Archive for November, 2012
Sequenom (SQNM) Major Recommendations For Noninvasive Prenatal Testing for Fetal Aneuploidy
The American College of Obstetricians and Gynecologists Committee on Genetics and the Society for Maternal-Fetal Medicine Publications Committee Recommend Noninvasive Prenatal Testing for Fetal Aneuploidy
SAN DIEGO, Nov. 21, 2012 /PRNewswire/ — Sequenom, Inc. (NASDAQ: SQNM), a life sciences company providing innovative diagnostic testing and genetic analysis solutions, today announced that the American College of Obstetricians and Gynecologists (ACOG) Committee on Genetics and the Society for Maternal-Fetal Medicine (SMFM) Publications Committee issued a joint Committee Opinion on November 20, 2012, recommending that cell-free fetal DNA testing be offered to patients at increased risk of aneuploidy. It can also be used as a follow-up test for women with a positive first-trimester or second-trimester screening test result.
Previously, the ACOG recommended that women, regardless of maternal age, be offered prenatal assessment for aneuploidy by screening or invasive prenatal diagnosis. The ACOG Committee on Genetics and the SMFM Publications Committee now recommend that women at increased risk of aneuploidy be offered cell-free fetal DNA as an option that can be used as a primary screening test based on the following indications:
- Maternal age 35 years or older at delivery.
- Fetal sonographic findings indicating an increased risk of aneuploidy.
- History of a prior pregnancy with a trisomy.
- Positive test result for aneuploidy, including first trimester, sequential, or integrated screen, or a quadruple screen.
- Parental balanced robertsonian translocation with increased risk for fetal trisomy 13 or 21.
The Committee Opinion also recommended that “cell-free fetal DNA testing should not be offered to low-risk women or women with multiple gestations because it has not been sufficiently evaluated in these groups.” Further, the Committee Opinion stated that “pre-test counseling should be an informed patient choice after pre-test counseling and should not be part of routine prenatal laboratory assessment. A patient with a positive test result should be referred for genetic counseling and offered invasive prenatal diagnosis for confirmation of test results.”
“The issuance of the ACOG/SMFM opinion on the use of cell-free fetal DNA testing represents a major step forward for the integration of this valuable technology into pregnancy care programs” said Allan Bombard, MD, Sequenom’s Chief Medical Officer. “We fully support the indications for considering the use of cell-free fetal DNA outlined in the Committee Opinion and believe this will be a valuable tool to help guide physicians and their patients in the most appropriate prenatal care.”
ACOG is the nation’s leading group of physicians providing health care for women. The College strongly advocates for quality health care for women, maintains the highest standards of clinical practice and continuing education of its members, promotes patient education, and increases awareness among its members and the public of the changing issues facing women’s health care.
SMFM is a non-profit membership group for obstetricians/gynecologists who have additional formal education and training in maternal-fetal medicine. The society is devoted to reducing high-risk pregnancy complications by providing continuing education to its 2,000 members on the latest pregnancy assessment and treatment methods. It also serves as an advocate for improving public policy, and expanding research funding and opportunities for maternal-fetal medicine.
The full text of the Committee Opinion can be found at: Noninvasive prenatal testing for fetal aneuploidy. Committee Opinion No. 545. American College of Obstetricians and Gynecologists. Obstet Gynecol 2012: 120:1532-4.
About the MaterniT21 PLUS Test
The MaterniT21 PLUS test analyzes the relative amount of 21, 18, 13 and Y chromosomal material in cell-free DNA. The test is intended for use in pregnant women at increased risk for fetal aneuploidy and can be used as early as 10 weeks gestation. Estimates suggest there are about 750,000 pregnancies at high risk for fetal aneuploidy each year in the United States. The MaterniT21 PLUS test is available exclusively through the Sequenom Center for Molecular Medicine (Sequenom CMM) as a testing service provided to physicians. To learn more about the test, please visit www.Sequenomcmm.com.
About Sequenom
Sequenom, Inc. (NASDAQ: SQNM) is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. Sequenom maintains a Web site at www.sequenom.com to which Sequenom regularly posts copies of its press releases as well as additional information about Sequenom. Interested persons can subscribe on the Sequenom Web site to email alerts or RSS feeds that are sent automatically when Sequenom issues press releases, files its reports with the Securities and Exchange Commission or posts certain other information to the Web site.
Sequenom CMM, LLC
Sequenom Center for Molecular Medicine® (Sequenom CMM), a CAP accredited and CLIA-certified molecular diagnostics laboratory, is developing a broad range of laboratory developed tests with a focus on prenatal and ophthalmic diseases and conditions. These laboratory-developed tests provide beneficial patient management options for obstetricians, geneticists and maternal fetal medicine specialists, and retinal specialists. Sequenom CMM is changing the landscape in genetic disorder diagnostics using proprietary cutting edge technologies.
Forward-Looking Statements
Except for the historical information contained herein, the matters set forth in this press release, including statements regarding the integration of cell-free fetal DNA testing into pregnancy care programs, the expected impact and benefits of the new guidelines on physicians and patients, and Sequenom CMM changing the landscape in genetic disorder diagnostics using proprietary cutting edge technologies, are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including the risks and uncertainties associated with market demand for and acceptance and use of technology and tests such as the MaterniT21 PLUS test, reliance upon the collaborative efforts of other parties including without limitation any international distributors or licensees, the Company or third parties obtaining or maintaining regulatory approvals that impact the Company’s business, government regulation particularly with respect to diagnostic products and laboratory developed tests, publication processes, the performance of designed product enhancements, the Company’s ability to develop and commercialize technologies and products, particularly new technologies such as noninvasive prenatal diagnostics, laboratory developed tests, and genetic analysis platforms, the Company’s financial position, the Company’s ability to manage its existing cash resources or raise additional cash resources, competition, intellectual property protection and intellectual property rights of others, litigation involving the Company, and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission, including without limitation its Quarterly Report on Form 10-Q for the quarter ended September 30, 2012 and its Annual Report on Form 10-K for the year ended December 31, 2011. These forward-looking statements are based on current information that may change and you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement, and the Company undertakes no obligation to revise or update any forward-looking statement to reflect events or circumstances after the issuance of this press release.
(Logo: http://photos.prnewswire.com/prnh/20040415/SQNMLOGO)
Groupon (GRPN) and SCORE Unite to Help Small Businesses
Today Groupon (http://www.groupon.com) (NASDAQ: GRPN) announced a partnership with SCORE (http://www.score.org), a nonprofit association dedicated to encouraging the formation, growth and success of small businesses. As part of the new alliance, Groupon and SCORE have developed a series of online educational resources about customer acquisition, retention and marketing for small businesses.
“Joining forces with SCORE is a great way for Groupon to help small businesses grow and become more successful,” said Sanjay Gupta, VP of Merchant Marketing, Groupon. “Given SCORE’s thousands of daily interactions with local businesses, we’re able to reach and impact a wide cross section of merchants.”
SCORE and Groupon have begun work on a pragmatic toolkit, which will serve as a resource for small businesses starting out or looking to grow. The toolkit will contain an e-guide on multiple topics of interest to small businesses across all industries, including hospitality and health and beauty. The educational toolkit will reside on SCORE’s website (http://www.score.org/groupon-toolkit) and Groupon’s merchant blog (https://www.grouponworks.com/merchant-blog/) – a dedicated a resource offering tips and best practices to help local merchants grow their businesses.
“We’re thrilled to have to the opportunity to align ourselves with Groupon, which has worked with hundreds of thousands of local businesses around the world,” said Ken Yancey, CEO, SCORE. “Their innovative merchant products and services and knowledge of marketing best practices are huge assets to our network of small business owners and volunteer mentors.”
SCORE and Groupon will collaborate on research and development, seminars and merchant workshops geared towards entrepreneurs and small business owners.
About Groupon
Groupon (NASDAQ: GRPN) is a global leader in local commerce, making it easy for people around the world to search and discover great businesses at unbeatable prices. Groupon is reinventing the traditional small business world by providing merchants with a suite of products and services, including customizable deal campaigns, credit card payments processing capabilities and point-of-sale solutions to help them attract more customers and run their operations more effectively. By leveraging the company’s global relationships and scale, Groupon offers consumers incredible deals on the best stuff to eat, see, do, and buy in 48 countries. With Groupon, shoppers discover the best a city has to offer with Groupon Local, enjoy vacations with Groupon Getaways, and find a curated selection of electronics, fashion, home furnishings and more with Groupon Goods. To subscribe to Groupon emails, visit www.Groupon.com. To learn more about the company’s merchant solutions and how to work with Groupon, visit www.GrouponWorks.com.
About SCORE
Since 1964, SCORE has helped more than 9 million aspiring entrepreneurs. Each year SCORE helps launch 58,000 new businesses and create 71,000 jobs. SCORE provides small business mentoring and workshops to more than 375,000 new and growing small businesses annually. For more information about starting or operating a small business, call 1-800/634-0245 for the SCORE chapter nearest you. Visit SCORE at www.score.org. Connect with SCORE at www.facebook.com/SCOREFans and www.twitter.com/SCOREMentors.
Astex (ASTX) Announces Oral Presentation of SGI-110 Results
DUBLIN, Calif., Nov. 20, 2012 (GLOBE NEWSWIRE) — Astex Pharmaceuticals, Inc. (Nasdaq:ASTX), a pharmaceutical company dedicated to the discovery and development of novel small molecule therapeutics, announced that results from the dose escalation part of a randomized Phase 1/2 first-in-human clinical trial of subcutaneous SGI-110, a novel hypomethylating agent, in patients with relapsed/refractory intermediate or high-risk myelodysplastic syndromes (MDS) or acute myelogenous leukemia (AML) will be presented during the American Society of Hematology (ASH) Annual Meeting in Atlanta, Georgia on Monday, December 10, 2012 at 11:45 am ET. The oral presentation will be made by Hagop M. Kantarjian, MD, professor and department chair, department of leukemia, cancer medicine division, The University of Texas MD Anderson Cancer Center, Houston, TX. The accepted abstract is available on the ASH website at: https://ash.confex.com/ash/2012/webprogram/Paper49626.html
The dose escalation part of the study demonstrated that SGI-110 is well tolerated at doses higher than the biologically effective dose (BED); subcutaneous (SQ) administration achieved efficient conversion to decitabine resulting in an improved pharmacokinetic (PK) profile over intravenous (IV) Dacogen formulation; and clinical responses were observed in this heavily pretreated population which seem to correlate with the extent of LINE-1 hypomethylation.
“Following the preliminary presentation at AACR, this is the second oral presentation of clinical data for SGI-110 this year in which the full data set of the phase 1 part of the trial will be discussed. We are pleased with the progress of SGI-110 in the treatment of these difficult to treat hematological malignancies,” said Mohammad Azab, MD, chief medical officer of Astex Pharmaceuticals.
Additionally, a preclinical data presentation on SGI-110 titled, “SGI-110, a novel hypomethylating agent, induces the WNT inhibitor Secreted Frizzled Related Protein-2 (SFRP2), and down regulates beta-catenin in acute myeloid leukemia (AML) cells,” will occur in a poster session on Saturday, December 8, 2012 from 5:30 – 7:30 pm ET.
About the Study
The SGI-110 study enrolled 78 patients (64 AML, 14 MDS), in the dose escalation part of this randomized Phase 1/2 first-in-human trial with 44 patients receiving drug daily for 5 days (dailyx5 regimen) and 34 patients receiving drug once weekly for 3 consecutive weeks (weeklyx3 regimen). Median age was 69 years, and 82% had ECOG PS of 0-1. Median number of prior regimens was 3 (range 1-9), 59% of patients had prior hypomethylation agent (HMA) treatment (50% of AML patients, and 100% of MDS patients). Clinical responses were observed in this heavily pretreated AML and MDS patients.
The study has progressed to the dose expansion part and is actively accruing patients.
A copy of the 2012 ASH presentation, “Results From the Dose Escalation Phase of a Randomized Phase 1-2 First-in-Human (FIH) Study of SGI-110, a Novel Low Volume Stable Subcutaneous (SQ) Second Generation Hypomethylating Agent (HMA) in Patients with Relapsed/Refractory MDS and AML,” will be available following the conclusion of the oral presentation on the Astex Pharmaceuticals website, www.astx.com, in the pipeline, presentations and publications section.
About Astex Pharmaceuticals
Astex Pharmaceuticals is dedicated to the discovery and development of novel small molecule therapeutics with a focus on oncology. The Company is developing a proprietary pipeline of novel therapies and is creating de-risked products for partnership with leading pharmaceutical companies. Astex Pharmaceuticals developed DACOGEN® (decitabine) for Injection and receives significant royalties on global sales.
The Astex Pharmaceuticals, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=12273
For more information about Astex Pharmaceuticals, Inc., please visit http://www.astx.com.
Forward-Looking Statements
This press release contains “forward-looking” statements within the meaning of Section 21A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and is subject to the safe harbor created thereby. These statements are typically preceded by words such as “believes,” “expects,” “anticipates,” “intends,” “will,” “may,” “should,” or similar expressions. Actual results could differ materially from those projected in the forward-looking statements as a result of a number of risks and uncertainties. These forward-looking statements include, but are not limited to, expectations regarding the advancement of drug candidates in the clinic; the Company’s ability to develop the current and future pipeline into commercially viable drugs; the expectations regarding our clinical trials including the timing of clinical proof of concept data from these trials. Important factors that could cause actual results to differ materially from the expectations reflected in the forward-looking statements include, but are not limited to: the outcomes of the on-going clinical trials; risks and uncertainties related to the research and development of SGI-110. References made to the discussion of risk factors are detailed in the Company’s filings with the Securities and Exchange Commission including reports on its most recently filed Form 10-K and Form 10-Q. These forward-looking statements are made only as of the date hereof, and we disclaim any obligation to update or revise the information contained in any such forward-looking statements, whether as a result of new information, future events or otherwise.
CONTACT: Timothy L. Enns Astex Pharmaceuticals, Inc. Senior Vice President Corporate Communications & Marketing Tel: +1 (925) 560-2810 E-mail: tim.enns@astx.com Susanna Chau Astex Pharmaceuticals, Inc. Manager Investor Relations Tel: +1 (925) 560-2845 E-mail: susanna.chau@astx.com Alan Roemer The Trout Group Managing Director Tel: +1 (646) 378-2945 E-mail: aroemer@troutgroup.com Kari Watson MacDougall Biomedical Communications Senior Vice President Tel: +1 (781) 235-3060 E-mail: kwatson@macbiocom.com
School Specialty (SCHS) Announces Fiscal 2013 Second Quarter Results
– Reports Revenue of $236.9 Million and Net Income of $14.1 Million
– Operating Income Increases 17 Percent to $25.3 Million
– Gross Margin Improves in Quarter and Six Months Results
GREENVILLE, Wis., Nov. 20, 2012 (GLOBE NEWSWIRE) — School Specialty (Nasdaq:SCHS), a leading K-12 education company with the broadest array of products in the market, today reported second quarter and six months results for the period ending October 27, 2012. Revenue for the second quarter of fiscal 2013 was $236.9 million, compared with $251.4 million in the prior year, a decline of 5.8 percent. Net income for the second quarter of fiscal 2013 was $14.1 million or $0.75 per diluted earnings per share compared with $8.9 million or $0.47 per diluted share last year.
Revenue for the six months of fiscal 2013 was $489.0 million compared with $527.5 million last year, a decline of 7.3 percent. Net income for the six months increased to $32.5 million or $1.72 per diluted share, versus $22.4 million or $1.18 per diluted share in the comparable period last year.
“Despite the challenging marketplace, we continued to make progress on our turnaround strategy and mid and long term initiatives while staying focused on managing costs,” said Michael P. Lavelle, President and Chief Executive Officer. “Revenue declines in the second quarter were reduced from earlier this year with continued improvement in our operating performance. Our immediate priorities remain improving EBITDA and working capital while we focus our marketing and sales strategies to support our revenue goals,” he added.
Second Quarter Financial Results
- Revenue for fiscal 2013 second quarter was $236.9 million, compared with $251.4 million in fiscal 2012, a decline of 5.8 percent. The decline in sales reflects the continued impact of industry-wide soft educational spending on curriculum products.
- Educational Resources revenue was $171.1 million in the quarter compared with $173.2 million in the prior year and Accelerated Learning revenue declined 15.9 percent to $65.6 million from $78.0 million last year.
- Gross profit was $92.7 million compared with $95.1 million last year, a decline of 2.5 percent. Consolidated gross margin improved to 39.1 percent, an increase of 130 basis points, primarily due to margin improvement in both Educational Resources and Accelerated Learning.
- Selling, general and administrative (SG&A) expenses were $67.4 million compared with $73.4 million in the prior year’s second quarter, a decline of 8.2 percent, reflecting strong cost controls. Lower overall sales levels also reduced the variable cost component which reduced expenses.
- During the second quarter, the company also recorded a $1.4 million impairment charge related to the receipt of $3 million in settlement of a note issued to the company with the divestiture of a business in 2008.
- Interest expense for the second quarter was $9.3 million compared with $6.9 million in the previous year. This increase is largely driven by higher interest rates on our term loan and a prepayment charge on a term loan principal payment.
- The provision for income taxes in the second quarter of fiscal 2013 was $0.3 million compared with $6.0 million in the previous year. The decline in taxes was related to projected annual tax losses for fiscal 2013.
- Earnings before interest, taxes, depreciation, amortization and impairment charges (EBITDA) improved 9.3 percent to $34.2 million compared with $31.3 million in the previous year.
- Net income was $14.1 million compared with $8.9 million last year. Diluted earnings per share increased 59.7 percent in this year’s second quarter to $0.75 from $0.47 in the comparable period last year.
- The second quarter of fiscal 2013 included the previously mentioned impairment charge of $1.4 million or $0.07 per diluted share. The prior year included restructuring charges of $0.9 million or $0.05 per diluted share. Excluding these charges, adjusted net income for this year’s second quarter was $15.5 million or $0.82 per diluted share compared with $9.7 million or $0.51 per diluted share in the prior year’s second quarter.
Six Months Results
- Revenue for the first six months of fiscal 2013 was $489.0 million, compared with $527.5 million in the same period of the prior year, a decline of 7.3 percent.
- Educational Resources revenue in the first six months of fiscal 2013 declined 4.0 percent to $344.8 million compared with $359.3 million in fiscal 2012. Accelerated Learning revenue declined 14.3 percent to $143.9 million in the first six months of fiscal 2013 compared with $167.8 million in the prior year.
- Gross profit for the first six months of the fiscal year was $196.3 million compared with $206.3 million last year. The consolidated gross margin increased 100 basis points to 40.1 percent from 39.1 percent in the comparable six month period of fiscal 2012.
- SG&A expenses declined 7.0 percent to $142.5 million compared with the prior year’s $153.2 million. The decline is due to a combination of decreased variable costs associated with the revenue decline and lower compensation costs.
- Interest expense in the six months of the current fiscal year was $19.3 million compared with last year’s $14.8 million. Fiscal 2013 interest expense was higher due to costs related to the debt refinancing, higher interest rates on our term loan and a prepayment charge on term loan principal.
- During the first half of fiscal 2012, $57.5 million of outstanding 3.75% convertible subordinated debentures were exchanged and refinanced with new debentures. Expenses of $1.1 million associated with this convertible debt exchange were recognized in last year’s first six months.
- EBITDA for the six months was $71.8 million compared with $71.7 million in the previous year’s six month period.
- Net income was $32.5 million or $1.72 per diluted share in the first half of fiscal 2013, compared with net income of $22.4 million or $1.18 per diluted share last year.
- For the first six months of fiscal 2013, one-time costs included the previously mentioned $1.4 million or $0.07 per diluted share impairment charge, $2.5 million or $0.13 per diluted share related to debt refinancing expenses, and $1.1 million or $0.06 per diluted share in restructuring charges. For the six month comparable period last year, results included a $0.7 million or $0.04 per diluted share expense associated with the exchange of convertible debt and $0.9 million or $0.05 per diluted share from restructuring charges. On an adjusted basis for the six months, fiscal 2013 adjusted net income would have been $37.5 million or $1.98 per diluted share compared with $23.9 million or $1.26 per diluted share in fiscal 2012.
- Free cash flow in the first half of fiscal 2013 increased $28.1 million to $13.9 million compared to negative free cash flow of $14.2 million in fiscal 2012’s first half.
Financial Outlook
“We believe that given the challenging market this school season, fiscal year 2013 revenues are likely to decline in the mid-single digit range compared with fiscal 2012. Although revenue is softer than our previously anticipated performance levels for fiscal 2013, given our margin and cost reduction actions, we continue to believe that fiscal 2013 will look similar to fiscal 2012 actual results in terms of EBITDA,” said Lavelle.
Conference Call
The second quarter earnings conference call is scheduled for today at 11 a.m. ET/10 a.m. CT. The live audio webcast will include accompanying slides and is available on the Investors section of School Specialty’s web site at www.schoolspecialty.com under Presentations. The presentation will be archived on the company’s website and available later in the day.
About School Specialty, Inc.
School Specialty is a leading education company that provides innovative and proprietary products, programs and services to help educators engage and inspire students of all ages and abilities to learn. The company designs, develops, and provides preK-12 educators with the latest and very best curriculum, supplemental learning resources, and school supplies. Working in collaboration with educators, School Specialty reaches beyond the scope of textbooks to help teachers, guidance counselors and school administrators ensure that every student reaches his or her full potential.
Accelerated Learning’s major products include: Wordly Wise 3000®, Premier™ Agenda, Delta Education™, FOSS®, CPO Science ™, Frey Scientific ®, Educator’s Publishing Service, Academy of Reading®, Think Math!™, MCI®, S.P.I.R.E.® and SPARK™. Educational Resources proprietary brands include: Education Essentials®, Sportime®, Childcraft®, Sax® Arts & Crafts, Califone®, abc®, Abilitations®, School Smart®, Classroom Select™ and Projects by Design®.
For more information about School Specialty, visit www.schoolspecialty.com.
Cautionary Statement Concerning Forward-Looking Information
Any statements made in this press release about future results of operations, expectations, plans, or prospects, including but not limited to statements included under the heading “Financial Outlook,” constitute forward-looking statements. Forward-looking statements also include those preceded or followed by the words “anticipates,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “should,” “plans,” “targets” and/or similar expressions. These forward-looking statements are based on School Specialty’s current estimates and assumptions and, as such, involve uncertainty and risk. Forward-looking statements are not guarantees of future performance, and actual results may differ materially from those contemplated by the forward-looking statements because of a number of factors, including the factors described in Item 1A of School Specialty’s Annual Report on Form 10-K for the fiscal year ended April 28, 2012, which factors are incorporated herein by reference. Except to the extent required under the federal securities laws, School Specialty does not intend to update or revise the forward-looking statements.
