewigleben, President and CEO of Uranium Resources, noted, “The first nine months of 2010 have been a dynamic and rewarding time for the Company. We have made measurable progress on all fronts, as we have continued to deliver on our strategic initiatives. Last week, we completed the sale of 8,222,500 shares of common stock which provided net proceeds of approximately $9.0 million. As a result, we have further strengthened our balance sheet with the requisite capital to fund our growth strategy.”
Mr. Ewigleben commented on recent milestones and developments, “Our recent letter of intent with Cameco Resources has significantly enhanced our Texas opportunities; and coupled with the settlement of the litigation regarding a lease agreement, we are optimally positioned to move forward on our Texas strategy. In New Mexico, we are also making substantial progress as we completed drilling activity on our Ambrosia Lake property and await results by the end of the year. Moreover, no petitions were filed by the deadline to review the June 2010, United States Court of Appeals for the 10th Circuit ruling that URI’s New Mexico property is not Indian Country, thus affirming the authority of the State of New Mexico to issue the underground injection control permit.”
Mr. Ewigleben concluded, “Our 30-plus years in uranium exploration, development, and mining operations, our experience as the only uranium company with approved restoration of an ISR mining operation in the United States and our significant asset base provides us a significant advantage in the uranium industry. Strategically, we continue to advance our properties toward production as we identify new projects and opportunities to grow our asset base, and, importantly, as we establish relationships and develop opportunities to continually grow value.”
Liquidity Discussion
Cash at September 30, 2010 was $10.5 million compared with $11.4 million at the end of the trailing second quarter and $6.1 million at the end of 2009. The significant increase from the prior year end reflected the Company’s common stock offering in June 2010 and the over-allotment option that was exercised in July. Subsequent to the end of the third quarter, URI completed another common stock offering, including an over-allotment, which resulted in net proceeds of $9.0 million. The cash balance as of the close of the offering on November 5, 2010 was $18.8 million.
As previously mentioned, on September 29, 2010, URI settled a Texas land lease dispute and agreed to pay the plaintiffs $1.38 million in cash, which includes amounts for prior royalties that the plaintiffs had previously rejected. The payment of this settlement is subject to execution of amendments to the leases and to documentation of other aspects of the settlement and dismissal of the suit and is expected to be made prior to year end 2010.
The Company used $1.9 million in cash in operating activities during the third quarter of 2010 compared with $1.3 million and $2.0 million used in operations in the second quarter and first quarter of 2010, respectively. For the nine-month period of 2010, URI used $5.2 million in operations compared with $3.3 million used in operations during the corresponding period of 2009.
Teleconference and Webcast
The Company is hosting a conference call and webcast today at 1:30 p.m. ET. During the call, Don Ewigleben, President and Chief Executive Officer, will review financial results for the quarter, provide an update on URI’s strategies and outlook, and discuss the recent stock offering. A question-and-answer session will follow.
The URI conference call can be accessed by dialing (201) 689-8562 and entering conference ID number 359643. The live listen-only audio webcast can be monitored on the Company’s Web site at www.uraniumresources.com, where it will be archived afterwards. To listen to the archived call, dial (858) 384-5517, and enter conference ID number 359643. The replay will be available from 4:30 p.m. ET the day of the teleconference until 11:59 p.m. ET Monday, November 15, 2010.
A transcript will also be placed on the Company’s Web site, once available.
About Uranium Resources, Inc.
Uranium Resources Inc. explores for, develops and mines uranium. Since its incorporation in 1977, URI has produced over 8 million pounds of uranium by in-situ recovery (ISR) methods in the state of Texas where the Company currently has ISR mining projects. URI also has 183,000 acres of uranium mineral holdings and 101.4 million pounds of in-place mineralized uranium material in New Mexico and a NRC license to produce up to 1 million pounds of uranium per year. The Company acquired these properties over the past 20 years along with an extensive information database of historic mining logs and analysis. None of URI’s properties are currently in production.
URI’s strategy is to fully exploit its resource base in New Mexico and Texas, expand its asset base both within and outside of New Mexico and Texas, partner with larger mining companies that have undeveloped uranium or with junior mining companies that do not have the mining experience of URI, as well as provide restoration expertise to those that require the capability or lack the proficiency.
Uranium Resources routinely posts news and other information about the Company on its web site at www.uraniumresources.com.
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as “expects,” “estimates,” “projects,” “anticipates,” “believes,” “could,” and other similar words. All statements addressing operating performance, events, or developments that the Company expects or anticipates will occur in the future, including but not limited to statements relating to the Company’s mineralized uranium materials, timing of receipt of mining permits, production capacity of mining operations planned for properties in South Texas and New Mexico, planned dates for commencement of production at such properties, revenue, cash generation and profits are forward-looking statements. Because they are forward-looking, they should be evaluated in light of important risk factors and uncertainties. These risk factors and uncertainties include, but are not limited to, the spot price and long-term contract price of uranium, weather conditions, operating conditions at the Company’s mining projects, government regulation of the mining industry and the nuclear power industry, world-wide uranium supply and demand, availability of capital, timely receipt of mining and other permits from regulatory agents and other factors which are more fully described in the Company’s documents filed with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should any of the Company’s underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on the Company’s forward-looking statements. Except as required by law, the Company disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this press release.
URANIUM RESOURCES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited) |
|
|
|
|
|
|
|
|
September 30,
2010 |
|
December 31,
2009 |
|
Current assets: |
|
|
|
|
|
Cash and cash equivalents |
|
$ |
10,505,189 |
|
|
$ |
6,092,068 |
|
Receivables, net |
|
4,602 |
|
|
63,890 |
|
Prepaid and other current assets |
|
283,277 |
|
|
125,400 |
|
Total current assets |
|
10,793,068 |
|
|
6,281,358 |
|
|
|
|
|
|
|
Property, plant and equipment, at cost: |
|
|
|
|
|
Uranium properties |
|
81,722,252 |
|
|
82,212,719 |
|
Other property, plant and equipment |
|
948,687 |
|
|
886,992 |
|
Less-accumulated depreciation, depletion and impairment |
|
(64,106,430 |
) |
|
(64,155,311 |
) |
Net property, plant and equipment |
|
18,564,509 |
|
|
18,944,400 |
|
|
|
|
|
|
|
Long-term investment: |
|
|
|
|
|
Certificates of deposit, restricted |
|
6,827,795 |
|
|
6,786,000 |
|
|
|
$ |
36,185,372 |
|
|
$ |
32,011,758 |
|
Current liabilities: |
|
|
|
|
|
Accounts and short term notes payable |
|
$ |
566,226 |
|
|
$ |
641,727 |
|
Current portion of restoration reserve |
|
1,251,984 |
|
|
1,236,588 |
|
Royalties and commissions payable |
|
665,745 |
|
|
693,303 |
|
Deferred compensation |
|
697,028 |
|
|
– |
|
Accrued legal settlement |
|
1,375,000 |
|
|
– |
|
Accrued interest and other accrued liabilities |
|
398,485 |
|
|
321,235 |
|
Current portion of capital leases |
|
90,740 |
|
|
112,559 |
|
Total current liabilities |
|
5,045,208 |
|
|
3,005,412 |
|
|
|
|
|
|
|
Other long-term liabilities and deferred credits |
|
4,423,625 |
|
|
5,487,389 |
|
|
|
|
|
|
|
Long term capital leases, less current portion |
|
139,322 |
|
|
207,922 |
|
Long-term debt, less current portion |
|
450,000 |
|
|
450,000 |
|
Commitments and contingencies (Notes 5 and 12) |
|
|
|
|
|
Shareholders’ equity: |
|
|
|
|
|
Common stock, $.001 par value, shares authorized: 200,000,000; shares issued and outstanding (net of treasury shares): 2010—84,264,256; 2009—56,781,792 |
|
84,265 |
|
|
56,820 |
|
Paid-in capital |
|
158,809,128 |
|
|
147,837,204 |
|
Accumulated deficit |
|
(132,756,758 |
) |
|
(125,023,571 |
) |
Less: Treasury stock (38,125 shares), at cost |
|
(9,418 |
) |
|
(9,418 |
) |
Total shareholders’ equity |
|
26,127,217 |
|
|
22,861,035 |
|
|
|
$ |
36,185,372 |
|
|
$ |
32,011,758 |
|
URANIUM RESOURCES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited) |
|
|
|
|
|
|
|
Three Months Ended
September 30, |
|
Nine months Ended
September 30, |
|
|
2010 |
|
2009 |
|
2010 |
|
2009 |
Revenues: |
|
|
|
|
|
|
|
|
Uranium sales |
|
$ |
– |
|
|
$ |
1,406,782 |
|
|
$ |
– |
|
|
$ |
4,616,145 |
|
Total revenue |
|
– |
|
|
1,406,782 |
|
|
– |
|
|
4,616,145 |
|
Costs and expenses: |
|
|
|
|
|
|
|
|
Cost of uranium sales |
|
|
|
|
|
|
|
|
Royalties and commissions |
|
– |
|
|
143,319 |
|
|
– |
|
|
448,971 |
|
Operating expenses |
|
67,260 |
|
|
886,313 |
|
|
297,570 |
|
|
2,519,015 |
|
Accretion/amortization of restoration reserve |
|
39,143 |
|
|
(3,818 |
) |
|
116,431 |
|
|
254,390 |
|
Depreciation and depletion |
|
186,603 |
|
|
474,207 |
|
|
576,449 |
|
|
887,470 |
|
Impairment of uranium properties |
|
352,631 |
|
|
400,231 |
|
|
742,278 |
|
|
1,815,220 |
|
Exploration expenses |
|
– |
|
|
34,929 |
|
|
725 |
|
|
39,752 |
|
Total cost of uranium sales |
|
645,637 |
|
|
1,935,181 |
|
|
1,733,453 |
|
|
5,964,818 |
|
Loss from operations before corporate expenses |
|
(645,637 |
) |
|
(528,399 |
) |
|
(1,733,453 |
) |
|
(1,348,673 |
) |
|
|
|
|
|
|
|
|
|
Corporate expenses |
|
|
|
|
|
|
|
|
General and administrative |
|
1,674,030 |
|
|
1,989,331 |
|
|
4,852,642 |
|
|
5,009,593 |
|
Provision for legal settlement |
|
1,375,000 |
|
|
– |
|
|
1,375,000 |
|
|
– |
|
Depreciation |
|
36,331 |
|
|
35,792 |
|
|
107,581 |
|
|
107,680 |
|
Total corporate expenses |
|
3,085,361 |
|
|
2,025,123 |
|
|
6,335,223 |
|
|
5,117,273 |
|
Loss from operations |
|
(3,730,998 |
) |
|
(2,553,522 |
) |
|
(8,068,676 |
) |
|
(6,465,946 |
) |
|
|
|
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
|
|
Interest expense |
|
(7,597 |
) |
|
(10,119 |
) |
|
(18,430 |
) |
|
(31,722 |
) |
Interest and other income, net |
|
74,114 |
|
|
39,053 |
|
|
353,919 |
|
|
153,508 |
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(3,664,481 |
) |
|
$ |
(2,524,588 |
) |
|
$ |
(7,733,187 |
) |
|
$ |
(6,344,160 |
) |
|
|
|
|
|
|
|
|
|
Net loss per common share: |
|
|
|
|
|
|
|
|
Basic |
|
$ |
(0.04 |
) |
|
$ |
(0.04 |
) |
|
$ |
(0.12 |
) |
|
$ |
(0.11 |
) |
Diluted |
|
$ |
(0.04 |
) |
|
$ |
(0.04 |
) |
|
$ |
(0.12 |
) |
|
$ |
(0.11 |
) |
|
|
|
|
|
|
|
|
|
Weighted average common shares and common equivalent shares: |
|
|
|
|
|
|
|
|
Basic |
|
83,720,754 |
|
|
56,453,076 |
|
|
66,558,635 |
|
|
56,267,755 |
|
Diluted |
|
83,720,754 |
|
|
56,453,076 |
|
|
66,558,635 |
|
|
56,267,755 |
|
URANIUM RESOURCES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited) |
|
|
|
|
|
Nine months Ended
September 30, |
|
|
2010 |
|
2009 |
Net loss |
|
$ |
(7,733,187 |
) |
|
$ |
(6,344,160 |
) |
Reconciliation of net loss to cash used in operations— |
|
|
|
|
Accretion/amortization of restoration reserve |
|
116,431 |
|
|
254,390 |
|
Depreciation and depletion |
|
684,030 |
|
|
995,150 |
|
Impairment of uranium properties |
|
742,278 |
|
|
1,815,220 |
|
Decrease in restoration and reclamation accrual |
|
(1,072,148 |
) |
|
(1,487,541 |
) |
Stock compensation expense |
|
795,743 |
|
|
960,811 |
|
Other non-cash items, net |
|
14,858 |
|
|
2,132 |
|
|
|
|
|
|
Effect of changes in operating working capital items— |
|
|
|
|
Increase (decrease) in receivables |
|
59,288 |
|
|
(323,878 |
) |
Decrease in inventories |
|
– |
|
|
1,010,845 |
|
(Increase) decrease in prepaid and other current assets |
|
(157,877 |
) |
|
299,355 |
|
Increase (decrease) in payables, accrued liabilities and deferred credits |
|
1,349,191 |
|
|
(439,413 |
) |
Net cash used in operating activities |
|
(5,201,393 |
) |
|
(3,257,089 |
) |
|
|
|
|
|
Investing activities: |
|
|
|
|
Increase in certificates of deposit, restricted |
|
(41,795 |
) |
|
(120,826 |
) |
Additions to property, plant and equipment— |
|
|
|
|
Kingsville Dome |
|
(143,324 |
) |
|
(109,524 |
) |
Vasquez |
|
(7,500 |
) |
|
(99,578 |
) |
Rosita |
|
(63,852 |
) |
|
(31,759 |
) |
Churchrock |
|
(125,543 |
) |
|
(107,626 |
) |
Section 13 Drilling |
|
(89,882 |
) |
|
– |
|
Other property |
|
(26,797 |
) |
|
(38,482 |
) |
Net cash used in investing activities |
|
(498,693 |
) |
|
(507,795 |
) |
|
|
|
|
|
Financing activities: |
|
|
|
|
Issuance of common stock, net |
|
10,203,626 |
|
|
– |
|
Payments on borrowings |
|
(90,419 |
) |
|
(122,478 |
) |
Net cash provided by (used in) financing activities |
|
10,113,207 |
|
|
(122,478 |
) |
Net increase (decrease) in cash and cash equivalents |
|
4,413,121 |
|
|
(3,887,362 |
) |
Cash and cash equivalents, beginning of period |
|
6,092,068 |
|
|
12,041,592 |
|
Cash and cash equivalents, end of period |
|
$ |
10,505,189 |
|
|
$ |
8,154,230 |
|

Investors:
Kei Advisors LLC
Deborah K. Pawlowski, 716-843-3908
dpawlowski@keiadvisors.com
or
Media:
Uranium Resources, Inc.
April Wade, 505-440-9441
awade@uraniumresources.com
or
Company:
Uranium Resources, Inc.
Don Ewigleben, 972-219-3330
President & Chief Executive Officer
DANBURY, Conn., Nov. 8, 2010 (GLOBE NEWSWIRE) — FuelCell Energy, Inc. (Nasdaq:FCEL) a leading manufacturer of ultra-clean high efficiency power plants using renewable and other fuels for commercial, industrial, government, and utility clients, today announced the sale of a 2.8 megawatt (MW) DFC3000 power plant to be installed at a wastewater treatment plant operated by Inland Empire Utilities Agency (IEUA), a municipal water district based in Chino, California. Renewable biogas created by the wastewater treatment process will be the primary fuel source for the generation of ultra-clean electricity. UTS Bioenergy LLC will purchase the DFC3000 and sell the power generated to IEUA under a 20 year power purchase agreement. FuelCell Energy will service the power plant under a long term service agreement and the unit is expected to be operational in early 2012.
“Installation of this fuel cell operating on renewable biogas is an important component of our renewable energy generation strategy,” said Terry Catlin, Board President, Inland Empire Utilities Agency. “The clean electrical generation process and the reliable 24/7 operating nature of the fuel cell will help us attain the objectives of our strategic energy plan and position us to meet ever more stringent clean air emission requirements.”
This distributed generation fuel cell helps the IEUA reach its goal of generating all of their power needs on-site in a renewable manner and reducing reliance on the electric grid.
Fuel cells use an electrochemical process to efficiently generate clean electricity, without combustion. The primary byproducts of this process are high-quality heat and water. The lack of combustion eliminates almost all pollutants such as NOx, SOx or particulate matter. The fuel cell power plant will replace existing internal-combustion engines so the clean power generation will help IEUA meet the stringent emission regulations issued by the South Coast Air Quality Management District (SCAQMD), the local air pollution control agency. This reduction in pollutants is equivalent to removing at least 353 cars from the road.
Fuel cells are highly efficient and can achieve efficiencies up to 90 percent when byproduct heat is utilized. The byproduct heat from this power plant will be used to help create the renewable biogas by heating the anaerobic digesters that produce the biogas. High efficiency decreases energy costs and provides more electrical output from the same amount of biogas than less efficient alternatives.
“Fuel cells represent an economically and environmentally compelling solution for converting renewable waste streams into clean electricity,” said Arun Sharma, Vice President Business Development, UTS BioEnergy LLC. “We believe fuel cells are a critical component of improving the reliability and efficiency of power supplies and expect to replicate this fuel cell business model with other power users that have baseload 24/7 energy requirements.”
“Clean, efficient and dependable fuel cell power generation offers our clients a cost effective path to address their strategic energy goals and environmental stewardship simultaneously,” said Chip Bottone, Senior Vice President and Chief Commercial Officer, FuelCell Energy, Inc.
This project is eligible for a grant under the California Self-Generation Incentive Program (SGIP). The SGIP promotes the installation of clean distributed generation power sources.
IEUA, formed in 1950, is a municipal water district located in western San Bernardino County, California. IEUA’s mission is to supply imported drinking water, collect and treat wastewater, produce beneficially reusable compost and high quality recycled water to the 850,000 residents living within its 242-square miles service area.
UTS BioEnergy LLC develops, owns and operates alternative energy projects with a specialty on biogas production and conversion to electricity and heat. The Company, based in Encinitas, California, has extensive experience transforming a variety of waste streams into energy in a cost effective manner.
About FuelCell Energy
DFC® fuel cells are generating power at over 50 locations worldwide. The Company’s power plants have generated over 600 million kWh of power using a variety of fuels including renewable wastewater gas, biogas from beer and food processing, as well as natural gas and other hydrocarbon fuels. FuelCell Energy has partnerships with major power plant developers and power companies around the world. The Company also receives funding from the U.S. Department of Energy and other government agencies for the development of leading edge technologies such as fuel cells. For more information please visit our website at www.fuelcellenergy.com
This news release contains forward-looking statements, including statements regarding the Company’s plans and expectations regarding the continuing development, commercialization and financing of its fuel cell technology and business plans. All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Factors that could cause such a difference include, without limitation, general risks associated with product development, manufacturing, changes in the regulatory environment, customer strategies, potential volatility of energy prices, rapid technological change, competition, and the Company’s ability to achieve its sales plans and cost reduction targets, as well as other risks set forth in the Company’s filings with the Securities and Exchange Commission. The forward-looking statements contained herein speak only as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based.
Direct FuelCell, DFC, DFC/T, DFC-H2 and FuelCell Energy, Inc. are all registered trademarks of FuelCell Energy, Inc. DFC-ERG is a registered trademark jointly owned by Enbridge, Inc. and FuelCell Energy, Inc.
CONTACT: FuelCell Energy, Inc.
Kurt Goddard, Vice President Investor Relations
203-830-7494
ir@fce.com
HONG KONG, Nov. 8, 2010 (GLOBE NEWSWIRE) — Highway Holdings Limited (Nasdaq:HIHO) today reported strong results for its second fiscal quarter ended September 30, 2010, reflecting an improved business environment among its major customers and new business gains.
Net income for the 2011 fiscal second quarter increased to $410,000 or $0.11 per diluted share, from $139,000, or $0.04 per diluted share, a year earlier. Net sales for same period climbed 50 percent to $7.8 million from $5.2 million a year earlier.
Net income for the first half of fiscal 2011 was $ 454,000, or $0.12 per diluted share, compared with net income of $3,000, or $0.00 per diluted share, a year earlier. Net sales for the six-month period jumped 45.3 percent to $14.3 million from $9.8 million a year ago.
“Results for the quarter and first half of fiscal 2011 reflect a greatly improved business environment, with increased order flow from existing and new customers,” said Roland Kohl, president and chief executive officer.
Despite a significant increase in both net sales and net income, Kohl stated that net income could have been higher. He noted that operating income for the quarter was $167,000, or approximately two percent of net sales, due to a 60 percent increase in labor costs, most of which had not yet been passed through to customers under terms of existing contracts. Under terms of many of the company’s OEM contracts, prices are adjusted quarterly to reflect increases in raw material and employment costs. Kohl added that the company’s strong sales gains for the quarter were not sufficient to offset these sharp labor and personnel cost increases. “We anticipate operating income will improve in future quarters as these higher labor costs are passed through as price increases to our customers,” Kohl said. He said that prior initiatives designed to reduce dependency on certain labor processes through assembly automation and robotic manufacturing technology helped to partially offset the higher labor costs in the quarter.
Kohl noted further that investments in automation systems and the initial start-up costs associated with manufacturing of a recently announced order for protective mobile phone cases also impacted cost of sales, as well as selling and general administrative expenses in the second quarter.
“Once manufacturing of the protective mobile cases ramps up and reaches projected levels, we will be better able to absorb certain costs and realize better efficiency. This, combined with projected higher sales, should contribute to enhanced profitability in the second half,” Kohl said.
Selling, general and administrative expenses increased to $1.43 million during the second quarter from $1.22 million in same quarter a year ago. The increase in selling, general and administrative expenses was the result of the increased costs associated with adding managers and technicians necessary to service the increased business — in addition to the impact of higher wages paid to existing personnel. Kohl noted that the company has now substantially completed its consolidation of its factories in Ping Hu and He Yuan into its main facility in Shenzhen, and that the company is presently in negotiations to sell the company’s factory in Wuxi. These actions will contribute to further cost reductions in the future.
The company realized a currency exchange gain of $235,000 during the quarter, which partially offset the $257,000 currency loss incurred in the first quarter of this fiscal year – reflecting the weakening and strengthening value of the Euro compared with the U.S. dollar. For the six-month period, the company realized a currency exchange loss of $22,000 compared with a currency exchange gain of $348,000 a year earlier. Since the company does not engage in currency exchange rate hedging, the company will in the future continue to realize currency exchange gains and losses as a result of the fluctuation of currency exchange rates.
Kohl highlighted the company’s strong balance sheet, with cash and cash equivalents and restricted cash further increasing by approximately $800,000 to $7.8 million, or approximately $2.07 cash per share.
Current liabilities at September 30, 2010 totaled $6.8 million and current assets were $17.2 million. Total shareholders’ equity at September 30, 2010 was $11.9 million, or $ 3.15 per diluted share, compared with $11.7 million, or $3.11 per diluted share, at March 31, 2010.
About Highway Holdings
Highway Holdings produces a wide variety of high-quality products for blue chip original equipment manufacturers — from simple parts and components to sub-assemblies. It also manufactures finished products, such as LED lights, radio chimes and other electronic products. Highway Holdings is headquartered in Hong Kong, with manufacturing facilities in Shenzhen in the People’s Republic of China.
Except for the historical information contained herein, the matters discussed in this press release are forward-looking statements which involve risks and uncertainties, including but not limited to economic, competitive, governmental, political and technological factors affecting the company’s revenues, operations, markets, products and prices, and other factors discussed in the company’s various filings with the Securities and Exchange Commission, including without limitation, the company’s annual reports on Form 20-F.
Highway Holdings Limited and Subsidiaries |
|
Consolidated Statement of Income |
|
(Dollars in thousands, except per share data) |
|
(Unaudited) |
|
|
Three Months Ended |
Six Months Ended |
|
|
September 30, |
September 30, |
|
|
|
|
|
|
2010 |
2009 |
2010 |
2009 |
|
|
|
|
|
|
|
Net sales |
$ 7,836 |
$ 5,219 |
$ 14,287 |
$9,834 |
|
Cost of sales |
6,240 |
3,904 |
11,259 |
7,776 |
|
Gross profit |
1,596 |
1,315 |
3,028 |
2,058 |
|
Selling, general and administrative expenses |
1,429 |
1,224 |
2,558 |
2,397 |
|
Operating income / (loss) |
167 |
91 |
470 |
(339) |
|
|
|
|
|
|
|
Non-operating items |
|
|
|
|
|
Interest expenses |
(10) |
(12) |
(18) |
(30) |
|
Exchange gain (loss), net |
235 |
67 |
(22) |
348 |
|
Interest income |
0 |
19 |
1 |
23 |
|
Other income |
29 |
2 |
33 |
12 |
|
Total non-operating income (expenses) |
254 |
76 |
(6) |
353 |
|
|
|
|
|
|
|
Net income before income tax and non-controlling interest |
421 |
167 |
464 |
14 |
|
Income taxes |
19 |
0 |
32 |
0 |
|
|
|
|
|
|
|
Net Income before non-controlling interests |
402 |
167 |
432 |
14 |
|
Less: Net income attributable to non-controlling interest |
8 |
(28) |
22 |
(11) |
|
Net Income attributable to Highway Holdings Limited |
$ 410 |
$ 139 |
$ 454 |
$ 3 |
|
|
|
|
|
|
|
Net Income – basic and diluted |
|
|
|
|
|
Net Income attributable to Highway Holdings limited |
$0.11 |
$0.04 |
0.12 |
$0.00 |
|
|
|
|
|
|
|
Weighted average number of shares |
|
|
|
|
|
Basic |
3,772 |
3,758 |
3,772 |
3,758 |
|
Diluted |
3,772 |
3,787 |
3,772 |
3,787 |
|
|
|
Highway Holdings Limited and Subsidiaries |
Consolidated Balance Sheet |
(In thousands, except per share data) |
|
|
Sep 30 |
March 31 |
|
2010 |
2010 |
Current assets: |
|
|
Cash and cash equivalents |
$7,047 |
$6,279 |
Restricted cash |
771 |
771 |
Accounts receivable, net of doubtful accounts |
3,971 |
3,240 |
Inventories |
4,795 |
3,495 |
Prepaid expenses and other current assets |
643 |
507 |
Total current assets |
17,227 |
14,292 |
|
|
|
Property, plant and equipment, (net) |
2,173 |
2,051 |
Investment in affiliates |
1 |
1 |
Intangible assets, (net) |
0 |
8 |
Total assets |
$19,401 |
$16,352 |
|
|
|
Current liabilities: |
|
|
Accounts payable |
$3,763 |
$2,389 |
Short-term borrowing |
1,192 |
793 |
Current portion of long-term debt |
294 |
251 |
Accrual payroll and employee benefits |
712 |
542 |
Other liabilities and accrued expenses |
846 |
514 |
Total current liabilities |
6,807 |
4,489 |
Long-term debt – net of current portion |
638 |
44 |
Deferred income taxes |
147 |
147 |
Total liabilities |
7,592 |
4,680 |
|
|
|
Shareholders’ equity: |
|
|
Common shares, $0.01 par value |
37 |
38 |
Additional paid-in capital |
11,243 |
11,289 |
Retained earnings (Accumulated Deficit) |
614 |
461 |
Accumulated other comprehensive loss |
(13) |
(13) |
Treasury shares, at cost – 37,800 shares as of March 31, 2010; and September 30, 2010
respectively |
0 |
(53) |
Total Highway Holdings Limited shareholders’ equity |
11,881 |
11,722 |
Non-controlling interest |
(72) |
(50) |
Total shareholders’ equity |
11,809 |
11,672 |
Total liabilities and shareholders’ equity |
$19,401 |
$16,352 |
CONTACT: Maier & Company, Inc.