SCHOOL SPECIALTY, INC. | ||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
(In Thousands, Except Per Share Amounts) | ||||
Unaudited | ||||
Three Months Ended | Six Months Ended | |||
October 27, 2012 | October 29, 2011 | October 27, 2012 | October 29, 2011 | |
Revenues | $ 236,866 | $ 251,375 | $ 489,005 | $ 527,459 |
Cost of revenues | 144,166 | 156,315 | 292,708 | 321,123 |
Gross profit | 92,700 | 95,060 | 196,297 | 206,336 |
Selling, general and administrative expenses | 67,364 | 73,405 | 142,480 | 153,181 |
Operating income | 25,336 | 21,655 | 53,817 | 53,155 |
Other expense: | ||||
Impairment of long-term asset | 1,414 | — | 1,414 | — |
Interest expense | 9,315 | 6,867 | 19,281 | 14,779 |
Expense associated with convertible debt exchange | — | — | — | 1,090 |
Income before provision for income taxes | 14,607 | 14,788 | 33,122 | 37,286 |
Provision for income taxes | 343 | 6,044 | 602 | 14,972 |
Income before investment in unconsolidated affiliate | $ 14,264 | $ 8,744 | $ 32,520 | $ 22,314 |
Equity in income/(losses) of investment in unconsolidated affiliate | (137) | 135 | (18) | 115 |
Net income | $ 14,127 | $ 8,879 | $ 32,502 | $ 22,429 |
Weighted average shares outstanding: | ||||
Basic | 18,930 | 18,880 | 18,915 | 18,877 |
Diluted | 18,946 | 19,020 | 18,926 | 18,972 |
Net Income Per Share: | ||||
Basic | $ 0.75 | $ 0.47 | $ 1.72 | $ 1.19 |
Diluted | $ 0.75 | $ 0.47 | $ 1.72 | $ 1.18 |
Earnings before interest, taxes, depreciation, amortization and impairment charges (EBITDA) reconciliation: | ||||
Net income | $ 14,127 | $ 8,879 | $ 32,502 | $ 22,429 |
Equity in (income)/losses of unconsolidated affiliate | 137 | (135) | 18 | (115) |
Provision for income taxes | 343 | 6,044 | 602 | 14,972 |
Expense associated with convertible debt exchange | — | — | — | 1,090 |
Impairment charge | 1,414 | — | 1,414 | — |
Depreciation and amortization expense | 6,969 | 7,319 | 13,985 | 14,536 |
Amortization of development costs | 1,926 | 2,356 | 3,994 | 3,959 |
Interest expense | 9,315 | 6,867 | 19,281 | 14,779 |
EBITDA | $ 34,231 | $ 31,330 | $ 71,796 | $ 71,650 |
SCHOOL SPECIALTY, INC. | |||
CONDENSED CONSOLIDATED BALANCE SHEETS | |||
(In Thousands, Except Share and Per Share Amounts) | |||
Unaudited | |||
October 27, 2012 | April 28, 2012 | October 29, 2011 | |
ASSETS | |||
Current assets: | |||
Cash and cash equivalents | $ 5,577 | $ 484 | $ 4,141 |
Restricted cash | 2,708 | — | — |
Accounts receivable, net | 119,275 | 62,826 | 127,722 |
Inventories | 84,769 | 100,504 | 77,253 |
Deferred catalog costs | 3,377 | 11,737 | 7,079 |
Prepaid expenses and other current assets | 13,371 | 11,111 | 14,218 |
Refundable income taxes | 3,520 | 3,570 | — |
Deferred taxes | 4,797 | 4,797 | 1,700 |
Total current assets | 237,394 | 195,029 | 232,113 |
Property, plant and equipment, net | 50,836 | 57,491 | 59,962 |
Goodwill | 41,093 | 41,263 | 127,990 |
Intangible assets, net | 119,120 | 124,242 | 150,521 |
Development costs and other | 35,807 | 35,206 | 35,054 |
Deferred taxes long-term | 390 | 390 | 7,218 |
Investment in unconsolidated affiliate | 9,882 | 9,900 | 20,515 |
Total assets | $ 494,522 | $ 463,521 | $ 633,373 |
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
Current liabilities: | |||
Current maturities – long-term debt | $ 10,833 | $ 955 | $ 43,272 |
Accounts payable | 63,770 | 74,244 | 40,816 |
Accrued compensation | 10,974 | 8,094 | 12,284 |
Deferred revenue | 3,481 | 3,095 | 4,389 |
Accrued income taxes | — | — | 13,122 |
Other accrued liabilities | 20,423 | 18,932 | 29,223 |
Total current liabilities | 109,481 | 105,320 | 143,106 |
Long-term debt – less current maturities | 284,519 | 289,668 | 266,350 |
Deferred taxes | — | — | — |
Other liabilities | 587 | 587 | 688 |
Total liabilities | 394,587 | 395,575 | 410,144 |
Commitments and contingencies | |||
Shareholders’ equity: | |||
Preferred stock, $0.001 par value per share, 1,000,000 shares authorized; none outstanding | — | — | — |
Common stock, $0.001 par value per share, 150,000,000 authorized and 24,599,159; 24,290,345 and 24,300,545 shares issued, respectively | 24 | 24 | 24 |
Capital paid-in excess of par value | 445,059 | 444,428 | 443,293 |
Treasury stock, at cost 5,420,210; 5,420,210 and 5,420,210 shares, respectively | (186,637) | (186,637) | (186,637) |
Accumulated other comprehensive income | 22,486 | 23,631 | 23,603 |
Accumulated deficit | (180,997) | (213,500) | (57,054) |
Total shareholders’ equity | 99,935 | 67,946 | 223,229 |
Total liabilities and shareholders’ equity | $ 494,522 | $ 463,521 | $ 633,373 |
SCHOOL SPECIALTY, INC. | |||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | |||
(In Thousands) | |||
Unaudited | |||
Six Months Ended | |||
October 27, 2012 |
October 29, 2011 |
||
Cash flows from operating activities: | |||
Net income | $ 32,502 | $ 22,429 | |
Adjustments to reconcile net income to net cash provided | |||
by operating activities: | |||
Depreciation and intangible asset amortization expense | 13,985 | 14,536 | |
Amortization of development costs | 3,994 | 3,959 | |
Amortization of debt fees and other | 3,779 | 1,751 | |
Share-based compensation expense | 723 | 1,181 | |
Impairment of long-term asset | 1,414 | — | |
Equity in losses/(income) of investment in unconsolidated affiliate | 18 | (115) | |
Deferred taxes | — | (4,246) | |
Expense associated with convertible debt exchange | — | 1,090 | |
Non-cash convertible debt interest expense | 4,497 | 5,005 | |
Changes in current assets and liabilities: | |||
Accounts receivable | (56,356) | (61,162) | |
Inventories | 15,737 | 34,000 | |
Deferred catalog costs | 8,008 | 9,560 | |
Prepaid expenses and other current assets | (2,212) | 295 | |
Accounts payable | (11,001) | (45,089) | |
Accrued liabilities | 4,446 | 10,101 | |
Net cash provided by/(used in) operating activities | 19,534 | (6,705) | |
Cash flows from investing activities: | |||
Additions to property, plant and equipment | (2,460) | (3,667) | |
Investment in product development costs | (3,182) | (3,816) | |
Change in restricted cash | (2,708) | — | |
Proceeds from note receivable | 3,000 | — | |
Net cash used in investing activities | (5,350) | (7,483) | |
Cash flows from financing activities: | |||
Proceeds from bank borrowings | 819,753 | 300,600 | |
Repayment of debt and capital leases | (819,591) | (290,429) | |
Payment of debt and other | (9,253) | (1,663) | |
Net cash (used in)/provided by financing activities | (9,091) | 8,508 | |
Net decrease in cash and cash equivalents | 5,093 | (5,680) | |
Cash and cash equivalents, beginning of period | 484 | 9,821 | |
Cash and cash equivalents, end of period | $ 5,577 | $ 4,141 | |
Free cash flow reconciliation: | |||
Net cash (used in)/provided by operating activities | $ 19,534 | $ (6,705) | |
Additions to property and equipment | (2,460) | (3,667) | |
Investment in product development costs | (3,182) | (3,816) | |
Free cash flow | $ 13,892 | $ (14,188) |
School Specialty, Inc. | ||||||
Segment Analysis – Revenues and Gross Profit/Margin Analysis | ||||||
(In thousands) | ||||||
Unaudited | ||||||
Segment Revenues and Gross Profit/Margin Analysis-QTD | ||||||
% of Revenues | ||||||
2Q13-QTD | 2Q12-QTD | Change $ | Change % | 2Q13-QTD | 2Q12-QTD | |
Revenues | ||||||
Educational Resources | $ 171,089 | $ 173,222 | $ (2,133) | -1.2% | 72.2% | 68.9% |
Accelerated Learning | 65,610 | 77,986 | (12,376) | -15.9% | 27.7% | 31.0% |
Corporate and Interco Elims | 167 | 167 | — | 0.1% | 0.1% | |
Total Revenues | $ 236,866 | $ 251,375 | $ (14,509) | -5.8% | 100.0% | 100.0% |
% of Gross Profit | ||||||
2Q13-QTD | 2Q12-QTD | Change $ | Change % | 2Q13-QTD | 2Q12-QTD | |
Gross Profit | ||||||
Educational Resources | $ 57,082 | $ 53,481 | $ 3,601 | 6.7% | 61.6% | 56.3% |
Accelerated Learning | 35,456 | 40,825 | (5,369) | -13.2% | 38.2% | 42.9% |
Corporate and Interco Elims | 162 | 754 | (592) | 0.2% | 0.8% | |
Total Gross Profit | $ 92,700 | $ 95,060 | $ (2,360) | -2.5% | 100.0% | 100.0% |
Segment Gross Margin Summary-QTD | ||||||
Gross Margin | 2Q13-QTD | 2Q12-QTD | ||||
Educational Resources | 33.4% | 30.9% | ||||
Accelerated Learning | 54.0% | 52.3% | ||||
Total Gross Margin | 39.1% | 37.8% | ||||
Segment Revenues and Gross Profit/Margin Analysis-YTD | ||||||
% of Revenue | ||||||
2Q13-YTD | 2Q12-YTD | Change $ | Change % | 2Q13-YTD | 2Q12-YTD | |
Revenues | ||||||
Educational Resources | $ 344,776 | $ 359,286 | $ (14,510) | -4.0% | 70.5% | 68.1% |
Accelerated Learning | 143,895 | 167,839 | (23,944) | -14.3% | 29.4% | 31.8% |
Corporate and Interco Elims | 334 | 334 | — | 0.1% | 0.1% | |
Total Revenues | $ 489,005 | $ 527,459 | $ (38,454) | -7.3% | 100.0% | 100.0% |
% of Gross Profit | ||||||
2Q13-YTD | 2Q12-YTD | Change $ | Change % | 2Q13-YTD | 2Q12-YTD | |
Gross Profit | ||||||
Educational Resources | $ 117,641 | $ 113,918 | $ 3,723 | 3.3% | 59.9% | 55.2% |
Accelerated Learning | 78,330 | 90,982 | (12,652) | -13.9% | 39.9% | 44.1% |
Corporate and Interco Elims | 326 | 1,436 | (1,110) | 0.2% | 0.7% | |
Total Gross Profit | $ 196,297 | $ 206,336 | $ (10,039) | -4.9% | 100.0% | 100.0% |
Segment Gross Margin Summary-YTD | ||||||
Gross Margin | 2Q13-YTD | 2Q12-YTD | ||||
Educational Resources | 34.1% | 31.7% | ||||
Accelerated Learning | 54.4% | 54.2% | ||||
Total Gross Margin | 40.1% | 39.1% |
School Specialty, Inc. | ||||
Reconciliation of GAAP Net Income and Net Income per Share to Adjusted Net Income and Net Income per Diluted Share | ||||
(In Thousands, Except Per Share Amounts) | ||||
Unaudited | ||||
Three Months Ended | Six Months Ended | |||
October 27, 2012 | October 29, 2011 | October 27, 2012 | October 29, 2011 | |
GAAP Net Income | $ 14,127 | $ 8,879 | $ 32,502 | $ 22,429 |
Special Items, net of tax: | — | — | ||
Expense associated with convertible debt exchange | — | — | — | 671 |
Expense associated with debt refinancing (included in interest expense) | — | — | 2,490 | — |
Restructuring (included in SG&A) | — | 864 | 1,103 | 864 |
Impairment of long-term asset | 1,414 | — | 1,414 | — |
Adjusted Net Income | $ 15,541 | $ 9,743 | $ 37,509 | $ 23,964 |
Three Months Ended | Six Months Ended | |||
October 27, 2012 | October 29, 2011 | October 27, 2012 | October 29, 2011 | |
GAAP Net Income per Diluted Share | $ 0.75 | $ 0.47 | $ 1.72 | $ 1.18 |
Special Items, net of tax: | ||||
Expense associated with convertible debt exchange | — | — | — | 0.04 |
Expense associated with debt refinancing (included in interest expense) | — | — | 0.13 | — |
Restructuring (included in SG&A) | — | 0.05 | 0.06 | 0.05 |
Impairment of long-term asset | 0.07 | — | 0.07 | — |
Adjusted Net Income per diluted share | $ 0.82 | $ 0.51 | $ 1.98 | $ 1.26 |
Note: Totals may not foot due to rounding differences. | ||||
School Specialty’s financial results for the three and six months ended October 27, 2012 and October 29, 2011 included certain items that management believes are not representative of its operating performance. This additional information and reconciliation is not meant to be considered in isolation or as a substitute for the company’s results of operations as prepared and presented in accordance with GAAP. |
CONTACT: David Vander Ploeg Executive VP and CFO 920-882-5854 Elizabeth M. Higashi, CFA Investor Relations 920-243-5392
Eltek (ELTK) Sets Earnings Release Date, Q3 Financials Conference Call
Eltek Ltd. (NASDAQ:ELTK – News), the leading Israeli manufacturer of advanced circuitry solutions, will release its financial results for the quarter ended September 30, 2012, on Wednesday, November 28, 2012, before the market opens. Eltek’s financial results will be released over the news wires and will also be posted on its corporate website.
On Wednesday, November 28, 2012, at 09:00 a.m. Eastern Time, Eltek will conduct a conference call to discuss the third quarter results. The call will feature Arieh Reichart, Chief Executive Officer, and Amnon Shemer, Chief Financial Officer.
To participate, please call the following teleconference numbers. Please begin placing your calls 10 minutes before the hour:
Domestic: | 03-9180650 | ||||||
International: | +972-3-9180650 | ||||||
United States: | 1-888-407-2553 | ||||||
At: | |||||||
09:00 a.m. Eastern Time | |||||||
06:00 a.m. Pacific Time | |||||||
16:00 p.m. Israel Time |
A replay of the call will be available on Eltek’s corporate website at http://www.eltekglobal.com approximately 48 hours after the conference call is completed and will be archived for 30 days.
About the Company
Eltek is Israel’s leading manufacturer of printed circuit boards, the core circuitry of most electronic devices. It specializes in the complex high-end of PCB manufacturing, i.e., HDI, multi-layered and flex-rigid boards. Eltek’s technologically advanced circuitry solutions are used in today’s increasingly sophisticated and compact electronic products. For more information, visit Eltek’s website at www.eltekglobal.com.
Forward Looking Statements.
Certain matters discussed in this news release are forward-looking statements that involve a number of risks and uncertainties including, but not limited to statements regarding expected results in future quarters, risks in product and technology development and rapid technological change, product demand, the impact of competitive products and pricing, market acceptance, the sales cycle, changing economic conditions and other risk factors detailed in the Company’s filings with the United States Securities and Exchange Commission.
AirMedia (AMCN) Announces Unaudited Third Quarter 2012 Financial Results
BEIJING, Nov. 19, 2012 /PRNewswire/ — AirMedia Group Inc. (“AirMedia” or the “Company”) (Nasdaq: AMCN), a leading operator of out-of-home advertising platforms in China targeting mid-to-high-end consumers, today announced its unaudited financial results for the third quarter ended September 30, 2012.
Third Quarter 2012 Financial Highlights
- Total revenues increased by 4.3% year-over-year to US$73.1 million.
- Net loss attributable to AirMedia’s shareholders was US$27.3 million. Basic and diluted net loss attributable to AirMedia’s shareholders per American Depositary Share (“ADS”) were both US$0.44.
- Adjusted net income attributable to AirMedia’s shareholders (non-GAAP), which is net loss attributable to AirMedia’s shareholders excluding share-based compensation expenses, amortization of acquired intangible assets, impairment of goodwill, and impairment of intangible assets, was US$4.3 million. Adjusted basic net income attributable to AirMedia’s shareholders per ADS (non-GAAP), which is adjusted net income attributable to AirMedia’s shareholders (non-GAAP) divided by the number of ADSs outstanding, was US$0.07. Adjusted diluted net income attributable to AirMedia’s shareholders per ADS (non-GAAP), which is adjusted net income attributable to AirMedia’s shareholders (non-GAAP) divided by the number of ADSs outstanding as adjusted for dilution after taking into account option grants under the Company’s current Share Incentive Plan, was US$0.07.
“Despite the negative impact on advertising from certain recent anti-Japan protests in China, we were still able to beat the high end of our revenue guidance in the third quarter of 2012. Our results for the third quarter of 2012 primarily benefitted from the continued growth of our digital frames in airports. We are excited to see the rapid growth of our mega-size LED screens, which received very strong demand from advertisers. We expect mega-size LED screens to be a larger part of the Company’s future revenues and become one of our growth drivers in the coming quarters,” commented Herman Guo, chairman and chief executive officer of AirMedia.
“In the third quarter of 2012, we made improvements on gross profit as a percentage of net revenues and non-GAAP adjusted net income. Gross profit as a percentage of net revenues for the third quarter was 12.3%, up from 10.2% in the same period one year ago and 10.1% in the previous quarter. Non-GAAP adjusted net income expanded to US$4.3 million. If not for the impairment of goodwill and impairment of intangible assets of total US$30.2 million, we would have been able to achieve US-GAAP net income in the third quarter. These impairment charges are non-cash charges, which we do not expect to be recurring,” Henry Ho, AirMedia’s chief financial officer, commented.
Third Quarter 2012 Financial Results
Revenues
Total revenues by product line (numbers in US$ 000’s except for percentages):
Quarter |
% of Total |
Quarter |
% of Total |
Quarter |
% of Total |
Y/Y |
Q/Q |
||||||
Air Travel Media Network |
66,233 |
90.6% |
63,046 |
92.5% |
64,085 |
91.4% |
3.4% |
5.1% |
|||||
Digital frames in airports |
34,993 |
47.9% |
29,652 |
43.5% |
30,696 |
43.8% |
14.0% |
18.0% |
|||||
Digital TV screens in airports |
2,740 |
3.7% |
3,414 |
5.0% |
3,447 |
4.9% |
-20.5% |
-19.7% |
|||||
Digital TV screens on airplanes |
6,578 |
9.0% |
7,143 |
10.5% |
6,794 |
9.7% |
-3.2% |
-7.9% |
|||||
Traditional media in airports |
20,113 |
27.5% |
20,764 |
30.5% |
21,344 |
30.4% |
-5.8% |
-3.1% |
|||||
Other revenues in air travel |
1,809 |
2.5% |
2,073 |
3.0% |
1,804 |
2.6% |
0.3% |
-12.7% |
|||||
Gas Station Media Network |
3,889 |
5.3% |
2,278 |
3.4% |
3,753 |
5.4% |
3.6% |
70.7% |
|||||
Other Media |
2,984 |
4.1% |
2,809 |
4.1% |
2,270 |
3.2% |
31.5% |
6.2% |
|||||
Total revenues |
73,106 |
100.0% |
68,133 |
100.0% |
70,108 |
100.0% |
4.3% |
7.3% |
|||||
Net revenues |
71,368 |
66,583 |
68,715 |
3.9% |
7.2% |
Total revenues for the third quarter of 2012 reached US$73.1 million, representing a year-over-year increase of 4.3% from US$70.1 million and a quarter-over-quarter increase of 7.3% from US$68.1 million. The year-over-year and quarter-over-quarter increases were primarily due to increases in revenues from digital frames in airports, other media, and the gas station media network, partially offset by decreases in revenues from digital TV screens in airports, digital TV screens on airplanes and traditional media in airports.
Revenues from digital frames in airports
Revenues from digital frames in airports for the third quarter of 2012 increased by 14.0% year-over-year and by 18.0% quarter-over-quarter to US$35.0 million. The year-over-year and quarter-over-quarter increases were due to the Company’s continued sales efforts and additional revenues from the rapidly growing product line of mega-size LED screens.
Revenues from digital TV screens in airports
Revenues from digital TV screens in airports for the third quarter of 2012 decreased by 20.5% year-over-year and by 19.7% quarter-over-quarter to US$2.7 million. The year-over-year and quarter-over-quarter decreases were primarily due to a drop in demand from advertisers.
Revenues from digital TV screens on airplanes
Revenues from digital TV screens on airplanes for the third quarter of 2012 decreased by 3.2% year-over-year and by 7.9% quarter-over-quarter to US$6.6 million, primarily due to the fact that when advertisers have limited advertising budgets during the current economic environment, they tend to move budgets to media which they think can generate higher returns.
Revenues from traditional media in airports
Revenues from traditional media in airports for the third quarter of 2012 decreased by 5.8% year-over-year and 3.1% quarter-over-quarter to US$20.1 million. The year-over-year and quarter-over-quarter decreases were primarily due to the reduced availability as a result of a media format upgrade, in which AirMedia was upgrading 18 light boxes at prime locations in Beijing Capital International Airport to a better advertising format. The Company finished upgrading two of these light boxes in September 2012, and expects to complete upgrading the rest by the end of the year.
Revenues from the gas station media network
Revenues from the gas station media network for the third quarter of 2012 increased by 3.6% year-over-year and by 70.7% quarter-over-quarter to US$3.9 million. The year-over-year increase was primarily due to the Company’s continued sales efforts and advertisers’ continually growing acceptance of AirMedia’s gas station media network. The quarter-over-quarter increase was primarily due to breakthrough on certain key advertising accounts.
Revenues from other media
Revenues from other media were primarily revenues from unipole signs and other outdoors media. Revenues from other media for the third quarter of 2012 increased by 31.5% year-over-year and increased by 6.2% quarter-over-quarter to US$3.0 million. The year-over-year and quarter-over-quarter increases were primarily due to an increase in real estate advertising in the third quarter of 2012.
Business tax and other sales tax
Business tax and other sales tax for the third quarter of 2012 were US$1.7 million, compared to US$1.4 million in the same period one year ago and US$1.6 million in the previous quarter. For purposes of calculating the amount of business and other sales tax, concession fees are deducted from total revenues, as permitted under applicable PRC tax law.
Net revenues
Net revenues for the third quarter of 2012 reached US$71.4 million, representing a year-over-year increase of 3.9% from US$68.7 million and a quarter-over-quarter increase of 7.2% from US$66.6 million.
Cost of Revenues
Cost of revenues for the third quarter of 2012 was US$62.6 million, representing a year-over-year increase of 1.3% from US$61.7 million and a quarter-over-quarter increase of 4.6% from US$59.8 million. The year-over-year increase was primarily due to higher concession fees, which were partially offset by lower agency fees for third-party advertising agencies. The quarter-over-quarter increase was primarily due to higher agency fees for third-party advertising agencies, which were partially offset by lower concession fees. Cost of revenues as a percentage of net revenues in the third quarter of 2012 was 87.7%, down from 89.8% in the same period one year ago and down from 89.9% in the previous quarter.
AirMedia incurs concession fees to airports for placing and operating digital frames, digital TV screens, traditional media and other displays in airports, to airlines for playing programs on their digital TV screens, to Sinopec for placing outdoors media in its gas stations and to other media resources owners for placing unipole signs and other outdoors media.
Concession fees for the third quarter of 2012 increased by 7.2% year-over-year and decreased by 0.9% quarter-over-quarter to US$44.5 million. The year-over-year increase was primarily due to newly signed or renewed concession rights contracts during the period. Concession fees as a percentage of net revenues in the third quarter of 2012 was 62.4%, increasing from 60.4% in the same period one year ago and decreasing from 67.5% in the previous quarter. The year-over-year increase of concession fees as a percentage of net revenues was primarily due to the fact concession fees grew at a faster pace than net revenues. The quarter-over-quarter decrease of concession fees as a percentage of net revenues was primarily due to the fact that net revenues grew at a faster pace than concession fees.
Gross Profit
Gross profit for the third quarter of 2012 was US$8.8 million, compared to gross profit of US$7.0 million in the same period one year ago and gross profit of US$6.8 million in the previous quarter.
Gross profit as a percentage of net revenues for the third quarter of 2012 was 12.3%, compared to gross profit as a percentage of net revenues of 10.2% in the same period one year ago and gross profit as a percentage of net revenues of 10.1% in the previous quarter. The year-over-year and quarter-over-quarter increases in gross profit as a percentage of net revenues were due to the fact that net revenues grew at a faster pace than cost of revenues.
Operating Expenses
Operating expenses (numbers in US$ 000’s except for percentages):
Quarter |
% of Net |
Quarter |
% of Net |
Quarter |
% of Net |
Y/Y |
Q/Q |
||||
Selling and marketing expenses |
4,461 |
6.3% |
4,162 |
6.3% |
4,429 |
6.4% |
0.7% |
7.2% |
|||
General and administrative expenses |
5,228 |
7.3% |
5,056 |
7.6% |
5,562 |
8.1% |
-6.0% |
3.4% |
|||
Impairment of goodwill |
20,611 |
28.9% |
– |
0.0% |
– |
0.0% |
N/A |
N/A |
|||
Impairment of intangible assets |
9,583 |
13.4% |
– |
0.0% |
– |
0.0% |
N/A |
N/A |
|||
Total operating expenses |
39,883 |
55.9% |
9,218 |
13.9% |
9,991 |
14.5% |
299.2% |
332.7% |
|||
Adjusted operating expenses |
8,256 |
11.6% |
7,409 |
11.1% |
6,659 |
9.7% |
24.0% |
11.4% |
Total operating expenses for the third quarter of 2012 were US$39.9 million, representing a year-over-year increase of 299.2% from US$10.0 million and a quarter-over-quarter increase of 332.7% from US$9.2 million. The year-over-year and quarter-over-quarter increases were primarily due to impairment of goodwill of US$20.6 million and an impairment of intangible asset of US$9.6 million in the third quarter of 2012.
Share-based compensation expenses included in the total operating expenses for the third quarter of 2012 were US$713,000, compared to share-based compensation expenses of US$2.4 million in the same period one year ago and share-based compensation expenses of US$993,000 in the previous quarter. The year-over-year decrease in share-based compensation expenses was primarily due to a re-pricing of stock options on August 23, 2011, which resulted in additional one-time share-based compensation expenses in the third quarter of 2011, and the fact that stock options granted on July 10, 2009 all became fully vested on July 10, 2012. The quarter-over-quarter decrease in share-based compensation expenses was primarily due to the fact that stock options granted on July 10, 2009 all became fully vested on July 10, 2012.
Adjusted operating expenses (non-GAAP), which excluded share-based compensation expenses, amortization of acquired intangible assets, impairment of goodwill, and impairment of intangible assets, were US$8.3 million for the third quarter of 2012, representing a year-over-year increase of 24.0% from US$6.7 million and a quarter-over-quarter increase of 11.4% from US$7.4 million. Adjusted operating expenses as a percentage of net revenues (non-GAAP), which is calculated by dividing adjusted operating expenses (non-GAAP) by net revenues, was 11.6% in the third quarter of 2012, compared to 9.7% in the same period one year ago and 11.1% in the previous quarter.
Please refer to the attached table captioned “Reconciliation of GAAP Operating Expenses to Non-GAAP Adjusted Operating Expenses” for a reconciliation of operating expenses under U.S. GAAP to adjusted operating expenses (non-GAAP).
Selling and marketing expenses for the third quarter of 2012 were US$4.5 million, including share-based compensation expenses of US$174,000. This represented a year-over-year increase of 0.7% from US$4.4 million and a quarter-over-quarter increase of 7.2% from US$4.2 million. The quarter-over-quarter increase was primarily due to higher sales commissions for direct sales force.
General and administrative expenses for the third quarter of 2012 were US$5.2 million, including share-based compensation expenses of US$539,000. This represented a year-over-year decrease of 6.0% from US$5.6 million and a quarter-over-quarter increase of 3.4% from US$5.1million. The year-over-year decrease was primarily due to lower share-based compensation expenses and lower amortization of acquired intangible assets, which were partially offset by higher bad-debt provision.
As the Company’s stock price continued to underperform and because of the negative economic sentiment in China and its effect on marketing and advertising budgets, the Company’s management thought it was prudent to perform an assessment regarding the recoverability of its goodwill and intangible assets balances as of September 30, 2012. As a result of management’s analyses, it was determined that the carrying amount of goodwill and certain intangible assets, all initially recognized in connection with certain business acquisitions in previous years, were impaired. The Company recorded an impairment expense of US$20.6 million for the full impairment of goodwill and US$9.6 million of the partial impairment of certain intangible assets. All such impairment of goodwill and intangible assets are non-cash charges.
Income/Loss from Operations
Loss from operations for the third quarter of 2012 was US$31.1 million, compared to loss from operations of US$3.0 million in the same period one year ago and loss from operations of US$2.5 million in the previous quarter. Loss from operations as a percentage of net revenues for the third quarter of 2012 was negative 43.5%, compared to negative 4.4% in the same period one year ago and negative 3.7% in the previous quarter.
Adjusted income from operations (non-GAAP), which excluded share-based compensation expenses, amortization of acquired intangible assets, impairment of goodwill and impairment of intangible assets, was US$557,000 for the third quarter of 2012, compared to adjusted income from operations (non-GAAP) of US$333,000 in the same period one year ago and adjusted loss from operations (non-GAAP) of US$657,000 in the previous quarter. Adjusted operating margin (non-GAAP), which excluded the effect of share-based compensation expenses, amortization of acquired intangible assets, impairment of goodwill, and impairment of intangible assets, was 0.8% for the third quarter of 2012, compared to 0.5% in the same period one year ago and negative 1.0% in the previous quarter.
Please refer to the attached table captioned “Reconciliation of GAAP Loss from Operations to Non-GAAP Adjusted Loss from Operations” for a reconciliation of loss from operations under U.S. GAAP to adjusted loss from operations (non-GAAP).
Income Tax Benefits/Expenses
Income tax benefits for the third quarter of 2012 were US$3.0 million, compared to income tax benefits of US$205,000 in the same period one year ago and income tax benefits of US$664,000 in the previous quarter.
Net Loss/Income Attributable to AirMedia’s Shareholders
Net loss attributable to AirMedia’s shareholders for the third quarter of 2012 was US$27.3 million, compared to net loss attributable to AirMedia’s shareholders of US$1.7 million in the same period one year ago and net loss attributable to AirMedia’s shareholders of US$1.5 million in the previous quarter. The basic net loss attributable to AirMedia’s shareholders per ADS for the third quarter of 2012 was US$0.44, compared to basic net loss attributable to AirMedia’s shareholders per ADS of US$0.03 in the same period one year ago and basic net loss attributable to AirMedia’s shareholders per ADS of US$0.02 in the previous quarter. The diluted net loss attributable to AirMedia’s shareholders per ADS for the third quarter of 2012 was US$0.44, compared to diluted net loss attributable to AirMedia’s shareholders per ADS of US$0.03 in the same period one year ago and diluted net loss attributable to AirMedia’s shareholders per ADS of US$0.02 in the previous quarter.
Adjusted net income attributable to AirMedia’s shareholders (non-GAAP), which is net loss attributable to AirMedia’s shareholders excluding share-based compensation expenses, amortization of acquired intangible assets, impairment of goodwill, and impairment of intangible assets, was US$4.3 million for the third quarter of 2012, compared to adjusted net income attributable to AirMedia’s shareholders (non-GAAP) of US$1.6 million in the same period one year ago and adjusted net income attributable to AirMedia’s shareholders (non-GAAP) of US$339,000 in the previous quarter. Adjusted basic net income attributable to AirMedia’s shareholders per ADS (non-GAAP), which is adjusted net income attributable to AirMedia’s shareholders (non-GAAP) divided by the number of ADSs outstanding, was US$0.07 for the third quarter of 2012, compared to adjusted basic net income attributable to AirMedia’s shareholders per ADS (non-GAAP) of US$0.03 in the same period one year ago and adjusted basic net income attributable to AirMedia’s shareholders per ADS (non-GAAP) of US$0.01 in the previous quarter. Adjusted diluted net income attributable to AirMedia’s shareholders per ADS (non-GAAP), which is adjusted net income attributable to AirMedia’s shareholders (non-GAAP) divided by the number of ADSs as adjusted for dilution after taking into account option grants under the Share Incentive Plan, was US$0.07 for the third quarter of 2012, compared to adjusted diluted net income attributable to AirMedia’s shareholders per ADS (non-GAAP) of US$0.03 in the same period one year ago and adjusted diluted net income attributable to AirMedia’s shareholders per ADS (non-GAAP) of US$0.01 in the previous quarter.