Gary S. Maier
(310) 442-9852
TORONTO, ONTARIO–(Marketwire – 11/05/10) – Sprott Resource Lending Corp. (the “Corporation” or “Sprott Resource Lending”) (TSX:SIL – News)(AMEX:SILU – News) today reported its financial results for the three and nine months ended September 30, 2010.
During the third quarter, the Corporation made a material change to its strategy pursuant to its’ shareholder-approved plan to refocus its activities as a natural resource lender providing bridge, mezzanine and precious metal financing to resource companies. Prior to this change, the Corporation invested in mortgages secured by Canadian real estate under the name of Quest Capital.
Peter Grosskopf, President and CEO, stated, “Our near-term outlook is guided by our transition from real estate to resource lending. This is likely to take several months, during which real estate loan collections are expected to roughly dovetail new commitments to resource transactions. We are encouraged by the number of attractive investment opportunities in our pipeline and we expect to begin deploying some of our cash in resource loans in the near future. With our strong and growing cash position and the deal origination support available through our principal shareholders, we are on our way to launching our new business.
Additionally, we are pleased to announce that the Corporation is expanding its lending criteria to enter into “precious metal” lending which should further enhance our origination opportunities.”
Third Quarter Results
The results of the third quarter largely reflect operations as a real estate lender and the transition to resource lending. The Corporation has not yet invested its cash of over $108 million in lending to the natural resource sector.
-- Real estate loans repaid and sold in the quarter amounted to $45.9
million increasing the cash resources available for deployment in
resource loans;
-- Net loss for the period was $16.2 million ($0.11 per share) compared to
a loss of $5.2 million ($0.03 per share) a year earlier primarily as a
result of increases in loan loss expense, salaries and benefits and a
decrease in interest income, offset by a $3.2 million increase in income
tax recoveries;
-- Loan loss expense was $16.9 million compared to $8.1 million a year
earlier mainly due to a change in the valuation of the underlying
properties and results from continuing remediation negotiations;
-- Interest income was $1.9 million, down from $5.2 million a year ago
reflecting a 41% decrease in average loan principal outstanding and a
reduction to 3% from 6% in the annualized interest yield on the real
estate loan portfolio;
-- Net interest income was $1.6 million, down from $2.7 million a year ago
when interest expense for dividends on preferred shares and interest on
revolving debt were incurred (both expenses were extinguished in late
2009);
Nine Month Results
-- Net loss for the period was $16.8 million ($0.12 per share) compared to
a loss of $8.1 million ($0.05 per share) a year earlier;
-- Loan loss expense was $21.0 million compared to $16.6 million a year
earlier;
-- Interest income was $9.2 million, down from $20.8 million a year ago;
-- Net interest income was $8.7 million, compared to $13.1 million a year
ago;
-- Real estate loans repaid and sold amounted to $131.9 million compared to
$49.2 million a year ago;
-- Total assets were $270.3 million compared to $298.4 million at December
31, 2009;
-- Total liabilities were $4.7 million compared to $24.5 million at
December 31, 2009;
-- Shareholders' equity was $265.6 million compared to $273.9 million at
year end as a result of the net loss incurred in the period and the
purchase and cancellation of $17.1 million of common shares, partially
offset by $24.7 million in proceeds from a private placement and stock-
based compensation of $0.9 million.
Real Estate Portfolio
At September 30, 2010, 24 real estate loans with a carrying value of $143.5 million (December 31, 2009 – 34 loans, carrying value $274.2 million) were included in loans receivable. During this transition period, the Corporation continues to monetize its remaining real estate portfolio. In the third quarter, $46 million of loans were monetized, bringing total monetization to approximately $132 million over the first nine months of 2010.
Jim Grosdanis, Chief Financial Officer said, “We are pleased with our real estate loan monetization progress and we are focused on efficiently monetizing the remainder of our real estate loans. Due to the nature of the remaining real estate loans and real estate market volatility, it’s difficult to predict when monetization will be completed but management’s target is substantial completion by the end of the first quarter of 2011.”
Dividend Update
As a resource lender, the Corporation plans to pay a common share dividend calculated as the proportion of the Company’s average net assets equal to the average 30-year Government of Canada bond yield, or similar index. The timing of such dividend cannot be accurately predicted as it depends on the Corporation’s ability to deploy a sufficient amount of its capital into resource loans on a profitable basis. The goal is to commence dividend payments in 2011 and management will provide further guidance over time.
Third Quarter Conference Call
Sprott Resource Lending has scheduled an investor conference call to discuss its full financial results today at 11:00 am ET. The call can be accessed by dialing (416) 644-3416. The call will be recorded and a replay made available until November 12, 2010 at midnight. The replay can be accessed about one hour after the call at (416) 640-1917, passcode 4377292 followed by the number sign.
About Sprott Resource Lending Corp.
Sprott Resource Lending specializes in bridge, mezzanine and precious metal lending to mining, exploration and development companies and bridge and mezzanine financing to oil and gas companies on a global basis. Headquartered in Toronto, the Corporation seeks to generate income from lending activities as well as the upside potential of bonus arrangements with borrowers generally tied to the securities of the borrower.
Sprott Resource Lending (www.sprottlending.com) was founded by Quest Capital Corp. and Sprott Lending Consulting Limited Partnership. Sprott Lending Consulting LP is a wholly owned subsidiary of Sprott Inc., the parent of Sprott Asset Management LP (www.sprott.com), a leading Canadian independent money manager.
For more information about Sprott Resource Lending, please visit SEDAR (www.sedar.com).
CAUTION REGARDING FORWARD-LOOKING INFORMATION
This press release may include certain statements that constitute “forward-looking statements”, and “forward looking information” within the meaning of applicable securities laws (“forward-looking statements” and “forward-looking information” are collectively referred to as “forward-looking statements”, unless otherwise stated). Such forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward looking statements. Forward-looking statements may relate to the Corporation’s future outlook and anticipated events or results and may include statements regarding the Corporation’s future financial position, business strategy, budgets, litigation, projected costs, financial results, taxes, plans and objectives. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends affecting the financial condition of our business. These forward-looking statements were derived utilizing numerous assumptions regarding expected growth, results of operations, performance and business prospects and opportunities that could cause our actual results to differ materially from those in the forward-looking statements. While the Corporation considers these assumptions to be reasonable, based on information currently available, they may prove to be incorrect.
Forward-looking statements should not be read as a guarantee of future performance or results. Forward-looking statements are based on information available at the time those statements are made and/or management’s good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward looking statements. To the extent any forward-looking statements constitute future-oriented financial information or financial outlooks, as those terms are defined under applicable Canadian securities laws, such statements are being provided to describe the current potential of the Corporation and readers are cautioned that these statements may not be appropriate for any other purpose, including investment decisions. Forward-looking statements speak only as of the date those statements are made. Except as required by applicable law, we assume no obligation to update or to publicly announce the results of any change to any forward-looking statement contained or incorporated by reference herein to reflect actual results, future events or developments, changes in assumptions or changes in other factors affecting the forward looking statements. If we update any one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements. You should not place undue importance on forward-looking statements and should not rely upon these statements as of any other date. All forward looking statements contained in this press release are expressly qualified in their entirety by this cautionary notice.
SCOTTSDALE, Ariz., Nov. 5, 2010 /PRNewswire-FirstCall/ — iGo, Inc. (Nasdaq: IGOI) announced today that it will present at Tech America’s 40th Annual AeA Classic Financial Conference at the Manchester Grand Hyatt in San Diego, California. Mike Heil, President and Chief Executive Officer, and Darryl Baker, Vice President and Chief Financial Officer, will conduct presentations and meet with investors on Tuesday, November 9, 2010, starting at 8:30 a.m. PST and concluding at 4:45 p.m.
An archived webcast of the presentation will be available in the Investor Relations section of the Company’s website at www.igo.com beginning on Wednesday, November 10, 2010 at 12:00 p.m. PST. For more information on the AeA Classic Financial Conference, please visit http://www.techamerica.org/classic.
About iGo, Inc.
iGo offers a full line of innovative accessories for mobile electronic devices, including a variety of proprietary power, protection and audio solutions. iGo’s unique products allow consumers to enjoy all of the features offered by today’s mobile electronic devices by keeping those devices powered and protected at all times. In addition, iGo’s audio and visual products offer consumers enhanced options for hearing and viewing all of the powerful multimedia functions offered by the latest mobile electronic devices to hit the market. iGo also offers an award-winning line of eco-friendly power solutions based on its patented iGo Green ® Technology which automatically eliminates wasteful and expensive standby or “vampire” power. Expanding on the company’s history of innovation, iGo continues to regularly introduce fresh new solutions to the ever changing mobile electronics device market, making the use of such devices easier and more efficient for consumers.
iGo’s products are available at www.iGo.com, as well as through leading resellers and retailers throughout the world. For additional information call 480-596-0061, or visit www.iGo.com, www.Adapt-Mobile.com and www.Aerial7.com.
SOURCE iGo, Inc.
Tony Rossi, Financial Profiles, +1-310-478-2700 x13, trossi@finprofiles.com
Nov. 5, 2010 (Business Wire) — Asia Entertainment & Resources Ltd. (“AERL”) (NASDAQ: AERL, AERLW), which operates through its subsidiaries and related promoter companies as a VIP room gaming promoter, today announced the results of its warrant redemption, which concluded on October 28, 2010. The ordinary share purchase warrants were originally issued by AERL, which was formerly known as CS China Acquisition Corp. (“CS China”), in connection with CS China’s initial public offering in August 2008.
Of the 14,648,000 warrants outstanding and available for exercise, 7,095,790 non-insider warrants were exercised at US$5.00, raising gross proceeds of approximately $35.5 million for AERL, while 3,944,210 non-insider warrants expired unexercised, and the holders of these warrants were paid US$0.01 per warrant upon their extinguishment. 3,608,000 were considered insider warrants, and 3,505,771 of these warrants were submitted for cashless exercise into 1,343,050 shares. Of these new shares, 1,296,976 shares (or approximately 97% of new shares) are restricted until October 28, 2011.
As of October 28, 2010, AERL has ordinary shares issued and outstanding of approximately 21.0 million. The Company intends to use the proceeds from the warrant redemption to continue the expansion of its VIP room gaming business. In addition, AERL is announcing preliminary guidance for 2011. Pending the completion of the acquisition of King’s Gaming Promotion Limited, the VIP room gaming promoter that operates at the Venetian Macao-Resort-Hotel on the Cotai Strip, AERL is expecting 2011 Rolling Chip Turnover of US$1.15 billion per month and full year net income of US$55-60 million.
About Asia Entertainment & Resources Ltd.
AERL, formerly known as CS China Acquisition Corp., acquired AGRL on February 2, 2010. AGRL is an investment holding company of subsidiaries that, through profit interest agreements with affiliated companies known as VIP gaming promoters, are entitled to receive all of the profits of the VIP gaming promoters from VIP gaming rooms. AGRL’s VIP room gaming promoters currently participate in the promotion of two major luxury VIP gaming facilities in Macau, China, the largest gaming market in the world. One of the VIP gaming rooms is located at the top-tier MGM Grand Macau Casino in downtown Macau that is operated by the MGM Grand Paradise S.A. The other Macau VIP gaming facility is located in the luxury 5-star hotel, the Star World Hotel & Casino in downtown Macau, which is operated by Galaxy Casino, S.A.
Forward Looking Statements
This press release includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements, based upon the current beliefs and expectations of AERL’s management, are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements.

Asia Entertainment & Resources Ltd.
James Preissler, 646-450-8808
preissj@aerlf.com
HOUSTON, Nov. 4, 2010 /PRNewswire-FirstCall/ — Hyperdynamics Corporation (NYSE Amex: HDY) is pleased to announce that it has entered into a $30 million definitive private placement agreement to sell 15 million common shares at a price of $2.00 per share to funds managed by affiliates of BlackRock, one of the world’s preeminent investment management firms. The closing of the private placement is subject to the satisfaction of customary closing conditions.
The net proceeds from the sale will facilitate the drilling of Hyperdynamics’ exploration program that is scheduled to start in late 2011 offshore Republic of Guinea, as well as for working capital and general corporate purposes. Hyperdynamics is the operator and 77% owner in a 9,650-square-mile oil and gas concession in offshore Guinea. U.K.-based Dana Petroleum owns 23% of the license.
With this purchase, the BlackRock managed funds will own approximately 12% of Hyperdynamics common shares. Hyperdynamics will be required to file a resale registration statement within 30 days that covers the resale by the purchasers of the shares.
“We are very pleased that a company with the stature of BlackRock, which is one of the world’s largest asset managers and a major investor in the energy industry, sees strong value in Hyperdynamics,” said Ray Leonard, Hyperdynamics President and Chief Executive Officer. “The financial backing from BlackRock provides us with additional flexibility in determining our plans regarding sales of additional participation interests in the oil and gas concession in offshore Guinea while continuing to serve as operator.”
Additional information about the transaction is available in a Current Report on Form 8-K filed with the SEC by Hyperdynamics today. This press release shall not constitute an offer to sell or the solicitation of an offer to buy such common stock.
About Hyperdynamics
Hyperdynamics is an emerging independent oil and gas exploration and production company that is exploring for oil and gas offshore the Republic of Guinea in West Africa. To find out more, visit our website at www.hyperdynamics.com.
Forward Looking Statements
This news release and the Company’s website referenced in this news release contain forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding Hyperdynamics Corporation’s future plans and expected performance that are based on assumptions the Company believes to be reasonable. Statements preceded by, followed by or that otherwise include the words “believes”, “expects”, “anticipates”, “intends”, “projects”, “estimates”, “plans”, “may increase”, “may result”, “will result”, “may fluctuate” and similar expressions or future or conditional verbs such as “will”, “should”, “would”, “may” and “could” are generally forward-looking in nature and not historical facts. A number of risks and uncertainties could cause actual results to differ materially from these statements, including without limitation, funding and exploration efforts, fluctuations in oil and gas prices and other risk factors described from time to time in the Company’s reports filed with the SEC, including the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2010. The Company undertakes no obligation to publicly update these forward looking statements to reflect events or circumstances that occur after the issuance of this news release or to reflect any change in the Company’s expectations with respect to these forward looking statements.
HDY-IR
Contacts:
|
Dennard Rupp Gray & Lascar, LLC
|
|
|
Ken Dennard, Managing Partner
|
|
|
Jack Lascar, Partner
|
|
|
(713) 529-6600
|
|
|
Anne Pearson, Sr. Vice President
|
|
|
(210) 408-6321
|
VANCOUVER, Nov. 4 /PRNewswire/ – Aurizon Mines Ltd. (TSX:ARZ.to – News) (“Aurizon”) is pleased to announce results from the first thirteen (13) drill holes at the Marban Block property, located in the Malartic gold camp, in the Abitibi region of Quebec.
Significant intersections include:
- 11.89 grams of gold per tonne over 2.4 metres (MB-10-104),
- 5.13 grams of gold per tonne over 6.0 metres (MB-10-106),
- 80.8 metres averaging 1.21 grams of gold per tonne, including 11.06
grams of gold per tonne over 3.6 metres (MB-10-107),
- 7.81 grams of gold per tonne over 4.3 metres (MB-10-110), and
- 33.19 grams of gold per tonne over 2.4 metres (MB-10-117).
The drill holes were collared within the central portion of the Marban gold deposit and tested the entire width of the Marban Mine Sequence from surface to a vertical depth of 300 metres. The Mine Sequence, consisting of deformed mafic volcanic rocks, is approximately 250 metres wide in this area and hosts several important sulphide and gold mineralised shear zones extending along a 1.3 kilometre strike length. The results from the initial thirteen (13) holes at Marban are encouraging and confirm the potential for both bulk tonnage gold mineralisation and higher-grade ore shoots at shallow depths.
Aurizon Option
Aurizon can earn up to a 65% interest the Marban Block property under the terms of an option and joint venture agreement dated July 5, 2010 between the Company and NioGold Mining Corporation (“NioGold”). The initial 50% interest can be earned by incurring expenditures of C$20 million over three years, completing an updated NI 43-101 compliant mineral resource estimate, and by making a resource payment for 50% of the total gold ounces defined by the mineral resource estimate. NioGold is the project operator during the initial earn-in period (see Aurizon news release dated July 6, 2010).
The first year program under the terms of the option agreement includes 50,000 metres of diamond drilling. The program is mainly directed at better defining and increasing the near surface gold mineral resources at the Marban and Norlartic deposits of the Marban Block. The Marban Block includes the Gold Hawk, First Canadian, Norlartic and Marban properties and consists of forty-two (42) mining claims and three (3) mining concessions covering 976 hectares in the heart of the Malartic gold mining camp, Abitibi region, Quebec (see Aurizon news release dated July 6, 2010). Two drill rigs are currently in operation on the Marban deposit of the Marban Block.
Assay results are summarized in the table below.
Marban 2010 Drilling Results
-------------------------------------------------------------------------
Hole # Line Station Az Dip Depth From
(metres)
-------------------------------------------------------------------------
MB-10-102 0+50 W 0+75 S N180 degrees -45 degrees 225.0 45.0
144.0
including 160.5
-------------------------------------------------------------------------
MB-10-103 0+50 W 1+45 S N180 degrees -45 degrees 179.0 99.0
-------------------------------------------------------------------------
MB-10-104 0+45 W 0+13 S N180 degrees -47 degrees 304.0 124.3
160.8
-------------------------------------------------------------------------
MB-10-105 0+50 W 1+45 N N180 degrees -45 degrees 304.0 203.4
265.7
283.1
including 286.7
-------------------------------------------------------------------------
MB-10-106 0+50 W 2+15 N N180 degrees -45 degrees 444.0 224.7
254.3
including 274.0
303.1
including 309.1
353.5
including 361.9
385.7
including 398.9
-------------------------------------------------------------------------
MB-10-107 0+50 E 2+35 N N180 degrees -55 degrees 513.0 287.2
including 323.6
378.6
427.9
-------------------------------------------------------------------------
MB-10-110 0+00 0+40 S N180 degrees -50 degrees 253.0 202.0
-------------------------------------------------------------------------
MB-10-111 0+50 E 0+80 S N180 degrees -55 degrees 275.0 48.3
140.8
including 179.4
-------------------------------------------------------------------------
MB-10-112 0+50 E 1+40 S N180 degrees -55 degrees 224.5 147.2
-------------------------------------------------------------------------
MB-10-113 1+00 E 0+75 S N180 degrees -55 degrees 231.0 101.0
203.3
-------------------------------------------------------------------------
MB-10-114 0+50 E 1+05 N N180 degrees -56 degrees 374.0 267.0
334.1
including 335.3
including 353.6
-------------------------------------------------------------------------
MB-10-115 0+50 E 0+20 S N180 degrees -55 degrees 228.6 178.8
including 187.0
-------------------------------------------------------------------------
MB-10-117 0+02 W 0+43 N N180 degrees -52 degrees 248.0 115.0
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Hole # To Length Grade (grams of
(metres) (metres) gold per tonne) Zone(s)
-------------------------------------------------------------------------
MB-10-102 46.2 1.2 5.14 2
168.5 24.5 0.73 A-T
168.5 8.0 1.78 T
-------------------------------------------------------------------------
MB-10-103 100.2 1.2 4.08 T
-------------------------------------------------------------------------
MB-10-104 126.1 1.8 2.01 E
163.2 2.4 11.89 D1
-------------------------------------------------------------------------
MB-10-105 221.5 18.1 1.32 E-Z
266.9 1.2 7.46 D1
304.0 20.9 1.36 B-C
287.9 1.2 13.05 B
-------------------------------------------------------------------------
MB-10-106 225.9 1.2 6.40 2
277.6 23.3 1.86 EZ
275.2 1.2 28.80 E
317.2 14.1 2.47 D1
315.1 6.0 5.13 D1
374.0 20.5 1.89 C
367.2 5.3 4.30 C1
418.9 33.2 1.22 A-T
407.0 8.1 2.31 T
-------------------------------------------------------------------------
MB-10-107 368.0 80.8 1.21 B-D1-E-X
327.2 3.6 11.06 D1
391.0 12.4 0.44 C2
460.8 32.9 0.42 C1-A-T
-------------------------------------------------------------------------
MB-10-110 206.3 4.3 7.81 T
-------------------------------------------------------------------------
MB-10-111 49.5 1.2 6.51 2
191.5 50.7 0.56 A-B-C-D1-T
189.4 10.0 1.64 T
-------------------------------------------------------------------------
MB-10-112 150.8 3.6 2.03 T
-------------------------------------------------------------------------
MB-10-113 102.0 1.0 4.56 E
214.6 11.3 0.61 T
-------------------------------------------------------------------------
MB-10-114 310.2 43.2 0.35 B-C1-C2
361.4 27.3 0.74 T
336.1 0.8 4.44 T
356.0 2.4 3.11 T
-------------------------------------------------------------------------
MB-10-115 194.4 15.6 1.26 C-D1
193.2 6.2 2.45 C
-------------------------------------------------------------------------
MB-10-117 117.4 2.4 33.19 2
-------------------------------------------------------------------------
* Results for Holes MB-10-108 and 109 are pending. Hole MB-10-116
was abandoned at 71 metres depth due to drilling difficulties.
Quality Control and Qualified Person
Reported intervals are in core lengths but are anticipated to approximate true width, except where structural complexities occur, as the holes were drilled nearly perpendicular to the principal local structural orientation.
Diamond drill holes were drilled with NQ-size core in order to obtain larger sample volumes of the mineralised zones. The core was sealed and delivered by the drilling contractor to NioGold’s facilities located at the Norlartic mine site. The core was photographed for reference, logged and mineralised sections were sawed in half. Sample lengths vary between 0.5 to 1.5 metres. Half core samples were bagged, sealed and delivered to ALS Chemex in Val-d’Or, Quebec, an accredited laboratory. The remaining core is stored on site for reference. Samples were assayed by the fire-assay method using an atomic absorption finish on a 50 gram pulp split. A quality assurance and quality control program (QA/QC) was implemented by NioGold and the laboratory to insure the precision and reproducibility of the analytical method and results. The QA/QC program includes the insertion of standards, blanks and field duplicates in the sample batches sent to the laboratory and a systematic re-assaying of samples returning values above 2 grams of gold per tonne by the fire-assay method using a gravimetric finish. As well, pulps grading above 0.5 grams of gold per tonne are sent to Bourlamaque Assay Laboratories Ltd. in Val-d’Or for check assaying.
Information of a scientific or technical nature in this news release has been reviewed by Martin Demers, P. Geo, Manager, Exploration, a Qualified Person as defined by National Instrument 43-101.
Additional Information
The attached sketch shows the geological context of the Marban Block property, the position of the drill holes and a plan view of the Marban Block deposit.
http://files.newswire.ca/734/NR110410_Sketch.pdf
About Aurizon
Aurizon is a gold producer with a growth strategy focused on developing its existing projects in the Abitibi region of north-western Quebec, one of the world’s most favourable mining jurisdictions and prolific gold and base metal regions, and by increasing its asset base through accretive transactions. Aurizon shares trade on the Toronto Stock Exchange under the symbol “ARZ” and on the NYSE Amex under the symbol “AZK”. Additional information on Aurizon and its properties is available on Aurizon’s website at http://www.aurizon.com.
Forward Looking Statements and Information
This news release contains “forward-looking statements” and “forward-looking information” within the meaning of applicable securities regulations in Canada and the United States (collectively, “forward-looking information”). The forward-looking information contained in this news release is made as of the date of this news release. Except as required under applicable securities legislation, the Company does not intend, and does not assume any obligation, to update this forward-looking information.
Specifically, this news release contains forward-looking information with respect to future exploration work on the Marban Block property. Forward-looking information contained in this news release is based on certain assumptions that the Company believes are reasonable, that the current price of and demand for gold will be sustained or will improve. However, forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include, among others, the risk that actual results of exploration activities will be different than anticipated, that required supplies, equipment or personnel will not be available or will not be available on a timely basis or that the cost of labour, equipment or supplies will increase more than expected, that the future price of gold will decline, that the Canadian dollar will strengthen against the U.S. dollar, that mineral resources are not as estimated, that actual costs or actual results of reclamation activities are greater than expected; that changes in project parameters as plans continue to be refined may result in increased costs, of accidents, labour disputes and other risks generally associated with exploration, unanticipated delays in obtaining governmental approvals or financing or in the completion of exploration activities, as well as those factors and other risks more fully described in Aurizon’s Annual Information Form filed with the securities commission of all of the provinces and territories of Canada and in Aurizon’s Annual Report on Form 40-F filed with the United States Securities and Exchange Commission, which are available on Sedar at www.sedar.com and on Edgar at www.sec.gov/. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Readers are cautioned not to place undue reliance on forward-looking information due to the inherent uncertainty thereof.
ST. LOUIS–(BUSINESS WIRE)– LaBarge, Inc. (NYSE Amex: LB), a provider of electronics manufacturing services (EMS), today announced that strong, broad-based customer demand helped propel the Company’s financial results to record quarterly levels in the fiscal 2011 first quarter ended October 3, 2010, which consisted of 14 weeks instead of the typical 13 weeks.
“LaBarge had an excellent first fiscal quarter with bookings, sales and earnings setting new Company records and gross margin expanding from the same period last year. Our robust first-quarter results are attributable to outstanding operational execution and continued broad-based strength in customer demand, particularly in the defense, industrial and natural resources market sectors,” said Craig LaBarge, chairman of the board, chief executive officer and president.
Fiscal 2011 first-quarter net sales grew 35 percent to a record $85,448,000, compared with $63,155,000 in the comparable period a year earlier. Fiscal 2011 first-quarter net earnings grew 59 percent to a record $4,928,000, or $0.31 per diluted share, compared with $3,103,000, or $0.19 per diluted share, in the comparable period a year earlier.
Gross margin in the fiscal 2011 first quarter increased 100 basis points to 20.4 percent, compared with 19.4 percent in the fiscal 2010 first quarter.
Selling, general and administrative (SG&A) expense was $9,401,000, or 11.0 percent of sales, in the fiscal 2011 first quarter, compared with $8,090,000, or 12.8 percent of sales, in the fiscal 2010 first quarter.
Operating income in the fiscal 2011 first quarter was $8,030,000, or 9.4 percent of sales, up 94 percent from $4,140,000, or 6.6 percent of sales, in the fiscal 2010 first quarter.
Interest expense in the fiscal 2011 first quarter was $398,000, compared with $508,000 in the fiscal 2010 first quarter, reflecting lower average debt levels in the current-year period.
Income tax expense in the fiscal 2011 first quarter was $2,710,000, compared with $505,000 in the fiscal 2010 first quarter. Income tax expense in the 2010 period was impacted favorably by a one-time positive tax adjustment of $795,000.
Net cash from operating activities in the fiscal 2011 first quarter was $3,037,000, down from $6,262,000 in the fiscal 2010 first quarter, reflecting higher inventories in the current-year period to support increased sales levels.
Total debt at October 3, 2010, was $33,335,000, down 11 percent from $37,327,000 at June 27, 2010. Stockholders’ equity at October 3, 2010, was $120,598,000, up 4 percent from $115,640,000 at June 27, 2010.
Business Overview
Shipments to customers in the defense, industrial, natural resources and medical market sectors comprised approximately 96 percent of LaBarge’s fiscal 2011 first-quarter net sales.
Shipments to defense customers represented the largest portion of fiscal 2011 first-quarter net sales at 36 percent, compared with 49 percent in the fiscal 2010 first quarter. In actual dollars, fiscal 2011 first-quarter net sales from the defense market sector were virtually unchanged from the comparable period a year earlier.
Shipments to industrial customers represented 27 percent of fiscal 2011 first-quarter net sales, versus 17 percent in the fiscal 2010 first quarter. In actual dollars, fiscal 2011 first-quarter net sales from the industrial market sector increased 106 percent from the comparable period a year earlier, due to increased shipments across a wide range of industrial customers.
Shipments to natural resources customers represented 25 percent of fiscal 2011 first-quarter net sales versus 16 percent in the fiscal 2010 first quarter. In actual dollars, fiscal 2011 first-quarter net sales from the natural resources market sector increased 114 percent from the comparable period a year earlier, largely due to much higher shipments of electronic assemblies and systems to oil-and-gas and wind power customers.
Shipments to medical customers represented 9 percent of fiscal 2011 first-quarter net sales, versus 11 percent in the fiscal 2010 first quarter. In actual dollars, fiscal 2011 first-quarter net sales from the medical sector grew 8 percent from the comparable period a year earlier. The growth in medical sales from the prior year was the result of increased shipments to several medical sector customers.
Commentary and Outlook
“Order activity in all major market sectors was very strong during the fiscal 2011 first quarter, driving bookings to a record $113,596,000, up 70 percent from the comparable period a year earlier. Orders in the defense market sector led the way with first-quarter defense bookings growing 77 percent from the same period a year earlier,” said Mr. LaBarge. Higher bookings during the current-year first fiscal quarter resulted in backlog at October 3, 2010, increasing to $226,876,000, up 14 percent from $198,727,000 at June 27, 2010, and up 32 percent from $171,712,000 at the end of the fiscal 2010 first quarter. Approximately 78 percent of backlog at October 3, 2010, was scheduled to ship in the following 12 months.
“We expect sales and earnings in the fiscal 2011 second quarter, which will be a normal 13-week quarter, to be significantly higher than in last year’s second quarter. With regard to the 2011 full fiscal year, we expect net sales of $325 million to $340 million and diluted earnings per share of $1.12 to $1.18, compared with net sales of $289.3 million and diluted earnings per share of $0.93 in the 2010 fiscal year. Based on our current pipeline of new business opportunities, we believe bookings in our major market sectors will continue at a strong pace and will drive ongoing business strength throughout the current fiscal year,” said Mr. LaBarge.
Today’s Conference Call Webcast
Today, at 11 a.m. Eastern Time, LaBarge will host a live audio webcast of its discussion with the investment community regarding financial results for the Company’s fiscal 2011 first quarter. The webcast can be accessed on the Internet through http://viavid.net/dce.aspx?sid=00007CB1 and the investor relations calendar area of http://www.labarge.com. Following the live discussion, a replay of the webcast will be available at the same locations on the Internet. Any financial or statistical information presented during the call, including any non-GAAP financial measures, the most directly comparable GAAP measures and reconciliation to GAAP results, can be accessed via the news and events area of http://www.labarge.com.
About LaBarge, Inc.
LaBarge, Inc. is a broad-based provider of electronics to technology-driven companies in diverse industrial markets. The Company provides its customers with sophisticated electronic and electromechanical products through contract design and manufacturing services. Headquartered in St. Louis, LaBarge has operations in Arkansas, Missouri, Oklahoma, Pennsylvania, Texas and Wisconsin. The Company’s Web site address is http://www.labarge.com.
LaBarge, Inc.
|
Consolidated Statements of Income
|
(Unaudited)
|
(amounts in thousands, except per-share amounts)
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
|
|
|
October 3,
2010 |
|
September 27,
2009 |
|
|
|
|
|
Net sales |
|
|
$ |
85,448 |
|
|
$ |
63,155 |
|
|
|
|
|
|
|
|
|
|
Cost of sales |
|
|
|
68,017 |
|
|
|
50,925 |
Gross profit |
|
|
|
17,431 |
|
|
|
12,230 |
|
|
|
|
|
|
|
|
|
|
Selling and administrative expense |
|
|
|
9,401 |
|
|
|
8,090 |
Operating income |
|
|
|
8,030 |
|
|
|
4,140 |
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
|
398 |
|
|
|
508 |
|
Other (income) expense, net |
|
|
|
(6 |
) |
|
|
24 |
Earnings before income taxes |
|
|
|
7,638 |
|
|
|
3,608 |
|
|
|
|
|
|
|
|
|
|
Income tax expense |
|
|
|
2,710 |
|
|
|
505 |
Net earnings |
|
|
$ |
4,928 |
|
|
$ |
3,103 |
|
|
|
|
|
|
Basic net earnings per common share |
|
|
$ |
0.31 |
|
|
$ |
0.20 |
|
|
|
|
|
|
Average basic common shares outstanding |
|
|
|
15,685 |
|
|
|
15,743 |
|
|
|
|
|
|
Diluted net earnings per common share |
|
|
$ |
0.31 |
|
|
$ |
0.19 |
|
|
|
|
|
|
Average diluted common shares outstanding |
|
|
|
15,898 |
|
|
|
16,048 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LaBarge, Inc.
|
Consolidated Balance Sheets
|
(Unaudited)
|
(amounts in thousands, except share and per-share amounts)
|
|
|
|
|
|
|
|
October 3,
2010 |
|
June 27,
2010 |
ASSETS |
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
235 |
|
|
$ |
2,301 |
|
|
Accounts and other receivables, net |
|
|
45,039 |
|
|
46,807 |
|
|
Inventories |
|
|
72,103 |
|
|
64,536 |
|
|
Prepaid expenses |
|
|
1,538 |
|
|
1,062 |
|
|
Deferred tax assets, net |
|
|
3,805 |
|
|
3,655 |
|
|
Total current assets |
|
|
122,720 |
|
|
118,361 |
|
|
|
|
|
|
Property, plant and equipment, net of accumulated depreciation of $37,191 at October 3, 2010, and $35,704 at June 27, 2010
|
|
|
27,552 |
|
|
28,536 |
|
Intangible assets, net |
|
|
8,540 |
|
|
9,076 |
|
Goodwill |
|
|
43,424 |
|
|
43,424 |
|
Other assets |
|
|
5,199 |
|
|
5,125 |
|
|
Total assets |
|
$ |
207,435 |
|
|
$ |
204,522 |
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Short-term borrowings |
|
$ |
550 |
|
|
$ |
— |
|
|
Current maturities of long-term debt |
|
|
10,231 |
|
|
|
12,069 |
|
|
Trade accounts payable |
|
|
27,834 |
|
|
26,538 |
|
|
Accrued employee compensation |
|
|
12,168 |
|
|
14,625 |
|
|
Other accrued liabilities |
|
|
6,148 |
|
|
3,712 |
|
|
Cash advances from customers |
|
|
3,423 |
|
|
2,921 |
|
|
Total current liabilities |
|
|
60,354 |
|
|
59,865 |
|
Long-term advances from customers for purchase of materials |
|
|
308 |
|
|
46 |
|
Deferred tax liabilities, net |
|
|
2,494 |
|
|
2,494 |
|
Deferred gain on sale of real estate and other liabilities |
|
|
1,127 |
|
|
1,219 |
|
Long-term debt |
|
|
22,554 |
|
|
25,258 |
|
|
|
|
|
|
Stockholders’ equity: |
|
|
|
|
|
Common stock, $0.01 par value. Authorized 40,000,000 shares; 15,958,839 issued at both October 3, 2010, and June 27, 2010, including shares in treasury
|
|
|
160 |
|
|
160 |
|
|
Additional paid-in capital |
|
|
13,799 |
|
|
14,582 |
|
|
Retained earnings |
|
|
108,755 |
|
|
103,827 |
|
|
Accumulated other comprehensive loss |
|
(250 |
) |
|
(222
|
) |
|
Less cost of common stock in treasury shares of 160,008 at October 3, 2010, and 234,651 at June 27, 2010
|
|
(1,866
|
)
|
|
(2,707
|
)
|
|
|
|
|
|
|
Total stockholders’ equity |
|
|
120,598 |
|
|
115,640 |
|
|
|
|
|
|
|
|
Total liabilities and stockholders’ equity |
|
$ |
207,435 |
|
|
$ |
204,522 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LaBarge, Inc.
|
Consolidated Statements of Cash Flows
|
(Unaudited)
|
(amounts in thousands)
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
October 3,
2010 |
|
September 27,
2009 |
Cash flows from operating activities: |
|
|
|
|
|
Net earnings |
|
$ |
4,928 |
|
|
$ |
3,103 |
|
|
Adjustments to reconcile net cash provided by operating activities: |
|
|
|
|
|
Loss on disposal of property, plant and equipment |
|
|
— |
|
|
14 |
|
|
Depreciation and amortization |
|
|
2,168 |
|
|
2,238 |
|
|
Amortization of deferred gain on sale of real estate |
|
|
(120 |
) |
|
(120 |
) |
|
Share-based compensation |
|
|
376 |
|
|
308 |
|
|
Deferred taxes |
|
|
(148 |
) |
|
(78 |
) |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
Accounts and other receivables, net |
|
|
1,768 |
|
|
(478 |
) |
|
|
Inventories |
|
|
(7,567 |
) |
|
(660 |
) |
|
|
Prepaid expenses |
|
|
(476 |
) |
|
(167 |
) |
|
|
Trade accounts payable |
|
|
1,132 |
|
|
2,563 |
|
|
|
Accrued liabilities |
|
|
212 |
|
|
1,422 |
|
|
|
Cash advances from customers |
|
|
764 |
|
|
(1,883 |
) |
Net cash provided by operating activities |
|
|
3,037 |
|
|
6,262 |
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Additions to property, plant and equipment |
|
|
(401 |
) |
|
(1,922 |
) |
|
Proceeds from disposal of property, equipment and other assets
|
|
|
4 |
|
|
13 |
|
|
Additions to other assets |
|
|
(161 |
) |
|
(287 |
) |
Net cash used by investing activities |
|
|
(558 |
) |
|
(2,196 |
) |
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
Borrowings on revolving credit facility |
|
|
9,075 |
|
|
— |
|
|
Payments of revolving credit facility |
|
|
(8,525 |
) |
|
— |
|
|
Repayments of long-term debt |
|
|
(4,542 |
) |
|
(40 |
) |
|
Excess tax benefits from stock option exercises |
|
|
— |
|
|
387 |
|
|
Remittance of minimum taxes withheld as part of a net share settlement of stock option exercises
|
|
|
(562 |
) |
|
(841
|
)
|
|
Issuance of treasury stock |
|
|
9 |
|
|
63 |
|
|
Purchase of treasury stock |
|
|
— |
|
|
(140 |
) |
Net cash used by financing activities |
|
|
(4,545 |
) |
|
(571 |
) |
Net (decrease) increase in cash and cash equivalents |
|
|
(2,066 |
) |
|
3,495 |
|
Cash and cash equivalents at beginning of period |
|
|
2,301 |
|
|
4,297 |
|
Cash and cash equivalents at end of period |
|
$ |
235 |
|
|
$ |
7,792 |
|
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect management’s current expectations and involve a number of risks and uncertainties. Actual results may differ materially from such statements due to a variety of factors that could adversely affect LaBarge, Inc.’s operating results. These risks and factors are set forth in documents LaBarge, Inc. files with the Securities and Exchange Commission, specifically in the Company’s most recent Annual Report on Form 10-K and other reports it files from time to time. These forward-looking statements speak only as of the date such statements were made, or as of the date of the report or document in which they are contained, and the Company undertakes no obligation to update such information.
DALLAS, TX — (Marketwire) — 11/04/10 — DG® (NASDAQ: DGIT), a leading provider of digital media services to the advertising, entertainment and broadcast industries, today reported record third quarter financial results. Consolidated revenue for the third quarter 2010 increased 18% to $56.9 million compared to $48.3 million in the same period of 2009. Third quarter adjusted EBITDA increased 24% to $26.0 million compared to $21.0 million for the same period of 2009.
“The Q3 results were driven by 59% growth in HD revenues, a result of both increasing demand from marketers and advertisers for HD spots, as well as accelerating HD adoption by the leading network and television broadcasters,” said Scott Ginsburg, Chairman and CEO of DG. “A solid start to the new television season and strong performance in the entertainment and automotive verticals surpassed Company expectations.”
“At the same time DG took steps to bring digital technology to the Direct Response advertising space, which is one of the last unconverted segments of the North America broadcast market,” said Neil Nguyen, President and Chief Operating Officer of DG. “The Company acquired Matchpoint Media, a leader in the infomercial distribution market, and launched a dual edge server solution to address the specific needs of this market. We made significant progress in leveraging this technology in our longform business, and are pleased with the success in transitioning our Pathfire business to a retail model, signing a number of customer agreements in the quarter.”
Third quarter highlights include:
- Revenue growth of 18% compared to the year-earlier period.
- Adjusted EBITDA was $26.0 million, up 24% from the same period of 2009, which reported Adjusted EBITDA of $21.0 million.
- Revenue from the Company’s Internet media service division, Unicast, increased 31% from the year earlier period.
- As of September 30, 2010, the Company reported $91.7 million in cash and no debt.
- Revenue from the delivery of HD advertising content increased 59% to $24.7 million compared to $15.6 million in the same period of 2009.
- Net income was $9.9 million, or $0.34 per diluted share, compared to net income of $5.4 million, or $0.22 per diluted share in the same period of 2009.
- Non-GAAP net income was $12.8 million, or $0.44 per diluted share, compared to non-GAAP net income of $7.4 million, or $0.30 per diluted share in the same period of 2009.
- The Company acquired Matchpoint Media, a leader in the $5 billion Direct Response industry, on October 1, 2010 for $26 million in cash.
The Company recorded the following items during the third quarter including:
- A benefit of approximately $0.8 million related to the settlement of a vendor lawsuit, which reduced cost of revenues.
- Approximately $0.4 million in general and administrative expenses for costs related to certain ongoing securities claims.
- Approximately $0.5 million in general and administrative expenses for transaction related costs.
- Approximately $0.7 million in interest expense related to write down of the remaining deferred financing costs in connection with the Company’s termination of its revolving credit facility.
The Company recorded approximately $3.5 million of costs in general and administrative expenses for the nine months ended September 30, 2010 related to the settlement of a vendor lawsuit.
Q4 and Full Year 2010 Outlook
The Company expects revenues for the fourth quarter, ending December 31, to be approximately $67 million to $69 million and adjusted EBITDA to be approximately $29 million to $31 million. For Full Year 2010 the Company expects revenues of $238 million to $240 million and adjusted EBITDA of approximately $107 to $109 million. These estimates include the fourth quarter results from Matchpoint Media, which was acquired as of October 1, 2010.
“With industry leading technology and unmatched customer service, paired with the financial strength driven by the solid free cash flow generated by the business model, we look forward to exploring strategic opportunities to expand value to customers and shareholders,” concluded Mr. Ginsburg.
The terms “Adjusted EBITDA” and “non-GAAP net income” are defined below.
Third Quarter 2010 Financial Results Webcast
The Company’s third quarter conference call will be broadcast live on the Internet at 8:30 a.m. ET on Thursday, November 4, 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.DGit.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. “Non-GAAP net income” also excludes the one-time charges related to the early payoff of all outstanding indebtedness, specifically the loss recognized to terminate interest rate swap agreements and write-off of deferred loan fees. All amounts excluded from “non GAAP net income” are reported net of the tax benefit these 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, or are not expected to recur as they are not part of our ongoing operations.
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
DG FastChannel®, Inc. (now known as DG) provides innovative technology-based solutions to the advertising, broadcast and publishing industries. The Company serves more than 5,000 advertisers and agencies through a media distribution network of more than 28,000 radio, television, print and Web publishing destinations throughout the United States, Canada and Europe. DG utilizes satellite and internet transmission technologies, creative and production resources, digital asset management and syndication services that enable advertisers and agencies to work faster, smarter and more competitively. Through its Unicast, SourceEcreative, Treehouse and Springbox operating units, DG extends its benchmark of excellence to a wide roster of services ranging from custom rich media solutions and interactive marketing to direct response marketing and global creative intelligence. For more information, visit www.DGit.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. Such risks and uncertainties include the Company’s ability to integrate recent acquisitions and other risks relating to DG’s business which are set forth in the Company’s filings with the Securities and Exchange Commission. DG assumes no obligation to publicly update or revise any forward-looking statements.
(Financial Tables Follow)
DG
Unaudited Condensed Consolidated Statements of Income
(In thousands, except per share amounts)
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------- --------------------
2010 2009 2010 2009
--------- --------- --------- ---------
Revenues $ 56,939 $ 48,268 $ 171,437 $ 133,403
Cost of revenues 18,135 16,913 54,477 52,975
Sales and marketing 3,291 3,174 9,868 9,022
Research and development 2,709 1,423 7,254 3,508
General and administrative 6,809 5,725 21,579 15,928
--------- --------- --------- ---------
Operating expenses, excluding
depreciation and amortization
and share-based compensation 30,944 27,235 93,178 81,433
--------- --------- --------- ---------
Adjusted EBITDA 25,995 21,033 78,259 51,970
Depreciation and amortization 7,115 6,893 21,496 19,527
Share-based compensation 1,235 1,092 3,463 3,390
--------- --------- --------- ---------
Operating income 17,645 13,048 53,300 29,053
Write-off of deferred loan
fees 713 -- 2,875 266
Loss on interest rate swap
termination -- -- 2,135 --
Other interest expense, net 9 2,378 2,235 9,335
--------- --------- --------- ---------
Interest expense and other, net 722 2,378 7,245 9,601
--------- --------- --------- ---------
Income before income taxes 16,923 10,670 46,055 19,452
Provision for income taxes 7,023 5,312 19,113 8,914
--------- --------- --------- ---------
Net income $ 9,900 $ 5,358 $ 26,942 $ 10,538
========= ========= ========= =========
Earnings per share:
Basic $ 0.35 $ 0.22 $ 0.99 $ 0.47
Diluted $ 0.34 $ 0.22 $ 0.98 $ 0.46
Weighted average shares
outstanding:
Basic 28,400 23,828 26,896 22,101
Diluted 28,666 24,308 27,274 22,557
DG
Reconciliation of GAAP Net Income to Non-GAAP Net Income and Adjusted
EBITDA
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------- --------------------
2010 2009 2010 2009
--------- --------- --------- ---------
Net income $ 9,900 $ 5,358 $ 26,942 $ 10,538
Amortization of intangibles 3,027 2,930 9,080 8,790
Share-based compensation 1,235 1,092 3,463 3,390
Write-off of deferred loan fees
and loss on interest rate swap
termination 713 -- 5,010 266
Income tax effect of above items (2,065) (2,002) (7,285) (5,458)
--------- --------- --------- ---------
Non-GAAP net income 12,810 7,378 37,210 17,526
Other interest expense, net 9 2,378 2,235 9,335
Add back income tax effect of
items within Non-GAAP net
income shown above 2,065 2,002 7,285 5,458
Provision for income taxes 7,023 5,312 19,113 8,914
Depreciation expense 4,088 3,963 12,416 10,737
--------- --------- --------- ---------
Adjusted EBITDA $ 25,995 $ 21,033 $ 78,259 $ 51,970
========= ========= ========= =========
Non-GAAP earnings per share:
Basic $ 0.45 $ 0.31 $ 1.37 $ 0.78
Diluted $ 0.44 $ 0.30 $ 1.35 $ 0.77
Weighted average shares
outstanding:
Basic 28,400 23,828 26,896 22,101
Diluted 28,666 24,308 27,274 22,557
Reconciliation of Diluted GAAP Earnings per Share to Diluted Non-GAAP
Earnings per Share
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
--------- --------- --------- ---------
2010 2009 2010 2009
--------- --------- --------- ---------
GAAP earnings per share -
diluted $ 0.34 $ 0.22 $ 0.98 $ 0.46
Amortization of intangibles 0.10 0.12 0.33 0.39
Share-based compensation 0.04 0.04 0.13 0.15
Write-off of deferred loan fees
and loss on interest rate swap
termination 0.03 -- 0.18 0.01
Income tax effect of above items (0.07) (0.08) (0.27) (0.24)
--------- --------- --------- ---------
Non-GAAP earnings per share -
diluted $ 0.44 $ 0.30 $ 1.35 $ 0.77
========= ========= ========= =========
DG
Condensed Consolidated Balance Sheets
(In thousands)
September 30, December 31,
2010 2009
------------- ------------
(unaudited)
Cash $ 91,677 $ 33,870
Accounts receivable, net 48,592 51,309
Property and equipment, net 40,807 41,520
Goodwill 214,777 214,777
Deferred income taxes 15,265 28,066
Intangibles, net 93,330 102,411
Other 4,588 6,339
------------- ------------
Total assets $ 509,036 $ 478,292
============= ============
Accounts payable and accrued liabilities $ 16,095 $ 21,878
Deferred revenue 1,657 2,206
Debt -- 102,462
Other 2,586 4,580
------------- ------------
Total liabilities 20,338 131,126
Total stockholders' equity 488,698 347,166
------------- ------------
Total liabilities and stockholders' equity $ 509,036 $ 478,292
============= ============
For more information contact:
Omar Choucair
Chief Financial Officer
DG
972/581-2000
JoAnn Horne
Market Street Partners
415/445-3233
RALEIGH, N.C., Nov. 4, 2010 /PRNewswire-FirstCall/ — Capital Bank Corporation (Nasdaq: CBKN) (the “Company”), the parent company of Capital Bank, today announced that North American Financial Holdings, Inc. (“NAFH”) agreed to invest approximately $181 million in the Company through the purchase of the Company’s common stock. The transaction will result in NAFH owning approximately 85% of the Company’s common stock.
This transaction will allow Capital Bank to continue to serve its customers’ complete banking needs while supporting NAFH’s planned expansion throughout the Southeast. R. Eugene Taylor, NAFH’s CEO, and Christopher G. Marshall, NAFH’s CFO, will be added to the management team as the Company’s CEO and CFO and members of the Company’s Board of Directors upon closing of the investment transaction. B. Grant Yarber and Michael R. Moore are expected to remain in senior executive roles at Capital Bank. The Company’s Board of Directors will be reconstituted with a combination of two existing members and new NAFH-designated Board members.
“We are thrilled to have NAFH invest such a significant amount of capital in Capital Bank Corporation,” said Yarber. “We strongly believe that this is indicative of the value of our franchise and the markets that we enjoy. This capital injection will allow Capital Bank to move forward providing expanded opportunities for our customers, our employees, and our shareholders.”
“Capital Bank has a great history of serving the markets where it operates in North Carolina,” said Taylor. “We are proud to partner with Capital Bank to further develop its potential in these very strong markets and capitalize on the synergies with our four recent bank acquisitions.”
Pursuant to the investment agreement, and subject to receipt of all necessary regulatory approvals, shareholder approval, and certain other customary closing conditions, NAFH will acquire shares of the Company’s common stock at a price of $2.55 per share. Provisions of the agreement include:
- The issuance of contingent value rights (“CVRs”) to existing shareholders prior to closing that would entitle such shareholders to receive up to $0.75 in cash per CVR at the end of a five-year period based on the credit performance of Capital Bank’s existing loan portfolio;
- A closing condition requiring the repurchase or redemption of the Company’s preferred stock and warrant held by the U.S. Department of the Treasury (the “Treasury”) through the Company’s participation in TARP, subject to the Company approaching the Treasury with a repurchase proposal and reaching an agreement with the Treasury;
- A rights offering by the Company to its legacy shareholders to acquire up to 5 million shares of the Company’s common stock at $2.55 per share; and
- NAFH’s right to conduct a tender offer at any time to purchase up to 5.25 million shares of the Company’s common stock at a price not less than $2.55 per share.