Please refer to the attached table captioned “Reconciliation of GAAP Net Income (Loss) and EPS to Non-GAAP Adjusted Net Income (Loss) and EPS” for a reconciliation of net income (loss) attributable to AirMedia’s shareholders and basic and diluted net income (loss) attributable to AirMedia’s shareholders per ADS under U.S. GAAP to adjusted net income (loss) attributable to AirMedia’s shareholders (non-GAAP) and adjusted basic and diluted net income (loss) attributable to AirMedia’s shareholders per ADS (non-GAAP).
Cash, Restricted Cash and Short-term Investments
Cash, restricted cash and short-term investments totaled US$124.2 million as of September 30, 2012, compared to US$119.1 million as of December 31, 2011. The increase in cash, restricted cash and short-term investments from December 31, 2011 was primarily due to positive cash flow from operations.
ADS Repurchases and Expansion of Share Repurchase Program
On March 21, 2011, AirMedia’s board of directors authorized AirMedia to repurchase up to US$20 million of its own outstanding ADSs within two years from March 21, 2011. On September 24, 2012, AirMedia’s board of directors approved to increase the size of the share repurchase program to US$40 million from US$20 million and to extend the termination date of the share repurchase program to March 20, 2014 from March 20, 2013. As of November 18, 2012, AirMedia had repurchased an aggregate of 4,744,910 ADSs on the open market for a total consideration of US$13.9 million.
Other Recent Developments
AirMedia’s board of directors (the “Board”) approved a share capital increase of Beijing Weimei Shengjing Advertising Co., Ltd. (“Weimei Shengjing”) and a share purchase by certain members of the senior management of Weimei Shengjing. Weimei Shengjing, a wholly owned subsidiary of Beijing AirMedia UC Advertising Co., Ltd. (“AirMedia UC”), one of the VIEs of the Company, is currently the primary operating entity of AirMedia’s gas station media network. As part of the share capital increase, Weimei Shengjing will increase its share capital by issuing new registered capital to AirMedia UC for a total cash consideration of RMB38.0 million and to Beijing Zhongshi Aoyou Advertising Co., Ltd. (Zhongshi Aoyou) for a total cash consideration of RMB15.0 million (the “Share Capital Increase”). After the proposed Share Capital Increase, AirMedia UC and Zhongshi Aoyou will hold 78% and 22% equity interest in Weimei Shengjing, respectively. Certain members of the senior management of Weimei Shengjing intend to purchase shares of Weimei Shengjing or shares of Zhongshi Aoyou within 30 business days after the proposed Share Capital Increase, for cash consideration per share equal to the fair values of the shares purchased as set out in the valuation report of Weiming Shengjing (the “Share Purchase”). After the proposed Share Purchase, these purchasers will directly or indirectly hold 22% of the equity interest in Weimei Shengjing. The Audit Committee of the Board deliberated on the proposed Share Capital Increase and the Share Purchase and recommended them to the Board for approval. The Share Capital Increase and the Share Purchase were approved by the Board on November 16, 2012.
On November 12, 2012, AirMedia obtained concession rights contract to install and operate two mega-size LED screens above the security check areas in Sanya Fenghuang International Airport in Hainan province from December 1, 2012 to February 28, 2017.
Starting from November 1, 2012, AirMedia extended the advertising cycle time of its mega-size LED screens in Changsha Huanghua International Airport to 12-minute cycles from 6-minute cycles, which reduced the frequency of the 15-second advertising time slots to 80 times a day from 160 times a day, while maintaining the same listing price per time slot. This approach, a response to strong demand from advertisers, doubled the capacity to sell the Company’s mega-size LED Screens in Changsha Huanghua International Airport to 48 time slots from 24 time slots available for sale per week.
Starting from October 23, 2012, after approximately 40-day operation, AirMedia completed the upward adjustment of the listing price of its mega-size LED screens at Terminals 2 of Chengdu Shuangliu International Airport by approximately 75%; the price adjustment was due to strong demand from advertisers.
On September 27, 2012, AirMedia obtained concession rights contract to install and operate two mega-size LED screens next to the airport highway of Chengdu Shuangliu International Airport for eight years starting from the commencement of operations, which is expected to be before December 1, 2012.
On September 13, 2012, AirMedia commenced operations of its mega-size LED screens above the security check areas at Terminal 2 of Chengdu Shuangliu International Airport.
On September 5, 2012, AirMedia obtained rights to be a selling agent of the three mega-size LED screens above the security check areas of Hangzhou Xiaoshan International Airport in Zhejiang province from October 1, 2012 to February 28, 2015.
On September 3, 2012, AirMedia commenced operations of eight sets of newly-built stand-alone digital frames at the baggage claim areas of Changchun Longjia International Airport in Jilin province.
On September 1, 2012, AirMedia’s Board of Directors granted options to an employee to purchase an aggregate of 1,857,538 ordinary shares (928,769 ADSs) of the Company, at an exercise price of US$0.72 per ordinary share (US$1.43 per ADS). The term of these options is five years; one twelfth of these options will vest at the beginning of each quarter from September 4, 2012 to June 3, 2015.
On August 21, 2012, AirMedia commenced operations of 37 sets of newly-built stand-alone digital frames in Sanya Fenghuang International Airport (“Sanya Airport”) in Hainan province, which significantly increased AirMedia’s media presence in Sanya Airport. In addition to the original 15 sets of stand-alone digital frames it already operates in Sanya Airport, AirMedia currently has 52 sets of stand-alone digital frames in Sanya Airport.
On July 15, 2012, AirMedia obtained concession rights contract to operate a mega-size LED screen above the security check areas in Changchun Longjia International Airport in Jilin province from July 15, 2012 to December 31, 2014.
AirMedia’s PRC subsidiaries and variable interest entities have engaged in and may be subject to various legal proceedings relating to commercial arrangements and other matters in the ordinary course of its business. In August 2012, the Company received arbitral awards from Beijing Arbitration Commission concerning some of these legal proceedings, which resulted in an additional payable of US$1.1 million in the third quarter.
Business Outlook
Due to China’s replacement of Business Tax by the recently implemented Value Added Tax in AirMedia’s key regions of operations, the difference between AirMedia’s total revenues and net revenues will be minimal in the future. As a result, starting from the fourth quarter of 2012, AirMedia will give guidance of its net revenues instead of total revenues. AirMedia currently expects its net revenues for the fourth quarter of 2012 to range from US$77.0 million to US$80.0 million, representing a year-over-year decrease of 5.9% to 9.4% from the same period in 2011 and a quarter-over-quarter increase of 7.9% to 12.1% from the previous quarter.
AirMedia currently expects its concession fees to be approximately US$46.0 million in the fourth quarter of 2012. The quarter-over-quarter increase from the third quarter of 2012 will be primarily due to the concession fee commitments under concession rights contracts that were newly signed or renewed or are expected to be signed or renewed.
The above forecast reflects AirMedia’s current and preliminary view and is therefore subject to change. Please refer to the Safe Harbor Statement below for the factors that could cause actual results to differ materially from those contained in any forward-looking statement.
Summary of Selected Operating Data
Quarter |
Quarter |
Quarter |
Y/Y |
Q/Q |
|||||
Digital frames in airports |
|||||||||
Number of airports in operation |
34 |
33 |
35 |
-2.9% |
3.0% |
||||
Number of time slots available for sale (2) |
32,033 |
33,012 |
35,292 |
-9.2% |
-3.0% |
||||
Number of time slots sold (3) |
12,819 |
9,535 |
11,461 |
11.8% |
34.4% |
||||
Utilization rate (4) |
40.0% |
28.9% |
32.5% |
7.5% |
11.1% |
||||
Average advertising revenue per time slot sold(5) |
US$2,730 |
US$3,110 |
US$2,678 |
1.9% |
-12.2% |
||||
Digital TV screens in airports |
|||||||||
Number of airports in operation |
34 |
35 |
37 |
-8.1% |
-2.9% |
||||
Number of time slots available for sale (1) |
16,560 |
16,789 |
18,664 |
-11.3% |
-1.4% |
||||
Number of time slots sold (3) |
6,460 |
6,174 |
2,313 |
179.3% |
4.6% |
||||
Utilization rate (4) |
39.0% |
36.8% |
12.4% |
26.6% |
2.2% |
||||
Average advertising revenue per time slot sold (5) |
US$424 |
US$553 |
US$1,490 |
-71.5% |
-23.3% |
||||
Digital TV screens on airplanes |
|||||||||
Number of airlines in operation |
9 |
9 |
8 |
12.5% |
0.0% |
||||
Number of time slots available for sale (1) |
444 |
444 |
414 |
7.2% |
0.0% |
||||
Number of time slots sold (3) |
168 |
204 |
254 |
-33.9% |
-17.6% |
||||
Utilization rate (4) |
37.8% |
45.9% |
61.4% |
-23.6% |
-8.1% |
||||
Average advertising revenue per time slot sold (5) |
US$39,155 |
US$35,015 |
US$26,748 |
46.4% |
11.8% |
||||
Traditional Media in airports |
|||||||||
Numbers of locations available for sale (6) |
928 |
930 |
904 |
2.7% |
-0.2% |
||||
Numbers of locations sold (7) |
621 |
587 |
695 |
-10.6% |
5.8% |
||||
Utilization rate (8) |
66.9% |
63.1% |
76.9% |
-10.0% |
3.8% |
||||
Average advertising revenue per location sold (9) |
US$32,388 |
US$35,373 |
US$30,711 |
5.5% |
-8.4% |
Notes:
(1) A time slot is defined as a 30-second equivalent advertising time unit for digital TV screens in airports and digital TV screens on airplanes, which is shown during each advertising cycle on a weekly basis in a given airport or on a monthly basis on the routes of a given airline, respectively. AirMedia’s airport advertising programs are shown repeatedly on a daily basis during a given week in one-hour cycles and each hour of programming includes 20 minutes of advertising content, which allows the Company to sell a maximum of 40 time slots per week. The number of time slots available for sale for the digital TV screens in airports during the period presented is calculated by multiplying the time slots available for sale per week per airport by the number of weeks during the period presented when AirMedia had operations in each airport and then calculating the sum of all the time slots available for sale for each of the Company’s network airports. The length of AirMedia’s in-flight programs typically ranges from approximately 45 minutes to an hour per flight, approximately five to 13 minutes of which consist of advertising content. The number of time slots available for sale for our digital TV screens on airplanes during the period presented is calculated by multiplying the time slots per airline per month by the number of months during the period presented when AirMedia had operations on each airline and then calculating the sum of all the time slots available for sale for each of its network airlines.
(2) A time slot is defined as a 12-second equivalent advertising time or 6-second equivalent advertising time units for digital frames in airports, which is shown during each standard advertising cycle on a weekly basis in a given airport. AirMedia’s standard airport advertising programs are shown repeatedly on a daily basis during a given week in 10-minute cycles or 5-minute cycles, which allows the Company to sell a maximum of 50 time slots per week. The length of time slot and advertising program cycle of some digital frames in several airports are different from the standard ones. The number of time slots available for sale for the digital frames in airports during the period presented is calculated by multiplying the time slots per week per airport by the number of weeks during the period presented when the Company had operations in each airport and then calculating the sum of all the time slots available for each of its network airports.
(3) Number of time slots sold refers to the number of 30-second equivalent advertising time units for digital TV screens in airports and digital TV screens on airplanes or 12-second equivalent advertising time units or 6-second equivalent advertising time units for digital frames in airports sold during the period presented.
(4) Utilization rate for digital TV screens in airports, digital TV screens on airplanes and digital frames in airports refers to total time slots sold as a percentage of total time slots available for sale during the relevant period.
(5) Average advertising revenue per time slot sold for digital TV screens in airports, digital TV screens on airplanes and digital frames in airports are calculated by dividing each of the Company’s revenues derived from digital TV screens in airports, digital TV screens on airplanes and digital frames in airports by the respective number of time slots sold.
(6) The number of locations available for sale in traditional media is defined as the sum of (1) the number of light boxes and billboards in Beijing, Shenzhen, Wenzhou and certain other airports (light boxes and billboards), and (2) the number of gate bridges in certain airports (gate bridges).
(7) The number of locations sold is defined as the sum of (1) the number of light boxes and billboards sold and (2) the number of gate bridges sold. To calculate the number of light boxes and billboards sold in a given airport, the “utilization rates of light boxes and billboards” in such airport is first calculated by dividing the “total value of light boxes and billboards sold” in such airport by the “total value of light boxes and billboards” in such airport. The “total value of light box and billboard sold” in a given airport is calculated as the daily listing prices of each light boxes and billboards sold in such airport multiplied by their respective number of days sold during the period presented. The “total value of light boxes and billboards” in a given airport is calculated as the sum of quarterly listing prices of all the light boxes and billboards in such airport during the period presented. The number of light boxes and billboards sold in a given airport is then calculated as the number of light boxes and billboards available for sale in such airport multiplied by the utilization rates of light boxes and billboards in such airport. The number of gate bridges sold in a given airport is counted based on numbers in the relevant contracts.
(8) Utilization rate for traditional media in airports refers to total locations sold as a percentage of total locations available for sale during the period presented.
(9) Average advertising revenue per location sold is calculated by dividing the revenues derived from all the locations sold by the number of locations sold during the period presented.
Earnings Conference Call Details
AirMedia will hold a conference call to discuss the third quarter 2012 earnings at 8:00 PM U.S. Eastern Time on November 19, 2012 (5:00 PM U.S. Pacific Time on November 19, 2012; 9:00 AM Beijing/Hong Kong time on November 20, 2012). AirMedia’s management team will be on the call to discuss financial results and operational highlights and answer questions.
Conference Call Dial-in Information
U.S.: +1 866 519 4004
U.K.: 08082346646
Hong Kong: +852 2475 0994
International: +1 718 354 1231
Pass code: AMCN
A replay of the call will be available for 1 week between 11:00 p.m. on November 19, 2012 and 11:59 p.m. on November 26, 2012, Eastern Time.
Replay Dial-in Information
U.S.: +1 855 452 5696
International: +1 646 254 3697
Pass code: 64803942
Additionally, a live and archived webcast of this call will be available on the Investor Relations section of AirMedia’s corporate website at http://ir.airmedia.net.cn.
Use of Non-GAAP Financial Measures
AirMedia’s management uses non-GAAP financial measures to gain an understanding of AirMedia’s comparative operating performance and future prospects. AirMedia’s non-GAAP financial measures exclude the following non-cash items: (1) share-based compensation expenses, (2) amortization of acquired intangible assets, (3) impairment of goodwill, and (4) impairment of intangible assets.
Non-GAAP financial measures are used by AirMedia’s management in their financial and operating decision-making, because management believes they reflect AirMedia’s ongoing business and operating performance in a manner that allows meaningful period-to-period comparisons. AirMedia’s management believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating AirMedia’s operating performance in the same manner as management does, if they so choose. Specifically, AirMedia believes the non-GAAP financial measures provide useful information to both management and investors by excluding certain charges that the Company believes are not indicative of its core operating results.
The non-GAAP financial measures have limitations. They do not include all items of income and expense that affect AirMedia’s income from operations. Specifically, these non-GAAP financial measures are not prepared in accordance with GAAP, may not be comparable to non-GAAP financial measures used by other companies and, with respect to the non-GAAP financial measures that exclude certain items under GAAP, do not reflect any benefit that such items may confer to AirMedia. Management compensates for these limitations by also considering AirMedia’s financial results as determined in accordance with GAAP. The presentation of this additional information is not meant to be considered superior to, in isolation from or as a substitute for results prepared in accordance with US GAAP. For more information on these non-GAAP financial measures, please see the table captioned “Reconciliation of GAAP Net (Loss) Income and EPS and Non-GAAP Adjusted Net (Loss) Income and EPS”, “Reconciliation of GAAP Operating Expenses to Non-GAAP Adjusted Operating Expenses” and “Reconciliation of GAAP (Loss) Income from Operations to Non-GAAP Adjusted (Loss) Income from Operations” set forth at the end of this release.
About AirMedia Group Inc.
AirMedia Group Inc. (Nasdaq: AMCN) is a leading operator of out-of-home advertising platforms in China targeting mid-to-high-end consumers. AirMedia operates the largest digital media network in China dedicated to air travel advertising. AirMedia operates digital frames in 34 major airports and digital TV screens in 34 major airports, including most of the 30 largest airports in China. In addition, AirMedia sells advertisements on the routes operated by nine airlines, including the four largest airlines in China. In selected major airports, AirMedia also operates traditional media platforms, such as billboards and light boxes, and other digital media, such as mega LED screens.
In addition, AirMedia has obtained exclusive contractual concession rights until the end of 2014 to develop and operate outdoor advertising platforms at Sinopec’s service stations located throughout China.
For more information about AirMedia, please visit http://www.airmedia.net.cn.
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expect,” “anticipate,” “future,” “intend,” “plan,” “believe,” “estimate,” “confident” and similar statements. Among other things, the Business Outlook section and the quotations from management in this announcement, as well as AirMedia Group Inc.’s strategic and operational plans, contain forward-looking statements. AirMedia may also make written or oral forward-looking statements in its reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about AirMedia’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to: if advertisers or the viewing public do not accept, or lose interest in, AirMedia’s air travel advertising network, AirMedia may be unable to generate sufficient cash flow from its operating activities and its prospects and results of operations could be negatively affected; AirMedia derives most of its revenues from the provision of air travel advertising services, and any slowdown in the air travel advertising industry in China may materially and adversely affect its revenues and results of operations; AirMedia’s strategy of expanding its advertising network by building new air travel media platforms and expanding into traditional media in airports may not succeed, and its failure to do so could materially reduce the attractiveness of its network and harm its business, reputation and results of operations; if AirMedia does not succeed in its expansion into gas station and other outdoors media advertising, its future results of operations and growth prospects may be materially and adversely affected; if AirMedia’s customers reduce their advertising spending or are unable to pay AirMedia in full, in part or at all for a period of time due to an economic downturn in China and/or elsewhere or for any other reason, AirMedia’s revenues and results of operations may be materially and adversely affected; AirMedia faces risks related to health epidemics, which could materially and adversely affect air travel and result in reduced demand for its advertising services or disrupt its operations; if AirMedia is unable to retain existing concession rights contracts or obtain new concession rights contracts on commercially advantageous terms that allow it to operate its advertising platforms, AirMedia may be unable to maintain or expand its network coverage and its business and prospects may be harmed; a significant portion of AirMedia’s revenues has been derived from the six largest airports and four largest airlines in China, and if any of these airports or airlines experiences a material business disruption, AirMedia’s ability to generate revenues and its results of operations would be materially and adversely affected; AirMedia’s limited operating history makes it difficult to evaluate its future prospects and results of operations; and other risks outlined in AirMedia’s filings with the U.S. Securities and Exchange Commission. AirMedia does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
Investor Contact:
Raymond Huang
Senior Director of Investor Relations
AirMedia Group Inc.
Tel: +86-10-8460-8678
Email: ir@airmedia.net.cn
AirMedia Group Inc. |
||||
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS |
||||
(In U.S. dollars in thousands) |
||||
September 30, |
December 31, |
|||
ASSETS: |
||||
Current assets: |
||||
Cash |
108,112 |
112,734 |
||
Restricted cash |
8,141 |
6,363 |
||
Short-term investment |
7,956 |
– |
||
Accounts receivable, net |
87,505 |
92,823 |
||
Prepaid concession fees |
18,578 |
22,909 |
||
Amount due from related party |
1,482 |
148 |
||
Other current assets |
10,371 |
6,627 |
||
Deferred tax assets – current |
5,576 |
6,061 |
||
Total current assets |
247,721 |
247,665 |
||
Property and equipment, net |
49,571 |
56,429 |
||
Long-term investments |
4,325 |
2,047 |
||
Long-term deposits |
20,776 |
15,042 |
||
Deferred tax assets – non-current |
8,170 |
5,763 |
||
Acquired intangible assets, net |
1,700 |
13,788 |
||
Goodwill |
– |
20,734 |
||
Total assets |
332,263 |
361,468 |
||
LIABILITIES AND EQUITY: |
||||
Current liabilities: |
||||
Accounts payable (including accounts payable of the |
||||
consolidated variable interest entities without recourse to |
||||
AirMedia Group Inc. $61,697 and $66,813 as of December 31, |
||||
2011 and September 30, 2012, respectively) |
69,290 |
63,577 |
||
Accrued expenses and other current liabilities |
||||
(including accrued expenses and other current liabilities of |
||||
the consolidated variable interest entities without recourse |
||||
to AirMedia Group Inc. $9,585 and $6,831 as of December 31, |
||||
2011 and September 30, 2012, respectively) |
7,787 |
11,276 |
||
Deferred revenue (including deferred revenue of the |
||||
consolidated variable interest entities without recourse to |
||||
AirMedia Group Inc. $11,516 and $17,615 as of December 31 |
||||
2011 and September 30, 2012, respectively) |
17,636 |
11,522 |
||
Income tax payable (including income tax payable of the |
||||
consolidated variable interest entities without recourse to |
||||
AirMedia Group Inc. $332 and $767 as of December 31, |
||||
2011 and September 30, 2012, respectively) |
1,262 |
792 |
||
Amounts due to related parties (including amounts due to |
||||
related parties of the consolidated variable interest entities |
||||
without recourse to AirMedia Group Inc. $443 and $443 as |
||||
of December 31, 2011 and September 30, 2012, respectively) |
443 |
443 |
||
Total current liabilities |
96,418 |
87,610 |
||
Deferred tax liability – non-current |
425 |
3,800 |
||
Total liabilities |
96,843 |
91,410 |
||
Equity |
||||
Ordinary shares |
128 |
128 |
||
Additional paid-in capital |
278,008 |
275,150 |
||
Treasury stock |
(5,951) |
(3,775) |
||
Statutory reserves |
8,049 |
8,049 |
||
Accumulated deficits |
(74,220) |
(38,138) |
||
Accumulated other comprehensive income |
30,873 |
30,734 |
||
Total AirMedia Group Inc.’s shareholders’ equity |
236,887 |
272,148 |
||
Noncontrolling interests |
(1,467) |
(2,090) |
||
Total equity |
235,420 |
270,058 |
||
Total liabilities and equity |
332,263 |
361,468 |
AirMedia Group Inc. |
||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
||||
(In U.S. dollars in thousands, except share and ADS related data) |
||||
Three Months Ended |
||||
September 30, |
June 30, |
September 30, |
||
Revenues |
73,106 |
68,133 |
70,108 |
|
Business tax and other sales tax |
(1,738) |
(1,550) |
(1,393) |
|
Net revenues |
71,368 |
66,583 |
68,715 |
|
Cost of revenues |
62,555 |
59,831 |
61,723 |
|
Gross profit |
8,813 |
6,752 |
6,992 |
|
Operating expenses: |
||||
Selling and marketing * |
4,461 |
4,162 |
4,429 |
|
General and administrative * |
5,228 |
5,056 |
5,562 |
|
Impairment of goodwill |
20,611 |
– |
– |
|
Impairment of intangible assets |
9,583 |
– |
– |
|
Total operating expenses |
39,883 |
9,218 |
9,991 |
|
Loss from operations |
(31,070) |
(2,466) |
(2,999) |
|
Interest income |
469 |
225 |
254 |
|
Other income, net |
379 |
1,047 |
401 |
|
Loss before income taxes |
(30,222) |
(1,194) |
(2,344) |
|
Income tax benefits |
2,972 |
664 |
205 |
|
Net loss before net (loss) income of equity method investments |
(27,250) |
(530) |
(2,139) |
|
Net (loss) income of equity method investments |
(66) |
11 |
75 |
|
Net loss |
(27,316) |
(519) |
(2,064) |
|
Less: Net (loss) income attributable to noncontrolling interests |
(31) |
951 |
(381) |
|
Net loss attributable to AirMedia Group Inc.’s shareholders |
(27,285) |
(1,470) |
(1,683) |
|
Net loss attributable to AirMedia Group Inc.’s shareholders per |
||||
Basic |
(0.22) |
(0.01) |
(0.01) |
|
Diluted |
(0.22) |
(0.01) |
(0.01) |
|
Net loss attributable to AirMedia Group Inc.’s shareholders per ADS |
||||
Basic |
(0.44) |
(0.02) |
(0.03) |
|
Diluted |
(0.44) |
(0.02) |
(0.03) |
|
Weighted average ordinary shares outstanding used in |
124,123,148 |
125,181,769 |
128,978,404 |
|
Weighted average ordinary shares outstanding used in |
124,123,148 |
125,181,769 |
128,978,404 |
|
* Share-based compensation charges included are as follow: |
||||
Selling and marketing |
174 |
297 |
679 |
|
General and administrative |
539 |
696 |
1,706 |
AirMedia Group Inc. |
|||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME |
|||
(In U.S. dollars in thousands, except share and ADS related data) |
|||
Three Months Ended |
|||
September 30, |
June 30, |
September 30, |
|
Net loss |
(27,316) |
(519) |
(2,064) |
Other comprehensive income (loss) |
2,548 |
(2,255) |
3,413 |
Comprehensive (loss) income |
(24,768) |
(2,774) |
1,349 |
Less: comprehensive (income) loss attributable to |
(46) |
968 |
(404) |
Comprehensive (loss) income attributable to |
(24,722) |
(3,742) |
1,753 |
AirMedia Group Inc. |
||||
RECONCILIATION OF GAAP NET LOSS AND EPS TO NON-GAAP ADJUSTED NET INCOME AND EPS |
||||
(In U.S. dollars in thousands, except share and ADS related data) |
||||
Three Months Ended |
||||
September 30, |
June 30, |
September 30, |
||
Net loss attributable to AirMedia Group |
(27,285) |
(1,470) |
(1,683) |
|
Amortization of acquired intangible assets |
720 |
816 |
947 |
|
Share-based compensation |
713 |
993 |
2,385 |
|
Impairment of goodwill |
20,611 |
– |
– |
|
Impairment of intangible assets |
9,583 |
– |
– |
|
Adjusted net income attributable to |
4,342 |
339 |
1,649 |
|
Adjusted net income attributable to |
||||
Basic |
0.03 |
0.00 |
0.01 |
|
Diluted |
0.03 |
0.00 |
0.01 |
|
Adjusted net income attributable to |
||||
Basic |
0.07 |
0.01 |
0.03 |
|
Diluted |
0.07 |
0.01 |
0.03 |
|
Shares used in computing adjusted basic |
124,123,148 |
125,181,769 |
128,978,404 |
|
Shares used in computing adjusted diluted |
124,123,148 |
125,181,769 |
128,978,404 |
Note: 1) The Non-GAAP adjusted net income per share and per ADS are computed using Non-GAAP adjusted net income and number of shares and ADSs used in GAAP basic and diluted EPS calculation, where the number of shares and ADSs is adjusted for dilution due to the share-based compensation plan.
AirMedia Group Inc. |
||||
RECONCILIATION OF GAAP OPERATING EXPENSES TO NON-GAAP ADJUSTED OPERATING EXPENSES |
||||
(In U.S. dollars in thousands, except for percentages) |
||||
Three Months Ended |
||||
September 30, |
June 30, |
September 30, |
||
Operating expenses (GAAP) |
39,883 |
9,218 |
9,991 |
|
Amortization of acquired intangible assets |
720 |
816 |
947 |
|
Share-based compensation |
713 |
993 |
2,385 |
|
Impairment of goodwill |
20,611 |
– |
– |
|
Impairment of intangible assets |
9,583 |
– |
– |
|
Adjusted operating expenses (non-GAAP) |
8,256 |
7,409 |
6,659 |
|
Adjusted operating expenses as a percentage |
11.6% |
11.1% |
9.7% |
AirMedia Group Inc. |
||||
RECONCILIATION OF GAAP LOSS FROM OPERATIONS TO NON-GAAP ADJUSTED INCOME (LOSS) FROM OPERATIONS |
||||
(In U.S. dollars in thousands, except for percentages) |
||||
Three Months Ended |
||||
September 30, |
June 30, |
September 30, |
||
Loss from operations |
(31,070) |
(2,466) |
(2,999) |
|
Amortization of acquired intangible assets |
720 |
816 |
947 |
|
Share-based compensation |
713 |
993 |
2,385 |
|
Impairment of goodwill |
20,611 |
– |
– |
|
Impairment of intangible assets |
9,583 |
– |
– |
|
Adjusted income (loss) from operations (non-GAAP) |
557 |
(657) |
333 |
|
Adjusted operating margin (non-GAAP) |
0.8% |
-1.0% |
0.5% |
Trio-Tech (TRT) Q1 Revenue Up 10.8% to $9.7 Million, Net Loss Down to $17k From $804k
Trio-Tech International (NYSE MKT:TRT) today announced financial results for the first quarter of fiscal 2013, highlighted by higher revenue and a sharply reduced net loss compared to the first quarter of fiscal 2012.
For the three months ended September 30, 2012, revenue increased 10.8% to $9,747,000 compared to revenue of $8,799,000 for the first quarter of the prior fiscal year. The net loss attributable to Trio-Tech common shareholders for the first quarter of fiscal 2013 narrowed to $17,000, or $0.01 per share. This compares to a net loss for the first quarter of fiscal 2012 of $804,000, or $0.24 per share.
“Our first quarter results continue the trend of improved performance in our core semiconductor test equipment manufacturing and testing services businesses that began in the third quarter of fiscal 2012. While these businesses can be volatile and difficult to predict, we are confident we will be able to address any challenges in our testing and manufacturing operations during fiscal 2013. The company also is benefiting from our close attention to costs, as evidenced by the sharp reduction in operating expenses in the first quarter,” said SW Yong, Trio-Tech’s CEO.
Revenue from product sales increased to $5,636,000 for this year’s first quarter compared to $3,116,000 for the first quarter of fiscal 2012. Revenue from testing services increased to $3,909,000 for the first quarter of fiscal 2012 compared to $3,291,000 for the prior fiscal year. Revenue in the real estate segment decreased to $30,000 for the first quarter of fiscal 2013 compared to $47,000 for the first quarter of fiscal 2012.
Revenue from the Company’s oil and gas equipment fabrication business decreased to $172,000 for the first quarter of fiscal 2013 compared to $2,345,000 for the same period last year. During October 2012, the subsidiary served notice to terminate the lease on the fabrication yard in Batam, Indonesia.
Overall gross margin as a percentage of revenue for the first quarter of fiscal 2013 increased to 18.1% compared to 15.9% for the first quarter of fiscal 2012. Product segment gross margin decreased to 10.8% compared to 16.3% for the first quarter of fiscal 2012. Gross margin in the real estate segment decreased to negative 10.0% compared to 44.7% for the first quarter of fiscal 2012. Gross margin in fabrication services was negative 43.6% for the first quarter of fiscal 2013 compared to 9.1% for the first quarter of fiscal 2012.
General and administrative expenses decreased 13.1% to $1,824,000 for the first quarter of fiscal 2013 compared to $2,098,000 for the first quarter of fiscal 2012. Total operating expenses decreased 12.7% to $2,026,000 compared to $2,321,000 last year.
The loss from operations for the first quarter of fiscal 2013 was $262,000 compared to a loss from operations of $921,000 for the first quarter of fiscal 2012.
Balance Sheet Highlights
As of September 30, 2012, Trio-Tech reported cash and cash equivalents, restricted term deposits and short-term deposits of $5,868,000, working capital of $4,782,000, short-term lines of credit and short-term and long-term loans payable of $8,940,000, and shareholders’ equity of $21,042,000, or $6.40 per outstanding share.
In comparison, at June 30, 2012 Trio-Tech reported cash and cash equivalents, restricted term deposits and short-term deposits of $5,267,000, working capital of $5,196,000, short-term lines of credit and short-term and long-term loans payable of $7,744,000, and shareholders’ equity of $20,556,000, or $6.25 per outstanding share.
About Trio-Tech
Established in 1958 and headquartered in Van Nuys, California, Trio-Tech International is a diversified business group with interests in semiconductor testing services, manufacturing and distribution of semiconductor testing equipment, oil and gas equipment fabrication and real estate. Further information about Trio-Tech’s semiconductor products and services can be obtained from the Company’s Web site at www.triotech.com, www.universalfareast.com, www.shi-international.com and www.ttsolar.com.
Forward-Looking Statements
This press release contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and may 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, and assumptions regarding future activities and results of operations of the Company. In light of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, the following factors, among others, could cause actual results to differ materially from those reflected in any forward-looking statements made by or on behalf of the Company: market acceptance of Company products and services; changing business conditions or technologies and volatility in the semiconductor industry, which could affect demand for the Company’s products and services; the impact of competition; problems with technology; product development schedules; delivery schedules; changes in military or commercial testing specifications which could affect the market for the Company’s products and services; difficulties in profitably integrating acquired businesses, if any, into the Company; risks associated with conducting business internationally and especially in Southeast Asia, including currency fluctuations and devaluation, currency restrictions, local laws and restrictions and possible social, political and economic instability; changes in U.S. and global financial and equity markets, including market disruptions and significant interest rate fluctuations; and other economic, financial and regulatory factors beyond the Company’s control. Other than statements of historical fact, all statements made in this Quarterly Report are forward-looking, including, but not limited to, statements regarding industry prospects, future results of operations or financial position, and statements of our intent, belief and current expectations about our strategic direction, prospective and future financial results and condition. In some cases, you can identify forward-looking statements by the use of terminology such as “may,” “will,” “expects,” “plans,” “anticipates,” “estimates,” “potential,” “believes,” “can impact,” “continue,” or the negative thereof or other comparable terminology. Forward-looking statements involve risks and uncertainties that are inherently difficult to predict, which could cause actual outcomes and results to differ materially from our expectations, forecasts and assumptions.
TRIO-TECH INTERNATIONAL AND SUBSIDIARIES | ||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||||||||
UNAUDITED (IN THOUSANDS, EXCEPT EARNINGS PER SHARE) | ||||||||||
Three Months Ended | ||||||||||
September 30, | ||||||||||
Revenue | 2012 | 2011 | ||||||||
Products | $ | 5,636 | $ | 3,116 | ||||||
Testing Services | 3,909 | 3,291 | ||||||||
Fabrication Services | 172 | 2,345 | ||||||||
Other | 30 | 47 | ||||||||
9,747 | 8,799 | |||||||||
Costs of Sales | ||||||||||
Cost of products sold | 5,026 | 2,607 | ||||||||
Cost of testing services rendered | 2,677 | 2,634 | ||||||||
Cost of fabrication services rendered | 247 | 2,132 | ||||||||
Other | 33 | 26 | ||||||||
7,983 | 7,399 | |||||||||
Gross Margin | 1,764 | 1,400 | ||||||||
Operating Expenses: | ||||||||||
General and administrative | 1,824 | 2,098 | ||||||||
Selling | 132 | 144 | ||||||||
Research and development | 73 | 75 | ||||||||
Gain (Loss) on disposal of property, plant and equipment | (3 | ) | 4 | |||||||
Total operating expenses | 2,026 | 2,321 | ||||||||
Loss income from Operations | (262 | ) | (921 | ) | ||||||
Other (Expenses) Income | ||||||||||
Interest expense | (85 | ) | (61 | ) | ||||||
Other income, net | 182 | 44 | ||||||||
Total other (expenses) income | 97 | (17 | ) | |||||||
Loss from Continuing Operations before Income Taxes | (165 | ) | (938 | ) | ||||||
Income Tax Benefit (Expense) | 124 | (37 | ) | |||||||
Loss from Continuing Operations before Non-controlling Interest, net of tax | (41 | ) | (975 | ) | ||||||
Equity in loss of unconsolidated joint venture, net of tax | — | (11 | ) | |||||||
LOSS FROM DISCONTINUED OPERATIONS, net of tax | — | (1 | ) | |||||||
NET LOSS | $ | (41 | ) | $ | (987 | ) | ||||
Less: Net (loss) income attributable to the non-controlling interest | 24 | (183 | ) | |||||||
Net Loss attributable to Trio-Tech International | (17 | ) | (804 | ) | ||||||
Net Loss Attributable to Trio-Tech International: | ||||||||||
Loss from continuing operations, net of tax | (17 | ) | (803 | ) | ||||||
Loss from discontinued operations, net of tax | — | (1 | ) | |||||||
Net Loss Attributable to Trio-Tech International | $ | (17 | ) | $ | (804 | ) | ||||
Comprehensive Loss Attributable to Trio-Tech International: | ||||||||||
Net loss | $ | (41 | ) | $ | (987 | ) | ||||
Foreign currency translation, net of tax | 555 | (534 | ) | |||||||
Comprehensive Loss | (514 | ) | (1,521 | ) | ||||||
Less: Comprehensive income (loss) attributable to non-controlling Interest | 98 | (218 | ) | |||||||
Comprehensive Income (Loss) Attributable to Trio-Tech International | 416 | (1,303 | ) | |||||||
Basic and Diluted loss per share from continuing operations | $ | (0.01 | ) | $ | (0.24 | ) | ||||
Basic and Diluted loss per share from discontinued operations | — | — | ||||||||
Basic and Diluted Loss per Share | $ | (0.01 | ) | $ | (0.24 | ) | ||||
Weighted Average Shares Outstanding – Basic and Diluted | 3,288 | 3,288 | ||||||||
TRIO-TECH INTERNATIONAL AND SUBSIDIARIES | |||||||||
CONSOLIDATED BALANCE SHEETS | |||||||||
(IN THOUSANDS, EXCEPT NUMBER OF SHARES) | |||||||||
Sep. 30, | June 30, | ||||||||
2012 | 2012 | ||||||||
(unaudited) | |||||||||
ASSETS | |||||||||
CURRENT ASSETS: | |||||||||
Cash & cash equivalents | $ | 2,088 | $ | 1,572 | |||||
Short-term deposits | 253 | 250 | |||||||
Trade accounts receivable, net | 11,036 | 11,311 | |||||||
Other receivables | 720 | 962 | |||||||
Loan receivables from property development projects | 1,112 | 1,101 | |||||||
Inventories, net | 1,817 | 2,324 | |||||||
Prepaid expenses and other current assets | 480 | 406 | |||||||
Assets held for sale | 135 | 130 | |||||||
Total current assets | 17,641 | 18,056 | |||||||
INVESTMENT IN UNCONSOLIDATED JOINT VENTURE | 773 | 765 | |||||||
INVESTMENT PROPERTY IN CHINA, Net | 1,807 | 1,815 | |||||||
PROPERTY, PLANT AND EQUIPMENT, Net | 13,690 | 13,193 | |||||||
OTHER ASSETS | 832 | 776 | |||||||
RESTRICTED TERM DEPOSITS | 3,527 | 3,445 | |||||||
TOTAL ASSETS | $ | 38,270 | $ | 38,050 | |||||
LIABILITIES AND SHAREHOLDER’S EQUITY | |||||||||
CURRENT LIABILITIES: | |||||||||
Lines of credit | $ | 4,887 | $ | 3,605 | |||||
Accounts payable | 3,658 | 4,834 | |||||||
Accrued expenses | 2,886 | 3,011 | |||||||
Income taxes payable | 468 | 469 | |||||||
Current portion of bank loans payable | 784 | 766 | |||||||
Current portion of capital leases | 176 | 175 | |||||||
Total current liabilities | 12,859 | 12,860 | |||||||
BANK LOANS PAYABLE, net of current portion | 3,269 | 3,373 | |||||||
CAPITAL LEASES, net of current portion | 192 | 221 | |||||||
DEFERRED TAX LIABILITIES | 363 | 497 | |||||||
OTHER NON-CURRENT LIABILITIES | 545 | 543 | |||||||
TOTAL LIABILITIES | 17,228 | 17,494 | |||||||
COMMITMENTS AND CONTINGENCIES | — | — | |||||||
EQUITY | |||||||||
TRIO-TECH INTERNATIONAL’S SHAREHOLDERS’ EQUITY: | |||||||||
Common stock, no par value, 15,000,000 shares | |||||||||
authorized; 3,321,555 shares issued and outstanding at | |||||||||
September 30, 2012, and June 30, 2012, respectively | 10,531 | 10,531 | |||||||
Paid-in capital | 2,442 | 2,431 | |||||||
Accumulated retained earnings | 2,670 | 2,687 | |||||||
Accumulated other comprehensive gain-translation adjustments | 3,620 | 3,187 | |||||||
Total Trio-Tech International shareholders’ equity | 19,263 | 18,836 | |||||||
NON-CONTROLLING INTEREST | 1,779 | 1,720 | |||||||
TOTAL EQUITY | 21,042 | 20,556 | |||||||
TOTAL LIABILITIES AND EQUITY | $ | 38,270 | $ | 38,050 | |||||
CAMAC Energy (CAK) Chairman and CEO Adopts 10b5-1 Trading Plan
HOUSTON, Nov. 19, 2012 /PRNewswire/ — CAMAC Energy Inc. (NYSE MKT: CAK) (“the Company”) today announced that the Company’s Chairman and CEO, Dr. Kase Lawal, has adopted a prearranged trading plan (the “Plan”) in accordance with guidelines specified by Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
Pursuant to the Plan, commencing on November 19, 2012 and continuing through February 2013, Dr. Lawal will purchase up to 2 million shares of the Company’s common stock from time to time on the open market at prevailing market prices and subject to conditions and restrictions relating to volume, price and timing.
Commenting on the Plan, Dr. Lawal stated “As the Company enters into this critical phase of value creation, I am initiating the Plan to reiterate my strong confidence in the Company’s ability to execute its strategic program of increased Nigerian oil production and accelerated exploration activities in Gambia and Kenya over the next twelve months.”
Rule 10b5-1 allows officers and directors of public companies, at a time when they are not aware of material nonpublic information, to adopt predetermined plans for trading shares of company stock. The transactions under the plan will be disclosed publicly through Form 4 filings with the Securities and Exchange Commission.
About CAMAC Energy Inc.
CAMAC Energy Inc. (NYSE MKT: CAK) is a U.S.-based energy company engaged in the exploration, development and production of oil and gas. The Company’s principal assets include interests in OML 120 and OML 121, offshore oil and gas leases in deep water Nigeria which include the currently producing Oyo Oilfield, and six recently acquired exploration blocks in Kenya and Gambia. The Company is currently pursuing further additions to its exploration portfolio in East and West Africa. The Company was founded in 2005 and has offices in Houston, Texas and Lagos, Nigeria.
Forward-Looking Statements
This press release contains certain statements that may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, are “forward-looking statements,” including statements regarding the Company’s proposed transactions, business strategy, plans and objectives and statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as “will,” “should,” “believes,” “expects,” “anticipates” or similar expressions, and involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of their respective dates. In addition, the Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of other factors including those discussed in the Company’s periodic reports that are filed with and available from the Securities and Exchange Commission (“SEC”). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
Contacts
Media:
CAMAC Energy Inc.
Cristy Taylor, 713-797-2940
PR@camacenergy.com
or
Investor Relations:
Jason Lee
832-209-1419
IR@camacenergy.com
Liviakis Financial Communications, Inc.
John Liviakis,CEO
415-389-4670
China Yida (CNYD) Announces One-For-Five Stock Split
FUZHOU, China, Nov. 19, 2012 /PRNewswire/ — China Yida Holding Company (Nasdaq: CNYD) (“China Yida” or the “Company”), a diversified tourism and entertainment enterprise in China, today announced that its Board of Directors has approved a one (1) -for- five (5) reverse stock split of the Company’s issued and outstanding common stock, par value $0.001 per share. Written consent was received as according to Delaware law for this action from holders of a majority of the Company’s common stock.
The reverse stock split will be effective at the market opening on November 19, 2012, at which time the Company’s common stock will begin trading on the NASDAQ Stock Market on a split-adjusted basis. The Company’s common stock will continue to trade under the symbol “CNYD” (although NASDAQ will add the letter “D” to the end of the trading symbol for a period of 20 trading days to indicate that the reverse split has occurred) but under a new CUSIP number, 16945D303.
The Company is implementing the reverse stock split to regain compliance with NASDAQ continued listing standards. Following the reverse stock split, the Company will have approximately 3.9 million shares of common stock issued and outstanding. The number of the Company’s authorized shares of common stock will remain unaffected at 100 million shares.
For further information regarding the reverse stock split, please refer to the Company’s Form 8-K to be filed with the Securities and Exchange Commission and available on the SEC website at http://www.sec.gov following effectiveness of the reverse stock split.
About China Yida
China Yida is a leading tourism and media enterprise focused on China’s fast-growing leisure industry and headquartered in Fuzhou City, Fujian province of China. The Company provides tourism management services and specializes in the development, management and operation of natural, cultural and historic scenic sites.
China Yida currently operates the Great Golden Lake tourist destination (Global Geopark), Hua’An Tulou tourist destination (World Culture Heritage) and China Yunding Park (National Park). China Yida is also developing three additional tourism projects, Ming Dynasty Entertainment World, China Yang-sheng (Nourishing Life) Tourism Project and the City of Caves.
The Company’s media business provides operations management services including content and advertising management for the Fujian Education Television Station (“FETV”), and “Journey through China on the Train”, an advertisement-embedded travel program.
For further information, please contact the Company directly, or visit its Web site at http://www.yidacn.net.
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 China Yida Holding Co., 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: (i) the Company’s ability to obtain sufficient capital or a strategic business arrangement; (ii) the Company’s ability to build and maintain the management and human resources and infrastructure necessary to support the anticipated 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.
Contact: |
|
China Yida Holding |
CCG Investor Relations |
Jocelyn Chen |
Crocker Coulson, President |
Phone: +86 591 28082230 |
Phone: + (1) 646-213-1915 |
Email: ir@yidacn.net |
Email: Crocker.Coulson@ccgir.com |
Cardium (CXM) Patent Award In Gene Therapy for Coronary Heart Disease
Cardium Announces Patent Award For Rights To Cardiovascular Gene Therapy For The Treatment Of Heart Disease
Resolves Long-standing Competition with Boston Scientific Corporation Over Rights to Cardiovascular Gene Therapy in the U.S. and Europe
SAN DIEGO, Nov. 19, 2012 /PRNewswire/ — Cardium Therapeutics (NYSE MKT: CXM) today announced a winning patent decision in Europe and successful resolution of a long-standing competition between Cardium and its licensor the University of California, and Boston Scientific Corporation (NYSE: BSX) and its licensor Arch Development, over rights to key methods for the application of cardiovascular gene therapy to the treatment of coronary heart disease, as is employed in Cardium’s Generx® gene therapy candidate currently in late-stage clinical studies. Following a decision by the European Patent Office, Cardium’s patent portfolio now includes allowed and issued patents covering its gene therapy approach both in Europe and in the United States, with competing patent applications licensed and pursued by Boston Scientific having been successfully overcome in both Europe and the U.S.
(Logo: http://photos.prnewswire.com/prnh/20051018/CARDIUMLOGO)
The competing patent applications licensed by Boston Scientific Corporation had been filed by Dr. Jeffrey Leiden et al., currently President & CEO of Vertex Pharmaceuticals, and had been the subject of opposition proceedings in Europe and interference proceedings in the United States, both of which were ultimately resolved in favor of Cardium. Following resolution of the opposition proceedings and further examination of Cardium’s case, the European Patent Office has now approved Cardium’s patent application for grant in Europe. Three corresponding U.S. Patents that had been challenged by Boston Scientific Corporation (in decisions that were appealed to the United States Court of Appeals for the Federal Circuit), have been affirmed in Cardium’s favor.
Cardium has additional patents and patent applications directed to its methods of cardiovascular gene therapy in the U.S., Europe, Russia and elsewhere, and the company recently filed new patent applications directed to certain improved techniques for the treatment of heart disease that are currently the subject of a Phase 3 registration trial based in Moscow, which is designed to generate additional safety and effectiveness data for the Russian Federation and other jurisdictions. Generx® (alferminogene tadenovec) is intended to stimulate the growth of collateral blood vessels to effectively bypass coronary artery atherosclerotic blockages without the need for surgical procedures or angioplasty and stents; and its safety and effectiveness have been the subject of clinical studies involving more than 650 patients in the U.S., Europe and elsewhere. Generx has been assigned the trade name Cardionovo™ for planned commercialization in the Russian Federation. Cardium believes that its Generx clinical database represents the largest and most complete gene therapy dossier – and is directed to a major medical indication that is a leading cause of death throughout the developed world.
“The resolution of these important reviews of our gene therapy patents, and the consistent decisions in our favor including rulings by the U.S. courts of appeal, underscore the value of our patent portfolio, which we believe reflects a breakthrough approach to the treatment of coronary heart disease,” said Dr. Tyler M. Dylan-Hyde, Chief Business Officer and General Counsel of Cardium Therapeutics.
Recently-published findings demonstrate that Cardium’s innovative technique employing transient cardiac ischemia can be used to dramatically enhance gene delivery and transfection efficiency after one-time intracoronary administration of adenovector in mammalian hearts. Two consecutive but brief periods of coronary artery occlusion combined with co-administration of nitroglycerin increased both adenovector presence (measured by PCR) and transgene expression (assessed by luciferase activity) by over two orders of magnitude (>100 fold) in the heart, as compared to prior intracoronary artery delivery methods.
The research results published in Human Gene Therapy Methods extend those findings and demonstrate that Cardium’s new technique for adenovector gene delivery in the heart can be used to dramatically boost adenovector delivery. By enhancing uptake even in patients with less severe forms of disease and ischemia, it would be expected to reduce response variability and allow for the potential treatment of patients with a broader range of associated coronary artery disease. The new treatment protocols for Cardium’s recently-initiated ASPIRE clinical study have been developed to use this improved knowledge about induced transient ischemia techniques to enhance the non-surgical, catheter-based delivery of Generx to the heart.
Cardium has also been actively advancing its Generx product candidate’s engineering and process technology in preparation for commercialization. The Company successfully transferred a refined, improved and fully-validated manufacturing process to SAFC®, the custom manufacturing and services business unit of Sigma-Aldrich Corporation (NASDAQ: SIAL), a top global specialty chemicals and biologics supplier, located in Carlsbad, California. As a result of the rigorous technical transfer process, important process improvements were achieved enabling much higher manufacturing process yields. Generx’s long-term product stability has been established at a minimum of six years making it possible to manufacture product in large, cost effective batch sizes. The dose preparation process for Generx has been simplified through the integration of a fully-validated, closed-system drug transfer process incorporating the use of PhaSeal® System passive safety technology to streamline and simplify the cath-lab preparation and eliminating the need to prepare Generx in a sterile, biological safety hood. The Company has also developed a new and unique, fully-validated bio-activity release assay to measure and evaluate the pro-angiogenic potency of each newly manufactured batch of Generx.
The European Commission’s recent approval of uniQure’s Glybera® (alipogene tiparvovec) – the first gene therapy approval by a major health regulatory authority – is considered to represent a significant milestone and validation for the gene therapy industry.
About Generx and the ASPIRE Study
Generx (Ad5FGF-4) is a disease-modifying regenerative medicine biologic that is being developed to offer a one-time, non-surgical option for the treatment of myocardial ischemia in patients with stable angina due to coronary artery disease, who might otherwise require surgical and mechanical interventions, such as coronary artery by-pass surgery or balloon angioplasty and stents. Similar to surgical/mechanical revascularization approaches, the goal of Cardium’s Generx product candidate is to improve blood flow to the heart muscle – but to do so non-surgically, following a single administration from a standard balloon angioplasty catheter. The video “Cardium Generx Cardio-Chant” provides an overview Generx and can be viewed at http://www.youtube.com/watch?v=pjUndFhJkjM.
In March 2012, Cardium reported on the ASPIRE Phase 3 registration study to evaluate the therapeutic effects of its lead product candidate Generx in patients with myocardial ischemia due to coronary artery disease. The ASPIRE study, a 100-patient, randomized and controlled multi-center study to be conducted at up to eight leading cardiology centers in the Russian Federation, is designed to further evaluate the safety and effectiveness of Cardium’s Generx DNA-based angiogenic product candidate, which has already been tested in clinical studies involving 650 patients at more than one hundred medical centers in the U.S., Europe and elsewhere. The efficacy of Generx will be quantitatively assessed using rest and stress SPECT (Single-Photon Emission Computed Tomography) myocardial imaging to sensitively measure improvements in microvascular cardiac perfusion following a one-time, non-surgical, catheter-based administration of Generx. A recent article, “Cardium’s Heart Disease Gene Therapy Advancing with New Discoveries”, outlining the history of the Generx clinical development program is available at http://sandiegobiotechnology.com/topics/4705/cardiums-heart-disease-gene-therapy-moving-toward-commercialization/.
About Cardium
Cardium is an asset-based health sciences and regenerative medicine company focused on the acquisition and strategic development of innovative products and businesses with the potential to address significant unmet medical needs and having definable pathways to commercialization, partnering or other economic monetizations. Cardium’s current portfolio includes the Tissue Repair Company, Cardium Biologics, and the Company’s newly-acquired To Go Brands® healthy nutraceutical supplement business. The Company’s lead commercial product Excellagen® topical gel for wound care management has received FDA clearance for marketing and sale in the United States. Cardium’s lead clinical development product candidate Generx® is a DNA-based angiogenic biologic intended for the treatment of patients with myocardial ischemia due to coronary artery disease. To Go Brands develops, markets and sells dietary supplements through established regional and national retailers. In addition, consistent with its capital-efficient business model, Cardium continues to actively evaluate new technologies and business opportunities. News from Cardium is located at www.cardiumthx.com.
Forward-Looking Statements
Except for statements of historical fact, the matters discussed in this press release are forward looking and reflect numerous assumptions and involve a variety of risks and uncertainties, many of which are beyond our control and may cause actual results to differ materially from stated expectations. For example, there can be no assurance that our intellectual property will be effectively enforceable or that rights to commercialize our products will not be challenged by others; that enhancements in the uptake of adenovectors can be successfully applied to improve the uptake, applicability or therapeutic effects of Generx in human patients; that Generx can be successfully advanced in clinical studies outside of the U.S.; that results or trends observed in one clinical study or procedure will be reproduced in subsequent studies or procedures, or that clinical studies even if successful will lead to product advancement or partnering; that improvements in the formulation or use of Generx will be commercially practicable, or that Generx could be successfully advanced as a therapeutic in developing markets or that the results of studies in such markets could be used to advance or broaden the regulatory or commercialization activities of Generx in the U.S. or other markets; that the ASPIRE clinical study will be successful or will lead to approval of Generx by the Russian Health Authority for marketing and sales in Russia or lead to approvals in other countries of the Commonwealth of Independent States; that additional clinical evidence regarding the safety and effectiveness of Generx that might be obtained in Russia would be useful for optimizing and broadening commercial development pathways in other industrialized countries; that our products or product candidates will not be unfavorably compared to competitive products that may be regarded as safer, more effective, easier to use or less expensive; that FDA or other regulatory clearances or other certifications, or other commercialization efforts will be successful or will effectively enhance our businesses or their market value; that our products or product candidates will prove to be sufficiently safe and effective after introduction into a broader patient population; or that third parties on whom we depend will perform as anticipated.