Wachtell, Lipton, Rosen & Katz served as legal advisor to NAFH. McColl Partners, LLC and The Orr Group, LLC served as financial advisors and Smith, Anderson, Blount, Dorsett, Mitchell & Jernigan, L.L.P. served as legal advisor to Capital Bank Corporation.
About NAFH
North American Financial Holdings, Inc. is a national bank holding company that was incorporated in the state of Delaware in 2009. NAFH has raised approximately $900 million of equity capital, which it intends to invest in undercapitalized banks with the goal of establishing a strongly capitalized, high performance regional bank. NAFH has previously invested in TIB Financial Corp., MetroBank of Dade Country, Turnberry Bank and First National Bank of the South.
The management team of NAFH includes:
R. Eugene (Gene) Taylor, NAFH Chairman and Chief Executive Officer. Mr. Taylor retired as Vice Chairman of Bank of America following a 38-year career during which he served as President of Bank of America’s Consumer and Commercial Bank and the Global Corporate and Investment Bank. He is a native Floridian and a graduate of the Florida State University School of Business.
Christopher (Chris) G. Marshall, NAFH Chief Financial Officer, previously served as CFO and COO of Bank of America’s Global Consumer and Small Business Bank and as Chief Financial Officer of Fifth Third Bank. Mr. Marshall is a graduate of the University of Florida and Pepperdine University School of Business.
R. Bruce Singletary, NAFH Chief Risk Officer, spent 31 years at Bank of America in various credit risk roles, including serving as Chief Risk Officer for Bank of America’s Florida Bank. Mr. Singletary graduated from Clemson University and earned an MBA from Georgia State University.
Kenneth (Ken) A. Posner, spent 15 years at Morgan Stanley, most recently serving as a Managing Director and equity research analyst for a wide range of financial services firms. Mr. Posner is a graduate of Yale College and earned an MBA from the University of Chicago.
About Capital Bank Corporation
Capital Bank Corporation, headquartered in Raleigh, N.C., with approximately $1.6 billion in total assets, offers a broad range of financial services. The Company operates 33 banking offices in Asheville (4), Burlington (3), Cary (2), Clayton, Fayetteville (4), Graham, Hickory, Holly Springs, Hope Mills, Mebane, Morrisville, Oxford, Pittsboro, Raleigh (5), Sanford (3), Siler City, Wake Forest and Zebulon. The Company’s website address is http://www.capitalbank-us.com.
Cautionary Statement
The investment discussed above involves the sale of securities in a private transaction that will not be registered under the Securities Act of 1933, as amended, and will be subject to the resale restrictions under that act. Such securities may not be offered or sold absent registration or an applicable exemption from registration requirements. This document does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Forward-looking Statements
Information in this press release contains forward-looking statements. These statements involve risks and uncertainties that could cause actual results to differ materially, including without limitation, delays in obtaining or failure to receive required regulatory approvals, including approval by the North Carolina Office of the Commissioner of Banks and the Board of Governors of the Federal Reserve System and the Treasury’s agreement to permit the Company to redeem or repurchase the Treasury’s preferred stock and warrant, the possibility that fewer than the required number of the Company’s shareholders vote to approve the investment or the amendment to the Company’s articles of incorporation, the occurrence of events that would have a material adverse effect on the Company as described in the investment agreement, the risk that the investment agreement could be terminated under circumstances that would require the Company to pay a termination fee of $5 million, and other uncertainties arising in connection with the proposed investment transaction. Additional factors that could cause actual results to differ materially are discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”), including without limitation its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q and its Current Reports on Form 8-K. The Company does not undertake a duty to update any forward-looking statements in this press release.
Additional Information and Where to Find It
This communication may be deemed to be solicitation material in respect of the proposed investment in the Company by NAFH. The Company will file a proxy statement and other documents regarding the proposed investment transaction described in this press release with the SEC. SHAREHOLDERS OF THE COMPANY ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE COMPANY’S PROXY STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the proxy statement and other relevant documents free of charge at the SEC’s website, http://www.sec.gov, and the Company’s shareholders will receive information at an appropriate time on how to obtain the proxy statement and other transaction-related documents for free from the Company. Such documents are not currently available.
The Company and its directors, executive officers, certain members of management, and employees may have interests in the proposed investment transaction or be deemed to be participants in the solicitation of proxies of the Company’s shareholders to approve the proposed investment transaction. Certain information regarding the participants and their interest in the solicitation is set forth in the proxy statement for the Company’s 2010 Annual Meeting of Shareholders filed with the SEC on April 30, 2010. Shareholders may obtain additional information regarding the interests of such participants by reading the proxy statement relating to the proposed transaction when it becomes available.
SOURCE Capital Bank Corporation
B. Grant Yarber, President and Chief Executive Officer, Capital Bank Corporation, +1-919-645-3494, gyarber@capitalbank-us.com; Christopher G. Marshall, Chief Financial Officer, North American Financial Holdings, Inc., +1-704-554-5901, cmarshall@nafhinc.com
TAIYUAN, China, Nov. 3, 2010 /PRNewswire-Asia-FirstCall/ — Puda Coal, Inc. (NYSE Amex: PUDA) (“Puda Coal” or the “Company”), a supplier of high grade metallurgical coking coal used to produce coke for steel manufacturing in China and a consolidator of twelve coal mines in Shanxi Province, today announced that Shanxi Puda Coal Group Co. Ltd (“Shanxi Coal”), a 90% subsidiary of Puda Coal, entered into separate coal mining rights and mining assets transfer agreements with two coal mines located in Pinglu County, Shanxi Province, on October 28, 2010, Shanxi Pinglu Renling Coal Industry Ltd. (“Renling Coal”) and Pinglu County Donggou Coal Mine (“Donggou Coal”).
Pursuant to the agreement with Renling Coal, Shanxi Coal will pay Renling Coal an aggregate purchase price of RMB 205,000,000 (approximately $30.65 million) in cash, of which RMB 38,830,000 ($5.80 million) is for Renling Coal’s tangible assets and RMB 166,170,000 ($24.85 million) is for the mining rights of and compensation to Renling Coal.
Pursuant to the agreement with Donggou Coal, Shanxi Coal will pay Donggou Coal an aggregate purchase price of RMB 77,500,000 (approximately $11.59 million) in cash, of which RMB 9,130,000 ($1.37 million) is for Donggou Coal’s tangible assets and RMB 68,370,000 ($10.22 million) is for the mining rights of and compensation to Donggou Coal.
Under each agreement, Shanxi Coal agrees to pay 50% of the purchase price within three days of signing, 40% of the purchase price within 30 days after assets transfer is completed and the mining permits and property deeds are transferred, and the remaining 10% of the purchase price six months after the mining permits and property deeds are transferred.
Pursuant to the above agreements, Renling Coal and Donggou Coal will be responsible for canceling or terminating their respective employment contracts (or labor relationships) with their staff, paying all unpaid wage, premium and welfare expenses, and bearing all of the expenses caused by the cancellation or termination of the employment contracts.
Shanxi Coal plans to place all the purchased assets of Renling Coal and Donggou Coal into Shanxi Pinglu Dajinhe Jinyi Coal Industry Co., Ltd., a newly established project company approved by the Shanxi provincial government, which is one of the three project companies to be set up by Shanxi Coal as Phase II of the Pinglu Project.
Phase II of the Pinglu Project will be co-developed by Shanxi Coal, Mr. Zhao Ming and Mr. Gao Jianping (the “Co-Investors”) based on the Investment Cooperation Agreement signed on August 1, 2010, pursuant to which Shanxi Coal, Mr. Ming Zhao and Mr. Jianping Gao will contribute 40%, 30% and 30%, respectively, of the total investment needed for the consolidation and construction of Phase II of the Pinglu Project.
The Co-Investors authorized Shanxi Coal to manage Phase II of the Pinglu Project. The Renling Coal and Donggou Coal mining assets acquisition, as well as the subsequent project company construction, will be developed by the Co-Investors.
Upon completion of the transfer of the mining rights and mining assets under the above agreements, Shanxi Coal plans to close down Donggou Coal and consolidate its underground coal reserves into Renling Coal, which will undergo improvements and construction to increase the designed annual capacity of the two coal mines from the current aggregate annual capacity of 450,000 metric tons to 900,000 metric tons. The Company expects to complete the consolidation and restructuring within twelve months after the closing of the asset acquisitions. Renling Coal and Donggou Coal have high quality thermal coal reserves and the underground coal reserves are intact and easy to explore.
“Our Pinglu Project Phase II continues to gain momentum as we have entered into definitive agreements to purchase four coal mines to be consolidated as part of Phase II,” commented Mr. Liping Zhu, CEO of Puda Coal. “We become increasingly confident in our ability to manage the coal mine consolidation process as we transform Puda Coal into an integrated coal washing and coal mining company. We believe our vertically integrated operations will further mitigate our operating risks, diversify our revenue sources and enhance our operating margin.”
About Puda Coal, Inc.
Puda Coal, through its subsidiaries, supplies premium high grade metallurgical coking coal used to produce coke for steel manufacturing in China. The Company currently possesses 3.5 million metric tons of annual coking coal capacity. The Company has recently moved upstream into coal mining, as a consolidator and acquirer of coal mines in Shanxi Province, including the Pinglu projects and the Jianhe projects. On September 30, 2009, Shanxi Coal, a 90% indirect subsidiary of the Company, was appointed by the Shanxi provincial government as an acquirer and consolidator of eight thermal coal mines located Pinglu County in southern Shanxi Province. Shanxi Coal plans to consolidate the eight coal mines into five, increasing their total annual capacity from approximately 1.6 million to 3.6 million metric tons. Shanxi Coal received another approval by the Shanxi provincial government to consolidate four additional coking coal mines into one coal mine in Huozhou County. After the completion of the consolidation, the Jianhe project is expected to increase the total annual capacity from 720,000 metric tons to 900,000 metric tons, according to the Shanxi provincial government’s approval. For more information, please visit http://www.pudacoalinc.com
Forward-Looking Statements
The information contained herein includes forward-looking statements. These statements relate to future events or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. For example, the closing of the transactions contemplated under each coal mine acquisition agreement is subject to various closing conditions, and the anticipated annual capacity of the acquired coal mines will be subject to risks and uncertainties relating to market and geological conditions as well as our management‘s ability to operate and manage the coal mines. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.
Company Contact: |
|
Laby Wu, Chief Financial Officer, Director of Investor Relations |
|
Puda Coal, Inc. |
|
Tel: +86-10-6439-2405 |
|
Email: labywu@gmail.com |
|
Web: http://www.pudacoalinc.com |
|
|
|
Investor Relations Contact: |
|
Crocker Coulson, President |
|
CCG Investor Relations |
|
Tel: +1-646-213-1915 |
|
Email: crocker.coulson@ccgir.com |
|
|
|
Elaine Ketchmere, Partner |
|
Tel: +1-310-954-1345 |
|
Email: elaine.ketchmere@ccgir.com |
|
Web: www.ccgirasia.com |
Nov. 3, 2010 (Business Wire) — Asia Entertainment & Resources Ltd. (“AERL”) (NASDAQ: AERL, AERLW), which operates through its subsidiaries and related promoter companies as a VIP room gaming promoter, today announced unaudited Rolling Chip Turnover (as defined below) for the month of October 2010 which includes the Golden Week holiday which started October 1st. Rolling Chip Turnover for the month of October 2010 for the company’s two VIP rooms in Macau was US$1.147 billion, up 72% year-over-year, compared to US$667 million for the month of October 2009. Rolling Chip Turnover for the first ten months of 2010 in Macau was US$7.882 billion, up 99% year-over-year, compared to US$3.951 billion for the first ten months of 2009.
The Company’s VIP rooms are primarily focused on high stakes baccarat. Baccarat accounts for approximately 88% of total Macau casino winnings according to the Macau Gaming Inspection and Coordination Bureau (DICJ). In Macau, two remuneration methods are used to compensate VIP room gaming promoters. On a fixed commission basis, VIP room gaming promoter revenues are based on an agreed percentage of Rolling Chip Turnover. On a win/loss split basis, the VIP room gaming promoter receives an agreed percentage of the “win” in the VIP gaming room (plus certain incentive allowances), and is required to also bear the same percentage of losses that might be incurred. Compared to the fixed commission basis, the win/loss split basis subjects the VIP room gaming promoter to the risk of losses from the gaming patron’s activity and greater volatility.
In the first nine months of 2009, all of AERL’s business was on a win/loss split model. However, to reduce the risks of losses and volatility, at the end of October 2009, AERL successfully transitioned the VIP room in the Galaxy Star World in Downtown Macau to a fixed 1.25% commission on Rolling Chip Turnover. During the first ten months of 2010, the majority of AERL’s business was on a fixed commission basis. The VIP room at the MGM Grand Hotel and Casino continues to operate at an approximately 43% (including certain incentive allowances) win/loss split basis. At this rate, and assuming a win rate (the percentage that a casino’s win is of the total amount bet) of 2.9%, AERL would have the same revenues at the MGM Grand Hotel as if it operated under a 1.25% fixed commission basis. However, if the win rate was over 2.9%, AERL would have more revenues than if it operated on the 1.25% fixed commission basis. For the month of October, the win rate at MGM – which generates approximately 20% of the Rolling Chip Turnover – continues to be below the average of 2.9%. Because the larger part of AERL’s revenues is now directly related to Rolling Chip Turnover, the Company is concentrating its marketing efforts to increase the number of patrons and the amount of play at its VIP gaming room that operates under the 1.25% fixed commission basis. Consequently, in order to increase the Rolling Chip Turnover, the Company reinvests its earnings to increase the amount of cage capital available to finance the increased patron activity. Based on a statistical average of 3.00%, AERL’s net profit before general and administrative expenses is typically 0.45% of the Rolling Chip Turnover.
Under the win/loss split model, AERL’s VIP gaming promoters’ gross win rate as a percentage of Rolling Chip Turnover has historically ranged between approximately 1.1% and 4.5%. The industry average gross win rate for Baccarat is approximately 2.85% to 3.00%. Theoretical win rates for AERL’s VIP gaming promoters’ VIP gaming room operations depend on a variety of factors, some beyond their control, such as the element of chance that characterizes the gaming industry. Theoretical win rates are also affected by other factors, including gaming patrons’ skill and experience, the mix of games played, the financial resources of gaming patrons, the spread of table limits, the volume of bets placed by AERL’s VIP gaming promoters’ gaming patrons and the amount of time gaming patrons spend on gambling — thus VIP gaming rooms’ actual win rates may differ greatly over short time periods, such as from quarter to quarter, and could cause quarterly results to be volatile. These factors, alone or in combination, have the potential to negatively impact the VIP gaming rooms’ win rates.
Definition of Rolling Chip Turnover
Rolling Chip Turnover is used by casinos to measure the volume of VIP business transacted and represents the aggregate amount of bets players make. Bets are wagered with “non-negotiable chips” and winning bets are paid out by casinos in so-called “cash” chips. “Non-negotiable chips” are specifically designed for VIP players to allow casinos to calculate the commission payable to VIP room gaming promoters. Commissions are paid based on the total amount of “non-negotiable chips” purchased by each player. VIP room gaming promoters therefore require the players to “roll,” from time to time, their “cash chips” into “non-negotiable” chips for further betting so that they may receive their commissions (hence the term “Rolling Chip Turnover”). Through the promoters, “non-negotiable chips” can be converted back into cash at any time. Betting using rolling chips, as opposed to using cash chips, is also used by the DICJ to distinguish between VIP table revenue and mass market table revenue.
About Asia Entertainment & Resources Ltd.
AERL, formerly known as CS China Acquisition Corp., acquired AGRL on February 2, 2010. AGRL is an investment holding company of subsidiaries that, through profit interest agreements with affiliated companies known as VIP gaming promoters, are entitled to receive all of the profits of the VIP gaming promoters from VIP gaming rooms. AGRL’s VIP room gaming promoters currently participate in the promotion of two major luxury VIP gaming facilities in Macau, China, the largest gaming market in the world. One of the VIP gaming rooms is located at the top-tier MGM Grand Macau Casino in downtown Macau that is operated by the MGM Grand Paradise S.A. The other Macau VIP gaming facility is located in the luxury 5-star hotel, the Star World Hotel & Casino in downtown Macau, which is operated by Galaxy Casino, S.A.
Forward Looking Statements
This press release includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements, based upon the current beliefs and expectations of AERL’s management, are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements.

Asia Entertainment & Resources Ltd.
James Preissler, 646-450-8808
preissj@aerlf.com
BEIJING, Nov. 3, 2010 /PRNewswire-Asia-FirstCall/ — Fushi Copperweld, Inc. (“Fushi” or the “Company”) (Nasdaq: FSIN ), the leading global manufacturer and innovator of copper-clad bimetallic wire used in a variety of telecommunication, utility, transportation and other electrical applications, today announced that its Board of Directors has received a proposal letter from its Chairman and Chief Executive Officer, Mr. Li Fu (“Mr. Fu”) and Abax Global Capital (Hong Kong) Limited on behalf of funds managed by it and its affiliates (“Abax”) for Mr. Fu and Abax to acquire all of the outstanding shares of Common Stock of Fushi not currently owned by Mr. Fu and his affiliates in a going private transaction for $11.50 per share in cash, subject to certain conditions. Mr. Fu and his affiliates own approximately 29.2% of Fushi’s Common Stock. According to the proposal letter, Mr. Fu and Abax will form an acquisition vehicle for the purpose of completing the acquisition and plan to finance the acquisition with a combination of debt and equity capital. The proposal letter states that the equity portion of the financing would be provided by Mr. Fu, Abax and related sources. The proposal letter also states that Mr. Fu and Abax are currently in discussion to engage a financial advisor to the acquisition vehicle that will be formed by Mr. Fu and Abax.
Fushi’s Board of Directors has formed a special committee of independent directors consisting of John F. “Jack” Perkowski, Barry Raeburn and Feng Bai (the “Special Committee”) to consider this proposal. The Special Committee intends to retain independent advisors, including an independent financial advisor, to assist it in its work. No decisions have been made by the Special Committee with respect to Fushi’s response to the proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated.
About Fushi Copperweld
Fushi Copperweld, Inc., through its wholly owned subsidiaries, Fushi International (Dalian) Bimetallic Cable Co. Ltd., and Copperweld Bimetallics LLC, is the leading manufacturer and innovator of copper-clad bimetallic engineered conductor products for electrical, telecommunications, transportation, utilities and industrial applications. With extensive design and production capabilities, and a long-standing dedication to customer service, Fushi Copperweld is the preferred choice for bimetallic products worldwide.
Safe Harbor Statement
This press release may include certain statements that are not descriptions of historical facts, but are forward-looking statements. Forward-looking statements can be identified by the use of forward-looking terminology such as “will” “believes”, “expects” or similar expressions. These forward-looking statements may also include statements about our proposed discussions related to our business or growth strategy, which is subject to change. Such information is based upon expectations of our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to uncertainties and contingencies beyond our control and upon assumptions with respect to future business decisions, which are subject to change. We do not undertake to update the forward-looking statements contained in this press release. For a description of the risks and uncertainties that may cause actual results to differ from the forward-looking statements contained in this press release, see our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 10-K, and our subsequent SEC filings. Copies of filings made with the SEC are available through the SEC’s electronic data gathering analysis retrieval system (EDGAR) at www.sec.gov.
For more information, please contact: |
|
Investors |
|
Nathan J. Anderson, VP/Corporate Development – Fushi Copperweld, Inc. |
|
Phone +1.931.433.0482 – E-mail: IR@fushicopperweld.com |
|
Web: www.fushicopperweld.com |
OR-YEHUDA, Israel, Nov. 3, 2010 /PRNewswire-FirstCall/ — Magic Software Enterprises Ltd. (Nasdaq: MGIC), a global provider of application platforms and business and process integration solutions, today announced its financial results for the third quarter ended September 30, 2010. All dollar amounts are quoted in US Dollars.
Financial Highlights for the Third Quarter and Nine-Month periods ended September 30, 2010
- Third quarter revenues increased 66% year-over-year from $13.5 million to $22.4 million , and 4% from the second quarter of 2010;
- Operating income for the third quarter tripled to $2.5 million compared to $0.8 million in the same period last year;
- Operating and net income for the nine-month period of 2010 more than doubled to $6.3 million, compared to $2.5 million and $2.7 million respectively in the same period last year;
- Operating cash flow for the first nine-months of 2010 increased 106% to $8.9 million compared to $ $4.3 million in the same period last year.
Results
For the third quarter ended September 30, 2010, total revenues were $22.4 million, with net income of $2.5 million, or $0.08 per fully diluted share. This compares with revenues of $13.5 million and net income of $0.9 million, or $0.03 per fully diluted share, for the same period last year.
Operating income was $2.5 million, or $0.08 per fully diluted share, for the third quarter of 2010. This compares to operating income of $0.8 million, or $0.03 per fully diluted share, for the same period a year ago.
For the nine-month period ended September 30, 2010, total revenues were $63.6 million, with net income of $6.3 million, or $0.19 per fully diluted share. This compares with revenues of $40.9 million and net income of $2.7 million, or $0.08 per fully diluted share, for the same period last year.
Operating income was $6.3 million, or $0.19 per fully diluted share, for the nine-month period of 2010. This compares to operating income of $2.5 million, or $0.08 per fully diluted share, for the same period a year ago.
Total cash, cash equivalents and short-term investments net of short term bank credit as of September 30, 2010 was $25.7 million.
Management Commentary
Commenting on the results, Guy Bernstein, acting chief executive officer of Magic Software, said: “I am very pleased to report robust growth and continued improvement in all our operations for the third quarter. This has been driven by greater demand for our professional services and improved license sales of our uniPaaS RIA application platform among enterprises and independent software vendors worldwide.”
Summary of the Quarter
- New customers and license sales for uniPaaS and iBOLT, particularly in Japan, Netherlands and U.S. have increased;
- The number of new partners continued to increase. New partners signed on in the quarter include: Pallas Athena in Netherlands, Admiral Technology, Nexus 451, Forza Consulting and SMB Group in UK, and Relational SA In Greece.
- The Company’s Japanese branch reports improved revenues and profitability, which was attributed to migration projects to our flagship uniPaaS RIA application platform.
- The Company executed global customer events in Hungary and Germany and for the first time in Poland.
Non-GAAP Financial Measures
This release includes non-GAAP operating income, net income, basic and diluted earnings per share and other non-GAAP financial measures. These non-GAAP measures exclude the following items:
- Amortization of purchased intangible assets;
- In-process research and development capitalization and amortization and;
- Equity-based compensation expense.
Magic Software’s management believes that the presentation of non-GAAP measures provide useful information to investors and management regarding financial and business trends relating to the Company’s financial condition and results of operations as well as the net amount of cash generated by its business operations after taking into account capital spending required to maintain or expand the business.
These non-GAAP financial measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from non-GAAP financial measures used by other companies. In addition, these non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles. Magic Software believes that non-GAAP financial measures have limitations in that they do not reflect all of the amounts associated with Magic Software’s results of operations as determined in accordance with GAAP and that these measures should only be used to evaluate Magic Software’s results of operations in conjunction with the corresponding GAAP measures.
Please refer to the Reconciliation of Selected Financial Metrics from GAAP to Non-GAAP tables below.
About Magic Software
Magic Software Enterprises Ltd. (Nasdaq: MGIC) is a global provider of on-premise and cloud-enabled application platform solutions – including full client, rich internet applications (RIA), mobile or Software-as-a-Service (SaaS) modes – and business and process integration solutions. Magic Software has 13 offices worldwide and a presence in over 50 countries with a global network of ISVs, system integrators, value-added distributors and resellers, as well as consulting and OEM partners. The company’s award-winning, code-free solutions give partners and customers the power to leverage existing IT resources, enhance business agility and focus on core business priorities. Magic Software’s technological approach, product roadmap and corporate strategy are recognized by leading industry analysts. Magic Software has partnerships with global IT leaders including SAP AG, salesforce.com, IBM and Oracle. For more information visit about Magic Software and its products and services, visit www.magicsoftware.com, and for more about our industry-related news, business issues and trends, read the Magic Software Blog.
Except for the historical information contained herein, the matters discussed in this news release include forward-looking statements that may involve a number of risks and uncertainties. Actual results may vary significantly based upon a number of factors including, but not limited to, risks in product and technology development, market acceptance of new products and continuing product conditions, both here and abroad, release and sales of new products by strategic resellers and customers, and other risk factors detailed in the Company’s most recent annual report and other filings with the Securities and Exchange Commission.
Magic is the trademark of Magic Software Enterprises Ltd. All other trademarks are the trademarks of their respective owners.