Actual results may also differ substantially from those described in or contemplated by this press release due to risks and uncertainties that exist in our operations and business environment, including, without limitation, risks and uncertainties that are inherent in the development of complex biologics and in the conduct of human clinical trials, including the timing, costs and outcomes of such trials, our ability to obtain necessary funding, regulatory approvals and expected qualifications, our dependence upon proprietary technology, our history of operating losses and accumulated deficits, our reliance on collaborative relationships and critical personnel, and current and future competition, as well as other risks described from time to time in filings we make with the Securities and Exchange Commission. We undertake no obligation to release publicly the results of any revisions to these forward-looking statements to reflect events or circumstances arising after the date hereof.
Copyright 2012 Cardium Therapeutics, Inc. All rights reserved.
For Terms of Use Privacy Policy, please visit www.cardiumthx.com.
Cardium Therapeutics®, Generx®,Cardionovo™, Tissue Repair™, Gene Activated Matrix™, GAM™, Excellagen®, Excellarate™, Osteorate™, MedPodium®, Appexium®, Linée®, Alena®, Cerex®, D-Sorb™, Neo-Energy®, Neo-Carb Bloc®, Neo-Chill™, and Nutra-Apps® are trademarks of Cardium Therapeutics, Inc. or Tissue Repair Company.
To Go Brands®, Acai Natural Energy Boost™, Green Tea Energy Fusion™, Trim Energy®, Healthy Belly®, Smoothie Complete®, High Octane®, VitaRocks®, Trim Green Coffee Bean™ and Glucoberry™ are trademarks of To Go Brands, Inc.
(Other trademarks belong to their respective owners)
China Sunergy (CSUN) to Announce 2012 Third Quarter Financial Results
NANJING, China, Nov. 16, 2012 /PRNewswire/ — China Sunergy Co., Ltd. (Nasdaq: CSUN) (“China Sunergy” or the “Company”), a specialized solar cell and module manufacturer, today announced that it would report its financial results for the third quarter ended September 30, 2012 on Tuesday, November 27, 2012, before the market opens in the United States.
China Sunergy’s management will host an earnings conference call on Tuesday, November 27, 2012 at 8:00 a.m. Eastern Time (Tuesday, November 27, 2012 at 9:00 p.m. Beijing/Hong Kong time). The management team will be on the call to discuss financial highlights of the third quarter in 2012, provide business outlook and answer questions.
To access the conference call, please dial:
United States toll-free: |
+1 866 519 4004 |
International: |
+ 65 6723 9381 |
Singapore: |
6723 9381 |
China: |
800 819 0121 (Domestic) /400 620 8038 (Domestic Mobile) |
Hong Kong: |
+852 2475 0994 |
Please ask to be connected to Q3 2012 China Sunergy Co., Ltd. Earnings Conference Call and provide the following passcode: 70980470.
China Sunergy will also broadcast a live audio webcast of the conference call. The broadcast will be available for 7 days by visiting the “Investor Relations” section of the company’s web site at http://www.chinasunergy.com
Following the earnings conference call, an archive of the call will be available by dialing:
United States toll-free: |
+1 855 452 5696 |
International: |
+61 2 8199 0299 |
The passcode for replay participants is: 70980470. The telephone replay also will be archived on the “Investor Relations” section of the company’s website for seven days following the earnings announcement.
About China Sunergy Co., Ltd.
China Sunergy Co., Ltd. is a specialized manufacturer of solar cell and module products in China. China Sunergy manufactures solar cells from silicon wafers, which utilize crystalline silicon solar cell technology to convert sunlight directly into electricity through a process known as the photovoltaic effect, and assembles solar cells into solar modules. China Sunergy sells these solar products to Chinese and overseas module manufacturers, system integrators, and solar power systems for use in various markets. For more information, please visit our website at http://www.chinasunergy.com.
Investor and Media Contacts:
China Sunergy Co., Ltd.
Elaine Li |
Brunswick Group
Hong Kong Ginny Wilmerding Phone: + 852 3512 5000 Email: csun@brunswickgroup.com |
Hong Kong Annie Choi Phone: + 852 3512 5000 Email: csun@brunswickgroup.com |
Safe Harbor Statement
This announcement contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts in this announcement are forward-looking statements. These forward-looking statements are based on current expectations, assumptions, estimates and projections about the Company and the industry, and involve known and unknown risks and uncertainties, including but not limited to, the Company’s ability to raise additional capital to finance the Company’s activities; the effectiveness, profitability, and the marketability of its products; litigations and other legal proceedings, including any decisions by the US International Trade Committee and Department of Commerce on the petitions filed; the economic slowdown in China and elsewhere and its impact on the Company’s operations; demand for and selling prices of the Company’s products, execution of our strategy to expand into downstream solar power businesses, the future trading of the common stock of the Company; the ability of the Company to operate as a public company; the period of time for which its current liquidity will enable the Company to fund its operations; the Company’s ability to protect its proprietary information; general economic and business conditions; the volatility of the Company’s operating results and financial condition; the Company’s ability to attract or retain qualified senior management personnel and research and development staff; future shortage or availability of the supply of raw materials; impact on cost-competitiveness as a result of entering into long-term arrangements with raw material suppliers and other risks detailed in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or to changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward looking statements are reasonable, it cannot assure you that its expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results.
Biostar Pharma (BSPM) To Announce 2012 Third Quarter Financial Results
XIANYANG, China, Nov. 16, 2012 /PRNewswire/ — Biostar Pharmaceuticals, Inc. (NASDAQ GM: BSPM) (“Biostar” or “the Company”), a PRC-based manufacturer and marketer of pharmaceutical and health supplement products in China for a variety of diseases and conditions, today announced that it will issue its financial results for the third quarter ended September 30, 2012 on Monday, November 19, 2012 before the open of the market, well within the Quarterly Report filing extension permitted under the applicable rules and regulations.
Biostar’s Chairman and CEO, Ronghua Wang and CFO, Zack Pan will host a conference call on Monday, November 19, 2012 at 9:30 am ET / 10:30 pm China time to discuss these results as well as recent corporate developments.
Live conference call details
Interested parties may participate in the call by dialing (480) 629-9712. Please call in 10 minutes before the conference is scheduled to begin and ask for the Biostar call or use pass code 4576907. After opening remarks, there will be a question and answer period. Questions may be asked during the live call, or alternatively, you may e-mail questions in advance to lcati@equityny.com.
Webcast
The conference call will also be broadcast live over the Internet. To listen to the webcast, please go to http://public.viavid.com/index.php?id=102669 or visit Biostar’s website http://www.biostarpharmaceuticals.com and then to the Event Calendar page where the conference call is posted. Please go to the website at least 15 minutes early to register, and download and install any necessary audio software. If you are unable to listen live, the conference call will be archived and can be accessed for approximately 90 days. We suggest listeners use Microsoft Internet Explorer as their web browser.
Replay
A replay will be available until 11:59 pm E.T. on November 26, 2012. To listen, please call (858) 384-5517 and use pass code 4576907.
About Biostar Pharmaceuticals, Inc.
Biostar Pharmaceuticals, Inc., through its wholly owned subsidiary and controlled affiliate in China, develops, manufactures and markets pharmaceutical and health supplement products for a variety of diseases and conditions. The Company’s most popular product is its Xin Ao Xing Oleanolic Acid Capsule, an over-the-counter (“OTC”) medicine for chronic hepatitis B, a disease affecting approximately 10% of the Chinese population. For more information please visit: http://www.biostarpharmaceuticals.com.
For more information contact: |
|
Biostar Pharmaceuticals, Inc. |
The Equity Group Inc. |
Zack Pan, CFO |
Lena Cati |
Tel: 405-996-8829 |
Tel: 212 836-9611 |
Email: zpan@aoxing-group.com |
Email: lcati@equityny.com |
SearchMedia (IDI) Announces Offer for Warrant Price Reduction
On November 15, 2012, SearchMedia Holdings Limited (“SearchMedia” or the “Company”) (NYSE MKT: IDI) (NYSE MKT: IDI.WS), one of China’s leading nationwide multi-platform media companies, extended an offer (the “Offer”) to holders of the Company’s Public Warrants, Insider Warrants, and Underwriter Warrants (collectively, the “Warrants”). Pursuant to the Offer, the Company is providing the holders of the Warrants with an opportunity to extend the term and reduce the exercise price of their Warrants.
In order to participate in the Offer, a holder of Warrants must exercise up to one-third of the Warrants held by them at a reduced exercise price ($1.25 per share with respect to the Public Warrants and Insider Warrants and $1.46 per share with respect to the Underwriter Warrants). In exchange for the partial exercise of such Warrants, the expiration date of a participating holder’s remaining Warrants equal to two times the number of Warrants exercised will be extended to December 26, 2013 (the “Extended Warrants”) and the exercise price of the Extended Warrants will be reduced to $2.50 for the Public Warrants and Insider Warrants and $2.92 for the Underwriter Warrants. From the close of the Offer until February 19, 2013, the Extended Warrants will be held in escrow and will not trade on the NYSE MKT during this time. On February 20, 2013, the Extended Warrants will be released from escrow for continued trading on the NYSE MKT under the symbol “IDI.WS”.
The Offer begins on December 5, 2012 for all Warrant holders of record on such date and ends at 4:00 p.m., Eastern Time, on December 26, 2012. No exceptions will be made to this deadline, unless the Company extends the deadline.
The temporary exercise price of $1.25 per share for the Public Warrants and Insider Warrants and $1.46 per share for the Underwriter Warrants will be available beginning December 5, 2012 until the Offer expires on December 26, 2012. Warrants that do not participate in the Offer will continue to trade on the NYSE MKT and will remain outstanding under their current terms until such non-participating Warrants expire on February 19, 2013.
Except for the reduction in the Warrant exercise prices as herein provided and the extension of the Warrant expiration dates, all of the terms and conditions contained in the applicable Warrant instruments will continue in full force and effect.
SearchMedia’s agent for exercising any of the Warrants is Continental Stock Transfer & Trust Company and the agent may be contacted at 17 Battery Place – 8th Floor, New York, New York 10004, Attention: Compliance Department. Additionally, the agent may be contacted by calling (800) 509-5586 and requesting the Compliance Department.
Forward-Looking Statements
Any statements contained in this press release that do not describe historical facts, including statements about SearchMedia’s beliefs and expectations, may constitute forward-looking statements as that term is defined by the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expect,” “anticipate,” “future,” “intend,” “plan,” “believe,” “estimate,” “confident” and similar statements. Any forward-looking statements contained herein are based on current expectations, but are subject to a number of risks and uncertainties that may cause actual results to differ materially from expectations.
Potential risks and uncertainties include the risks outlined in the Company’s filings with the U.S. Securities and Exchange Commission. SearchMedia cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking 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.
Swisher Hygiene (SWSH) Sells Waste Collection Business
Pays Senior Credit Facility and Equipment Financing in Full
CHARLOTTE, N.C., Nov. 16, 2012 (GLOBE NEWSWIRE) — Swisher Hygiene Inc. (“Swisher Hygiene”) (Nasdaq:SWSH) (TSX:SWI), a leading provider of essential hygiene and sanitation products and services, today announced that it has completed the sale of its Choice Environmental Services subsidiary (“Choice”) to Waste Services of Florida, Inc., a subsidiary of Progressive Waste Solutions Ltd., for approximately $123.3 million in cash. Under the terms of the agreement, the purchase price can be increased by up to $1.75 million upon achievement of a predetermined revenue target and is also subject to customary purchase price adjustments, including revenue and EBITDA metrics. Ten percent of the purchase price is subject to a holdback and adjustment upon the delivery of audited financial statements to the buyer.
“We have been pleased with the operations of our Choice subsidiary over the past year and a half and we will miss having the Choice team as a part of the Swisher Hygiene family,” said Thomas Byrne, Interim President and Chief Executive Officer of Swisher Hygiene. “However, during this period we determined that we could provide our customers with the same benefits through a less capital intensive, more cost-effective approach by partnering with other service providers to cross-sell waste services on a national scale. In the meantime, we remain dedicated to serving our customers nationwide on a day-to-day basis with our comprehensive core chemical program as well as our complementary hygiene and sanitation services.”
In conjunction with the closing of the transaction, Swisher Hygiene will pay off its Wells Fargo credit facility for $17.2 million, as well as equipment leases associated with the operations of Choice totaling $13.2 million and an outstanding note in the amount of $2 million. After these payments, Swisher Hygiene’s remaining debt will be approximately $13 million, consisting primarily of seller notes. The remainder of the proceeds from the sale will provide Swisher Hygiene with financial flexibility and support in executing Swisher Hygiene’s full-service strategy.
Choice has been in business since 2004 and serves more than 150,000 residential and 7,500 commercial customers in the Southeastern, Southwestern and Central Florida regions through its 320 employees and over 150 collection vehicles by offering a complete range of solid waste and recycling collection, transportation, processing and disposal services. Choice operates six hauling operations, three transfer and materials recovery facilities and annually processes more than 150,000 tons of material.
Cautionary Statement on Forward-Looking Information
All statements other than statements of historical fact contained in this press release constitute “forward-looking information” or “forward-looking statements” within the meaning of the U.S. federal securities laws and the Securities Act (Ontario) and are based on the expectations, estimates and projections of management as of the date of this press release, unless otherwise stated. All statements other than historical facts are, or may be, deemed to be forward looking statements. The words “plans,” “expects,” “is expected,” “scheduled,” “estimates,” or “believes,” or similar words or variations of such words and phrases or statements that certain actions, events or results “may,” “could,” “would,” “might,” or “will be taken,” “occur,” and similar expressions identify forward-looking statements.
Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Swisher Hygiene as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. The estimates and assumptions of Swisher Hygiene contained in this press release, which may prove to be incorrect, include but are not limited to, the various assumptions set forth herein. All of these assumptions have been derived from information currently available to Swisher Hygiene including information obtained by Swisher Hygiene from third-party sources. These assumptions may prove to be incorrect in whole or in part. All of the forward-looking statements made in this press release are qualified by the above cautionary statements and those made in the “Risk Factors” section of Swisher Hygiene’s Annual Report on Form 10-K for the year ended December 31, 2010 and its Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, both filed with the Securities and Exchange Commission, available on www.sec.gov, and with Canadian securities regulators available on Swisher Hygiene’s SEDAR profile at www.sedar.com, and Swisher Hygiene’s other filings with the Securities and Exchange Commission and with Canadian securities regulators available on Swisher Hygiene’s SEDAR profile at www.sedar.com. The forward-looking information set forth in this press release is subject to various assumptions, risks, uncertainties and other factors that are difficult to predict and which could cause actual results to differ materially from those expressed or implied in the forward-looking information. Swisher Hygiene disclaims any intention or obligation to update or revise any forward-looking statements to reflect subsequent events and circumstances, except to the extent required by applicable law.
About Swisher Hygiene Inc.
Swisher Hygiene Inc. is a NASDAQ and TSX listed company that provides essential hygiene and sanitation solutions to customers throughout much of North America and internationally through its global network of company-owned operations, franchises and master licensees operating in countries across Europe and Asia. These essential solutions include cleaning and sanitizing chemicals, foodservice and laundry products, restroom hygiene programs and a full range of related products and services. This broad set of offerings is designed to promote superior cleanliness and sanitation in all commercial environments, enhancing the safety, satisfaction and well-being of employees and patrons. Swisher Hygiene’s customers include a wide range of commercial enterprises, with a particular emphasis on the foodservice, hospitality, retail, industrial and healthcare industries.
CONTACT: Swisher Hygiene Inc. Investor Contact: Amy Simpson Phone: (704) 602-7116 Garrett Edson, ICR Phone: (203) 682-8331 Media Contact: Alecia Pulman, ICR Phone: (203) 682-8224
Sprint (SMSI) Picks QuickLink MiTile from Smith Micro for Windows 8 Mobile Broadband
Smith Micro Software, Inc. (NASDAQ: SMSI) announced today that Sprint selected the QuickLink® MiTile™ solution to manage their broadband functionality on Windows 8 devices. The solution includes a customized connection management tile application for the Windows 8 home screen that extends Sprint branding and provides enhanced roaming controls and usage monitoring features for subscribers.
“The QuickLink MiTile solution allows Sprint customers to benefit from advanced features related to their Sprint broadband account along with the inherent broadband features of Windows 8,” said David Owens, Vice President of Product Management & Logistics at Sprint. “Working with Smith Micro, this solution delivers simplicity and added value for Sprint customers.”
“Smith Micro has been supporting broadband connectivity for Sprint for many years, across many different devices, and we’re always excited to work with Sprint on new initiatives,” said Von Cameron, Executive Vice President of Worldwide Sales for Smith Micro Software. “A top-notch user experience for customers is a primary focus for both of us, and QuickLink MiTile will allow Sprint to deliver that on Windows 8 and other platforms that leverage our standards-based connectivity solutions.”
Advanced features that are enabled by QuickLink MiTile include the ability for subscribers to monitor usage between billing cycles and receive proactive alerts when thresholds are met. Sprint is also able to dynamically change Preferred Roaming Lists and device configuration updates over the air, making device support and mobile connections more efficient and reliable.
QuickLink MiTile is a component of the QuickLink family of connectivity solutions, and part of Smith Micro’s Mobile Experience Platform that helps Mobile Operators, Device Manufacturers and Enterprises simplify and enhance the mobile experience while optimizing network and device resources. For more information visit:
- QuickLink
- Solutions for Mobile and Cable Operators
About Smith Micro Software, Inc.:
Smith Micro Software provides solutions that simplify, secure and enhance the mobile experience. Our product and services portfolio spans Connectivity, Policy Management, Network Control, Communications and Hosting solutions. With 30 years of experience developing world-class client and server software applications, Smith Micro helps the leading mobile network operators, device manufacturers and enterprises increase efficiency and develop high-value relationships with their customers. For more information, visit smithmicro.com.
Safe Harbor Statement:
This release contains forward-looking statements that involve risks and uncertainties, including without limitation forward-looking statements relating to the company’s quarterly revenues guidance, its financial prospects and other projections of its performance, the company’s ability to increase its business and the anticipated timing and financial performance of its new products and services and potential acquisitions. Among the important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements are changes in demand for the company’s products from its customers and their end-users, new and changing technologies and mobile communications products, customer acceptance and timing of deployment of those technologies and products, new and continuing adverse economic conditions, and the company’s ability to compete effectively with other software providers. These and other factors discussed in the company’s filings with the Securities and Exchange Commission, including its filings on Forms 10-K and 10-Q, could cause actual results to differ materially from those expressed or implied in any forward-looking statements. The forward-looking statements contained in this release are made on the basis of the views and assumptions of management regarding future events and business performance as of the date of this release, and the company does not undertake any obligation to update these statements to reflect events or circumstances occurring after the date of this release.
Smith Micro, QuickLink, MiTile, and the Smith Micro logo are registered trademarks or trademarks of Smith Micro Software, Inc. All other trademarks and product names are the property of their respective companies.
NTS (NTS) Reports 3Q 2012 EBITDAS Increase of 31% to $3.1 Million
NTS, Inc., f/k/a Xfone, Inc. (NYSE MKT/TASE: NTS) (“NTS” or the “Company”) announces results for the three and nine months ended September 30, 2012.
Revenues
Consolidated revenues for the quarter ended September 30, 2012 were $14.9 million, a 2.2% increase compared to $14.6 million in the quarter ended September 30, 2011, mainly attributed to the growth of the Company’s Fiber-To-The-Premises (“FTTP”) business.
Revenues from the Company’s FTTP business grew 39.2% to $4.8 million in the third quarter ended September 30, 2012, as compared to $3.4 million for the same prior year period. FTTP revenues represented 31.9% of consolidated revenues for the third quarter of 2012, as compared to 23.4% of consolidated revenues for the third quarter of 2011. Sequentially, FTTP revenues grew 5.4% in the third quarter of 2012 as compared to FTTP revenues of $4.5 million in the second quarter of 2012.
For the first nine months of 2012, revenues from the Company’s FTTP business grew 41.9% to $13.3 million from $9.4 million in the first nine months of 2011. Consolidated revenues for the nine months ended September 30, 2012 were $44.9 million, an increase of 4.6% compared to consolidated revenues of $42.9 million for the nine months ended September 30, 2011.
Customer Expansion
The Company’s total number of FTTP customers as of September 30, 2012 was 9,104 compared to 6,620 FTTP customers as of September 30, 2011, representing an increase of 37.5%.
Average Revenue Per User for all of the Company’s fiber markets is approximately $418 per month for business customers and approximately $99 per month for residential customers.
The FTTP network build out is financed by $99.9 million in funds from the Federal Broadband Stimulus Program, of which 45.9% is in the form of grants and 54.1% is in the form of low cost long-term loans.
New Market Progress
During the third quarter, NTS expanded its fiber network to select areas of Wichita Falls, Texas and began its sales launch targeting more than 1,000 potential business customers in that market. Additionally, during the third quarter, NTS began signing up fiber customers in Plainview, Texas. The Company now has a fiber presence in 14 communities in Texas and continues to make solid progress marketing and signing up new subscribers in the communities it enters. During the quarter, NTS continued construction on its FTTP network in southern Louisiana. As the build out progresses, the fiber network will eventually include residential and business customers in the communities of Hammond, Ponchatoula, Natalbany, Tickfaw, Independence and Amite, Louisiana, adding approximately 11,500 FTTP passings.
Click Here to View FTTP Trendline Charts
EBITDAS
EBITDAS for the third quarter of 2012 was $3.1 million, a 31% increase over EBITDAS of $2.4 million in the same quarter last year and a 7.8% increase sequentially when compared to the second quarter of 2012. EBITDAS margin in the quarter ended September 30, 2012 was 20.7% compared to EBITDAS margin of 16.2% for the quarter ended September 30, 2011. This is mainly attributed to the increase in higher margin FTTP revenues. The Company uses EBITDAS to measure its profitability as the component of stock based compensation is a non-cash expense.
Net Income
For the quarter ended September 30, 2012, the Company reported a net loss from continued operations of $32 thousand or less than 1 cent per basic and diluted share, assuming 41,186,596 shares outstanding compared to net income of $1 million or $0.04 per basic and diluted share, assuming 21,119,488 shares outstanding for the quarter ended September 30, 2011.
For the quarter ended September 30, 2012, NTS recorded a net financing expense of $1.3 million compared to a net financing income of $421 thousand for the quarter ended September 30, 2011. The increase in the financial expenses was related to new advances of long-term loan from the United State Department of Agriculture and the valuation of the U.S. Dollar to the New Israeli Shekel.
For the nine months ended September 30, 2012, NTS reported a net loss of $298 thousand or a loss of $0.01 per basic and diluted share, assuming 41,186,596 shares outstanding compared to a net loss of $580 thousand or $0.03 per basic and diluted share, assuming 21,119,488 shares outstanding for the nine months ended September 30, 2011.
Mr. Guy Nissenson, Chairman, President and CEO of NTS commented, “Our strong third quarter results reflect our continued progress expanding our fiber network and most importantly, our ability to quickly add new customers as the network is established. As our high margin FTTP revenues increase, we are achieving higher consolidated revenues and improved margins resulting in significant growth in our EBITDAS. Our fiber network is currently in 14 communities in Texas and during the third quarter, we launched our sales effort for our Wichita Falls ‘metro build’ specifically targeting more than 1,000 business customers.
“We are very pleased with our progress to date and are excited about the opportunities we see in the marketplace. During the third quarter, we began to transition our focus to building our FTTP network in underserved areas of southern Louisiana where our FTTP network will add approximately 11,500 passings. We look forward to bringing our products and service offerings to these new communities.”
Conference Call
The Company will host a conference call today, November 15, 2012 at 10:00 a.m. Eastern Time to discuss its financial results. The conference call may be accessed in the U.S. and Canada by dialing toll-free 1-877-407-8035. International callers may access the call by dialing 1-201-689-8035.
A replay of the teleconference will be available for 30 days after the call and may be accessed domestically by dialing 1-877-660-6853 and international callers may dial 1-201-612-7415. Callers must enter account number 404002.
To access the live webcast, log onto the NTS website at http://www.ntscom.com. The webcast can also be accessed at http://www.InvestorCalendar.com. An online replay will be available shortly after the call.
About NTS
NTS is a provider of high speed broadband services, including internet access, digital cable TV programming and local and long distance telephone service to residential and business customers in northern Texas and southeastern Louisiana. NTS’ Fiber-To-The-Premise (FTTP) network provides one of the fastest internet connections available. For the Company’s website, please visit: www.ntscom.com.
In addition to disclosing financial measures prepared in accordance with Accounting Principles Generally Accepted in the US (GAAP), this press release and the accompanying tables contain the following non-GAAP financial measures: non-GAAP EBITDAS (non-GAAP earnings before interest, taxes, depreciation, amortization and stock-based compensation, other expenses, acquisition costs and non-recurring loss). The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.
There are a number of limitations related to the use of non-GAAP EBITDAS. First, these non-GAAP financial measures exclude depreciation and amortization expenses that are recurring and significant non-recurring expenses. Depreciation and amortization have been, and will continue to be for the foreseeable future, a significant recurring expense with an impact upon our company notwithstanding the lack of immediate impact upon cash. Second, there is no assurance the components of the costs that we exclude in our calculation of non-GAAP operating loss do not differ from the components that our peer companies exclude when they report their results of operations. Third, there is no assurance we will avoid further non-recurring costs associated with other balance sheet items. Our management compensates for these limitations by providing specific reconciliation of GAAP amounts to these non-GAAP financial EBITDAS and evaluating these non-GAAP financial measures together with their most directly comparable financial measures calculated in accordance with GAAP. Readers should note the chart at the end of this release which sets forth how we calculate the non-GAAP EBITDAS.
This press release contains forward-looking statements. The words or phrases “would be,” “will allow,” “intends to,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” or similar expressions are intended to identify “forward-looking statements.” NTS’ financial and operational results reflected above should not be construed by any means as representative of the current or future value of its common stock. All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the Company’s plans, beliefs, estimates and expectations. These statements are based on current estimates and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. These risks and uncertainties include issues related to: rapidly changing technology and evolving standards in the industries in which the Company and its subsidiaries operate; the ability to obtain sufficient funding to continue operations, maintain adequate cash flow, profitably exploit new business, license and sign new agreements; the unpredictable nature of consumer preferences; and other factors set forth in the Company’s most recently filed annual report and registration statement. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the risks and uncertainties described in other documents that the Company files from time to time with the U.S. Securities and Exchange Commission.
NTS, Inc. and Subsidiaries | ||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Revenues | ||||||||||||||||
Services on Fiber-To-The-Premise network | $ | 4,755,779 | $ | 3,417,271 | $ | 13,341,551 | $ | 9,403,832 | ||||||||
Leased local loop services and other | 10,170,267 | 11,184,371 | 31,592,883 | 33,554,184 | ||||||||||||
Total Revenues | 14,926,046 | 14,601,642 | 44,934,434 | 42,958,016 | ||||||||||||
Expenses | ||||||||||||||||
Cost of services (excluding depreciation and amortization shown below) | 6,734,583 | 7,063,847 | 20,677,513 | 20,925,151 | ||||||||||||
Selling, general and administrative | 5,165,190 | 5,202,866 | 15,738,473 | 15,730,833 | ||||||||||||
Depreciation and amortization | 1,813,006 | 1,453,983 | 4,799,447 | 3,850,446 | ||||||||||||
Financing expenses (income), net | 1,324,054 | (421,121 | ) | 3,884,990 | 2,831,573 | |||||||||||
Other expenses (income), net | 69,701 | 115,453 | 447,577 | 405,299 | ||||||||||||
Total Expenses | 15,106,534 | 13,415,028 | 45,548,000 | 43,743,302 | ||||||||||||
Income (loss) from continued operations before taxes | (180,488 | ) | 1,186,614 | (613,566 | ) | (785,286 | ) | |||||||||
Income tax benefit (expense) | 148,913 | (177,952 | ) | 315,735 | 342,567 | |||||||||||
Net Income (loss) from continued operations | (31,575 | ) | 1,008,662 | (297,831 | ) | (442,719 | ) | |||||||||
Loss from discontinued operations in Israel, before taxes | – | (137,535 | ) | – | (137,535 | ) | ||||||||||
Net income (loss) | $ | (31,575 | ) | $ | 871,127 | $ | (297,831 | ) | $ | (580,254 | ) | |||||
Basic and diluted income (loss) per share: | ||||||||||||||||
Income (loss) from continued operations | $ | (0.00 | ) | * | $ | 0.05 | $ | (0.01 | ) | $ | (0.02 | ) | ||||
Loss from discontinued operations | – | (0.01 | ) | – | (0.01 | ) | ||||||||||
Basic and diluted income (loss) per share | $ | (0.00 | ) | * | $ | 0.04 | $ | (0.01 | ) | $ | (0.03 | ) | ||||
Basic and diluted weighted average number of shares outstanding | 41,186,596 | 21,119,488 | 41,186,596 | 21,119,488 |
* represent amount less than $0.01.
Reconciliation of EBITDAS to Net income (loss) applicable to | ||||||||||||||||
common stockholders as it is presented on the Condensed Consolidated | ||||||||||||||||
Statements of Operations for NTS, Inc. | ||||||||||||||||
Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Net income (loss) | $ | (31,575 | ) | $ | 871,127 | $ | (297,831 | ) | $ | (580,254 | ) | |||||
Depreciation and amortization | 1,813,006 | 1,453,983 | 4,799,447 | 3,850,446 | ||||||||||||
Compensation in connection with the issuance of warrants and options | 64,389 | 24,567 | 143,535 | 166,194 | ||||||||||||
Financing expense, net | 1,324,054 | (421,121 | ) | 3,884,990 | 2,831,573 | |||||||||||
Other expenses | 69,701 | 115,453 | 447,577 | 405,299 | ||||||||||||
Income tax expense (benefit) | (148,913 | ) | 177,952 | (315,735 | ) | (342,567 | ) | |||||||||
Loss from discontinued operations | – | 137,535 | – | 137,535 | ||||||||||||
EBITDAS | $ | 3,090,662 | $ | 2,359,496 | $ | 8,661,983 | $ | 6,468,226 | ||||||||
Recon (RCON) Reports Q1 Fiscal Year 2013 Financial Results
Q1 FY ‘2013 Revenue Up 83%, Net Loss Decreases by 31%
BEIJING, Nov. 15, 2012 /PRNewswire-FirstCall/ — Recon Technology, Ltd (Nasdaq: RCON), an oilfield services provider that operates primarily in the People’s Republic of China (the “Company”), today announced its financial results for first quarter fiscal year 2013 ended September 30, 2012.
Q1 FY ’13 Highlights
- Total revenues for Q1 FY ’13 increased by 83.19% to RMB 9.05 million ($1.49 million), due mainly to increased demands of furnaces.
- Gross profits for Q1 FY ’13 were RMB2.45 million ($386 thousand),compared to RMB 2.48 million of Q1 FY ’12.
- Comprehensive loss attributable to ordinary shareholders for Q1 FY ’13 was RMB2.34 million ($370 thousand), a 31.16% decrease from Q1 FY ’12. Diluted losses per share attributable to ordinary shareholders for Q1 FY ’13 was RMB0.59 ($0.09), an improvement of 31.39% from diluted losses per share of RMB0.86 in Q1 FY ’12.
- Adjust EBITDA in Q1 FY ’13 was a loss of RMB1.45 million ($229 thousand), an improvement of 48.26% from Q1 FY ’12.
The company’s quarterly report on Form 10-Q is available for public viewing at http://www.sec.gov.
“Our first quarter is usually a slow quarter for our business, but this year revenues have grown early,” said Mr. Yin. Shenping, Recon’s Chief Executive Officer, “Benefited from our good reputation and long-term cooperation with our clients, we achieved more orders from our clients when they launched a new round replacement of furnaces and related accessories. We will continue our R&D activities to maintain stronger competitiveness and higher margin to secure our business. Besides, our other businesses like automation business and fracturing services, are all progressing smoothly. We will continue to make full use of our advantages and professional experience on oilfield automation and production stimulation-related services to achieve better and faster development”.
About Recon Technology, Ltd.
Recon Technology, Ltd. is a non-state-owned oil field service company in China. The company has been providing software, equipment and services designed to increase the efficiency and automation in oil and gas exploration, extraction, production and refinery for Chinese oil and gas fields for more than 10 years. More information may be found at http://www.recon.cn or via e-mail at info@recon.cn.
This news release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. These statements are subject to uncertainties and risks including, but not limited to, product and service demand and acceptance, changes in technology, economic conditions, the impact of competition and pricing, government regulation, and other risks contained in reports filed by the company with the Securities and Exchange Commission.
All such forward-looking statements, whether written or oral, and whether made by or on behalf of the company, are expressly qualified by the cautionary statements and any other cautionary statements which may accompany the forward-looking statements. In addition, the company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date hereof.
Investor Contact:
Recon Technology, Ltd.
Tel: +86-10-8494-5799
RECON TECHNOLOGY, LTD |
||||||||
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS |
||||||||
As of June 30, |
As of September 30, |
As of September 30, |
||||||
2012 |
2012 |
2012 |
||||||
ASSETS |
RMB |
RMB |
U.S. Dollars |
|||||
Current assets |
||||||||
Cash and cash equivalents |
RMB |
3,533,283 |
RMB |
2,254,327 |
$ |
355,909 |
||
Trade accounts receivable, net |
61,993,942 |
57,469,336 |
9,073,151 |
|||||
Trade accounts receivable- related parties, net |
20,394,749 |
19,856,249 |
3,134,867 |
|||||
Inventories, net |
24,281,300 |
24,097,816 |
3,804,518 |
|||||
Other receivables, net |
8,074,096 |
10,816,095 |
1,707,625 |
|||||
Other receivables- related parties |
17,729 |
445,494 |
70,334 |
|||||
Purchase advances, net |
16,250,616 |
16,855,838 |
2,661,168 |
|||||
Purchase advances- related parties |
1,093,534 |
993,534 |
156,857 |
|||||
Tax recoverable |
2,790,722 |
1,572,640 |
248,286 |
|||||
Prepaid expenses |
535,336 |
923,407 |
145,786 |
|||||
Deferred tax asset |
1,106,801 |
1,075,177 |
169,747 |
|||||
Total current assets |
140,072,108 |
136,359,913 |
21,528,248 |
|||||
Property and equipment, net |
1,774,820 |
2,083,848 |
328,994 |
|||||
Long-term other receivable |
10,302,349 |
8,627,720 |
1,362,128 |
|||||
Total Assets |
RMB |
152,149,277 |
RMB |
147,071,481 |
$ |
23,219,370 |
||
LIABILITIES AND EQUITY |
||||||||
Current liabilities |
||||||||
Short-term bank loan |
RMB |
23,000,000 |
RMB |
23,000,000 |
$ |
3,631,197 |
||
Trade accounts payable |
11,905,560 |
9,093,488 |
1,435,663 |
|||||
Trade accounts payable- related parties |
5,339,231 |
7,026,028 |
1,109,256 |
|||||
Other payables |
2,341,826 |
1,659,640 |
262,021 |
|||||
Other payable- related parties |
1,099,259 |
923,186 |
145,751 |
|||||
Deferred revenue |
3,291,073 |
3,391,628 |
535,464 |
|||||
Advances from customers |
936,124 |
1,286,993 |
203,188 |
|||||
Advances from customers- related parties |
– |
600,000 |
94,727 |
|||||
Accrued payroll and employees’ welfare |
949,579 |
1,017,375 |
160,621 |
|||||
Accrued expenses |
476,416 |
539,742 |
85,213 |
|||||
Taxes payable |
9,681,620 |
8,421,610 |
1,329,588 |
|||||
Short-term borrowings |
2,767,066 |
1,817,883 |
287,004 |
|||||
Short-term borrowings- related parties |
4,123,306 |
920,872 |
145,386 |
|||||
Total current liabilities |
65,911,060 |
59,698,445 |
9,425,079 |
|||||
Long-term borrowings-related party |
– |
3,007,675 |
474,846 |
|||||
Total Liabilities |
65,911,060 |
62,706,120 |
9,899,925 |
|||||
Commitments and Contingency |
||||||||
Equity |
||||||||
Common shares, ($ 0.0185 U.S. dollar par value, 25,000,000 shares authorized; 3,951,811 shares issued and outstanding as of June 30, 2012 and September 30, 2012) |
529,979 |
529,979 |
83,672 |
|||||
Additional paid-in capital |
67,643,791 |
68,126,955 |
10,755,755 |
|||||
Appropriated retained earnings |
2,378,961 |
2,378,961 |
375,586 |
|||||
Unappropriated retained earnings |
9,354,535 |
7,016,251 |
1,107,713 |
|||||
Accumulated other comprehensive loss |
(290,496) |
(306,458) |
(48,383) |
|||||
Total controlling shareholders’ equity |
79,616,770 |
77,745,688 |
12,274,343 |
|||||
Non-controlling interest |
6,621,447 |
6,619,673 |
1,045,102 |
|||||
Total equity |
86,238,217 |
84,365,361 |
13,319,445 |
|||||
Total Liabilities and Equity |
RMB |
152,149,277 |
RMB |
147,071,481 |
$ |
23,219,370 |
||
RECON TECHNOLOGY, LTD |
|||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME |
|||||||||
For the three months ended September 30, |
|||||||||
2011 |
2012 |
2012 |
|||||||
RMB |
RMB |
U.S. Dollars |
|||||||
Revenues |
|||||||||
Hardware |
RMB |
3,593,772 |
RMB |
8,438,964 |
$ |
1,332,329 |
|||
Service |
– |
83,177 |
13,132 |
||||||
Hardware – related parties |
1,348,817 |
532,051 |
83,999 |
||||||
Total revenues |
4,942,589 |
9,054,192 |
1,429,460 |
||||||
Cost of revenues |
2,465,443 |
6,608,767 |
1,043,380 |
||||||
Gross profit |
2,477,146 |
2,445,425 |
386,080 |
||||||
Selling and distribution expenses |
832,797 |
1,268,798 |
200,316 |
||||||
General and administrative expenses |
4,876,183 |
3,516,440 |
555,169 |
||||||
Operating expenses |
5,708,980 |
4,785,238 |
755,485 |
||||||
Loss from operations |
(3,231,834) |
(2,339,813) |
(369,405) |
||||||
Other income (expenses) |
|||||||||
Interest income |
6,332 |
1,310 |
207 |
||||||
Interest expense |
(142,911) |
(329,756) |
(52,061) |
||||||
Gain from foerign currency exchange |
– |
266,460 |
42,068 |
||||||
Other income (expense) |
71,732 |
95,139 |
15,020 |
||||||
Loss before income taxes |
(3,296,681) |
(2,306,660) |
(364,171) |
||||||
Provision for income taxes |
(108,515) |
(31,624) |
(4,993) |
||||||
Net loss |
(3,405,196) |
(2,338,284) |
(369,164) |
||||||
Less: Net income attributable to non-controlling interest |
– |
5,882 |
930 |
||||||
Net loss attributable to Recon Technology, Ltd |
RMB |
(3,405,196) |
RMB |
(2,344,166) |
$ |
(370,094) |
|||
Comprehensive Loss |
|||||||||
Net loss |
(3,405,196) |
(2,338,284) |
(369,164) |
||||||
Foreign currency translation adjustment |
7,594 |
(15,962) |
(2,520) |
||||||
Comprehensive loss |
(3,397,602) |
(2,354,246) |
(371,684) |
||||||
Comprehensive income attributable to non-controlling interest |
759 |
7,656 |
1,209 |
||||||
Comprehensive loss attributable to Recon Technology, Ltd |
RMB |
(3,398,361) |
RMB |
(2,361,902) |
$ |
(372,893) |
|||
Loss per common share – basic and diluted |
RMB |
(0.86) |
RMB |
(0.59) |
$ |
(0.09) |
|||
Weighted – average shares -basic and diluted |
3,951,811 |
3,951,811 |
3,951,811 |
||||||
RECON TECHNOLOGY, LTD |
||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
||||||||
For the three months ended September 30, |
||||||||
2011 |
2012 |
2012 |
||||||
RMB |
RMB |
U.S. Dollars |
||||||
Cash flows from operating activities: |
||||||||
Net loss |
RMB |
(3,405,196) |
RMB |
(2,338,284) |
$ |
(369,164) |
||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
||||||||
Depreciation |
88,723 |
72,379 |
11,427 |
|||||
Recovery of doubtful accounts |
– |
(413,622) |
(65,302) |
|||||
Stock based payments |
263,364 |
454,805 |
71,804 |
|||||
Deferred tax provision |
– |
31,624 |
4,993 |
|||||
Changes in operating assets and liabilities: |
||||||||
Trade accounts receivable |
2,499,209 |
5,011,902 |
791,270 |
|||||
Trade accounts receivable-related parties |
– |
538,500 |
85,017 |
|||||
Notes receivbale |
1,276,574 |
– |
– |
|||||
Other receivable, net |
(1,756,733) |
(1,139,779) |
(179,946) |
|||||
Other receivables related parties, net |
– |
(427,764) |
(67,535) |
|||||
Purchase advance, net |
(539,485) |
(606,488) |
(95,751) |
|||||
Purchase advance-related party, net |
– |
100,000 |
15,788 |
|||||
Tax recorvable |
– |
1,218,082 |
192,308 |
|||||
Prepaid expense |
81,866 |
(388,071) |
(61,268) |
|||||
Inventories |
(1,247,809) |
183,484 |
28,968 |
|||||
Trade accounts payable |
1,457,908 |
(2,812,072) |
(443,965) |
|||||
Trade accounts payable-related parties |
– |
1,686,797 |
266,308 |
|||||
Other payables |
102,887 |
(682,186) |
(107,702) |
|||||
Other payables-related parties |
– |
(176,073) |
(27,798) |
|||||
Deferred income |
(504,800) |
100,555 |
15,875 |
|||||
Advances from customers |
(77,395) |
950,869 |
150,121 |
|||||
Accrued payroll and employees’ welfare |
9,389 |
67,796 |
10,704 |
|||||
Accrued expenses |
105,933 |
63,324 |
9,997 |
|||||
Taxes payable |
283,529 |
(1,260,010) |
(198,928) |
|||||
Net cash provided by (used in) operating activities |
(1,362,036) |
235,768 |
37,221 |
|||||
Cash flows from investing activities: |
||||||||
Purchase of property and equipment |
(101,131) |
(381,406) |
(60,216) |
|||||
Net cash used in investing activities |
(101,131) |
(381,406) |
(60,216) |
|||||
Cash flows from financing activities: |
||||||||
Proceeds from borrowings-related parties |
– |
7,675 |
1,212 |
|||||
Repayment of short-term borrowings |
– |
(949,183) |
(149,855) |
|||||
Repayment of short-term borrowings-related parties |
– |
(202,434) |
(31,960) |
|||||
Net cash used in financing activities |
– |
(1,143,942) |
(180,603) |
|||||
Effect of exchange rate fluctuation on cash and cash equivalents |
11,882 |
10,624 |
1,677 |
|||||
Net decrease in cash and cash equivalents |
(1,451,285) |
(1,278,956) |
(201,921) |
|||||
Cash and cash equivalents at beginning of period |
3,485,944 |
3,533,283 |
557,830 |
|||||
Cash and cash equivalents at end of period |
RMB |
2,034,659 |
RMB |
2,254,327 |
$ |
355,909 |
||
Supplemental cash flow information |
||||||||
Cash paid during the period for interest |
RMB |
134,637 |
RMB |
407,215 |
$ |
64,290 |
||
Cash paid during the period for taxes |
RMB |
– |
RMB |
– |
$ |
– |
||
GlobalWise (GWIV) Reports Third Quarter 2012 Financial Results and Revised Guidance
COLUMBUS, OH — (Marketwire) — 11/15/12 — GlobalWise Investments, Inc. (OTCBB: GWIV) (OTCQB: GWIV) (www.GlobalWiseInvestments.com) and its wholly owned subsidiary Intellinetics, Inc., an enterprise content management (“ECM”) software development, sales and marketing company serving both public and private sector clients, today announce financial results for the third quarter and nine months ended September 30, 2012.
Financial Highlights for the Third Quarter ended September 30, 2012:
- Total revenue increased by 15% to $711,737 compared to $617,026 in the year-ago third quarter;
- Gross profit improved to $484,205, a 23% increase over the year-ago third quarter of $395,104;
- Gross profit margin increased to 68% compared to 64% in the year-ago third quarter;
- Operating expenses, excluding non-recurring and non-cash expenses totaling $206,800, increased to $682,976 from $438,821 in the year-ago third quarter; and
- Adjusted EBITDA (as defined below) for the third quarter was ($192,034) compared to ($34,569) in the year-ago third quarter.
Financial Highlights for the Nine Months ended September 30, 2012:
- Total revenue increased 36% to $1,959,350 compared to $1,438,203 in the year-ago nine month period;
- Gross profit improved by 43% to $1,137,709 compared to $794,748 in the year-ago nine month period;
- Gross profit margin increased to 58% compared to 55% in the year-ago nine month period;
- Operating expenses, excluding non-recurring and non-cash expenses totaling $987,800, increased to $1,730,945 compared to $1,228,510 in the year-ago nine month period; and
- Adjusted EBITDA (as defined below) for the nine months ended September 30, 2012, was ($572,062) compared to ($403,481) in the year-ago nine month period.
“Excluding non-recurring and non-cash charges, our operating expenses were materially unchanged in the third quarter 2012 vs. the second quarter 2012 at around $680,000,” stated William J. “BJ” Santiago, CEO of GlobalWise. “We expect operating expenses to remain relatively stable at current levels as revenue increases. We’re seeing a continued increase in channel partner sales activity and are currently on track to achieve steady revenue growth in the fourth quarter.”
Revised Fiscal Year 2012 Guidance:
Based upon the Company’s current sales funnel and recent Channel Partner activity, GlobalWise currently expects annual revenue in 2012 to be in the range of $2.8 million to $3.3 million.
Non-GAAP Financial Measure:
In addition to presenting financial results in accordance with generally accepted accounting principles, or GAAP, this earnings release also presents adjusted earnings before interest, taxes, depreciation and amortization, share based payments and expenses that management believes will not recur in future periods, including certain acquisition-related expenses (“Adjusted EBITDA”). Adjusted EBITDA is calculated by deducting operating and other expenses from gross profit and excluding amounts related to interest expense, income tax expense or benefit, depreciation expense, amortization expense, non-cash share-based payments, acquisition-related expenses and any gain or loss on disposal of assets. This non-GAAP financial measure is intended to provide investors with additional insight into our ongoing operating performance. This non-GAAP financial measure should be considered in conjunction with, but not as a substitute for, the financial information presented in accordance with GAAP.
A reconciliation of the Company’s GAAP Net (Loss) for the quarters and nine months ended September 30, 2011 and 2012 to its non-GAAP Adjusted EBITDA for the same periods is provided below:
For the Three Months For the Nine Months Ended September 30, Ended September 30, -------------------- ---------------------- 2012 2011 2012 2011 --------- --------- ----------- --------- Net Loss (492,607) (91,749) (1,795,731) (555,893) Depreciation 6,737 9,148 21,174 30,281 Interest Expense, net 87,036 48,032 214,695 122,131 Non-Recurring, Non-Cash Compensation included in SG&A 206,800 - 206,800 - Non-Recurring Public Transaction Related Expenses included in SG&A - - 781,000 - --------- --------- ----------- --------- Adjusted EBITDA $(192,034) $ (34,569) $ (572,062) $(403,481) ========= ========= =========== =========
About GlobalWise Investments, Inc.
GlobalWise Investments, Inc., via its wholly owned subsidiary Intellinetics, Inc., is a Columbus, Ohio based Enterprise Content Management (ECM) pioneer with industry-leading software that delivers cloud ECM based solutions on-demand. The Company’s flagship platform, Intellivue™, represents a new industry benchmark and game-changing solution by enabling clients to access and manage the content of every scanned document, file, spreadsheet, email, photo, audio file or video tape — virtually anything that can be digitized — in their enterprise from any PC, laptop, tablet or smartphone from anywhere in the world.
For additional information, please visit the Company’s corporate website: www.GlobalWiseInvestments.com
This press release may contain “forward-looking statements.” Expressions of future goals and similar expressions reflecting something other than historical fact are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements. These forward-looking statements may include, without limitation, statements about our market opportunity, strategies, competition, expected activities and expenditures as we pursue our business plan. Although we believe that the expectations reflected in any forward-looking statements are reasonable, we cannot predict the effect that market conditions, customer acceptance of products, regulatory issues, competitive factors, or other business circumstances and factors described in our filings with the Securities and Exchange Commission may have on our results. The company undertakes no obligation to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this press release.
Financial Tables Follow
GLOBALWISE INVESTMENTS, INC. and SUBSIDIARY Condensed Consolidated Statements of Operations For the Three Months For the Nine Months Ended September 30, Ended September 30, ------------------------ ------------------------ 2012 2011 2012 2011 ----------- ----------- ----------- ----------- Revenues: Sale of software licenses without professional services $ 84,134 $ 60,844 $ 140,812 $ 97,644 Sale of software licenses with professional services 307,167 308,447 720,562 551,211 Software as a service 25,425 41,575 79,062 110,902 Software maintenance services 201,539 148,238 574,848 462,480 Consulting services 93,472 57,922 444,066 215,966 ----------- ----------- ----------- ----------- Total revenues 711,737 617,026 1,959,350 1,438,203 ----------- ----------- ----------- ----------- Cost of revenues: Sale of software licenses without professional services 8,271 3,810 40,103 13,261 Sale of software licenses with professional services 109,229 124,894 372,084 354,384 Software as a service 7,478 7,057 21,372 20,573 Software maintenance services 34,719 29,757 96,003 81,929 Consulting services 67,836 56,404 292,080 173,308 ----------- ----------- ----------- ----------- Total cost of revenues 227,532 221,922 821,641 643,455 ----------- ----------- ----------- ----------- Gross profit 484,205 395,104 1,137,709 794,748 ----------- ----------- ----------- ----------- Operating expenses: General and administrative 589,403 229,445 1,758,602 731,079 Sales and marketing 293,636 200,228 938,969 467,150 Depreciation 6,737 9,148 21,174 30,281 ----------- ----------- ----------- ----------- Total operating expenses 889,776 438,821 2,718,745 1,228,510 ----------- ----------- ----------- ----------- Loss from operations (405,571) (43,717) (1,581,036) (433,762) Other income (expense) Interest expense, net (87,036) (48,032) (214,695) (122,131) ----------- ----------- ----------- ----------- Net Loss $ (492,607) $ (91,749) $(1,795,731) $ (555,893) =========== =========== =========== =========== Basic and diluted net loss per share $ (0.01) $ (0.00) $ (0.06) $ (0.02) =========== =========== =========== =========== Weighted average number of common shares outstanding - basic and diluted 33,022,913 22,757,100 32,082,486 22,757,100 =========== =========== =========== =========== Adjusted EBITDA: Net Loss (492,607) (91,749) (1,795,731) (555,893) Depreciation 6,737 9,148 21,174 30,281 Interest Expense, net 87,036 48,032 214,695 122,131 Non-Recurring, Non-Cash Compensation included in SG&A 206,800 - 206,800 - Non-Recurring Public Transaction Related Expenses included in SG&A - - 781,000 - ----------- ----------- ----------- ----------- Adjusted EBITDA $ (192,034) $ (34,569) $ (572,062) $ (403,481) =========== =========== =========== =========== GLOBALWISE INVESTMENTS, INC. Condensed Consolidated Balance Sheets ASSETS (Unaudited) September 30, December 31, ------------- ------------- 2012 2011 ------------- ------------- Current assets: Cash $ 21,205 $ 140,271 Accounts receivable, net 281,206 335,453 Prepaid expenses and other current assets 51,246 18,398 ------------- ------------- Total current assets 353,657 494,122 Property and equipment, net 65,375 32,771 Other assets 39,318 46,404 ------------- ------------- Total assets $ 458,350 $ 573,297 ============= ============= LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities: Accounts payable and accrued expenses $ 1,024,984 $ 389,080 Accrued expenses, related parties 30,405 - Deferred revenues 586,009 964,043 Derivative liability - - Convertible notes payable, net of discount 97,500 - Notes payable - current 1,446,310 747,778 Notes payable - related party - current 370,000 - ------------- ------------- Total current liabilities 3,555,208 2,100,901 Long-term liabilities: Deferred compensation 245,357 215,011 Notes payable - net of current portion 1,304,650 1,528,915 Notes payable - related party - net of current portion 276,707 262,707 Deferred interest expense 39,564 17,063 Other long-term liabilities - related parties 169,964 157,859 ------------- ------------- Total long-term liabilities 2,036,242 2,181,555 ------------- ------------- Total liabilities other than shares 5,591,450 4,282,456 Shares subject to mandatory redemption - 111,235 ------------- ------------- Total liabilities 5,591,450 4,393,691 Commitments and contingencies Excess of liabilities over assets (deficit) - (3,820,394) ------------- ------------- Total liabilities and excess of liabilities over assets (deficit) 5,591,450 573,297 ------------- ------------- Stockholders' deficit: Common stock, $0.001 par value, 50,000,000 shares authorized; 33,022,913 shares issued and outstanding at September 30, 2012 33,023 - Additional paid-in capital 312,783 - Accumulated deficit (5,478,906) - ------------- ------------- Total stockholders' deficit (5,133,100) - ------------- ------------- Total liabilities and excess of liabilities over assets (deficit) and stockholders' deficit $ 458,350 $ 573,297 ============= =============
GlobalWise Investments, Inc.
Columbus, Ohio
www.GlobalWiseInvestments.com
614-388-8909
Contact@GlobalWiseInvestments.com
Mission Investor Relations
Atlanta, Georgia
http://www.MissionIR.com
404-941-8975
Investors@MissionIR.com
China Shen Zhou (SHZ) Announces Third Quarter 2012 Financial Results
BEIJING, Nov. 14, 2012 /PRNewswire-FirstCall/ — China Shen Zhou Mining & Resources, Inc. (“China Shen Zhou” or the “Company”) (NYSE AMEX: SHZ), a Company engaged in the exploration, development, mining and processing of fluorite, barite, zinc, lead, copper, and other nonferrous metals in China, today announced financial results for the third quarter and first nine months ended September 30, 2012.
Q3 2012 Financial Highlights
- Revenues increased 5.2% year-over-year to $7.4 million;
- Gross profit was $273,000;
- Net loss attributable to the Company was $1.5 million, or $0.04 per basic and diluted share.
Third Quarter Financial Results
Third quarter net sales increased 5.2% year-over-year to approximately $7.4 million. The increase in net sales was mainly due to greater sales volume for fluorite powder and copper concentrate in the third quarter of 2012.
During the third quarter of 2012, sales volume of fluorite powder reached approximately 15,800 metric tons, an increase of approximately 7,600 metric tons from the same period of 2011. Copper concentrate powder sales volume increased to 139 metal tons from 13 metal tons in the same period of 2011.
Gross profit was $273,000 compared with $2.9 million in the third quarter of 2011. Decrease in gross profit was mainly due to lower selling price of fluorite powder. The fluorite powder sales price decreased 39% year-over-year to approximately $235 permetric ton in the third quarter of 2012.