Company Contact:
|
|
Tania Amar, VP Marketing
|
|
Magic Software Enterprises Ltd.
|
|
Tel. +972 (0)3 538 9300
|
|
ir@magicsoftware.com
|
|
|
MAGIC SOFTWARE ENTERPRISES LTD.
|
|
CONSOLIDATED STATEMENTS OF INCOME
|
|
U.S. dollars in thousands (except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Nine months ended
|
|
|
September 30,
|
|
September 30,
|
|
|
2010
|
|
2009
|
|
2010
|
|
2009
|
|
|
Unaudited
|
|
Unaudited
|
|
Revenues
|
22,372
|
|
13,504
|
|
63,551
|
|
40,869
|
|
Cost of Revenues
|
13,191
|
|
6,625
|
|
37,104
|
|
19,805
|
|
Gross profit
|
9,181
|
|
6,879
|
|
26,447
|
|
21,064
|
|
Research and development, net
|
526
|
|
358
|
|
1,566
|
|
957
|
|
Selling, marketing and general and
|
|
|
|
|
|
|
|
|
administrative expenses
|
6,151
|
|
5,709
|
|
18,555
|
|
17,600
|
|
Total operating costs and expenses
|
6,677
|
|
6,067
|
|
20,121
|
|
18,557
|
|
Operating income
|
2,504
|
|
812
|
|
6,326
|
|
2,507
|
|
Financial income (expenses), net
|
32
|
|
154
|
|
(284)
|
|
140
|
|
Other income (expenses), net
|
68
|
|
(63)
|
|
148
|
|
223
|
|
Income before taxes on income
|
2,604
|
|
903
|
|
6,190
|
|
2,870
|
|
Taxes on income
|
66
|
|
1
|
|
(102)
|
|
167
|
|
Net income
|
2,538
|
|
902
|
|
6,292
|
|
2,703
|
|
|
|
|
|
|
|
|
|
|
Net earnings per share attributable to
|
|
|
|
|
|
|
|
|
Magic Software:
|
|
|
|
|
|
|
|
|
Basic
|
0.08
|
|
0.03
|
|
0.20
|
|
0.08
|
|
Diluted
|
0.08
|
|
0.03
|
|
0.19
|
|
0.08
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares used in
|
|
|
|
|
|
|
|
|
computing net earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
32,056
|
|
31,894
|
|
31,993
|
|
31,894
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
32,596
|
|
32,169
|
|
32,485
|
|
32,038
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MAGIC SOFTWARE ENTERPRISES LTD.
|
|
RECONCILIATION BETWEEN GAAP AND NON-GAAP
|
|
STATEMENTS OF INCOME FOR COMPARATIVE PURPOSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended
|
|
Nine months ended
|
|
|
|
|
|
September 30,
|
|
September 30,
|
|
|
|
|
|
2010
|
|
2009
|
|
2010
|
|
2009
|
|
|
|
|
|
Unaudited
|
|
Unaudited
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP operating income
|
|
2,504
|
|
812
|
|
6,326
|
|
2,507
|
|
Amortization of capitalized software and other intangible assets
|
759
|
|
950
|
|
2,716
|
|
2,700
|
|
Capitalization of software development
|
|
(783)
|
|
(771)
|
|
(2,350)
|
|
(2,356)
|
|
Stock-based compensation
|
|
106
|
|
64
|
|
165
|
|
189
|
|
Total adjustments to GAAP
|
|
82
|
|
243
|
|
531
|
|
533
|
|
Non-GAAP operating income
|
|
2,586
|
|
1,055
|
|
6,857
|
|
3,040
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net income
|
|
|
2,538
|
|
902
|
|
6,292
|
|
2,703
|
|
Total adjustments to GAAP as above
|
|
82
|
|
243
|
|
531
|
|
533
|
|
Non-GAAP net income
|
|
2,620
|
|
1,145
|
|
6,823
|
|
3,236
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP basic net earnings per share
|
|
0.08
|
|
0.04
|
|
0.21
|
|
0.10
|
|
Weighted average number of shares used in
|
|
|
|
|
|
|
|
|
|
computing basic net earnings per share
|
|
32,056
|
|
31,894
|
|
31,993
|
|
31,894
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP diluted net earnings per share
|
|
0.08
|
|
0.04
|
|
0.21
|
|
0.10
|
|
Weighted average number of shares used in
|
|
|
|
|
|
|
|
|
|
computing diluted net earnings per share
|
|
32,647
|
|
32,276
|
|
32,533
|
|
32,115
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MAGIC SOFTWARE ENTERPRISES LTD.
|
|
CONSOLIDATED BALANCE SHEETS
|
|
U.S. dollars in thousands
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
December 31,
|
|
|
2010
|
|
2009
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
CURRENT ASSETS:
|
|
|
|
|
Cash and cash equivalents
|
22,071
|
|
24,350
|
|
Short-term bank deposits
|
477
|
|
13,838
|
|
Available-for-sale marketable securities
|
3,480
|
|
3,680
|
|
Trade receivables, net
|
16,987
|
|
12,004
|
|
Other accounts receivable and prepaid expenses
|
3,060
|
|
3,869
|
|
Current assets of discontinued operation
|
–
|
|
27
|
|
Total current Assets
|
46,075
|
|
57,768
|
|
|
|
|
|
|
LONG-TERM RECEIVABLES:
|
|
|
|
|
Severance pay fund
|
319
|
|
404
|
|
Other Long-term receivables
|
1,405
|
|
749
|
|
Total other long-term receivables
|
1,724
|
|
1,153
|
|
|
|
|
|
|
PROPERTY AND EQUIPMENT, NET
|
1,800
|
|
1,762
|
|
IDENTIFIABLE INTANGIBLE ASSETS AND
|
|
|
|
|
GOODWILL, NET
|
37,121
|
|
26,868
|
|
|
|
|
|
|
TOTAL ASSETS
|
86,720
|
|
87,551
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
CURRENT LIABILITIES:
|
|
|
|
|
Short-term credit and current maturities of long term loans
|
341
|
|
43
|
|
Trade payables
|
2,368
|
|
2,662
|
|
Accrued expenses and other accounts payable
|
12,439
|
|
25,159
|
|
Deferred revenues
|
3,654
|
|
1,569
|
|
Current liabilities of discontinued operation
|
–
|
|
314
|
|
Total current liabilities
|
18,802
|
|
29,747
|
|
|
|
|
|
|
NON CURRENT LIABILITIES:
|
|
|
|
|
Long-term loans
|
3
|
|
10
|
|
Liability due to acquisition activities
|
2,965
|
|
–
|
|
Accrued severance pay
|
531
|
|
606
|
|
Total non-current Liabilities
|
3,499
|
|
616
|
|
|
|
|
|
|
EQUITY
|
64,419
|
|
57,188
|
|
|
|
|
|
|
TOTAL LIABILITIES AND EQUITY
|
86,720
|
|
87,551
|
|
|
|
|
|
|
|
|
|
|
SOURCE Magic Software Enterprises Ltd.
Tania Amar, VP Marketing, Magic Software Enterprises Ltd., Tel. +972 (0)3 538 9300, ir@magicsoftware.com
WEST ORANGE, N.J., Nov. 3, 2010 (GLOBE NEWSWIRE) — Lincoln Educational Services Corporation (Nasdaq:LINC) (Lincoln), a leading provider of diversified career-oriented post-secondary education, today reported third quarter results.
Third Quarter 2010 Highlights
- Revenue grew 12.7 percent to $167.2 million from $148.4 million in the prior-year quarter.
- Operating income rose 34.1 percent; operating profit margin improved to 19.4 percent from 16.3 percent in the prior-year quarter.
- Diluted earnings per share grew 52.0 percent to $0.76. Diluted earnings per share included $0.05 from stock repurchases during the quarter.
- Average student population rose 10.6 percent.
- Student starts were down 8.8 percent in part impacted by actions to raise outcomes.
Comment
“We are very pleased with our third quarter performance which produced record revenues, margins and earnings per share,” said Shaun McAlmont, Lincoln’s President and Chief Executive Officer. “During the third quarter, we repurchased approximately $47 million of our common stock as we continue to evaluate ways to increase shareholder value. In recognition of the strong cash flows Lincoln generates and due to the confidence we have in our business, our Board of Directors has authorized a new annual dividend of $1 per share, to be paid quarterly. Both actions reflect our continued commitment to deliver value to our shareholders.”
“Lincoln remains steadfast in fulfilling its mission of ensuring that each and every student has the opportunity to receive the highest possible return on his or her educational investment. We are managing the company based on the assumption that some version of the Department of Education’s proposed regulations will be enacted in 2011. While we believe that these rules will have an impact on our profitability, at this time, we do not believe that their enactment will pose a significant threat to our overall educational model, as the majority of our campuses offer programs that are short in length, incur manageable debt levels and lead to viable technical careers. Based on what we know today, our analysis of the potential impact of these regulations on our model has led us to take the following actions:
- We are managing the business in order to reduce the number of Ability to Benefit students (“ATB”), so that they account for no more than 10 percent of our overall population in order to improve overall graduation, default and repayment rates.
- We are making adjustments to some of our programs in order to reduce student debt and improve related debt to income ratios.
- We will be implementing programs designed to improve student graduation rates over the coming quarters. In addition, overall company goals and accountability for all layers of management will be further tied directly to our students’ outcomes.
- We will continue to pursue our growth initiatives, including online programs, program expansions, new campuses, and attractive acquisition opportunities.
We continue to monitor the Department of Education’s proposed rulemaking as well as the Congressional review of our industry. While it is difficult to predict their precise impact on our students and our company, we believe that our strategies and initiatives will position us well for the future.”
Outlook
“We are revising our previously issued guidance to incorporate our third quarter results and to include our share repurchases during the third quarter. As a result, we now believe that student starts will be essentially flat to slightly negative for all of 2010,” said Mr. McAlmont. “For the full year 2010, we now expect revenue to range from $635 to $640 million and diluted earnings per share to range from $2.65 to $2.70, which would be an increase of 45 to 48 percent from the $1.82 we earned in 2009. Looking forward, we expect that our previous actions will cause our student population and revenues to decrease modestly in 2011 from 2010 levels before gradually recovering in 2012. We expect that these decreases will create downward pressure on our margins over the next 18 to 24 months as we implement the aforementioned actions. Consistent with past practice, we will provide 2011 guidance when we report our year end 2010 results next March.”
Annual Dividend
Lincoln is pleased to announce that our Board of Directors has authorized an annual cash dividend of $1.00 per share to be paid at $0.25 per share per quarter, reflecting the Board’s confidence in the Company’s financial strength and cash generation capabilities of our business. The first dividend will be payable on December 31, 2010, to shareholders of record on December 15, 2010. Lincoln anticipates paying a cash dividend in each quarter of 2011, with expected dividend payment dates in March, June, September and December. The establishment of future record and payment dates are subject to the final determination of our Board of Directors.
Third Quarter 2010 Operating Performance
Revenue increased 12.7 percent to $167.2 million in the third quarter from $148.4 million in the prior-year quarter. This increase was primarily due to a 10.6 percent increase in average student population. Average revenue per student rose 1.9 percent in the third quarter primarily from tuition increases which range from 3 to 5 percent annually offset by shifts in program mix.
Operating income increased 34.1 percent to $32.4 million in the third quarter from $24.2 million in the prior-year quarter. This strong operating performance reflects improved capacity utilization as the Company served a larger student population. Capacity utilization increased to 66 percent in the third quarter from 63 percent in the prior-year quarter. Operating income margin improved to 19.4 percent in the third quarter from 16.3 percent in the prior-year quarter.
Educational services and facilities expenses increased 9.8 percent to $63.3 million in the third quarter from $57.7 million in the prior-year quarter. This increase was primarily due to higher instructional expenses necessary to serve a larger student population. The Company began the third quarter of 2010 with approximately 3,900 more students than at the start of the third quarter of 2009. The increase in educational services and facilities expenses also reflects higher facilities expenses mainly due to facility expansions and related rent and property taxes. The remainder of this increase was due to an increase in depreciation expense due to higher capital expenditures for the quarter ended September 30, 2010 compared to the quarter ended September 30, 2009. As a percentage of revenue, educational services and facilities expense improved to 37.9 percent in the third quarter from 38.9 percent in the prior-year quarter.
Selling, general and administrative expenses increased 7.5 percent to $71.5 million in the third quarter from $66.6 million in the prior-year quarter. This increase was primarily due to increases in sales and marketing attributable to annual compensation increases for admissions personnel and an increased number of admissions personnel compared with the prior-year quarter, as well as higher marketing expenses to enhance our growth. The increase in selling, general and administrative expenses also reflects an increased number of employees within the career services, financial aid and default management departments as compared with the prior-year quarter.
Administrative expenses also increased due to an increase in bad debt expense and an increase in software maintenance costs in connection with our student management system as well as the costs associated with a new financial accounting system.
Bad debt expense increased to $12.8 million, or 7.7% of revenue, in the third quarter from $10.1 million, or 6.8% of revenue, in the prior-year quarter. During the quarter, we experienced an increase in defaults, which we attribute to the prolonged economic climate which has produced higher levels of unemployment. The number of days sales outstanding at September 30, 2010 increased to 24.7 days, compared to 24.4 days at September 30, 2009. As of September 30, 2010, we had outstanding loan commitments to our students of $18.6 million as compared to $20.5 million at June 30, 2010. Loan commitments, net of interest that would be due on the loans through maturity, were $15.8 million at September 30, 2010 as compared to $16.3 million at June 30, 2010.
As a percentage of revenue, selling, general and administrative expenses improved to 42.8 percent in the third quarter from 44.8 percent in the prior-year quarter.
Net income increased 38.3 percent to $18.9 million in the third quarter from $13.7 million in the prior-year quarter. Diluted earnings per share grew 52.0 percent to $0.76 in the third quarter of 2010 from $0.50 in the third quarter of 2009.
Cash flow from operations was $68.1 million in the first nine months of 2010 compared with $42.9 million in the first nine months of 2009. This increase primarily resulted from an increase in net income of approximately $19.6 million.
Balance Sheet
The Company had $14.4 million of cash and cash equivalents at September 30, 2010 compared with $46.1 million at December 31, 2009. Total debt and capital lease obligations declined to $37.0 million at September 30, 2010 from $57.3 million at December 31, 2009. Stockholders’ equity increased to $221.2 million at September 30, 2010 from $218.6 million at December 31, 2009.
Share Repurchases
In June 2010, our Board of Directors authorized the repurchase of up to $50 million of the Company’s outstanding common stock during the period of one year. During the third quarter we repurchased 3,889,438 shares of our common stock at an average price of $12.05 per share. As of September 30, 2010, we had repurchased 4,040,234 shares of our common stock at an average price of $12.38 per share and had fully utilized our authorization to purchase up to $50 million of our common stock.
Student Metrics
Starts and Population |
|
|
Three Months Ended |
|
September 30, |
|
2010 |
2009 |
Change |
Student starts |
13,016 |
14,272 |
(8.8%) |
Average student population |
31,952 |
28,898 |
10.6% |
Period-end population |
33,157 |
31,509 |
5.2% |
|
|
|
|
Population Mix by Vertical |
|
|
|
September 30, |
|
|
|
2010 |
2009 |
|
Health sciences |
|
38.6% |
36.9% |
|
Automotive |
|
31.1% |
32.4% |
|
Skilled trades |
|
11.1% |
12.4% |
|
Hospitality services |
|
10.0% |
9.4% |
|
Business & IT |
|
9.2% |
8.9% |
|
|
|
100.0% |
100.0% |
|
|
|
|
|
|
|
|
Conference Call
Lincoln will host a conference call today at 11:00 a.m. Eastern Time. The conference call can be accessed by going to the Investor Relations section of its website at www.lincolnedu.com. Participants can also listen to the conference call by dialing 1-866-362-4666 (domestic) or 617-597-5313 (international) and using code 72695898. Please log-in or dial-in at least 10 minutes prior to the start time to ensure a connection. An archived version of the webcast will be accessible for 90 days at www.lincolnedu.com. A replay of the call will also be available for seven days by calling 1-888-286-8010 (domestic) or 617-801-6888 (international) and using code 39626113.
About Lincoln Educational Services Corporation
Lincoln Educational Services Corporation is a leading provider of diversified career-oriented post-secondary education. Lincoln offers recent high school graduates and working adults degree and diploma programs in five principal areas of study: health sciences, automotive technology, skilled trades, hospitality services and business and information technology. Lincoln has provided the workforce with skilled technicians since its inception in 1946. Lincoln currently operates 43 campuses in 17 states under 6 brands: Lincoln College of Technology, Lincoln Technical Institute, Nashville Auto-Diesel College, Southwestern College, Euphoria Institute of Beauty Arts and Sciences, and Lincoln College of New England. Lincoln had an average enrollment of approximately 32,000 students for the quarter ended September 30, 2010.
Safe Harbor
This press release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements, which are not historical facts, contain information regarding our current beliefs and plans and expectations and involve significant risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements. Included among such statements is our Board’s intention to announce regular quarterly cash dividends and its expectations regarding the dividend level. For a discussion of such risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements and that could affect payment by the Company of cash dividends is included in Lincoln’s Annual Report on Form 10-K for the year ended December 31, 2009 and certain of Lincoln’s other SEC filings. All forward-looking statements are qualified in their entirety by this cautionary statement, and Lincoln undertakes no obligation to revise or update this news release to reflect events or circumstances after the date hereof.
LINCOLN EDUCATIONAL SERVICES CORPORATION AND SUBSIDIARIES |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME |
(In thousands, except per share amounts)
|
|
|
|
|
|
|
Three Months Ended September 30,
(Unaudited) |
Nine Months Ended September 30,
(Unaudited) |
|
|
|
|
|
|
2010 |
2009 |
2010 |
2009 |
|
|
|
|
|
REVENUE |
$ 167,211 |
$ 148,368 |
$ 472,471 |
$ 395,077 |
COSTS AND EXPENSES: |
|
|
|
|
Educational services and facilities |
63,304 |
57,651 |
180,292 |
157,069 |
Selling, general and administrative |
71,532 |
66,562 |
211,506 |
189,748 |
(Gain) loss on sale of assets |
(1) |
4 |
(8) |
(10) |
Total costs and expenses |
134,835 |
124,217 |
391,790 |
346,807 |
OPERATING INCOME |
32,376 |
24,151 |
80,681 |
48,270 |
OTHER: |
|
|
|
|
Interest income |
5 |
16 |
26 |
25 |
Interest expense |
(1,088) |
(1,129) |
(3,385) |
(3,232) |
Other (loss) income |
(7) |
11 |
41 |
27 |
INCOME BEFORE INCOME TAXES |
31,286 |
23,049 |
77,363 |
45,090 |
PROVISION FOR INCOME TAXES |
12,405 |
9,393 |
30,826 |
18,184 |
NET INCOME |
$ 18,881 |
$ 13,656 |
$ 46,537 |
$ 26,906 |
|
|
|
|
|
Earnings per share — Basic — |
$ 0.77 |
$ 0.51 |
$ 1.84 |
$ 1.02 |
|
|
|
|
|
Earnings per share – Diluted — |
$ 0.76 |
$ 0.50 |
$ 1.80 |
$ 1.00 |
|
|
|
|
|
Weighted average number of common shares outstanding: |
|
|
|
|
Basic |
24,492 |
26,590 |
25,273 |
26,261 |
|
|
|
|
|
Diluted |
24,984 |
27,371 |
25,920 |
27,013 |
|
|
|
|
|
Other data: |
|
|
|
|
|
|
|
|
|
EBITDA (1) |
$ 38,816 |
$ 30,364 |
$ 100,389 |
$ 65,873 |
Depreciation and amortization |
6,447 |
6,202 |
19,667 |
17,576 |
Number of campuses |
43 |
43 |
43 |
43 |
Average enrollment |
31,952 |
28,898 |
31,263 |
26,637 |
Stock based compensation |
612 |
464 |
1,859 |
1,528 |
Net cash provided by operating activities |
43,142 |
33,033 |
68,077 |
42,865 |
Net cash used in investing activities |
(9,982) |
(3,125) |
(33,617) |
(36,038) |
Net cash (used in) provided by financing activities |
$ (46,920) |
$ (4,490) |
$ (66,106) |
$ 15,995 |
|
|
Selected Consolidated Balance Sheet Data: |
September 30, |
(In thousands, Unaudited) |
2010 |
|
|
Cash and cash equivalents |
$14,430 |
Current assets |
71,750 |
Working capital (deficit) |
(28,922) |
Total assets |
370,692 |
Current liabilities |
100,672 |
Long-term debt and capital lease |
|
Obligations, including current portion |
37,040 |
Total stockholders’ equity |
$221,214 |
(1) Reconciliation of Non-GAAP Financial Measures
EBITDA is a measurement not recognized in financial statements presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We define EBITDA as income from continuing operations before interest expense (net of interest income), provision for income taxes and depreciation and amortization. EBITDA is presented because we believe it is a useful indicator of our performance and our ability to make strategic acquisitions and meet capital expenditure and debt service requirements. It is not, however, intended to represent cash flows from operations as defined by GAAP and should not be used as an alternative to net income (loss) as an indicator of operating performance or to cash flow as a measure of liquidity. EBITDA is not necessarily comparable to similarly titled measures used by other companies. Following is a reconciliation of income from continuing operations to EBITDA:
|
Three Months Ended September 30,
(Unaudited) |
Nine Months Ended September 30,
(Unaudited) |
|
|
|
|
|
|
2010 |
2009 |
2010 |
2009 |
|
|
|
|
|
Net Income |
$ 18,881 |
$ 13,656 |
$ 46,537 |
$ 26,906 |
Interest expense, net |
1,083 |
1,113 |
3,359 |
3,207 |
Provision for income taxes |
12,405 |
9,393 |
30,826 |
18,184 |
Depreciation and amortization |
6,447 |
6,202 |
19,667 |
17,576 |
EBITDA |
$ 38,816 |
$ 30,364 |
$ 100,389 |
$ 65,873 |
CONTACT: Lincoln Educational Services Corporation
Cesar Ribeiro, Chief Financial Officer
973-736-9340
NEW YORK, NY–(Marketwire – 11/02/10) – Aoxing Pharmaceutical Co., Inc. (AMEX:AXN – News) (“Aoxing Pharma”), a specialty pharmaceutical company focusing on research, development, manufacturing and distribution of narcotic and pain-management products, today announced that Hui (David) Shao has resigned from his position as Chief Financial Officer to pursue other opportunities, effective on November 1, 2010. Mr. Shao has agreed to stay on in a consulting capacity to assist in the transition through the filing of Aoxing Pharma’s September 2010 10-Q. Guoan Zhang has been appointed interim CFO, and will assume Mr. Shao’s responsibilities. Mr. Zhang is the Controller for Aoxing Pharma’s subsidiary, Hebei Aoxing Pharmaceutical Co., Inc.
“Mr. Shao has played an important leadership role in helping Aoxing achieve a great deal of success and we thank him for all his efforts,” said Mr. Zhenjiang Yue, Chairman and CEO of Aoxing Pharma. “Over the past few years we have improved our financial standing and secured several international collaborations, including the recent joint venture with Johnson Matthey, greatly expanding the reach and future potential for Aoxing. We wish Mr. Shao well on his future endeavors and appreciate his support in helping us accomplish many major milestones.”
“I am proud to have been a part of Aoxing Pharma over the past several years as we have transformed into one of the leading Chinese specialty pharmaceutical companies,” said Mr. Shao. “Though I am moving on to an opportunity in another sector, I have worked closely with Guoan Zhang and am confident that he is very capable of handling the CFO duties.
The Company has commenced a search for a new Chief Financial Officer, being led by John O’Shea, head of the nominating committee of Aoxing Pharma’s Board of Directors.
About Aoxing Pharmaceutical Company, Inc.
Aoxing Pharmaceutical Company, Inc is a US incorporated specialty pharmaceutical company with its operations in China, specializing in research, development, manufacturing and distribution of a variety of narcotics and pain-management products. Headquartered in Shijiazhuang City, outside Beijing, Aoxing has the largest and most advanced manufacturing facility in China for highly regulated narcotic medicines. Its facility is one of the few GMP facilities licensed for the manufacture of narcotic medicines by the China State Food and Drug Administration (SFDA). It has a joint venture collaboration with Johnson Matthey Plc to produce and market narcotics and neurological drugs in China. It also has strategic alliance partnerships with QRxPharma, Phoenix PharmaLabs, Inc and American Oriental Bioengineering, Inc. For more information, please visit: www.aoxingpharma.com.
Safe Harbor Statement from Aoxing Pharmaceutical Company, Inc
Statements made in this press release are forward-looking and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. Such statements involve risks and uncertainties that may cause actual results to differ materially from those set forth in these statements. The economic, competitive, governmental, technological and other risk factors identified in the Company’s filings with the Securities and Exchange Commission, including the Form 10-K for the year ended June 30, 2010, may cause actual results or events to differ materially from those described in the forward looking statements in this press release. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events, or otherwise.
ROCKVILLE, Md., Nov. 2, 2010 /PRNewswire/ — Neuralstem, Inc. (NYSE Amex: CUR) announced that it has been awarded three Federal grants, totaling $733,438 through the Patient Protection and Affordable Care Act, which supports investments in qualifying therapeutic discovery projects.
(Logo: http://photos.prnewswire.com/prnh/20061221/DCTH007LOGO )
(Logo: http://www.newscom.com/cgi-bin/prnh/20061221/DCTH007LOGO )
“This money represents a significant boost to two of our lead programs,” said Neuralstem’s CEO and President, Richard Garr. “It will help us move our first-in-class small molecule treatment for depression into the clinic, and advance our ongoing trial to treat ALS with our spinal cord stem cells.
“The third grant will go to developing our IGF1-expressing neural stem cell therapy product, which could also target ALS. In this program, we are focused on engineering our spinal cord neurons to over-express molecules of interest, such as IGF1 (insulin-like growth factor 1), which have been proven to be beneficial in neuron support in a wide range of important indications.”
About Neuralstem, Inc.
Neuralstem’s patented technology enables the ability to produce neural stem cells of the human brain and spinal cord in commercial quantities, and the ability to control the differentiation of these cells constitutively into mature, physiologically relevant human neurons and glia. Neuralstem is in a FDA-approved Phase I safety clinical trial for Amyotrophic Lateral Sclerosis (ALS), often referred to as Lou Gehrig‘s disease.
In addition to ALS, the company is also targeting major central nervous system diseases, including traumatic spinal cord injury, ischemic spastic paraplegia, and Huntington‘s disease. The company has also submitted an IND (Investigational New Drug) application to the FDA for a Phase I safety trial in chronic spinal cord injury.
Through its proprietary screening technology, Neuralstem has discovered and patented compounds that may stimulate the brain’s capacity to generate new neurons, possibly reversing the pathologies of some central nervous system conditions. Neuralstem plans to initiate clinical trials with its lead compound to treat major depression and potentially other diseases, such as schizophrenia, Alzheimer’s disease, traumatic brain injury, posttraumatic stress syndrome, and stroke.
For more information, please go to www.neuralstem.com.
Cautionary Statement Regarding Forward Looking Information
This news release may contain forward-looking statements made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements in this press release regarding potential applications of Neuralstem’s technologies constitute forward-looking statements that involve risks and uncertainties, including, without limitation, risks inherent in the development and commercialization of potential products, uncertainty of clinical trial results or regulatory approvals or clearances, need for future capital, dependence upon collaborators and maintenance of our intellectual property rights. Actual results may differ materially from the results anticipated in these forward-looking statements. Additional information on potential factors that could affect our results and other risks and uncertainties are detailed from time to time in Neuralstem’s periodic reports, including the annual report on Form 10-K for the year ended December 31, 2009, and in its quarterly report on Form 10-Q for the period ended June 30, 2010.
Nov. 2, 2010 (Business Wire) — American Superconductor Corporation (NASDAQ: AMSC), a global power technologies company, today reported financial results for the second quarter of its fiscal year 2010 ended September 30, 2010.
Revenues for the second quarter of fiscal 2010 increased 36 percent to $101.5 million from $74.7 million for the second quarter of fiscal 2009. Gross margin for the second quarter of fiscal 2010 was 40.7 percent, which compares with 38.9 percent for the second quarter of fiscal 2009.
AMSC generated net income of $10.0 million, or $0.22 per diluted share, for the second quarter of fiscal 2010. This compares with net income of $4.3 million, or $0.10 per diluted share, for the second quarter of fiscal 2009. Non-GAAP net income was $14.6 million, or $0.32 per diluted share, for the second quarter of fiscal 2010. This compares with non-GAAP net income of $8.7 million, or $0.19 per diluted share, for the second quarter of 2009. Please refer to the financial table included below for a reconciliation of GAAP to non-GAAP results.
Cash, cash equivalents, marketable securities and restricted cash at September 30, 2010 were $131.2 million. This compares with $120.7 million as of June 30, 2010 and $155.1 million as of March 31, 2010.
The company reported backlog as of September 30, 2010 of approximately $956 million compared with approximately $952 million as of June 30, 2010.
“In the second quarter – our fifteenth consecutive quarter of sequential revenue growth – we generated new quarterly records for both gross margin and earnings,” said Greg Yurek, AMSC’s founder and chief executive officer. “In recent weeks, we have achieved a number of additional successes that we believe will enable us to extend our strong track record of profitable growth well beyond fiscal 2010. We strengthened our position in the renewable energy and power grid sectors by making a strategic investment in advanced wind turbine blade manufacturer Blade Dynamics Ltd., and we introduced our new SolarTie™ Grid Interconnection Solution. Most importantly, the second fiscal quarter marked the ‘Coming of Age’ for high temperature superconductors as we booked a three million meter order for our Amperium™ wire – the largest order for high temperature superconductor wire in history.”
Financial Forecast
“We are increasing our fiscal 2010 financial forecast for both revenues and earnings,” said David Henry, AMSC’s senior vice president and chief financial officer. “Our revenue forecast for the full fiscal year has increased from a range of $420 million to $430 million to a range of $430 million to $440 million, representing growth in excess of 36 percent compared with fiscal 2009. Our net income forecast for the full fiscal year has increased from a range of $39.5 million to $42.0 million, or $0.85 to $0.90 per diluted share, to a range of $44.0 million to $46.5 million, or $0.95 to $1.00 per diluted share. Our non-GAAP net income guidance also is being increased from a range of $56.0 million to $58.5 million, or $1.20 to $1.25 per diluted share, to a range of $60.5 million to $63.0 million, or $1.30 to $1.35 per diluted share.”
Conference Call Reminder
In conjunction with this announcement, AMSC management will participate in a conference call with investors beginning at 10:00 a.m. ET today. On this call, management will discuss the dynamics in AMSC’s core markets, recent orders and business initiatives, superconductor power cable opportunities as well as the company’s results and its business outlook. Those who wish to listen to the live conference call webcast should visit the “Investors” section of the company’s website at www.amsc.com/investors. The live call also can be accessed by dialing 785-830-7990 and using conference ID 5168484. A telephonic playback of the call will be available from 1:00 p.m. ET today through 1:00 p.m. ET on November 7. Please call 719-457-0820 and refer to conference ID 5168484 to access the playback.
About American Superconductor (NASDAQ: AMSC)
AMSC offers an array of proprietary technologies and solutions spanning the electric power infrastructure – from generation to delivery to end use. The company is a leader in renewable energy providing proven, megawatt-scale wind turbine designs and electrical control systems. The company also offers a host of Smart Grid technologies for power grid operators that enhance the reliability, efficiency and capacity of the grid, and seamlessly integrate renewable energy sources into the power infrastructure. These include superconductor power cable systems, grid-level surge protectors and power electronics-based voltage stabilization systems. AMSC’s technologies are protected by a broad and deep intellectual property portfolio consisting of hundreds of patents and licenses worldwide. More information is available at www.amsc.com.
American Superconductor and design, Revolutionizing the Way the World Uses Electricity, AMSC, Amperium, Powered by AMSC, D-VAR, dSVC, FaultBlocker, PowerModule, PQ-IVR, PQ-SVC, SuperGEAR, SeaTitan, SolarTie and Windtec and design are trademarks or registered trademarks of American Superconductor Corporation or its subsidiaries. All other brand names, product names or trademarks belong to their respective holders.
Any statements in this release about future expectations, plans and prospects for the company, including our expectations regarding the future financial performance of the company and other statements containing the words “believes,” “anticipates,” “plans,” “expects,” “will” and similar expressions, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. There are a number of important factors that could materially impact the value of our common stock or cause actual results to differ materially from those indicated by such forward-looking statements. Such factors include: we have a history of operating losses, and we may incur losses in the future; our operating results may fluctuate significantly from quarter to quarter and may fall below expectations in any particular fiscal quarter; a significant portion of our revenues are derived from a single customer and revenues from this customer may decline in future periods; adverse changes in domestic and global economic conditions could adversely affect our business; changes in exchange rates could adversely affect our financial results; we may not realize all of the sales expected from our backlog of orders and contracts; we rely upon third party suppliers for the components and subassemblies of many of our products, making us vulnerable to supply shortages and price fluctuations; we have not manufactured our Amperium wire in commercial quantities, and a failure to manufacture our Amperium wire in commercial quantities at acceptable cost and quality levels would substantially limit our future revenue and profit potential; and our patents may not provide meaningful protection for our technology, which could result in us losing some or all of our market position. Reference is made to these and other factors discussed in the “Risk Factors” section of the company’s most recent quarterly or annual report filed with the Securities and Exchange Commission. In addition, any forward-looking statements included in this press release represent the company’s views as of the date of this release. While the company anticipates that subsequent events and developments may cause the company’s views to change, the company specifically disclaims any obligation to update these forward-looking statements. These forward-looking statements should not be relied upon as representing the company’s views as of any date subsequent to the date this press release is issued.
|
|
|
|
|
|
|
|
|
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME |
(In thousands, except per share data) |
|
|
|
|
|
|
|
|
|
|
|
Three months ended
September 30, |
|
Six months ended
September 30, |
|
|
2010 |
|
2009 |
|
2010 |
|
2009 |
Revenues: |
|
|
|
|
|
|
|
|
Power Systems |
|
$ |
98,540 |
|
$ |
71,791 |
|
|
$ |
193,468 |
|
$ |
142,487 |
|
Superconductors |
|
|
2,989 |
|
|
2,881 |
|
|
|
5,271 |
|
|
5,185 |
|
Total revenues |
|
|
101,529 |
|
|
74,672 |
|
|
|
198,739 |
|
|
147,672 |
|
|
|
|
|
|
|
|
|
|
Cost of revenues |
|
|
60,226 |
|
|
45,637 |
|
|
|
118,450 |
|
|
96,054 |
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
41,303 |
|
|
29,035 |
|
|
|
80,289 |
|
|
51,618 |
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
Research and development |
|
|
7,857 |
|
|
5,416 |
|
|
|
15,192 |
|
|
9,944 |
|
Selling, general and administrative |
|
|
17,127 |
|
|
12,712 |
|
|
|
32,310 |
|
|
23,597 |
|
Amortization of acquisition related intangibles |
|
|
374 |
|
|
460 |
|
|
|
762 |
|
|
905 |
|
Restructuring and impairments |
|
|
— |
|
|
117 |
|
|
|
— |
|
|
451 |
|
Total operating expenses |
|
|
25,358 |
|
|
18,705 |
|
|
|
48,264 |
|
|
34,897 |
|
|
|
|
|
|
|
|
|
|
Operating income |
|
|
15,945 |
|
|
10,330 |
|
|
|
32,025 |
|
|
16,721 |
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
191 |
|
|
190 |
|
|
|
367 |
|
|
433 |
|
Other income (expense), net |
|
|
2,448 |
|
|
(871 |
) |
|
|
2,618 |
|
|
(2,847 |
) |
|
|
|
|
|
|
|
|
|
Income before income tax expense |
|
|
18,584 |
|
|
9,649 |
|
|
|
35,010 |
|
|
14,307 |
|
|
|
|
|
|
|
|
|
|
Income tax expense |
|
|
8,596 |
|
|
5,309 |
|
|
|
15,853 |
|
|
8,175 |
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
9,988 |
|
$ |
4,340 |
|
|
$ |
19,157 |
|
$ |
6,132 |
|
|
|
|
|
|
|
|
|
|
Net income per common share |
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.22 |
|
$ |
0.10 |
|
|
$ |
0.42 |
|
$ |
0.14 |
|
Diluted |
|
$ |
0.22 |
|
$ |
0.10 |
|
|
$ |
0.42 |
|
$ |
0.14 |
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares outstanding |
|
|
|
|
|
|
|
|
Basic |
|
|
45,482 |
|
|
44,247 |
|
|
|
45,363 |
|
|
44,020 |
|
Diluted |
|
|
46,217 |
|
|
45,233 |
|
|
|
46,099 |
|
|
44,922 |
|
|
|
|
|
|
|
|
|
|
UNAUDITED CONSOLIDATED BALANCE SHEETS |
(In thousands) |
|
|
|
|
|
|
|
September 30, |
|
March 31, |
|
|
2010 |
|
2010 |
ASSETS |
|
|
|
|
Current assets: |
|
|
|
|
Cash and cash equivalents |
|
$ |
52,615 |
|
|
$ |
87,594 |
|
Marketable securities |
|
|
69,218 |
|
|
|
54,469 |
|
Accounts receivable, net |
|
|
96,042 |
|
|
|
62,203 |
|
Inventory |
|
|
45,241 |
|
|
|
35,858 |
|
Prepaid expenses and other current assets |
|
|
21,357 |
|
|
|
15,381 |
|
Restricted cash |
|
|
5,484 |
|
|
|
5,713 |
|
Deferred tax assets |
|
|
3,117 |
|
|
|
1,776 |
|
Total current assets |
|
|
293,074 |
|
|
|
262,994 |
|
|
|
|
|
|
Property, plant and equipment, net |
|
|
78,160 |
|
|
|
64,315 |
|
Goodwill |
|
|
47,508 |
|
|
|
36,696 |
|
Intangibles, net |
|
|
7,966 |
|
|
|
7,770 |
|
Marketable securities |
|
|
3,900 |
|
|
|
7,342 |
|
Deferred tax assets |
|
|
4,121 |
|
|
|
3,043 |
|
Other assets |
|
|
30,506 |
|
|
|
18,024 |
|
Total assets |
|
$ |
465,235 |
|
|
$ |
400,184 |
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
94,184 |
|
|
$ |
84,319 |
|
Deferred revenue |
|
|
25,113 |
|
|
|
19,970 |
|
Deferred tax liabilities |
|
|
1,580 |
|
|
|
471 |
|
Total current liabilities |
|
|
120,877 |
|
|
|
104,760 |
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Deferred revenue |
|
|
16,433 |
|
|
|
13,302 |
|
Deferred tax liabilities |
|
|
1,929 |
|
|
|
777 |
|
Other |
|
|
418 |
|
|
|
380 |
|
Total liabilities |
|
|
139,657 |
|
|
|
119,219 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity: |
|
|
|
|
Common stock |
|
|
456 |
|
|
|
448 |
|
Additional paid-in capital |
|
|
718,411 |
|
|
|
698,417 |
|
Accumulated other comprehensive loss |
|
|
(1,557 |
) |
|
|
(7,011 |
) |
Accumulated deficit |
|
|
(391,732 |
) |
|
|
(410,889 |
) |
Total stockholders’ equity |
|
|
325,578 |
|
|
|
280,965 |
|
|
|
|
|
|
Total liabilities and stockholders’ equity |
|
$ |
465,235 |
|
|
$ |
400,184 |
|
|
|
|
|
|
|
|
|
|
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) |
|
|
|
|
|
Six months ended September 30, |
|
|
2010 |
|
2009 |
Cash flows from operating activities: |
|
|
|
|
Net income |
|
$ |
19,157 |
|
|
$ |
6,132 |
|
Adjustments to reconcile net income to net cash (used in) provided by operations: |
|
|
|
|
Depreciation and amortization |
|
|
5,428 |
|
|
|
4,704 |
|
Stock-based compensation expense |
|
|
7,825 |
|
|
|
6,918 |
|
Stock-based compensation expense—non-employee |
|
|
181 |
|
|
|
30 |
|
Allowance for doubtful accounts |
|
|
959 |
|
|
|
52 |
|
Deferred income taxes |
|
|
(71 |
) |
|
|
(1,111 |
) |
Other non-cash items |
|
|
1,107 |
|
|
|
382 |
|
Changes in operating asset and liability accounts: |
|
|
|
|
Accounts receivable |
|
|
(36,953 |
) |
|
|
3,010 |
|
Inventory |
|
|
(8,934 |
) |
|
|
6,235 |
|
Prepaid expenses and other current assets |
|
|
(6,408 |
) |
|
|
712 |
|
Accounts payable and accrued expenses |
|
|
8,011 |
|
|
|
(4,810 |
) |
Deferred revenue |
|
|
7,820 |
|
|
|
(567 |
) |
|
|
|
|
|
Net cash (used in) provided by operating activities |
|
|
(1,878 |
) |
|
|
21,687 |
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
Purchase of property, plant and equipment |
|
|
(17,950 |
) |
|
|
(2,741 |
) |
Purchase of marketable securities |
|
|
(25,283 |
) |
|
|
(40,533 |
) |
Proceeds from the maturity of marketable securities |
|
|
15,482 |
|
|
|
33,374 |
|
Change in restricted cash |
|
|
253 |
|
|
|
(546 |
) |
Purchase of intangible assets |
|
|
(1,615 |
) |
|
|
(843 |
) |
Purchase of minority investment |
|
|
(8,000 |
) |
|
|
— |
|
Change in other assets |
|
|
(182 |
) |
|
|
(617 |
) |
|
|
|
|
|
Net cash used in investing activities |
|
|
(37,295 |
) |
|
|
(11,906 |
) |
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
Proceeds from exercise of employee stock options |
|
|
1,574 |
|
|
|
4,068 |
|
|
|
|
|
|
Net cash provided by financing activities |
|
|
1,574 |
|
|
|
4,068 |
|
|
|
|
|
|
Effect of exchange rate changes on cash and cash equivalents |
|
|
2,620 |
|
|
|
2,229 |
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents |
|
|
(34,979 |
) |
|
|
16,078 |
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
87,594 |
|
|
|
70,674 |
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
52,615 |
|
|
$ |
86,752 |
|
|
|
|
|
|
Reconciliation of GAAP Net Income to Non-GAAP Net Income |
(In thousands, except per share data) |
|
|
|
|
|
|
|
|
|
Three months ended
September 30, |
|
Six months ended
September 30, |
|
|
2010 |
|
2009 |
|
2010 |
|
2009 |
Net income |
|
$ |
9,988 |
|
|
$ |
4,340 |
|
|
$ |
19,157 |
|
|
$ |
6,132 |
|
Amortization of acquisition-related intangibles |
|
|
374 |
|
|
|
460 |
|
|
|
762 |
|
|
|
905 |
|
Restructuring and impairments |
|
|
0 |
|
|
|
117 |
|
|
|
0 |
|
|
|
451 |
|
Stock-based compensation |
|
|
4,326 |
|
|
|
3,852 |
|
|
|
7,825 |
|
|
|
6,918 |
|
Tax effects |
|
|
(84 |
) |
|
|
(93 |
) |
|
|
(167 |
) |
|
|
(181 |
) |
Non-GAAP net income |
|
$ |
14,604 |
|
|
$ |
8,676 |
|
|
$ |
27,577 |
|
|
$ |
14,225 |
|
|
|
|
|
|
|
|
|
|
Non-GAAP earnings per share |
|
$ |
0.32 |
|
|
$ |
0.19 |
|
|
$ |
0.60 |
|
|
$ |
0.32 |
|
Weighted average diluted shares outstanding |
|
|
46,217 |
|
|
|
45,233 |
|
|
|
46,099 |
|
|
|
44,922 |
|
|
|
|
|
|
|
|
|
|
Reconciliation of Forecast GAAP Net Income to Non-GAAP Net Income for Fiscal Year 2010 |
(In millions, except per share data) |
|
|
|
|
|
|
|
Low |
|
High |
Net Income |
|
$ |
44.0 |
|
|
$ |
46.5 |
|
Amortization of acquisition-related intangibles |
|
|
1.6 |
|
|
|
1.6 |
|
Stock-based compensation |
|
|
15.3 |
|
|
|
15.3 |
|
Tax effects |
|
|
(0.4 |
) |
|
|
(0.4 |
) |
Non-GAAP net income |
|
$ |
60.5 |
|
|
$ |
63.0 |
|
Non-GAAP net income per share |
|
$ |
1.30 |
|
|
$ |
1.35 |
|
Diluted shares outstanding |
|
|
46.7 |
|
|
|
46.7 |
|
|
|
|
|
|
Note: Non-GAAP net income (loss) is defined by the company as net income (loss) before amortization of acquisition-related intangibles, restructuring and impairments, stock-based compensation, other unusual charges and any tax effects related to these items. The company believes non-GAAP net income (loss) is an important measurement for management and investors given the effect that these non-cash or non-recurring charges have on the company’s net income (loss). The company regards non-GAAP net income (loss) as a useful measure of operating performance and cash flow to complement operating income, net income (loss) and other GAAP financial performance measures.
Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position or cash flow that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. The non-GAAP measures included in this release, however, should be considered in addition to, and not as a substitute for or superior to, operating income, cash flows, or other measures of financial performance prepared in accordance with GAAP. A reconciliation of non-GAAP to GAAP net income is set forth in the table above.

AMSC Contact:
Jason Fredette, 978-842-3177
Managing Director, Corporate Communications
jfredette@amsc.com
NEW YORK, Nov. 2, 2010 (GLOBE NEWSWIRE) — Mercer International Inc. (Nasdaq:MERC) (TSX:MRI) (the “Company”), today announced that it has commenced a cash tender offer, on the terms and subject to the conditions set forth in the Company’s Offer to Purchase and Consent Solicitation Statement dated November 2, 2010 (the “Offer to Purchase”), for any and all of its outstanding 9.25% Senior Notes due 2013 (the “Notes”).
The Company is also soliciting consents to certain proposed amendments (the “Proposed Amendments”) to the indenture governing the Notes (the “Indenture”) to, among other things, eliminate substantially all of the restrictive covenants, certain events of default and related provisions in the Indenture.
The Offer to Purchase more fully sets forth the terms of the Company’s tender offer and consent solicitation. The Notes and other information relating to the tender offer are listed in the table below:
|
CUSIP |
Principal Amount |
Tender Offer |
Consent |
Total |
Notes |
Number |
Outstanding |
Consideration(1) |
Payment(2) |
Consideration(1) |
9.25% SeniorNotes due 2013 |
588056AH4 |
$310,000,000 |
$993.13 |
$30.00 |
$1,023.13 |
|
|
|
|
|
|
(1) Per $1,000 principal amount of Notes and excluding accrued and unpaid interest, which will be paid in addition to the total consideration or tender offer consideration, as applicable. |
(2) Per $1,000 principal amount of Notes tendered prior to the Consent Date (as defined below). |
Holders who validly tender their Note prior to 5:00 p.m., New York City time, on November 16, 2010 (the “Consent Date”) will receive total consideration of $1,023.13 per principal amount of Notes tendered, which includes a consent payment of $30.00 per $1,000 principal amount of Notes. Holders must validly tender and not validly withdraw their Notes at or prior to the Consent Date in order to be eligible to receive the total consideration (including the consent payment).
The tender offer is schedule to expire at 11:59 p.m., New York City time, on December 1, 2010, unless extended or earlier terminated by the Company (the “Expiration Time”).
Holders tendering their Notes after the Consent Date but before the Expiration Time will be eligible to receive the tender offer consideration of $993.13 per $1,000 principal amount of Notes validly tendered.
The Company will pay accrued and unpaid interest on all Notes tendered and accepted for payment in the tender offer from the last interest payment date to, but not including, the date on which the Notes are purchased.
Tendered Notes may be withdrawn at any time on or prior to 5:00 p.m., New York City time, on November 16, 2010, unless extended by the Company (the “Withdrawal Deadline”).
Holders may not tender their Notes without delivering their consents to the Proposed Amendments and the Notes and may not deliver their consents without tendering their Notes pursuant to the tender offer. The Proposed Amendments require the approval of a majority of the aggregate principal amount of the outstanding Notes. If so approved, however, the Proposed Amendments will not become operative until after the Company has paid the consent payments to all holders that have validly tendered (and not validly revoked) consents on or prior to the Consent Date. Any tender of the Notes prior to the Withdrawal Deadline may be validly withdrawn and consents may be validly revoked at any time prior to the Withdrawal Deadline, but not thereafter except to the extent that the Company is required by law to provide withdrawal rights.
The Company has reserved the right (and expects) to accept for purchase all Notes validly tendered prior to the Consent Date on a date that is promptly after the Consent Date but prior to the Expiration Time (the “Early Settlement Date”). The Early Settlement Date is expected to be on or about November 18, 2010. On the Early Settlement Date, the Company will also pay accrued and unpaid interest from the last interest payment date for the Notes up to, but not including, the Early Settlement Date on the Notes accepted for purchase.
The Company’s obligation to accept for purchase and to pay for Notes validly tendered and not withdrawn pursuant to the tender offer and the consent solicitation is subject to the satisfaction or waiver, in the Company’s discretion, of certain conditions, which are more fully described in the Offer to Purchase, including, among other things, receipt of the requisite number of consents to the Proposed Amendments and the Company’s consummation of a new issuance of debt in aggregate principal amount of at least $300 million on or prior to the Early Settlement Date.
If any Notes remain outstanding following the completion of the tender offer, the Company reserves the right to redeem any or all of the remaining Notes outstanding, at its discretion in accordance with the terms of the Notes and the Indenture.
The Company has retained RBC Capital Markets, LLC to serve as the dealer manager and solicitation agent for the tender offer and the consent solicitation. Questions regarding the tender offer and consent solicitation may be directed to RBC Capital Markets, LLC, Liability Management Group, at (212) 618-7822 or (877) 381-2099 (toll free). Requests for documents may be directed to Georgeson Inc., the information for the tender offer and consent solicitation, at (800) 267-4403 (toll free) or (212) 440-9800.
Mercer International Inc. is a global pulp manufacturing company. To obtain further information on the company, please visit its web site at http://www.mercerint.com.
The Mercer International Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5417
The preceding includes forward- looking statements which involve known and unknown risks and uncertainties which may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed or forecasted in these forward-looking statements. In particular, statements about our plans or intentions regarding the commencement and completion of the tender offer and consent solicitation are forward-looking statements and may not necessarily occur. Among those factors which could cause actual results to differ materially are the following: the highly cyclical nature of our business, raw material costs, our level of indebtedness, competition, foreign exchange and interest rate fluctuations, our use of derivatives, expenditures for capital projects, environmental regulation and compliance, disruptions to our production, market conditions and other risk factors listed from time to time in our SEC reports.
CONTACT: Mercer International Inc.
Jimmy S.H. Lee, Chairman & President
(604) 684-1099
David M. Gandossi, Executive Vice-President &
Chief Financial Officer
(604) 684-1099
FD
Investors/Media:
Eric Boyriven
Alexandra Tramont
(212) 850-5600
Nov. 2, 2010 (Business Wire) — Monotype Imaging Holdings Inc. (Nasdaq: TYPE), a leading global provider of text imaging solutions, today announced financial results for the third quarter ended Sept. 30, 2010.
Third quarter 2010 highlights:
- Third quarter revenue was $28.4 million, a 23 percent increase year-over-year.
- Operating income for the third quarter was $9.7 million, a 49 percent increase over the prior year.
- Non-GAAP net adjusted EBITDA for the third quarter was $13.4 million, or 47 percent of revenue.
- Cash flow from operations for the nine months ended Sept. 30, 2010 was $35.7 million, a 60 percent increase over the prior year period.
“Monotype Imaging had a very strong quarter resulting in double digit year-over-year growth in revenue, operating income, net Adjusted EBITDA and earnings per share,” said Doug Shaw, president and chief executive officer. “We achieved record OEM revenue and our best Creative Professional quarter in nearly two years.”
Scott Landers, senior vice president and chief financial officer, said, “The fundamentals of our business continue to strengthen, and we once again drove significant levels of profitability and operating cash flow. For the full year 2010, we expect to return to double digit revenue growth.”
Third quarter 2010 operating results
Revenue for the third quarter of 2010 was $28.4 million, up 23 percent compared to $23.0 million in the third quarter of 2009. OEM revenue for the quarter was $21.5 million, increasing 32 percent year-over-year. Creative Professional revenue for the quarter was $6.9 million, increasing three percent from the third quarter of 2009.
Net income for the third quarter of 2010 was $5.9 million, compared to $3.0 million in the prior year period. Earnings per diluted share for the third quarter of 2010 were $0.16, compared to $0.08 for the third quarter of 2009.
In the third quarter of 2010, non-GAAP net adjusted EBITDA was $13.4 million or 47 percent of revenue, compared to $10.2 million or 44 percent of revenue in the third quarter of the prior year.
A reconciliation of GAAP operating income to non-GAAP net adjusted EBITDA for the three and nine months ended Sept. 30, 2010 and 2009 is provided in the financial tables that accompany this release.