Selling expenses were $57,000 compared with $24,000 in the third quarter 2011. Selling expenses as a percentage of total net sales was 0.8%, compared with 0.3% in the third quarter of 2011. The higher selling expenses were mainly due to the company’s increased sales and marketing activities in an effort to win new customers.
General and administrative (“G&A”) expenses in the third quarter were $2.7 million compared with $2.1 million in the same period of 2011. The increase in G&A expenses was due to the increased administrative expense associated with the newly acquired entities – Dongsheng Mining, Meilan Mining, and Qianshi Resources. G&A expenses as a percentage of total net sales increased was 35.6% compared with 28.6% in the third quarter of 2011.
Total operating expenses in the third quarter of 2012 were $1.8 million compared with $2.1 million in the third quarter of 2011. Total operating expenses as a percentage of total net sales decreased to 24.4% from 29.0% in the third quarter of 2011.
Operating loss for the quarter was $1.55 million compared with an operating income of $805,000 in the third quarter of 2011
Net loss attributable to the Company was $1.5 million, or loss of $0.04 per basic and diluted share, compared with a net income of $0.68 million, or income of $0.02 per basic and diluted share, in the 2011 third quarter.
Nine-Month Financial Results
Net revenues for the first nine months ended September 30, 2012 were approximately $16.5 million compared with $18.1 million during the same period in 2011. The decrease was due to the decline in sales price for fluorite powder. The fluorite powder sales price for the nine months ended September 30, 2012 was approximate $248 per metric ton, a $91 per metric ton or 27% decrease compared with the same period of 2011.
Gross profit for the first nine months ended September 30, 2012 was approximately $2.3 million compared with $7.9 million in the same period of 2011. Gross profit from the fluorite segment was approximately $2,416,000 and $7,483,000 for the first nine months ended September 30, 2012 and 2011, respectively. The decrease in gross profit for the fluorite segment was mainly due to the decline in sales price of fluorite powder. Gross profit margin was approximately 14% for the nine months ended September 30, 2012.
Net loss attributable to the Company for the first nine months ended September 30, 2012 was approximately $6.68 million compared to a net loss of $0.80 million for the same period in 2011. Net loss per basic and diluted share for the first nine months ended September 30, 2012 was $0.18 as compared with a net loss per basic and diluted share of $0.03 in the comparable period one year ago.
About China Shen Zhou Mining & Resources, Inc.
China Shen Zhou Mining & Resources, Inc., through its subsidiaries, is engaged in the exploration, development, mining, and processing of fluorite, barite and nonferrous metals such as zinc, lead and copper in China. The Company has the following principal areas of interest in China: (a)fluorite extraction and processing in the Sumochaganaobao region of Inner Mongolia; (b) fluorite and barite extraction and processing in the Wuchuan County of Guizhou province (c) fluorite and barite extraction and processing in the Yanhe County of Guizhou province; (d)fluorite extraction and processing in Jingde County, Anhui Province; (e) zinc/copper/lead processing in Wulatehouqi of Inner Mongolia; and (f) zinc/copper exploration, mining and processing in Xinjiang. For more information, please visit http://www.chinaszmg.com/.
Safe Harbor Statement
This press release may include certain statements that are not descriptions of historical facts, but are forward-looking statements. Forward-looking statements can be identified by the use of forward-looking terminology such as “will”, “believes”, “expects” or similar expressions. These forward-looking statements may also include statements about our proposed discussions related to our business or growth strategy, which is subject to change. Such information is based upon expectations of our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to uncertainties and contingencies beyond our control and upon assumptions with respect to future business decisions, which are subject to change. We do not undertake to update the forward-looking statements contained in this press release. For a description of the risks and uncertainties that may cause actual results to differ from the forward-looking statements contained in this press release, see our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 10-K, and our subsequent SEC filings. Copies of filings made with the SEC are available through the SEC’s electronic data gathering analysis retrieval system (EDGAR) at http://www.sec.gov .
Contact Information
Min Liu
Investor Relations
Grayling
Tel: +1-646-284-9413
min.liu@grayling.com
– Tables Follow –
CHINA SHEN ZHOU MINING & RESOURCES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Amounts in thousands, except share data)
|
|||||||
September 30, |
December 31, |
||||||
(Unaudited) |
|||||||
ASSETS |
|||||||
Current assets: |
|||||||
Cash and cash equivalents |
$ |
2,367 |
$ |
5,569 |
|||
Notes receivable, net |
535 |
1,019 |
|||||
Accounts receivable, net |
1,168 |
3,332 |
|||||
Advances to suppliers |
672 |
1,833 |
|||||
Acquisition deposit |
– |
2,359 |
|||||
Other deposits |
209 |
258 |
|||||
Due from related parties |
3,201 |
– |
|||||
Inventories |
10,611 |
7,479 |
|||||
Restricted assets |
– |
2,536 |
|||||
Deferred financing costs |
479 |
– |
|||||
Total current assets |
19,242 |
24,385 |
|||||
Restricted assets |
377 |
175 |
|||||
Prepayment for vehicle rent |
378 |
443 |
|||||
Property, machinery and mining assets, net |
81,331 |
60,313 |
|||||
Total assets |
$ |
101,328 |
$ |
85,316 |
|||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|||||||
Current liabilities: |
|||||||
Accounts payable |
$ |
3,393 |
$ |
3,324 |
|||
Short term loans |
8,862 |
11,996 |
|||||
Receipts in advance |
4,984 |
1,528 |
|||||
Other payables and accruals |
3,999 |
2,772 |
|||||
Government loan |
1,709 |
– |
|||||
Convertible preferred stock |
1,667 |
– |
|||||
Derivative liabilities |
667 |
– |
|||||
Due to related parties |
226 |
250 |
|||||
Taxes payable |
2,021 |
1,877 |
|||||
Total current liabilities |
27,528 |
21,747 |
|||||
Long term loan |
1,899 |
– |
|||||
Total liabilities |
29,427 |
21,747 |
|||||
STOCKHOLDERS’ EQUITY: |
|||||||
Convertible preferred stock ($0.001 par value; 10,000 shares and |
– |
– |
|||||
Common stock ($0.001 par value; 100,000,000 shares and |
45 |
32 |
|||||
Additional paid-in capital |
65,326 |
58,425 |
|||||
Statutory reserves |
1,732 |
1,732 |
|||||
Accumulated other comprehensive income |
6,489 |
6,109 |
|||||
Accumulated deficit |
(20,021) |
(13,344) |
|||||
Stockholders’ equity – China Shen Zhou Mining & Resources, Inc. and |
53,571 |
52,954 |
|||||
Noncontrolling interest |
18,330 |
10,615 |
|||||
Total stockholders’ equity |
71,901 |
63,569 |
|||||
Total liabilities and stockholders’ equity |
$ |
101,328 |
$ |
85,316 |
CHINA SHEN ZHOU MINING & RESOURCES, INC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Amounts in thousands, except per share data) (Unaudited)
|
|||||||||||||||
For the Three Months Ended |
For the Nine Months Ended |
||||||||||||||
September 30, |
September 30, |
September 30, |
September 30, |
||||||||||||
Net revenue |
$ |
7,473 |
$ |
7,104 |
$ |
16,529 |
$ |
18,117 |
|||||||
Cost of sales |
7,200 |
4,242 |
14,226 |
10,247 |
|||||||||||
Gross profit |
273 |
2,862 |
2,303 |
7,870 |
|||||||||||
Operating expenses: |
|||||||||||||||
Selling and distribution expenses |
57 |
24 |
101 |
84 |
|||||||||||
General and administrative expenses |
2,650 |
2,055 |
8,374 |
7,558 |
|||||||||||
Provision for doubtful accounts |
(1,086) |
(22) |
1,027 |
(99) |
|||||||||||
Impairment provision for inventories |
206 |
– |
753 |
– |
|||||||||||
Total operating expenses |
1,827 |
2,057 |
10,255 |
7,543 |
|||||||||||
Net income (loss) from operations |
(1,554) |
805 |
(7,952) |
327 |
|||||||||||
Other income (expense): |
|||||||||||||||
Interest expense |
(291) |
(174) |
(1,184) |
(520) |
|||||||||||
Warrant modification |
(156) |
– |
(734) |
– |
|||||||||||
Fair value change at derivative liabilities |
710 |
– |
3,716 |
– |
|||||||||||
Amortization of warrants attached to preferred stock |
(349) |
– |
(724) |
– |
|||||||||||
Amortization of deferred financing cost for preferred stock |
(261) |
– |
(531) |
– |
|||||||||||
Preferred stock dividends |
(39) |
– |
(100) |
– |
|||||||||||
Other, net |
(15) |
(79) |
(150) |
(6) |
|||||||||||
Total other income (loss) |
(401) |
(253) |
293 |
(526) |
|||||||||||
Income (loss) from continuing operations before income taxes |
(1,955) |
552 |
(7,659) |
(199) |
|||||||||||
Income tax benefits (expenses) |
(175) |
36 |
(353) |
(244) |
|||||||||||
Income (loss) from continuing operations |
(2,130) |
588 |
(8,012) |
(443) |
|||||||||||
Discontinued operations: |
|||||||||||||||
Loss from operations of discontinued component, net of taxes |
– |
– |
– |
(7) |
|||||||||||
Loss on disposal of discontinued subsidiary, net of taxes |
– |
– |
– |
(82) |
|||||||||||
Loss from discontinued operations |
– |
– |
– |
(89) |
|||||||||||
Net income (loss) |
(2,130) |
588 |
(8,012) |
(532) |
|||||||||||
Add (less): Noncontrolling interests attributable to the |
596 |
93 |
1,335 |
(268) |
|||||||||||
Net income (loss) – attributable to China Shen Zhou Mining & Resources, Inc. and Subsidiaries |
(1,534) |
681 |
(6,677) |
(800) |
|||||||||||
Other comprehensive income: |
|||||||||||||||
Foreign currency translation adjustments |
13 |
534 |
380 |
1,306 |
|||||||||||
Comprehensive income (loss) |
$ |
(1,521) |
$ |
1,215 |
$ |
(6,297) |
$ |
506 |
|||||||
Net income (loss) per common share – basic and diluted |
|||||||||||||||
From continuing operations |
$ |
(0.04) |
$ |
0.02 |
$ |
(0.18) |
$ |
(0.03) |
|||||||
From discontinued operations |
– |
– |
– |
(0.00) |
|||||||||||
$ |
(0.04) |
$ |
0.02 |
$ |
(0.18) |
$ |
(0.03) |
||||||||
Weighted average common shares outstanding |
|||||||||||||||
Basic and Diluted |
41,396 |
32,270 |
37,103 |
31,060 |
CHINA SHEN ZHOU MINING & RESOURCES, INC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Amounts in thousands, except share data) (Unaudited)
|
|||||||
For the Nine Months Ended |
|||||||
September 30, |
September 30, |
||||||
Cash flows from operating activities: |
|||||||
Net loss before non-controlling interest |
$ |
(8,012) |
$ |
(532) |
|||
Adjustments to reconcile net loss to net cash used in operating activities: |
|||||||
Loss from operations of discontinued component, net of income tax benefits |
– |
7 |
|||||
Loss on sale of discontinued operations, net of income taxes |
– |
82 |
|||||
Provision for doubtful accounts |
1,027 |
(99) |
|||||
Impairment provision for inventories |
753 |
– |
|||||
Warrant modification |
734 |
– |
|||||
Amortization of warrants attached to preferred stock |
724 |
– |
|||||
Amortization of deferred financing costs for preferred stock |
531 |
– |
|||||
Fair value change at derivative liabilities |
(3,716) |
– |
|||||
Depreciation and amortization |
5,408 |
2,838 |
|||||
Stock-based compensation |
234 |
972 |
|||||
Changes in operating assets and liabilities: |
|||||||
(Increase) decrease in |
|||||||
Notes receivable |
491 |
(992) |
|||||
Accounts receivable |
2,599 |
(771) |
|||||
Advances to suppliers |
1,509 |
(1,840) |
|||||
Other receivable |
(624) |
– |
|||||
Other deposits |
195 |
(1,313) |
|||||
Prepayment for vehicle rent |
68 |
– |
|||||
Prepayment for office rent |
– |
82 |
|||||
Due from related parties |
(3,187) |
– |
|||||
Inventories |
(3,398) |
(578) |
|||||
Restricted assets |
2,435 |
(103) |
|||||
Increase (decrease) in |
|||||||
Accounts payable |
(558) |
(867) |
|||||
Receipts in advance |
2,576 |
2,666 |
|||||
Other payables and accruals |
(4,581) |
(2,848) |
|||||
Taxes payable |
(1,016) |
184 |
|||||
Net cash used in operating activities from continuing operations |
(5,808) |
(3,112) |
|||||
Net cash used in operating activities from discontinued operations |
– |
(37) |
|||||
Net cash used in operating activities |
(5,808) |
(3,149) |
|||||
Cash flows from investing activities: |
|||||||
Purchases of property, machinery and mining assets |
(2,482) |
(3,368) |
|||||
Acquisition of subsidiaries, net of cash and cash equivalents acquired |
– |
(3,642) |
|||||
Net cash used in investing activities |
(2,482) |
(7,010) |
|||||
Cash flows from financing activities: |
|||||||
Due to related parties |
(262) |
(737) |
|||||
Government loan |
78 |
– |
|||||
Proceeds from issuance of common stock |
– |
20,000 |
|||||
Issuance costs of common stock |
– |
(1,516) |
|||||
Proceeds from convertible preferred stock |
5,000 |
– |
|||||
Proceeds from warrants |
214 |
– |
|||||
Issuance costs of convertible preferred stock |
(495) |
– |
|||||
Repayment of short-term loans |
(15,667) |
(7,599) |
|||||
Proceeds from short-term loans and long-term loans |
16,142 |
6,521 |
|||||
Net cash provided by financing activities |
5,010 |
16,669 |
|||||
Foreign currency translation adjustment |
78 |
367 |
|||||
Net (decrease) increase in cash and cash equivalents |
(3,202) |
6,877 |
|||||
Cash and cash equivalents at the beginning of the period |
5,569 |
1,545 |
|||||
Cash and cash equivalents at the end of the period |
$ |
2,367 |
$ |
8,422 |
|||
Non-cash investing and financing activities |
|||||||
Shares issued to Acquire Xinyi Fluorite |
$ |
– |
$ |
9,467 |
|||
Additional shares issued to Acquire Xinyi Fluorite |
$ |
1 |
$ |
– |
|||
Shares issued as acquisition consideration for Dongsheng Mining, Meilan Mining and Qianshi Resources |
$ |
5,676 |
$ |
– |
|||
Shares issued as the installment shares to redeem a third of the convertible preferred stock |
$ |
3,334 |
$ |
– |
|||
Supplemental disclosures of cash flow information: |
|||||||
Cash paid for interest expenses |
$ |
1,169 |
$ |
424 |
|||
Cash paid for income tax |
$ |
849 |
$ |
54 |
Luxury Auto Sales Propel 78.3% Increase in China Auto Logistics (CALI) Q3 2012 Revenues
TIANJIN, CHINA — (Marketwire) — 11/14/12 — China Auto Logistics Inc. (the “Company”) (NASDAQ: CALI), a top seller in China of luxury imported automobiles, a leading provider of auto-related services and developer and operator of one of China’s leading automobile portals and three major auto-related websites, today reported it achieved substantial year over year revenue gains in the three-month and nine-month periods ended September 30, 2012.
Financial Highlights
- 2012 third quarter revenues grew 78.3% to $170,456,821 led by an 83.4% increase in Automobile Sales revenues to $168,360,743 and a 22% increase in Financing Services sales to $1,491,170.
- Net income attributable to shareholders in the 2012 third quarter was $1,517,549, or $0.41 per share on 3,693,912 diluted shares outstanding (reflecting the Company’s recent 1 for 6 reverse split). This compared with net income attributable to shareholders in the prior year period of $2,477,747 or $0.68 per share on 3,661,296 diluted shares outstanding. The decline is primarily attributable to a planned decrease in higher margin web-based advertising revenue which was not offset by gains achieved in the Company’s other high margin services businesses, or its lower margin automobile sales.
- In the nine months ended September 30, 2012, revenues grew to $427,950,375, up 41% from the prior year period, led by a 43.2 % year over year increase in Automobile Sales revenues.
- Net income attributable to shareholders in the first nine months of 2012 was $4,748,487or $1.29 per share on 3,693,912 diluted shares outstanding. This compared with $6,841,081 or $2.04 per share a year earlier on 3,351,414 diluted shares outstanding.
Growth Strategy
Mr. Tong Shiping, CEO and Chairman of the Company, stated, “We believe our growth strategy will have increasingly clear benefits over time. In essence, we are sacrificing our web-based advertising revenue and higher profits it might generate in the near term in order to create the opportunities that develop from being a much bigger company and the clear leader in China in luxury auto sales and auto related services. While focusing on the growth of our luxury auto sales we are also exploring opportunities for higher bottom line growth with new services as well as our existing auto-related services. The sharp jump in Auto Sales revenues in this year’s third quarter reflects well on our decision, as does the growth, in particular, of our Financing Services.”
Segment Review
The largest contributor in the third quarter to the Company’s revenues and profits was its luxury auto sales business. During the quarter the Company sold 2,004 automobiles, up 130% from 871 vehicles in the third quarter of 2011. The average unit price per sale was $84,012 in the 2012 quarter, down from $105,411 per unit in the third quarter last year. The Company continued to price its vehicles very competitively to expand its market share and maintain its leadership position in the industry. The contribution to operating income from Automobile Sales in the 2012 third quarter was $1,124,528 and was $3,777,411 through the first nine months of the year.
Revenues from Financing Services increased 22% year over year in the 2012 third quarter to $1,491,170. In order to provide financing to its customers, on which it earns a service fee, the Company utilizes bank facility lines of credit, provided by some of the leading commercial banks in China. As of September 30, 2012, the Company had approximately $60 million drawn on aggregate lines of approximately $119 million. The contribution to operating income from Financial Services in the quarter was $771,255, up from $426,417 in the same period last year.
As per the Company’s strategic decision, the contribution to operating income from web-based advertising services in the 2012 third quarter was reduced to $109,551 from $1,194,991 a year earlier. Other services businesses which contributed to profits in the quarter were Automobile Value Added Services and Auto Mall Management Services.
Outlook
Mr. Tong commented further, “Looking ahead we remain confident that we will maintain our leadership position in the luxury auto sales industry, with continued anticipated support from our automobile portal and websites which are now established in 50 cities throughout China and we intend to extend to 60 cities. Our aim is to capitalize on this leadership position with an expansion of our current high margin services and the addition of new ones. Underlying our growth strategy is our belief that growth rates for the high-end automobile market in China will continue to exceed those of the mainstream auto market, a view that is shared by several market forecasters.”
Conference Call Invitation
The company will discuss 2012 third quarter and nine month results during a live conference call and webcast on Thursday, November 15, at 8:00am ET.
To participate in the call, interested participants should call 1-877-941-8418 when calling within the United States or 1-480-629-9809 when calling internationally. Please ask for the China Auto Logistics 2012 Third Quarter Earnings Conference Call, Conference ID: 4575617. There will be a playback available until 11/22/12. To listen to the playback, please call 1-877-870-5176 when calling within the United States or 1-858-384-5517 when calling internationally. Use the Replay Pin Number: 4575617.
This call is being webcast by ViaVid Broadcasting and can be accessed by clicking on this link http://public.viavid.com/index.php?id=102530 or at ViaVid’s website at http://viavid.com.
About China Auto Logistics Inc.
China Auto Logistics Inc. is one of China’s top sellers of imported luxury vehicles, and also manages China’s largest imported auto mall in Tianjin. Additionally, it operates www.cali.com.cn, one of the leading automobile portals in China, as well as three major websites serving China’s auto dealers and their customers. The Company also provides a growing variety of “one stop” automobile related services such as short term dealer financing. Additional information about the Company is available at www.chinaautologisticsinc.com.
Information Regarding Forward-Looking Statements
Except for historical information contained herein, the statements in this press release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause our actual results in future periods to differ materially from forecasted results. These risks and uncertainties include, among other things, product demand, market competition, and risks inherent in our operations. These and other risks are described in our filings with the U.S. Securities and Exchange Commission.
CHINA AUTO LOGISTICS INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three Months Ended Nine Months Ended September 30, September 30, -------------------------- -------------------------- 2012 2011 2012 2011 ------------ ------------ ------------ ------------ Net revenue $170,456,821 $ 95,613,591 $427,950,375 $303,998,137 Cost of revenue 167,673,580 91,356,637 418,587,823 291,609,816 ------------ ------------ ------------ ------------ Gross profit 2,783,241 4,256,954 9,362,552 12,388,321 ------------ ------------ ------------ ------------ Operating expenses: Selling and marketing 287,372 364,738 715,762 1,103,381 General and administrative 343,749 519,739 1,583,544 1,869,573 ------------ ------------ ------------ ------------ Total operating expenses 631,121 884,477 2,299,306 2,972,954 ------------ ------------ ------------ ------------ Income from operations 2,152,120 3,372,477 7,063,246 9,415,367 Other income (expenses) Interest income 128,167 15,855 156,839 43,537 Interest expense (154,883) - (381,527) - Loss on disposal of property and equipment (12,719) - (84,793) - Miscellaneous - 22,043 (114) 11,466 ------------ ------------ ------------ ------------ Total other income (expenses) (39,435) 37,898 (309,595) 55,003 ------------ ------------ ------------ ------------ Income before income taxes 2,112,685 3,410,375 6,753,651 9,470,370 Income taxes 591,893 901,453 1,991,566 2,543,573 ------------ ------------ ------------ ------------ Net income 1,520,792 2,508,922 4,762,085 6,926,797 Less: Net income attributable to noncontrolling interests 3,243 31,175 13,598 85,716 ------------ ------------ ------------ ------------ Net income attributable to shareholders of China Auto Logistics Inc. $ 1,517,549 $ 2,477,747 $ 4,748,487 $ 6,841,081 ------------ ------------ ------------ ------------ Earnings per share attributable toshareholders of China Auto Logistics Inc. - basic and diluted $ 0.41 $ 0.68 $ 1.29 $ 2.04 ------------ ------------ ------------ ------------ Weighted average number of common shares outstanding - basic and diluted 3,693,912 3,661,296 3,693,912 3,351,414 ------------ ------------ ------------ ------------
Contacts:
Sun Jiazhen
sjz_cali@126.com
Ken Donenfeld
DGI Investor Relations Inc.
kdonenfeld@dgiir.com
Tel: 212-425-5700
Cardium (CXM) Presents Q3 2012 Financials, Reports on Recent Developments
SAN DIEGO, Nov. 14, 2012 /PRNewswire/ — Cardium Therapeutics (NYSE MKT: CXM) today presented its financial results for the third quarter ended September 30, 2012 and reported on other recent developments including: (1) acquisition of the business assets and product portfolio of To Go Brands® healthy nutraceutical supplement brand platform with over 25 products being developed and sold in a number of food, drug and mass channel retailers, for which net sales for the first three quarters of 2012 was approximately $2.1 million (as reported below); (2) formation of the Excellagen Medical Advisory Board comprising leading practitioners, clinicians and researchers with diversified expertise in the field of advanced wound care; (3) Excellagen poster presentations at the Desert Foot 9th Annual High Risk Diabetic Foot Conference; (4) advancement of international registrations for Excellagen®, including CE Mark registration to enable marketing and sale in the European Union, which is expected by early 2013; (5) Excellagen featured in October 2012 Podiatry Management’s Profiles in Excellence 2012; (6) selection of Excellagen as one of the top ten podiatry innovations in 2012 by Podiatry Today publication; and (7) publication of important pre-clinical research findings that have been incorporated into the treatment protocols of the Company’s international Generx® ASPIRE Phase 3 registration study for patients with advanced coronary disease.
(Logo: http://photos.prnewswire.com/prnh/20051018/CARDIUMLOGO)
Third Quarter 2012 Financial Highlights
Cardium’s research and development costs for the three months ended September 30, 2012 totaled $508,000, compared to $579,000 for the three months ended September 2011. Research and development costs for the nine months ended September 30, 2012 were $2.1 million, compared to $1.9 million for the nine months ended September 30, 2011. The increase in costs for the nine-month period was primarily due to expenses related to the commercial development of Excellagen and the Company’s Generx ASPIRE clinical study. Selling, general and administrative expenses for the three-month period ended September 30, 2012 were $1.4 million, compared to $1.2 million for the three months ended September 30, 2011. For the nine months ended September 30, 2012, selling, general and administrative expenses were $4.4 million, compared to $3.6 million for the nine months ended September 30, 2011. The increase in selling, general and administrative expenses for the nine-month period was primarily due to expenses related to the costs associated with the market introduction of Excellagen and preparations to support and facilitate strategic partnering activities, and for Cardium’s nutraceutical initiative, which served as the catalyst for Cardium’s recent acquisition of the business assets of To Go Brands, Inc., which includes a portfolio of more than 25 products sold through mass, food and drug channels at retailers including Whole Foods®, CVS®, Kroger®, GNC®, Jewel-Osco®, Ralph’s Supermarkets®, Meijr®, and the Vitamin Shoppe®, and from the company’s web-based store.
Cardium’s Quarterly Report on Form 10-Q filed with the SEC today presents in footnote three unaudited pro forma consolidated financial information which includes To Go Brands for the period ended September 30, 2012 and 2011. The pro forma financial information includes net sales of To Go Brands for the nine months ended September 30, 2012 totaling $2.1 million, with a net loss of $0.4 million. Excluding revenue from the To Go Brands business, revenue for the nine months ended September 30, 2012 totaled $39,000, including $5,600 for the third quarter ended September 30, 2012. Since the introduction of Excellagen, the Company’s marketing efforts have been focused on product sampling to key opinion leaders to support physician-based post-marketing case studies, to “seed” the use of Excellagen in the wound care market, and to further support and enhance strategic partnering activities.
For the three months ended September 30, 2012, the Company reported a net loss of $1.9 million, or $(0.02) per share, compared to a net loss of $1.6 million, or $(0.02) per share for the three months ended September 30, 2011. For the nine months ended September 30, 2012, the Company reported a net loss of $6.4 million, or $(0.06) per share, compared to a net loss for the nine months ended September 30, 2011 of $5.1 million, or $(0.06) per share. As of September 30, 2012, the Company had a total of $4.5 million in cash compared to $4.7 million in cash at the end of December 31, 2011. Working capital at September 30, 2012 was $4.8 million. As of September 30, 2012, 129.2 million shares of Cardium’s common stock were outstanding.
Excellagen Commercialization Activities
In third quarter 2012, Cardium announced the formation of the Excellagen Medical Advisory Board, comprising leading practitioners, clinicians and researchers with diversified expertise in the field of advanced wound care, and the selection of Excellagen as one of the top ten podiatry innovations in 2012 by Podiatry Today publication. Recently, the Company announced the publication of an Excellagen Profiles in Excellence 2012 article in Podiatry Management and two poster presentations at the Desert Foot 2012 High Risk Diabetic Foot Conference in Phoenix, AZ. Arthur J. Tallis, DPM, President and Medical Director of Associated Foot & Ankle Specialists in Phoenix, AZ, presented the results of three Excellagen case studies including a venous leg ulcer, neuropathic diabetic foot ulcer and dehisced surgical wound. In addition, Howard M. Kimmel, DPM, MBA, FACFAS, Senior Clinical Instructor, Case Western Reserve University School of Medicine, in Cleveland, OH, presented the results of two Excellagen diabetic foot ulcer case studies. Drs. Tallis and Kimmel’s poster presentations and the Podiatry Management article can be viewed at http://www.excellagen.com/meetings-and-publications.html. Additional Excellagen case studies are available at http://www.excellagen.com/surgical-wounds.html.