Cash, cash flow and debt balances
Monotype Imaging had cash and cash equivalents of $54.6 million as of Sept. 30, 2010, an increase from $44.7 million at the end of the prior quarter and an increase from $34.6 million as of Dec. 31, 2009. During the third quarter of 2010, Monotype Imaging generated $13.8 million in cash flow from operations and $35.7 million year-to-date. The company’s outstanding debt was $78.5 million as of Sept. 30, 2010, a decrease from $81.2 million at the end of the prior quarter and a decrease from $91.4 million on Dec. 31, 2009.
Financial outlook
For the fourth quarter of 2010, Monotype Imaging expects revenue in the range of $27.5 million to $29.0 million. The company anticipates fourth quarter 2010 non-GAAP net adjusted EBITDA in the range of $12.5 million to $13.5 million and earnings per share in the range of $0.12 to $0.14.
For the full year 2010, Monotype Imaging expects revenue in the range of $104.8 million to $106.3 million. The company expects full year 2010 non-GAAP net adjusted EBITDA in the range of $46.5 million to $47.5 million and earnings per share in the range of $0.46 to $0.48.
Conference call details
Monotype Imaging will host a conference call on Nov. 2, 2010 at 8:30 a.m. EDT to discuss the company’s third quarter 2010 results and business outlook. Individuals who are interested in listening to the audio webcast should log on to the “Investor Relations” portion of the “About Us” section of Monotype Imaging’s website at www.monotypeimaging.com. The live call can be accessed by dialing (866) 225-8754 (domestic) or (480) 629-9723 (international) using passcode 4372273. The audio webcast will also be archived on the company’s website.
Non-GAAP financial measures
This press release contains non-GAAP financial measures under the rules of the U.S. Securities and Exchange Commission. This non-GAAP information supplements and is not intended to represent a measure of performance in accordance with disclosures required by generally accepted accounting principles. Non-GAAP financial measures are used internally to manage the business, such as in establishing an annual operating budget and in reporting to lenders. Non-GAAP financial measures are used by Monotype Imaging management in its operating and financial decision-making because management believes these measures reflect ongoing business in a manner that allows meaningful period-to-period comparisons. Accordingly, Monotype Imaging believes it is useful for investors and others to review both GAAP and non-GAAP measures in order to (a) understand and evaluate current operating performance and future prospects in the same manner as management does and (b) compare in a consistent manner the company’s current financial results with past financial results. The primary limitations associated with the use of non-GAAP financial measures are that these measures may not be directly comparable to the amounts reported by other companies and they do not include all items of income and expense that affect operations. Monotype Imaging management compensates for these limitations by considering the company’s financial results and outlook as determined in accordance with GAAP and by providing a detailed reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures in the tables attached to this press release.
Forward-looking statements
This press release may contain forward-looking statements including those related to future revenues and operating results, the growth of the company’s OEM business and Creative Professional business, the execution of the company’s growth strategy and anticipated business momentum that involve risks and uncertainties that could cause the company’s actual results to differ materially. Factors that might cause or contribute to such differences include, but are not limited to: risks associated with changes in the economic climate, including decreased demand for fonts or products that incorporate the company’s text imaging solutions or an overestimation or underestimation by the company of anticipated royalties from unit shipments by our OEM customers; risks associated with changes in the financial markets, including the availability of credit; risks associated with increased competition, which may result in the company losing customers or force it to reduce prices; risks associated with the development and market acceptance of new products or product features; risks associated with the company’s ability to adapt its products to new markets and to anticipate and quickly respond to evolving technologies and customer requirements; risks associated with the company’s adoption of new business and licensing models, including lower than anticipated revenue associated with the company’s Web font services offering; and risks associated with the ownership and enforcement of the company’s intellectual property. Additional disclosure regarding these and other risks faced by the company is available in the company’s public filings with the Securities and Exchange Commission, including the risk factors included in the company’s Annual Report on Form 10-K for the year ended Dec. 31, 2009 and subsequent filings. The forward-looking financial information set forth in this press release reflects estimates based on information available at this time. These amounts could differ from actual reported amounts stated in the company’s Quarterly Report on Form 10-Q for the quarter ended Sept. 30, 2010. While Monotype Imaging may elect to update forward-looking statements at some point in the future, the company specifically disclaims any obligation to do so, even if an estimate changes.
About Monotype Imaging
Monotype Imaging combines technology with design to help the world communicate. Based in Woburn, Mass. with offices in the U.S., Europe and Asia, Monotype Imaging brings text imaging and graphical user interface capabilities to consumer electronics devices such as laser printers, copiers, mobile phones, digital televisions, set-top boxes, navigation devices, digital cameras, e-book readers and consumer appliances. The company also provides printer drivers and color imaging solutions to printer manufacturers and OEMs (original equipment manufacturers). Monotype Imaging technologies are combined with access to more than 13,000 typefaces from the Monotype®, Linotype® and ITC® typeface libraries – home to some of the world’s most widely used designs, including the Times New Roman®, Helvetica® and ITC Franklin Gothic™ typefaces. Fonts are licensed to creative, business and Web professionals through e-commerce portals, direct and indirect sales and custom design services. Monotype Imaging offers industry-standard font solutions that support all of the world’s major languages. Information about Monotype Imaging can be found at www.monotypeimaging.com.
Monotype is a trademark of Monotype Imaging Inc. registered in the U.S. Patent and Trademark Office and may be registered in certain jurisdictions. Times New Roman is a trademark of The Monotype Corp. registered in the U.S. Patent and Trademark Office and may be registered in certain jurisdictions. Linotype is a trademark of Linotype GmbH registered in the U.S. Patent and Trademark Office and may be registered in certain jurisdictions. Helvetica is a trademark of Linotype Corp. registered in the U.S. Patent and Trademark Office and may be registered in certain jurisdictions in the name of Linotype Corp. or its licensee Linotype GmbH. ITC is a trademark of International Typeface Corp. registered in the U.S. Patent and Trademark Office and may be registered in certain jurisdictions. ITC Franklin Gothic is a trademark of International Typeface Corp. and may be registered in certain jurisdictions. All other trademarks are the property of their respective owners. © 2010 Monotype Imaging Holdings Inc. All rights reserved.
MONOTYPE IMAGING HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited and in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
September 30,
2010 |
|
December 31,
2009 |
Assets |
|
|
|
|
Current assets: |
|
|
|
|
Cash and cash equivalents |
|
$ |
54,621 |
|
|
$ |
34,616 |
|
Accounts receivable, net |
|
|
4,036 |
|
|
|
5,145 |
|
Income tax refunds receivable |
|
|
— |
|
|
|
885 |
|
Deferred income taxes |
|
|
1,013 |
|
|
|
878 |
|
Prepaid expense and other current assets |
|
|
2,437 |
|
|
|
1,666 |
|
|
|
|
|
|
Total current assets |
|
|
62,107 |
|
|
|
43,190 |
|
Property and equipment, net |
|
|
1,595 |
|
|
|
1,790 |
|
Goodwill |
|
|
138,485 |
|
|
|
140,745 |
|
Intangible assets, net |
|
|
78,214 |
|
|
|
85,088 |
|
Other assets |
|
|
5,586 |
|
|
|
1,564 |
|
|
|
|
|
|
Total assets |
|
$ |
285,987 |
|
|
$ |
272,377 |
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders’ Equity |
|
|
|
|
Current liabilities: |
|
|
|
|
Accounts payable |
|
$ |
305 |
|
|
$ |
395 |
|
Accrued expenses and other current liabilities |
|
|
10,293 |
|
|
|
8,635 |
|
Accrued income taxes |
|
|
1,704 |
|
|
|
903 |
|
Deferred revenue |
|
|
12,477 |
|
|
|
6,446 |
|
Current portion of long-term debt |
|
|
19,250 |
|
|
|
16,293 |
|
|
|
|
|
|
Total current liabilities |
|
|
44,029 |
|
|
|
32,672 |
|
Long-term debt, less current portion |
|
|
59,279 |
|
|
|
75,060 |
|
Other long-term liabilities |
|
|
852 |
|
|
|
784 |
|
Deferred income taxes |
|
|
19,878 |
|
|
|
18,310 |
|
Reserve for income taxes, net of current portion |
|
|
1,118 |
|
|
|
1,550 |
|
Accrued pension benefits |
|
|
3,499 |
|
|
|
3,479 |
|
Stockholders’ equity: |
|
|
|
|
Common stock |
|
|
35 |
|
|
|
35 |
|
Additional paid-in capital |
|
|
153,719 |
|
|
|
148,273 |
|
Treasury stock, at cost |
|
|
(86 |
) |
|
|
(86 |
) |
Retained earnings (accumulated deficit) |
|
|
2,186 |
|
|
|
(10,043 |
) |
Accumulated other comprehensive income |
|
|
1,478 |
|
|
|
2,343 |
|
|
|
|
|
|
Total stockholders’ equity |
|
|
157,332 |
|
|
|
140,522 |
|
|
|
|
|
|
Total liabilities and stockholders’ equity |
|
$ |
285,987 |
|
|
$ |
272,377 |
|
MONOTYPE IMAGING HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited and in thousands, except share and per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
|
2010 |
|
2009 |
|
2010 |
|
2009 |
Revenue |
|
$ |
28,358 |
|
|
$ |
23,032 |
|
|
$ 77,254 |
|
|
$ |
68,889 |
|
Costs and expenses: |
|
|
|
|
|
|
|
|
Cost of revenue |
|
|
1,825 |
|
|
|
1,788 |
|
|
5,553 |
|
|
|
4,991 |
|
Cost of revenue—amortization of acquired technology |
|
|
869 |
|
|
|
847 |
|
|
2,608 |
|
|
|
2,535 |
|
|
|
|
|
|
|
|
|
|
Total cost of revenue |
|
|
2,694 |
|
|
|
2,635 |
|
|
8,161 |
|
|
|
7,526 |
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
25,664 |
|
|
|
20,397 |
|
|
69,093 |
|
|
|
61,363 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
Marketing and selling |
|
|
6,731 |
|
|
|
5,795 |
|
|
18,909 |
|
|
|
17,287 |
|
Research and development |
|
|
3,934 |
|
|
|
3,350 |
|
|
11,525 |
|
|
|
10,184 |
|
General and administrative |
|
|
4,104 |
|
|
|
3,565 |
|
|
12,200 |
|
|
|
10,797 |
|
Amortization of other intangible assets |
|
|
1,189 |
|
|
|
1,190 |
|
|
3,577 |
|
|
|
3,547 |
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
|
15,958 |
|
|
|
13,900 |
|
|
46,211 |
|
|
|
41,815 |
|
Income from operations |
|
|
9,706 |
|
|
|
6,497 |
|
|
22,882 |
|
|
|
19,548 |
|
Other (income) expense: |
|
|
|
|
|
|
|
|
Interest expense |
|
|
1,084 |
|
|
|
1,009 |
|
|
3,387 |
|
|
|
3,243 |
|
Interest income |
|
|
— |
|
|
|
— |
|
|
(13 |
) |
|
|
(60 |
) |
(Gain) loss on foreign exchange |
|
|
(1,202 |
) |
|
|
(688 |
) |
|
1,487 |
|
|
|
(693 |
) |
Loss (gain) on derivatives |
|
|
1,597 |
|
|
|
1,073 |
|
|
(168 |
) |
|
|
1,777 |
|
Other expense, net |
|
|
— |
|
|
|
21 |
|
|
(9 |
) |
|
|
7 |
|
|
|
|
|
|
|
|
|
|
Total other expense |
|
|
1,479 |
|
|
|
1,415 |
|
|
4,684 |
|
|
|
4,274 |
|
Income before provision for income taxes |
|
|
8,227 |
|
|
|
5,082 |
|
|
18,198 |
|
|
|
15,274 |
|
Provision for income taxes |
|
|
2,304 |
|
|
|
2,063 |
|
|
5,969 |
|
|
|
5,894 |
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
5,923 |
|
|
$ |
3,019 |
|
|
$ 12,229 |
|
|
$ |
9,380 |
|
|
|
|
|
|
|
|
|
|
Net income available to common shareholders – basic & diluted |
|
$ |
5,886 |
|
|
$ |
3,001 |
|
|
$ 12,152 |
|
|
$ |
9,315 |
|
|
|
|
|
|
|
|
|
|
Net income per common share: |
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.17 |
|
|
$ |
0.09 |
|
|
$ 0.35 |
|
|
$ |
0.27 |
|
Diluted |
|
$ |
0.16 |
|
|
$ |
0.08 |
|
|
$ 0.34 |
|
|
$ |
0.26 |
|
Weighted average number of shares: |
|
|
|
|
|
|
|
|
Basic |
|
|
35,208,237 |
|
|
|
34,403,363 |
|
|
34,710,406 |
|
|
|
34,330,162 |
|
Diluted |
|
|
36,264,638 |
|
|
|
35,430,772 |
|
|
35,910,668 |
|
|
|
35,185,514 |
|
|
MONOTYPE IMAGING HOLDINGS INC.
OTHER INFORMATION
(Unaudited and in thousands) |
|
|
|
|
|
|
|
RECONCILIATION OF GAAP NET INCOME TO NON-GAAP ADJUSTED EBITDA |
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
|
|
2010 |
|
2009 |
|
2010 |
|
2009 |
|
GAAP net income |
|
$ |
5,923 |
|
|
$ |
3,019 |
|
$ |
12,229 |
|
$ |
9,380 |
|
Provision for income taxes |
|
|
2,304 |
|
|
|
2,063 |
|
|
5,969 |
|
|
5,894 |
|
Interest expense, net |
|
|
1,084 |
|
|
|
1,009 |
|
|
3,374 |
|
|
3,183 |
|
Depreciation and amortization |
|
|
2,318 |
|
|
|
2,340 |
|
|
6,966 |
|
|
6,949 |
|
|
|
|
|
|
|
|
|
|
|
EBITDA |
|
$ |
11,629 |
|
|
$ |
8,431 |
|
$ |
28,538 |
|
$ |
25,406 |
|
Share based compensation |
|
|
1,395 |
|
|
|
1,381 |
|
|
4,206 |
|
|
3,904 |
|
Non-cash add backs |
|
|
248 |
|
|
|
N/A |
|
|
800 |
|
|
N/A |
|
Restructuring, issuance and cash non-operating costs(2) |
|
|
(2 |
) |
|
|
N/A |
|
|
345 |
|
|
N/A |
|
Acquisition expenses |
|
|
— |
|
|
|
N/A |
|
|
— |
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP adjusted EBITDA(1) |
|
$ |
13,270 |
|
|
$ |
9,812 |
|
$ |
33,889 |
|
$ |
29,310 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
The definition of Adjusted EBITDA was modified on October 30, 2009. As a result, certain add backs to Adjusted EBITDA are not applicable in three and nine months ended September 30, 2009. |
(2) |
Permits an add-back of up to $250 thousand of cash non-operating expense, which is not to exceed a maximum of $1.5 million when combined together with restructuring and issuance costs, on a trailing twelve month basis. |
RECONCILIATION OF GAAP OPERATING INCOME TO NON-GAAP NET ADJUSTED EBITDA |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
|
2010 |
|
2009 |
|
2010 |
|
2009 |
GAAP operating income |
|
$ |
9,706 |
|
$ |
6,497 |
|
$ |
22,882 |
|
$ |
19,548 |
Depreciation and amortization |
|
|
2,318 |
|
|
2,340 |
|
|
6,966 |
|
|
6,949 |
Share based compensation |
|
|
1,395 |
|
|
1,381 |
|
|
4,206 |
|
|
3,904 |
|
|
|
|
|
|
|
|
|
Non-GAAP net adjusted EBITDA |
|
$ |
13,419 |
|
$ |
10,218 |
|
$ |
34,054 |
|
$ |
30,401 |
OTHER INFORMATION
Share based compensation is comprised of the following:
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
|
2010 |
|
2009 |
|
2010 |
|
2009 |
Marketing and selling |
|
$ |
526 |
|
$ |
466 |
|
$ |
1,549 |
|
$ |
1,348 |
Research and development |
|
|
277 |
|
|
354 |
|
|
892 |
|
|
908 |
General and administrative |
|
|
592 |
|
|
561 |
|
|
1,765 |
|
|
1,648 |
|
|
|
|
|
|
|
|
|
Total share based compensation |
|
$ |
1,395 |
|
$ |
1,381 |
|
$ |
4,206 |
|
$ |
3,904 |
MONOTYPE IMAGING HOLDINGS INC.
MARKET INFORMATION
(Unaudited and in thousands) |
|
|
|
|
|
|
|
|
|
The following table presents revenue for our two major markets: |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
|
|
2010 |
|
2009 |
|
2010 |
|
2009 |
OEM |
|
$ |
21,480 |
|
$ |
16,329 |
|
$ |
57,488 |
|
$ |
50,506 |
Creative professional |
|
|
6,878 |
|
|
6,703 |
|
|
19,766 |
|
|
18,383 |
|
|
|
|
|
|
|
|
|
Total |
|
$ |
28,358 |
|
$ |
23,032 |
|
$ |
77,254 |
|
$ |
68,889 |
OTHER INFORMATION
(Unaudited and in thousands) |
|
|
|
|
|
RECONCILIATION OF FORECASTED GAAP OPERATING INCOME TO FORECASTED NON-GAAP NET ADJUSTED EBITDA |
|
|
|
|
|
|
|
Low End of Guidance |
|
High End of Guidance |
|
|
Q4 2010 |
|
Q4 2010 |
GAAP operating income |
|
$ |
8,800 |
|
$ |
9,800 |
Depreciation and amortization |
|
|
2,400 |
|
|
2,400 |
Share based compensation |
|
|
1,300 |
|
|
1,300 |
|
|
|
|
|
Non-GAAP net adjusted EBITDA |
|
$ |
12,500 |
|
$ |
13,500 |
|
|
|
|
|
|
|
|
|
|
|
|
Low End of Guidance |
|
High End of Guidance |
|
|
2010 |
|
2010 |
GAAP operating income |
|
$ |
31,500 |
|
$ |
32,500 |
Depreciation and amortization |
|
|
9,500 |
|
|
9,500 |
Share based compensation |
|
|
5,500 |
|
|
5,500 |
|
|
|
|
|
Non-GAAP net adjusted EBITDA |
|
$ |
46,500 |
|
$ |
47,500 |

ICR
Staci Mortenson, 781-970-6120
ir@monotypeimaging.com
SOUTHFIELD, Mich., Nov. 2, 2010 /PRNewswire-FirstCall/ — TechTeam Global, Inc. (Nasdaq: TEAM), a worldwide provider of information technology outsourcing and business process outsourcing services, today announced that the Company has signed a definitive agreement pursuant to which an affiliate of Stefanini International Holdings Ltd (d/b/a Stefanini IT Solutions), a privately held global provider of onshore and nearshore IT consulting, integration and development, and outsourcing services, will merge with TechTeam Global. The transaction will be accomplished through an all-cash tender offer and second-step merger, for a total value of approximately $93.4 million. The definitive agreement was fully supported by TechTeam Global’s Board of Directors and was the result of the Board of Directors and management’s evaluation of various strategic alternatives for the benefit of all stakeholders. The transactions contemplated by the definitive agreement were unanimously approved by the Boards of Directors of both companies.
Stefanini International Holdings Ltd, through a U.S. subsidiary, will make an offer to purchase all outstanding shares of TechTeam Global common stock for US$8.35 per share. The tender offer price represents a 24.0% premium to TechTeam Global’s average closing stock price over the last three-month period ended November 1, 2010, and a 16.8% premium over the closing price of TechTeam Global common stock on November 1, 2010. The tender offer is scheduled to commence within 10 business days and is expected to close during the fourth quarter of 2010. The tender offer is conditioned on the tender of a majority of the outstanding shares of TechTeam Global common stock on a fully-diluted basis and various other conditions, including customary regulatory approvals. The transaction is not conditioned on receipt of financing. Following completion of the tender offer, an affiliate of Stefanini International Holdings Ltd intends to acquire the remaining outstanding shares of TechTeam common stock for US$8.35 per share through a second-step merger. Further details will be provided in filings with the U.S. Securities and Exchange Commission.
TechTeam Global’s Board of Directors will recommend that TechTeam Global stockholders tender their shares pursuant to the offer. In connection with and as a condition to the offer, Costa Brava Partnership III L.P. and Emancipation Capital, LLC, which collectively hold approximately 18.4% of TechTeam Global’s outstanding common stock, have agreed to tender their shares into the offer.
Chairman of the Board of Directors of TechTeam Global Seth Hamot said, “The TechTeam Board believes that this transaction, following the sale of the Government Solutions business in September, is in the best interest of our shareholders. This outcome could not have been achieved without the driven commitment of a strong management team.”
Gary J. Cotshott, President and Chief Executive Officer of TechTeam Global said, “We are pleased to be entering into a transaction which supports our strategic plan. The proposed combination will expand the global coverage and broaden the service portfolio of the Company. It will therefore create significant opportunities for TechTeam Global to address a broader set of needs and deliver enhanced value for our customers. We are also excited by the long-term growth opportunities expected from the increased stability, scale and flexibility of the combined enterprise.”
Marco A. Stefanini, Chairman of Stefanini IT Solutions said, “We are excited about this transaction and believe it to be a significant step in Stefanini IT Solutions’ strategy of expanding its international presence. The prospective combination will create a truly global presence from two customer-focused and service-driven companies.”
Houlihan Lokey served as TechTeam Global’s financial advisor and Ropes & Gray LLP served as TechTeam Global’s legal advisor in connection with the transaction. Fredericks Michael & Co. served as Stefanini International Holdings Ltd’s financial advisor and DLA Piper LLP (US) served as Stefanini International Holdings Ltd’s legal advisor in connection with the transaction.
NOTES TO EDITORS
About TechTeam Global, Inc.
TechTeam Global, Inc. is a leading provider of IT outsourcing and business process outsourcing services to large and medium businesses. The company’s primary services include service desk, technical support, desk-side support, security administration, infrastructure management and related professional services. TechTeam also provides a number of specialized, value-added services in specific vertical markets. Founded in 1979, TechTeam has approximately 2,100 employees across the world, providing IT support in 32 languages. TechTeam’s common stock is traded on the NASDAQ Global Market under the symbol “TEAM.” For more information, call 800-522-4451 or visit www.techteam.com.
About Stefanini IT Solutions
Stefanini IT Solutions is a global provider of onshore and nearshore IT consulting, systems integration and development, and outsourcing services. With more than 9,000 employees and 36 offices in 16 countries worldwide, Stefanini IT Solutions services more than 350 active customers across a broad spectrum of industry verticals, including energy and utilities, insurance, manufacturing and distribution, oil and gas, financial services, and telecom. Founded in 1987 and with roots in Sao Paulo, Brazil, Stefanini IT Solutions has grown to be a multinational IT services company and one of the largest IT consulting companies in Latin America.
NOTE TO INVESTORS
The tender offer to purchase shares of TechTeam Global common stock referenced in this press release has not yet commenced, and this press release is neither an offer to purchase, nor a solicitation of an offer to sell, any securities. The tender offer to purchase shares of TechTeam Global common stock will be made only pursuant to a Tender Offer Statement on Schedule TO containing an offer to purchase, forms of letters of transmittal and other documents relating to the tender offer (the “Tender Offer Statement”), which Platinum Merger Sub, Inc., a wholly-owned subsidiary of Stefanini International Holdings Ltd, will file with the SEC and mail to TechTeam Global stockholders. At the time the tender offer is commenced, TechTeam Global will file a Solicitation / Recommendation Statement with respect to the tender offer (the “Recommendation Statement”). Security holders of TechTeam Global are advised to read the Tender Offer Statement and Recommendation Statement when they become available, because they will contain important information about the tender offer. Investors and security holders of TechTeam Global also are advised that they may obtain free copies of the Tender Offer Statement and other documents filed by Platinum Merger Sub, Inc. with the SEC (when these documents become available) and the Recommendation Statement and other documents filed by Stefanini International Holdings Ltd (when these documents become available) on the SEC’s website at http://www.sec.gov. In addition, free copies of the Tender Offer Statement and related materials may be downloaded (when these documents become available) from TechTeam Global’s website at: http://www.techteam.com/investors/sec-filings; and free copies of the Recommendation Statement and related materials may be obtained (when these documents become available) from TechTeam Global by written request to: TechTeam Global, Inc., Attn: Investor Relations, 27335 West 11 Mile Road, Southfield, Michigan 48033.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by words such as “anticipate,” “expect,” “believe,” “plan,” “intend,” “predict,” “will,” “may,” and similar terms. Forward-looking statements in this press release include, but are not limited to, the anticipated timing of filings and approvals relating to the transaction; statements regarding the expected timing of the completion of the transaction; statements regarding the ability to complete the transaction considering the various closing conditions; any statements of expectation or belief; and any statements of assumptions underlying any of the foregoing. The forward-looking statements contained in this press release related to future results and events are based on the Company’s current expectations, estimates and projections about its industry, as well as management’s beliefs and assumptions. Forward-looking statements, by their nature, involve risks and uncertainties and are not guarantees of future performance. Actual results may differ materially from the results discussed in the forward-looking statements due to a variety of risks, uncertainties and other factors, including, but not limited to, uncertainties as to the timing of the tender offer and the merger; uncertainties as to how many of the Company’s stockholders will tender their stock in the tender offer; the risk that competing offers will be made; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, licensees, other business partners or governmental entities; other business effects, including the effects of industry, economic or political conditions outside of the Company’s control; transaction costs; actual or contingent liabilities; and other risks and uncertainties discussed in documents filed with the SEC by the Company, including the solicitation/recommendation statement to be filed by the Company. Investors and stockholders are cautioned not to place undue reliance on these forward-looking statements. Unless required by law, the Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE TechTeam Global, Inc.
Chris Donohue, VP, Strategy & Marketing, TechTeam Global, Inc., +1-248-357-2866, cdonohue@techteam.com, or Margaret M. Loebl, VP, CFO and Treasurer, TechTeam Global, Inc., +1-248-357-2866, investors@techteam.com, or Maribel Lopez, Stefanini IT Solutions, +1-781-404-2416, mlopez@topazpartners.com, or Antonio Barretto, Stefanini IT Solutions, 55 11 3039 2065, abarretto@stefanini.com, or Debora Freire, DFreire Comunicacao e Negocios, 55 11 5505-8922, debora@dfreire.com.br
Nov. 2, 2010 (Business Wire) — Art Technology Group, Inc. (NASDAQ: ARTG), the leading provider of eCommerce software and related on demand commerce optimization applications, today announced that it has agreed to be acquired by Oracle Corporation for $6.00 per share in cash, or approximately $1.0 billion. The transaction is subject to stockholder and regulatory approval and other customary closing conditions and is expected to close by early 2011.
ATG’s eCommerce software platform is the industry’s top-ranked cross-channel commerce solution and is highly complementary to Oracle’s CRM, ERP, Retail, and Supply Chain applications, as well as its portfolio of middleware and business intelligence technologies. Together Oracle and ATG expect to help businesses grow revenue, strengthen customer loyalty, improve brand value, achieve better operating results, and increase business agility across online and traditional commerce environments.
“Driven by the convergence of online and traditional commerce and the need to increase revenue and improve customer loyalty, organizations across many industries are looking for a unified commerce and CRM platform to provide a seamless experience across all commerce channels,” said Thomas Kurian, Executive Vice President Oracle Development. “Bringing together the complementary technologies and products from Oracle and ATG will enable the delivery of next-generation, unified cross-channel commerce and CRM.”
“More than 1,000 global enterprises rely on ATG’s solutions to help increase the value of their online customer interactions,” said Bob Burke, President and CEO, ATG. “This combination will enhance the ability to bring all their commerce activities together – creating a more consistent and relevant experience for their customers across all interaction channels, including online, in stores, via mobile devices and with call centers.”
“The addition of ATG, which brings market-leading products used by some of the largest and most well-known retailers and brands, furthers Oracle’s strategy of delivering industry-specific enterprise applications,” said Bob Weiler, Executive Vice President, Oracle Global Business Units. “This acquisition builds upon our dedication to offer the most complete and integrated suite of best-of-breed software applications and technologies required to power the most demanding companies in the world in every industry.”
Third Quarter Financial Results
ATG’s revenue for the third quarter of 2010 grew to $50.3 million, a 16% increase over third quarter 2009 revenue of $43.4 million.
Product license bookings, a non-GAAP measure which the company defines as the sale of perpetual licenses, grew 37% to $14.2 million for the third quarter from $10.4 million in the year ago quarter. Approximately 26% of product license bookings were deferred in the third quarter of 2010 and will be recognized in future periods.
Net income in accordance with GAAP for the third quarter of 2010 was $4.2 million, or $0.03 per diluted share, compared with net income of $4.0 million, or $0.03 per diluted share, in the third quarter of 2009.
Non-GAAP net income was $8.0 million for the third quarter of 2010, or $0.05 per diluted share, compared with non-GAAP net income of $5.5 million, or $0.04 per diluted share, for the third quarter of 2009.
Cash flow from operations for the third quarter of 2010 was $14.9 million, a 51% increase over cash flow from operations of $9.9 million in the third quarter of 2009.
Quarterly Conference Call
ATG management will host a conference call for investors at 10:00 a.m. ET today. The conference call will be broadcast live over the Internet. Investors interested in listening to the webcast should log on to the “Investors” section of the ATG website, www.atg.com. The live conference call also can be accessed by dialing (866) 723-3575 (or (706) 634-8872 for international calls) and using conference ID No. 15475307. A replay of the call will be available on the company’s website later in the day.
About ATG
ATG (Nasdaq: ARTG) provides the most advanced cross-channel commerce software and services to fuel the growth of the world’s best brands. Offering the industry’s leading commerce solution, ATG works in partnership with clients to drive sales via a personalized customer experience – unifying and optimizing interactions across the Web, contact center, mobile devices, social media, physical stores, and other key channels. Exclusively focused on online and cross-channel commerce, ATG is uniquely capable of powering the most innovative and successful commerce experiences, with results that outperform industry norms. ATG Commerce is the commerce platform and business user application solution top-rated by industry analysts for powering results-driven, personalized, and innovative e-commerce sites. ATG’s platform-neutral optimization solutions for live help, lead performance, and product recommendations can be easily added to any website to quickly and measurably grow revenue, boost loyalty, and unlock profits and insight. ATG is headquartered in Cambridge, Massachusetts, with additional locations throughout North America and Europe. For more information, please visit http://www.atg.com.
© 2010 Art Technology Group, Inc. ATG and Art Technology Group are registered trademarks of Art Technology Group, Inc. All other product names, service marks, and trademarks mentioned herein are trademarks of their respective owners.
ART TECHNOLOGY GROUP, INC. |
CONDENSED CONSOLIDATED BALANCE SHEETS |
(In thousands) |
(UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
|
June 30, |
|
|
December 31, |
|
|
|
September 30, |
|
|
|
|
2010 |
|
|
2010 |
|
|
2009 |
|
|
|
2009 |
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash, cash equivalents and marketable securities (including
restricted cash of $50 at September 30, 2010, June 30, 2010,
and December 31, 2009 and $0 at September 30, 2009) |
|
|
$ |
152,008 |
|
|
$ |
145,184 |
|
|
$ |
79,094 |
|
|
$ |
73,972 |
|
Accounts receivable, net |
|
|
|
44,307 |
|
|
|
44,963 |
|
|
|
41,522 |
|
|
|
31,850 |
|
Deferred costs, current |
|
|
|
1,502 |
|
|
|
1,588 |
|
|
|
767 |
|
|
|
1,660 |
|
Prepaid expenses and other current assets |
|
|
|
6,493 |
|
|
|
6,298 |
|
|
|
3,789 |
|
|
|
2,910 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
|
204,310 |
|
|
|
198,033 |
|
|
|
125,172 |
|
|
|
110,392 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net |
|
|
|
15,220 |
|
|
|
14,017 |
|
|
|
9,934 |
|
|
|
10,168 |
|
Intangible assets, net |
|
|
|
7,205 |
|
|
|
8,391 |
|
|
|
4,064 |
|
|
|
4,991 |
|
Deferred costs, less current portion |
|
|
|
4,058 |
|
|
|
3,241 |
|
|
|
1,387 |
|
|
|
1,391 |
|
Marketable securities (including restricted cash of $738 at
September 30, 2010, June 30, 2010, and December 31, 2009
and $419 at September 30, 2009) |
|
|
|
30,518 |
|
|
|
25,823 |
|
|
|
6,439 |
|
|
|
4,129 |
|
Other assets |
|
|
|
2,228 |
|
|
|
2,274 |
|
|
|
1,357 |
|
|
|
1,483 |
|
Goodwill |
|
|
|
77,689 |
|
|
|
77,442 |
|
|
|
65,683 |
|
|
|
65,683 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total long-term assets |
|
|
|
136,918 |
|
|
|
131,188 |
|
|
|
88,864 |
|
|
|
87,845 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
$ |
341,228 |
|
|
$ |
329,221 |
|
|
$ |
214,036 |
|
|
$ |
198,237 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
|
$ |
2,916 |
|
|
$ |
4,657 |
|
|
$ |
5,720 |
|
|
$ |
4,245 |
|
Accrued expenses |
|
|
|
18,474 |
|
|
|
15,772 |
|
|
|
18,873 |
|
|
|
16,203 |
|
Deferred revenue, current portion |
|
|
|
47,045 |
|
|
|
44,549 |
|
|
|
42,640 |
|
|
|
40,025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
|
68,435 |
|
|
|
64,978 |
|
|
|
67,233 |
|
|
|
60,473 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other liabilities |
|
|
|
1,527 |
|
|
|
1,346 |
|
|
|
536 |
|
|
|
249 |
Deferred revenue, less current portion |
|
|
|
23,136 |
|
|
|
22,616 |
|
|
|
10,356 |
|
|
|
9,956 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total long-term liabilities |
|
|
|
24,663 |
|
|
|
23,962 |
|
|
|
10,892 |
|
|
|
10,205 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity |
|
|
|
248,130 |
|
|
|
240,281 |
|
|
|
135,911 |
|
|
|
127,559 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders’ equity |
|
|
$ |
341,228 |
|
|
$ |
329,221 |
|
|
$ |
214,036 |
|
|
$ |
198,237 |
ART TECHNOLOGY GROUP, INC. |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
(In thousands, except per share data) |
(UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
|
Nine months ended |
|
|
|
September 30, |
|
|
June 30, |
|
|
September 30, |
|
|
|
September 30, |
|
|
September 30, |
|
|
|
2010 |
|
|
2010 |
|
|
2009 |
|
|
|
2010 |
|
|
2009 |
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product licenses |
|
|
$ |
13,729 |
|
|
$ |
16,351 |
|
|
$ |
10,890 |
|
|
|
$ |
42,937 |
|
|
$ |
37,396 |
Recurring services |
|
|
|
30,165 |
|
|
|
27,211 |
|
|
|
24,904 |
|
|
|
|
84,046 |
|
|
|
72,035 |
Professional and education services |
|
|
|
6,441 |
|
|
|
5,601 |
|
|
|
7,587 |
|
|
|
|
17,239 |
|
|
|
20,288 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue |
|
|
|
50,335 |
|
|
|
49,163 |
|
|
|
43,381 |
|
|
|
|
144,222 |
|
|
|
129,719 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product licenses |
|
|
|
735 |
|
|
|
512 |
|
|
|
399 |
|
|
|
|
1,781 |
|
|
|
1,246 |
Recurring services |
|
|
|
10,878 |
|
|
|
10,254 |
|
|
|
9,393 |
|
|
|
|
30,848 |
|
|
|
27,012 |
Professional and education services |
|
|
|
5,759 |
|
|
|
4,807 |
|
|
|
6,029 |
|
|
|
|
15,406 |
|
|
|
16,836 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total cost of revenue |
|
|
|
17,372 |
|
|
|
15,573 |
|
|
|
15,821 |
|
|
|
|
48,035 |
|
|
|
45,094 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
|
|
|
32,963 |
|
|
|
33,590 |
|
|
|
27,560 |
|
|
|
|
96,187 |
|
|
|
84,625 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development |
|
|
|
8,983 |
|
|
|
8,149 |
|
|
|
7,599 |
|
|
|
|
25,793 |
|
|
|
22,732 |
Sales and marketing |
|
|
|
15,205 |
|
|
|
15,450 |
|
|
|
12,503 |
|
|
|
|
45,084 |
|
|
|
37,332 |
General and administrative |
|
|
|
5,165 |
|
|
|
5,114 |
|
|
|
4,831 |
|
|
|
|
15,404 |
|
|
|
13,990 |
Restructuring charges |
|
|
|
– |
|
|
|
352 |
|
|
|
– |
|
|
|
|
352 |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
|
|
29,353 |
|
|
|
29,065 |
|
|
|
24,933 |
|
|
|
|
86,633 |
|
|
|
74,054 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations |
|
|
|
3,610 |
|
|
|
4,525 |
|
|
|
2,627 |
|
|
|
|
9,554 |
|
|
|
10,571 |
Interest and other income (expense), net |
|
|
|
838 |
|
|
|
76 |
|
|
|
(314) |
|
|
|
|
694 |
|
|
|
236 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
|
4,448 |
|
|
|
4,601 |
|
|
|
2,313 |
|
|
|
|
10,248 |
|
|
|
10,807 |
Provision (benefit) for income taxes |
|
|
|
275 |
|
|
|
427 |
|
|
|
(1,650) |
|
|
|
|
(158) |
|
|
|
(750) |
Net income |
|
|
$ |
4,173 |
|
|
$ |
4,174 |
|
|
$ |
3,963 |
|
|
|
$ |
10,406 |
|
|
$ |
11,557 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net income per share |
|
|
$ |
0.03 |
|
|
$ |
0.03 |
|
|
$ |
0.03 |
|
|
|
$ |
0.07 |
|
|
$ |
0.09 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net income per share |
|
|
$ |
0.03 |
|
|
$ |
0.03 |
|
|
$ |
0.03 |
|
|
|
$ |
0.06 |
|
|
$ |
0.09 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic weighted average common shares outstanding |
|
|
|
158,232 |
|
|
|
157,437 |
|
|
|
127,224 |
|
|
|
|
153,986 |
|
|
|
126,742 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted weighted average common shares outstanding |
|
|
|
164,139 |
|
|
|
164,618 |
|
|
|
134,736 |
|
|
|
|
161,141 |
|
|
|
132,409 |
Art Technology Group, Inc. |
Condensed Consolidated Statements of Cash Flows |
(In thousands) |
(UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine Months Ended |
|
|
|
|
September 30, |
|
|
June 30, |
|
|
September 30, |
|
|
September 30, |
|
|
September 30, |
|
|
|
|
2010 |
|
|
2010 |
|
|
2009 |
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Operating Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
$ |
4,173 |
|
|
$ |
4,174 |
|
|
$ |
3,963 |
|
|
$ |
10,406 |
|
|
$ |
11,557 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
|
3,133 |
|
|
|
3,063 |
|
|
|
2,149 |
|
|
|
8,960 |
|
|
|
6,829 |
Non-cash stock-based compensation expense |
|
|
|
2,863 |
|
|
|
2,502 |
|
|
|
2,463 |
|
|
|
7,725 |
|
|
|
6,820 |
Amortization of investment premiums |
|
|
|
1,041 |
|
|
|
1,023 |
|
|
|
– |
|
|
|
2,373 |
|
|
|
– |
Non-cash tax benefit |
|
|
|
(253) |
|
|
|
– |
|
|
|
(1,871) |
|
|
|
(1,326) |
|
|
|
(1,871) |
Net changes in operating assets and liabilities |
|
|
|
3,899 |
|
|
|
(2,693) |
|
|
|
3,237 |
|
|
|
4,336 |
|
|
|
(345) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
|
14,856 |
|
|
|
8,069 |
|
|
|
9,941 |
|
|
|
32,474 |
|
|
|
22,990 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Investing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of marketable securities |
|
|
|
(38,982) |
|
|
|
(38,100) |
|
|
|
(19,433) |
|
|
|
(161,100) |
|
|
|
(28,287) |
Maturities of marketable securities |
|
|
|
47,509 |
|
|
|
12,850 |
|
|
|
5,400 |
|
|
|
63,327 |
|
|
|
14,725 |
Purchases of property and equipment |
|
|
|
(3,068) |
|
|
|
(4,518) |
|
|
|
(978) |
|
|
|
(9,929) |
|
|
|
(4,620) |
Increase in other assets |
|
|
|
27 |
|
|
|
63 |
|
|
|
– |
|
|
|
(913) |
|
|
|
– |
Payment of acquisition costs, net of cash acquired |
|
|
|
– |
|
|
|
(37) |
|
|
|
– |
|
|
|
(15,174) |
|
|
|
– |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) investing activities |
|
|
|
5,486 |
|
|
|
(29,742) |
|
|
|
(15,011) |
|
|
|
(123,789) |
|
|
|
(18,182) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Financing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from exercise of stock options |
|
|
|
879 |
|
|
|
607 |
|
|
|
915 |
|
|
|
1,962 |
|
|
|
1,428 |
Proceeds from employee stock purchase plan |
|
|
|
302 |
|
|
|
314 |
|
|
|
279 |
|
|
|
914 |
|
|
|
797 |
Net proceeds from equity offering |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
94,968 |
|
|
|
– |
Repayment of acquired debt |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(1,573) |
|
|
|
– |
Repurchase of common stock |
|
|
|
(1,478) |
|
|
|
|
|
|
|
(4,265) |
|
|
|
(1,478) |
|
|
|
(4,265) |
Payment of employee restricted stock tax withholdings |
|
|
|
– |
|
|
|
(1,184) |
|
|
|
(45) |
|
|
|
(2,174) |
|
|
|
(873) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities |
|
|
|
(297) |
|
|
|
(263) |
|
|
|
(3,116) |
|
|
|
92,619 |
|
|
|
(2,913) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of foreign exchange rate changes on cash and cash equivalents |
|
|
|
759 |
|
|
|
(275) |
|
|
|
388 |
|
|
|
219 |
|
|
|
1,130 |
Net increase (decrease) in cash and cash equivalents |
|
|
|
20,804 |
|
|
|
(22,211) |
|
|
|
(7,798) |
|
|
|
1,523 |
|
|
|
3,025 |
Cash and cash equivalents, beginning of period |
|
|
|
38,038 |
|
|
|
60,249 |
|
|
|
58,236 |
|
|
|
57,319 |
|
|
|
47,413 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period |
|
|
$ |
58,842 |
|
|
$ |
38,038 |
|
|
|
50,438 |
|
|
$ |
58,842 |
|
|
$ |
50,438 |
ART TECHNOLOGY GROUP, INC. |
STATEMENTS OF OPERATIONS DATA |
(In thousands) |
(UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
|
Nine months ended |
|
|
|
September 30, |
|
June 30, |
|
|
September 30, |
|
|
|
September 30, |
|
September 30, |
|
|
|
2010 |
|
2010 |
|
|
2009 |
|
|
|
2010 |
|
2009 |
Equity-Related Compensation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue |
|
|
$ |
560 |
|
$ |
576 |
|
$ |
498 |
|
|
|
$ |
1,656 |
|
$ |
1,396 |
Research and development |
|
|
|
489 |
|
|
444 |
|
|
435 |
|
|
|
|
1,389 |
|
|
1,237 |
Sales and marketing |
|
|
|
805 |
|
|
676 |
|
|
653 |
|
|
|
|
2,113 |
|
|
1,774 |
General and administrative |
|
|
|
1,009 |
|
|
806 |
|
|
877 |
|
|
|
|
2,567 |
|
|
2,413 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity-related compensation |
|
|
$ |
2,863 |
|
$ |
2,502 |
|
$ |
2,463 |
|
|
|
$ |
7,725 |
|
$ |
6,820 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and Amortization: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue |
|
|
$ |
1,162 |
|
$ |
1,325 |
|
$ |
746 |
|
|
|
$ |
3,547 |
|
$ |
2,474 |
Research and development |
|
|
|
307 |
|
|
336 |
|
|
259 |
|
|
|
|
966 |
|
|
829 |
Sales and marketing |
|
|
|
387 |
|
|
113 |
|
|
152 |
|
|
|
|
621 |
|
|
520 |
General and administrative |
|
|
|
69 |
|
|
80 |
|
|
65 |
|
|
|
|
248 |
|
|
227 |
|
|
|
$ |
1,925 |
|
$ |
1,854 |
|
$ |
1,222 |
|
|
|
$ |
5,382 |
|
$ |
4,050 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenue |
|
|
$ |
503 |
|
$ |
495 |
|
$ |
401 |
|
|
|
|
1,493 |
|
|
1,200 |
Sales and marketing |
|
|
|
705 |
|
|
714 |
|
|
526 |
|
|
|
|
2,085 |
|
|
1,579 |
|
|
|
$ |
1,208 |
|
$ |
1,209 |
|
$ |
927 |
|
|
|
$ |
3,578 |
|
$ |
2,779 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total depreciation and amortization |
|
|
$ |
3,133 |
|
$ |
3,063 |
|
$ |
2,149 |
|
|
|
$ |
8,960 |
|
$ |
6,829 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Expenditures: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of property and equipment |
|
|
$ |
3,068 |
|
$ |
4,518 |
|
$ |
978 |
|
|
|
$ |
9,929 |
|
$ |
4,620 |
RECONCILIATION OF GAAP TO NON-GAAP NET INCOME |
(In thousands, except per share data) |
(UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
|
Nine months ended |
|
|
September 30, |
|
June 30, |
|
September 30, |
|
|
|
September 30, |
|
September 30, |
|
|
2010 |
|
2010 |
|
2009 |
|
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income GAAP |
|
$ |
4,173 |
|
$ |
4,174 |
|
$ |
3,963 |
|
|
|
$ |
10,406 |
|
$ |
11,557 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of acquired intangibles |
|
|
1,208 |
|
|
1,209 |
|
|
927 |
|
|
|
|
3,578 |
|
|
2,779 |
Equity-related compensation |
|
|
2,863 |
|
|
2,502 |
|
|
2,463 |
|
|
|
|
7,725 |
|
|
6,820 |
Tax adjustments |
|
|
(253) |
|
|
– |
|
|
(1,871) |
|
|
|
|
(1,326) |
|
|
(1,871) |
Restructuring charges |
|
|
– |
|
|
352 |
|
|
– |
|
|
|
|
352 |
|
|
– |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (non-GAAP) |
|
$ |
7,991 |
|
$ |
8,237 |
|
$ |
5,482 |
|
|
|
$ |
20,735 |
|
$ |
19,285 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (non-GAAP) per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.05 |
|
$ |
0.05 |
|
$ |
0.04 |
|
|
|
$ |
0.13 |
|
$ |
0.15 |
Diluted |
|
$ |
0.05 |
|
$ |
0.05 |
|
$ |
0.04 |
|
|
|
$ |
0.13 |
|
$ |
0.15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used in per share calculations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
158,232 |
|
|
157,437 |
|
|
127,224 |
|
|
|
|
153,986 |
|
|
126,742 |
Diluted |
|
|
164,139 |
|
|
164,618 |
|
|
134,736 |
|
|
|
|
161,141 |
|
|
132,409 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Product License Bookings |
(In thousands) |
(UNAUDITED) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
|
Nine months ended |
|
|
September 30, |
|
June 30, |
|
September 30, |
|
|
|
September 30, |
|
September 30, |
|
|
2010 |
|
2010 |
|
2009 |
|
|
|
2010 |
|
2009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product license bookings |
|
$ |
14,224 |
|
$ |
18,185 |
|
$ |
10,436 |
|
|
|
$ |
46,259 |
|
$ |
39,396 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in product license deferred revenue |
|
|
(3,664) |
|
|
(5,632) |
|
|
(4,321) |
|
|
|
|
(14,515) |
|
|
(16,299) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product license deferred revenue recognized |
|
|
3,169 |
|
|
3,798 |
|
|
4,775 |
|
|
|
|
11,193 |
|
|
14,299 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product license revenue |
|
$ |
13,729 |
|
$ |
16,351 |
|
$ |
10,890 |
|
|
|
$ |
42,937 |
|
$ |
37,396 |
Use of Non-GAAP Financial Measures
ATG is providing the non-GAAP historical financial measures presented above as the Company believes that these figures are helpful in allowing individuals to better assess the ongoing nature of ATG’s core operations. A “non-GAAP financial measure” is a numerical measure of a company’s historical or future financial performance that excludes amounts that are included in the most directly comparable measure calculated and presented in the GAAP statement of operations.
Net income (non-GAAP) and net income per share (non-GAAP), as we present them in the financial data included in this press release, have been normalized to exclude the net effects of amortization of acquired intangible assets, equity-related compensation, non-cash tax adjustments and restructuring charges. Management believes that these normalized non-GAAP financial measures excluding these items better reflect the Company’s operating performance as these non-GAAP figures exclude the effects of non-recurring or certain non-cash expenses. Management believes that these charges are not necessarily representative of underlying trends in the Company’s performance and their exclusion provides investors with additional information to compare the Company’s results over multiple periods.
ATG considers “product license bookings,” a non-GAAP financial measure which the company defines as the sale of perpetual software licenses regardless of the timing of revenue recognition under GAAP, to be an important indicator of growth in its software license business, as its business increasingly evolves toward a recurring, ratable revenue model.
The Company uses these non-GAAP financial measures internally to focus management on period-to-period changes in the Company’s core business. Therefore, the Company believes that this information is meaningful in addition to the information contained in the GAAP presentation of financial information. The presentation of this additional non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.
In accordance with the requirements of Regulation G issued by the Securities and Exchange Commission, the tables above present the most directly comparable GAAP financial measure and reconcile non-GAAP net income and product license bookings to the comparable GAAP measures.
ATG Statement Under Private Securities Litigation Reform Act
This press release contains forward-looking statements about the company’s estimated revenue and earnings. These statements involve known and unknown risks and uncertainties that may cause ATG’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. These risks include the effect of weakened or weakening economic conditions or perceived conditions on the level of spending by customers and prospective customers for ATG’s software and services; financial and other effects of cost control measures; quarterly fluctuations in ATG’s revenues or other operating results; customization and deployment delays or errors associated with ATG’s products; the risk of longer sales cycles for ATG’s products and ATG’s ability to conclude sales based on purchasing decisions that are delayed; satisfaction levels of customers regarding the implementation and performance of ATG’s products; ATG’s need to maintain, enhance, and leverage business relationships with resellers and other parties who may be affected by changes in the economic climate; ATG’s ability to attract and maintain qualified executives and other personnel and to motivate employees; activities by ATG and others related to the protection of intellectual property; potential adverse financial and other effects of litigation (including intellectual property infringement claims) and the release of competitive products and other activities by competitors. Further details on these risks are set forth in ATG’s filings with the Securities and Exchange Commission (SEC), including the company’s annual report on Form 10-K for the period ended December 31, 2009 and its quarterly report on Form 10-Q for the period ended June 30, 2010. These filings are available free of charge on a website maintained by the SEC at http://www.sec.gov.
Additional Information about the Merger and Where to Find It
In connection with the proposed merger, ATG will file a proxy statement with the SEC. Additionally, ATG and Oracle will file other relevant materials in connection with the proposed acquisition of ATG by Oracle pursuant to the terms of an Agreement and Plan of Merger by and among Oracle, Amsterdam Acquisition Sub Corporation, a wholly-owned subsidiary of Oracle, and ATG. The materials to be filed by ATG with the SEC may be obtained free of charge at the SEC’s web site at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC by ATG by directing a written request to ATG, One Main Street, Cambridge, MA 02142, Attention: Investor Relations.
Investors and security holders of ATG are urged to read the proxy statement and the other relevant materials when they become available before making any voting or investment decision with respect to the proposed merger because they will contain important information about the merger and the parties to the merger.
Oracle, ATG and their respective directors, executive officers and other members of its management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of ATG stockholders in connection with the proposed merger. Information about the executive officers and directors of ATG and their ownership of ATG common stock is set forth in the proxy statement for ATG’s 2010 Annual Meeting of Stockholders, which was filed with the SEC on April 14, 2010, and is supplemented by other public filings made, and to be made, with the SEC by ATG. Information concerning the interests of ATG’s executive officers, directors and other participants in the solicitation, which may, in some cases, be different than those of ATG’s stockholders generally, will be set forth in the proxy statement relating to the merger when it becomes available.

Art Technology Group, Inc.
Kim Maxwell, 617-386-1006
Director, Investor Relations
kmaxwell@atg.com