There have also been important, positive findings reported by physicians now using Excellagen as part of our initial physician sampling, patient outreach and market “seeding” programs. As case studies are being conducted, a number of physicians have reported observing a rapid onset of the growth of granulation tissue in a wide array of wounds, including classic non-healing diabetic foot ulcers (consistent with the results of Cardium’s Matrix clinical study), as well as pressure ulcers, venous ulcers, and Mohs surgical wounds. In certain cases, rapid granulation tissue growth and wound closure have been reported using Excellagen’s wound care management therapy following unsuccessful treatment with other advanced wound care approaches. From a dermatology perspective, a previously unexplored vertical market, remarkable biological healing responses have been observed following cancer-related Mohs surgery for patients diagnosed with squamous and basal cell carcinomas, including deep surgical wounds extending to the periosteum (a membrane that lines the outer surface of bones). Additionally, because of the easy-use, and platelet activating capacity, physicians have been employing Excellagen in severe non-healing wounds at near-amputation status, in combination with autologous platelet-rich plasma therapy and collagen sheet products. These case studies and physician feedback provide additional information regarding the potential uses of Excellagen and support its medical utility as an important new tool to help promote the wound healing process.
Since receiving FDA clearance for Excellagen, Cardium has established cGMP out-sourced manufacturing and supply with UK-based Angel Biotechnology, developed cold chain logistics and distribution with Smith Medial Partners, initiated a pathway toward securing private payer and government product reimbursement, including Centers for Medicare & Medicaid Services (CMS), and assembled an internal strategic and tactical sales and marketing team. Already-established standard CPT® procedure reimbursement codes may apply when Excellagen is used is administered with surgical debridement procedures. The Company is currently engaged in physician relationship building with key opinion leaders, product sampling, practice integration, and building a portfolio of physician case studies. Excellagen is a key asset in Cardium’s medical opportunities portfolio and represents the first product from the Company’s regenerative medicine platform. Excellagen has been engineered to serve as a delivery platform enabling multiple device and therapeutic product extensions (via 510(k) and IDE pathways) to include Excellagen-based antimicrobials, small molecule drugs, peptides, conditioned cell media, stem cells and DNA-based biologic products. A detailed presentation on Excellagen’s commercialization status can be viewed at http://phx.corporate-ir.net/phoenix.zhtml?c=77949&p=irol-presentations.
Consistent with its long-term business strategy, and similar to the business strategy for the Company’s InnerCool operating unit, which was successfully developed and sold to Philips Electronics, Cardium does not plan to establish an internal sales force for Excellagen. The Company is currently in discussions with strategic partners to establish representation, marketing and sales, or co-promotional arrangements into four U.S. vertical wound healing market channels: (1) podiatry, (2) wound care centers, hospitals, and long-term care facilities, (3) government agency providers (such as the U.S. Department of Veterans Affairs and Bureau of Indian Affairs), and (4) dermatology. The Company does not plan to increase marketing and selling expenses for Excellagen beyond current levels in expectation of completing strategic partnering transactions that would cover the marketing and sale of Excellagen into these vertical markets. This commercialization strategy is similar to other companies in the advanced wound care space. For example, GraftJacket® products developed by Wright Medical are now being marketed and sold by Kinetic Concepts Inc.; TEI Biosciences’ products are being sold by Boston Scientific, Medtronic and Stryker; and Cook Medical’s Oasis® products are currently being marketed and sold by Healthpoint Biotherapeutics.
Internationally, Cardium plans to obtain a CE Mark for the potential marketing and sale of Excellagen in the European Union, which consists of 27 member countries. The Company expects to be in a position to obtain a CE Mark for Excellagen in early 2013. Cardium also has a marketing and distribution agreement with BL&H Co. for the marketing and sale of Excellagen in South Korea, which is currently advancing through the regulatory and reimbursement pricing process. In addition, Advanced Biosciences Research, an affiliate of bioRASI, is assisting Cardium for the planned commercialization of Excellagen in Russia and the eight additional member countries comprising the Commonwealth of Independent States (CIS).
About Excellagen
Excellagen is a syringe-based, professional-use, pharmaceutically-formulated 2.6% fibrillar Type I bovine collagen gel that functions as an acellular biological modulator designed to accelerate the growth of granulation tissue and to activate the wound healing process. Excellagen is FDA-cleared for the treatment of neuropathic and diabetic foot ulcers, pressure ulcers, venous ulcers, surgical wounds, and other dermal wounds, and is intended for professional use following standard debridement procedures in the presence of blood cells and platelets, which are involved with the release of endogenous growth factors. Excellagen’s unique high-molecular weight fibrillar Type I bovine collagen gel formulation is topically applied through easy-to-control, pre-filled, sterile, single-use syringes and its viscosity-optimized gel formulation is designed for application at only one-week intervals. Already-established standard CPT® procedure reimbursement codes may apply when Excellagen is used is administered with surgical debridement procedures. As a new FDA-cleared product, Cardium is advancing forward with the reimbursement process for Excellagen with Medicare & Medicaid Services (CMS) and private insurance providers.
Cardium’s market research indicates that physicians seek easy-to-use products to reduce preparation time and facilitate product application – and Excellagen’s unique, ready-to-use syringe-based collagen gel requires no thawing or mixing. Excellagen’s flowable formulation allows for the effective delivery to wounds of varying shapes and surface contours. To learn more about Excellagen and for product ordering information, please visit http://www.excellagen.com and view the information video, “Excellagen: A New Wound Care Pathway for Diabetic Foot Ulcers”, at http://www.excellagen.com/excellagen-video.html.
Acquisition of To Go Brands® Nutraceutical Brand Platform
On September 28, 2012, Cardium acquired the business assets and product portfolio of To Go Brands® to support the expansion of Cardium’s health sciences nutraceutical platform and to provide a revenue platform for the potential growth of the business. With a portfolio of over 25 products, To Go Brands’ nutraceutical powder mixes, supplements and chews are being sold through mass, food and drug channel retailers and To Go Brands’ web-based store. To Go Brands’ experienced management team has key contacts and a track record of developing and placing new and innovative health and nutraceutical products into retail channels. To Go Brands has now assumed operational responsibility for Cardium’s nutraceutical initiative, which includes the Company’s strategic investment in SourceOne Global Partners, a leading supplier of science-based ingredients and proprietary formulas, and the MedPodium Nutra-Apps® product line.
The acquisition of To Go Brands is part of Cardium’s long-term business strategy and opportunistic diversification strategy. Large pharmaceutical companies have entered the nutraceutical market and are diversifying their product lines with dietary-supplement products with large market potential and without the extensive regulatory hurdles. In February 2012, Pfizer acquired privately-held Alacer Corp., the maker and distributor of Emergen-C®, a vitamin C product. Schiff Nutrition International recently purchased Airborne, Inc., a leading provider of immune support products, and on October 30, 2012, Bayer HealthCare announced its acquisition of Schiff Nutritional International.
About To Go Brands®
Since 2007, To Go Brands has been making healthy, great tasting and anti-oxidant-rich phytonutrients and nutraceutical supplements in an array of easy use formats, including drink mixes, chews, powders and capsules, to empower busy lifestyles in today’s fast-paced, tech-driven world. The Go Active! product line includes High Octane®, Green Tea Energy Fusion™, Acai Natural Energy Boost™, and Neo-Energy®. The Go Healthy! product line includes Greens to Go®, Extreme Berries to Go®, Healthy Belly®, VitaRocks® , and Neo-Chill™. Go Trim! products include Smoothie Complete®, Trim Green Coffee Bean™, Trim Energy®, and Neo-Carb Bloc®. To Go Brands products are sold through mass, food and drug channels at retailers including Whole Foods®, CVS®, Kroger®, GNC®, Jewel-Osco®, Ralph’s Supermarkets®, Meijr®, and the Vitamin Shoppe®, and from the company’s web-based store. To learn more about To Go Brands, visit www.togobrands.com.
Generx Commercial Development Activities
Cardium recently announced the publication of preclinical findings demonstrating that cardiac ischemia plays an important role in adenovector gene delivery (transfection) in mammalian hearts. The new findings were published in the peer-reviewed journal Human Gene Therapy Methods in an article entitled “Ischemia-Reperfusion Increases Transfection Efficiency of Intracoronary Adenovirus type 5 in Pig Heart in Situ,” which is available online at http://online.liebertpub.com/doi/full/10.1089/hgtb.2012.048. The published findings demonstrate that Cardium’s innovative technique employing transient cardiac ischemia can be used to dramatically enhance gene delivery and transfection efficiency after one-time intracoronary administration of adenovector in mammalian hearts. The international ASPIRE Phase 3/registration study is currently enrolling patients with chronic myocardial ischemia and advanced angina pectoris at leading cardiovascular centers in Russia.
About Generx and the ASPIRE Study
Generx (Ad5FGF-4) is a disease-modifying regenerative medicine biologic that is being developed to offer a one-time, non-surgical option for the treatment of myocardial ischemia in patients with stable angina due to coronary artery disease, who might otherwise require surgical and mechanical interventions, such as coronary artery by-pass surgery or balloon angioplasty and stents. Similar to surgical/mechanical revascularization approaches, the goal of Cardium’s Generx product candidate is to improve blood flow to the heart muscle – but to do so non-surgically, following a single administration from a standard balloon catheter.
The international ASPIRE study is a 100-patient, randomized and controlled multi-center study currently enrolling patients at up to eight leading cardiology centers in the Russian Federation. The ASPIRE study is designed to further evaluate the safety and effectiveness of Cardium’s Generx DNA-based angiogenic product candidate, which has already been tested in clinical studies involving 650 patients at more than one hundred medical centers in the U.S., Europe and elsewhere. The efficacy of Generx is being quantitatively assessed using rest and stress SPECT (Single-Photon Emission Computed Tomography) myocardial imaging to sensitively measure improvements in microvascular cardiac perfusion following a one-time, non-surgical, catheter-based administration of Generx. The Cedars-Sinai Medical Center Nuclear Cardiology Core Laboratory in Los Angeles, California, is the central core lab for the study and is responsible for the analysis of SPECT myocardial imaging data electronically transmitted from the Russian medical centers participating in the ASPIRE study.
About Cardium
Cardium is an asset-based health sciences and regenerative medicine company focused on the acquisition and strategic development of innovative products and businesses with the potential to address significant unmet medical needs and having definable pathways to commercialization, partnering or other economic monetizations. Cardium’s current portfolio includes the Tissue Repair Company, Cardium Biologics, and the Company’s newly-acquired To Go Brands® healthy nutraceutical supplement business. The Company’s lead commercial product Excellagen® topical gel for wound care management has received FDA clearance for marketing and sale in the United States. Cardium’s lead clinical development product candidate Generx® is a DNA-based angiogenic biologic intended for the treatment of patients with myocardial ischemia due to coronary artery disease. To Go Brands develops, markets and sells dietary supplements through established regional and national retailers. In addition, consistent with its capital-efficient business model, Cardium continues to actively evaluate new technologies and business opportunities. News from Cardium is located at www.cardiumthx.com.
Forward-Looking Statements
Except for statements of historical fact, the matters discussed in this press release are forward looking and reflect numerous assumptions and involve a variety of risks and uncertainties, many of which are beyond our control and may cause actual results to differ materially from expectations. For example, there can be no assurance that results or trends observed in one clinical study or procedure will be reproduced in subsequent studies or in actual use; that new clinical studies will be successful or will lead to approvals or clearances from health regulatory authorities, or that approvals in one jurisdiction will help to support studies or approvals elsewhere; that the company can attract suitable commercialization partners for our products or that we or partners can successfully commercialize them; that our product or product candidates will not be unfavorably compared to competitive products that may be regarded as safer, more effective, easier to use or less expensive or blocked by third party proprietary rights or other means; that the products and product candidates referred to in this report or in our other reports will be successfully commercialized and their use reimbursed, or will enhance our market value; that our To Go Brands business can be successfully integrated and expanded; that new product opportunities or commercialization efforts will be successfully established; that third parties on whom we depend will perform as anticipated; that we can raise sufficient capital from partnering, monetization or other fundraising transactions to maintain our stock exchange listing or adequately fund ongoing operations; or that we will not be adversely affected by these or other risks and uncertainties that could impact our operations, business or other matters, as described in more detail in our filings with the Securities and Exchange Commission. We undertake no obligation to release publicly the results of any revisions to these forward-looking statements to reflect events or circumstances arising after the date hereof.
Copyright 2012 Cardium Therapeutics, Inc. All rights reserved.
For Terms of Use Privacy Policy, please visit www.cardiumthx.com.
Cardium Therapeutics®, Generx®,Cardionovo™, Tissue Repair™, Gene Activated Matrix™, GAM™, Excellagen®, Excellarate™, Osteorate™, MedPodium®, Appexium®, Linée®, Alena®, Cerex®, D-Sorb™, Neo-Energy®, Neo-Carb Bloc®, Neo-Chill™, and Nutra-Apps® are trademarks of Cardium Therapeutics, Inc. or Tissue Repair Company.
To Go Brands®, Acai Natural Energy Boost™, Green Tea Energy Fusion™, Trim Energy®, Healthy Belly®, Smoothie Complete®, High Octane®, VitaRocks®, Trim Green Coffee Bean™ and Glucoberry™ are trademarks of To Go Brands, Inc.
(Other trademarks belong to their respective owners)
Cardium Therapeutics, Inc. |
|||||||||
Selected Condensed Consolidated Results of Operations |
|||||||||
Three months ended September 30, |
Nine months ended September 30, |
||||||||
2012 |
2011 |
2012 |
2011 |
||||||
Product sales |
$ 5,589* |
$ __ |
$ 39,241* |
$ __ |
|||||
Cost of goods sold |
(3,640) |
__ |
(15,191) |
__ |
|||||
Gross profit |
1,949 |
__ |
24,050 |
__ |
|||||
Operating expenses |
|||||||||
Research and development |
(508,342) |
(578,981) |
(2,097,675) |
(1,874,413) |
|||||
Selling, general and administrative |
(1,389,731) |
(1,180,199) |
(4,358,706) |
(3,641,620) |
|||||
Loss from operations |
(1,896,124) |
(1,759,180) |
(6,432,231) |
(5,516,033) |
|||||
Interest income (expense), net |
1,204 |
1,269 |
3,771 |
5,605 |
|||||
Change in fair value of derivative liabilities |
__ |
157,628 |
64,157 |
458,199 |
|||||
Net loss |
$ (1,894,920) |
$ (1,600,283) |
$(6,364,403) |
$ (5,052,229) |
|||||
Net loss per common share – basic and diluted |
$ (0.02) |
$ (0.02) |
$ (0.06) |
$ (0.06) |
|||||
Weighted average common shares outstanding – basic and diluted |
119,044,747 |
83,097,967 |
115,493,427 |
83,097,967 |
|||||
* Note that product sales and associated expenses for these Results of Operations do not include net sales of To Go Brands products of approximately $2.1 million for the nine months ended September 30, 2012 (which is included in the unaudited pro forma consolidated financial information reported in footnote three on Form 10-Q filed with the SEC today), since the acquisition of To Go Brands was not completed until September 28, 2012. To Go Brands products will be included in Cardium’s Consolidated Results going forward. |
Selected Condensed Consolidated Balance Sheet Data |
||||
September 30, 2012 |
December 31, 2011 |
|||
Cash and cash equivalents |
$ 4,472,131 |
$ 4,721,279 |
||
Restricted cash |
50,000 |
200,000 |
||
Accounts receivable |
67,621 |
__ |
||
Inventory |
1,163,966 |
434,130 |
||
Prepaid expenses and other current assets |
240,350 |
68,204 |
||
Property and equipment, net |
131,997 |
135,581 |
||
Other long-term assets |
3,454,390 |
1,944,035 |
||
Total assets |
$ 9,580,455 |
$ 7,503,229 |
||
Accounts payable and accrued liabilities |
$ 1,227,994 |
$ 1,214,480 |
||
Derivative liabilities |
__ |
85,506 |
||
Long-term liabilities |
68,698 |
118,313 |
||
Total liabilities |
1,296,692 |
1,418,299 |
||
Stockholder’s equity |
8,283,763 |
6,084,930 |
||
Total liabilities and stockholder’s equity |
$ 9,580,455 |
$ 7,503,229 |
Cleantech Solutions (CLNT) Reports Third Quarter 2012 Results
WUXI, China, Nov. 13, 2012 /PRNewswire-FirstCall/ — Cleantech Solutions International, Inc. (“Cleantech Solutions” or “the Company”) (NASDAQ: CLNT), a manufacturer of metal components and assemblies, primarily used in the wind power, solar, dyeing and finishing equipment and other clean technology industries, today announced its financial results for the three and nine months ended September 30, 2012.
“Against a weak macro-economic background, we are very pleased to have achieved 48.5% growth in revenues and 107.5% growth in net income during the third quarter of 2012. Our performance was driven by a sharp improvement in demand for our next generation of dyeing machines as well as solid growth in forged products for non-wind applications,” commented Mr. Jianhua Wu, Chairman and Chief Executive Officer of Cleantech Solutions. “Profitability improved due to expansion of our gross margins to 24.9%, as well as strict controls over operating expenses. With an increasingly diversified portfolio of precision products, we believe we have greater flexibility to adjust to fluctuations in our served markets so as to optimize our performance,” added Mr. Wu.
Third Quarter 2012 Results
Revenue for the third quarter of 2012 increased 48.5% to $17.3 million, compared to $11.7 million for the same period of 2011. Sequentially, revenue increased 35.2% compared to the second quarter of 2012.
Revenue from the sale of forged rolled rings to the wind power industry and other industries increased 29.1% to $9.8 million, or 56.7% of net revenue, compared to $7.6 million, or 65.2% of net revenue, in the same period last year. The increase in revenue was mainly due to improving market demand for capital equipment related to the Company’s forged rolled rings and related products for other industries, which was counterbalanced by continued weak demand in the wind industry due to overcapacity, vertical integration by turbine manufacturers, and reduced government subsidies.
The increase in revenue is summarized as follows:
- Revenue from the sale of forged rolled rings exclusively to the wind power industry decreased by 28.4% to $3.2 million, representing 18.5% of net revenue, compared to $4.5 million, or 38.5% of net revenue, in the comparable period last year.
- Revenue from the sale of forged rolled rings to other industries increased 112.1% to $6.6 million, or 38.2% of net revenue, compared with $3.1 million, or 26.7% of net revenue for the comparable period of the prior year.
Revenue from the Company’s dyeing and finishing equipment segment increased 84.8% to $7.5 million, or 43.3% of net revenues, compared to $4.1 million, or 34.8% of net revenue, for the third quarter of 2011. This increase was largely attributable to the dyeing industry’s response to local government’s policies which encourage the purchase of low-emission airflow dyeing machines.
Gross profit for the third quarter of 2012 increased 64.2% to $4.3 million, compared to $2.6 million for the same period in 2011. Gross margin increased to 24.9% during the third quarter of 2012 compared to 22.5% for the same period a year ago. The increase in gross margin was attributable to improved operational and cost efficiencies in the forged rolled rings and related products segment, including the allocation of fixed costs such as depreciation to cost of revenues as the Company operated at higher production levels. Gross margin for the dyeing and finishing equipment segment also improved due to the higher ASPs for our next-generation dyeing equipment.
Operating expenses increased 11.6% to $1.1 million, compared to $1.0 million in the comparable period last year. The increase was primarily due to an increase in depreciation, related to the equipment for ESR production, partially compensated for by reduced bad debt expenses.
Selling, general and administrative expenses for the three months ended September 30, 2012 decreased 19.0% to $0.7 million, as compared to $0.9 million for the three months ended September 30, 2011.
Operating income increased 96.3% to $3.2 million, compared to $1.6 million for the same period of 2011. Operating margin was 18.5% compared to 14.0% in the third quarter last year.
Other expense was $26,446 compared to other expense of $47,552 for the same period in 2011. The decrease was due to an increase in other income, offset by higher interest expense as a result of increase in debt and capital lease obligations.
Adjusted EBITDA, a non-GAAP measurement, which excludes interest, taxes, warrant modification expense, depreciation and amortization, was up 74.5% to $4.9 million, compared to $2.8 million in the same quarter last year.
Net income for the third quarter of 2012 was $2.4 million, or $0.88 diluted earnings per share, compared to $1.1 million, or $0.46 diluted earnings per share, in the third quarter of 2011. Diluted earnings per share were calculated using diluted weighted average shares of 2,667,017 and 2,462,159 for the three months ended September 30, 2012 and 2011, respectively. All share and per share information has been adjusted to reflect a one-for-ten reverse stock split effective March 6, 2012.
Results for Nine Months
For the nine months ended September 30, 2012, revenues decreased 5.4% to $39.6 million from $41.9 million in 2011. Gross profit decreased 13.1% to $8.9 million, compared to $10.2 million last year. Gross margin for the nine months ended September 30, 2012 was 22.5%, compared to 24.5% in the corresponding period of 2011. Operating income decreased 19.2% to $5.6 million from $7.0 million in 2011. Adjusted EBITDA was $10.5 million, compared to $10.8 million in the same period last year. Net income was $3.7 million, or $1.42 per diluted share, a 25.0% decrease from $5.0 million, or $1.98 per diluted share, in the year ago period. All share and per share information has been adjusted to reflect a one-for-ten reverse stock split effective March 6, 2012.
Financial Condition
As of September 30, 2012, Cleantech Solutions held cash and cash equivalents of $1.0 million compared with $1.2 million at December 31, 2011. Accounts receivable were $10.5 million and total current assets of $19.6 million. The Company had $2.7 million in short-term bank loans payable and stockholders’ equity was $76.4 million. In the first nine months of 2012, the Company generated $5.8 million in cash flow from operations.
Subsequent Events
On October 10, 2012 the Company announced that it has received new and follow-on purchase orders to supply 23 units of airflow dyeing machines and related components to domestic customers, for an aggregate amount of $2.2 million.
On October 31, 2012 the Company announced that it has received a new purchase order to supply 63 units of airflow dyeing machines and related components to a domestic customer for a purchase price of $1.7 million.
Business Outlook
“We had a very successful quarter, despite the significant challenges that are facing both the wind energy and the solar industry in the near term. Growth of our forged products for non-wind applications has been very strong, and we are exploring additional markets, including petroleum and petrochemical industries. We are also excited about the new opportunities presented in China’s solar industry, which is expected to undergo some major change following recent supportive government policies, and we are also expanding our range to include high performance components for production equipment targeting smart phones and LED lighting. In the dyeing and finishing equipment segment, we are benefiting from a major upgrade cycle, as manufacturers embrace our more energy efficient and environmentally friendly technology. We anticipate strong growth potential in 2013 with the expected launch of our new after-treatment equipment, which is in the late stages of research and development.
“Thanks to improving volumes and strong expense controls, our margins improved dramatically in the third quarter. In the next few quarters, we continue to foresee a slight increase in our margins, as raw material costs are not expected to have great fluctuations given the general weak economy. We have been generating positive cash flow from operations and believe they are sufficient to fund our new product development initiatives,” Mr. Wu concluded.
Conference Call
Cleantech Solutions will conduct a conference call at 9:00 a.m. Eastern Time on November 15, 2012 to discuss financial results for the third fiscal quarter ended September 30, 2012.
To participate in the live conference call, please dial the following number five to ten minutes prior to the scheduled conference call time: (866) 759-2078. International callers should dial (706) 643-0585. When prompted, please enter conference passcode: 69519396.
If you are unable to participate in the conference call at this time, a replay will be available for 14 days starting on November 15, 2012 at 12:00 noon ET. To access the replay, dial (855) 859-2056. International callers dial (404) 537-3406, and enter passcode: 69519396.
Use of Non-GAAP Financial Measures
The Company has included in this press release certain non-GAAP financial measures. The Company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing the performance of the Company and when planning and forecasting future periods. Readers are cautioned not to view non-GAAP financial measures on a stand-alone basis or as a substitute for GAAP measures, or as being comparable to results reported or forecasted by other companies, and should refer to the reconciliation of GAAP measures with non-GAAP measures also included herein.
About Cleantech Solutions International
Cleantech Solutions is a manufacturer of metal components and assemblies, primarily used in clean technology industries. The Company supplies forging products, fabricated products and machining services to a range of clean technology customers, primarily in the wind power sector and supplies dyeing and finishing equipment to the textile industry. Cleantech Solutions is committed to achieving long-term growth through ongoing technological improvement, capacity expansion, and the development of a strong customer base. The Company’s website is www.cleantechsolutionsinternational.com. Any information on the Company’s website or any other website is not a part of this press release.
Safe Harbor Statement
This release contains certain “forward-looking statements” relating to the business of the Company and its subsidiary and affiliated companies. These forward looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects” or similar expressions. Such forward looking statements involve known and unknown risks and uncertainties that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website, including factors described in “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K for the year ended December 31, 2011 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-Q for the quarter ended September 30, 2012. All forward-looking statements attributable to the Company or to persons acting on its behalf are expressly qualified in their entirety by these factors other than as required under the securities laws. The Company does not assume a duty to update these forward-looking statements.
Company Contact:
Ms. Wanfen Xu |
Crocker Coulson |
Chief Financial Officer |
CCG Investor Relations |
Cleantech Solutions International, Inc. |
Tel: +1 646 213 1915 |
Email: xu_wf@cleantechsolutionsinternational.com |
Email: Crocker.coulson@ccgir.com, |
Web: www.cleantechsolutionsinternational.com |
Web: www.ccgirasia.com |
– Financial Tables Follow-
CLEANTECH SOLUTIONS INTERNATIONAL, INC. AND SUBSIDIARIES |
|||||||
CONSOLIDATED BALANCE SHEETS |
|||||||
September 30, |
December 31, |
||||||
2012 |
2011 |
||||||
(Unaudited) |
(Audited) |
||||||
ASSETS |
|||||||
CURRENT ASSETS: |
|||||||
Cash and cash equivalents |
$ 955,405 |
$ 1,152,607 |
|||||
Restricted cash |
– |
314,233 |
|||||
Notes receivable |
165,772 |
53,420 |
|||||
Accounts receivable, net of allowance for doubtful accounts |
10,533,490 |
7,087,958 |
|||||
Inventories, net of reserve for obsolete inventory |
6,220,634 |
4,276,090 |
|||||
Advances to suppliers |
847,216 |
219,347 |
|||||
Prepaid VAT on purchases |
675,448 |
1,512,213 |
|||||
Prepaid expenses and other |
179,826 |
110,670 |
|||||
Total Current Assets |
19,577,791 |
14,726,538 |
|||||
PROPERTY AND EQUIPMENT – net |
65,965,819 |
64,042,079 |
|||||
OTHER ASSETS: |
|||||||
Land use rights, net |
3,769,058 |
3,820,536 |
|||||
Total Assets |
$ 89,312,668 |
$ 82,589,153 |
|||||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|||||||
CURRENT LIABILITIES: |
|||||||
Short-term bank loans |
$ 2,683,928 |
$ 2,356,749 |
|||||
Bank acceptance notes payable |
– |
314,233 |
|||||
Accounts payable |
6,329,876 |
4,997,109 |
|||||
Accrued expenses |
725,423 |
771,597 |
|||||
Capital lease obligations- current portion |
249,597 |
244,747 |
|||||
Advances from customers |
1,840,352 |
1,166,942 |
|||||
Income taxes payable |
884,003 |
592,202 |
|||||
Total Current Liabilities |
12,713,179 |
10,443,579 |
|||||
OTHER LIABILITIES: |
|||||||
Capital lease obligations – net of current portion |
174,123 |
381,235 |
|||||
Total Liabilities |
12,887,302 |
10,824,814 |
|||||
STOCKHOLDERS’ EQUITY: |
|||||||
Preferred stock $0.001 par value (30,000,000 shares authorized, all of which |
|||||||
were designated as series A convertible preferred, 0 and 10,995,807 shares |
|||||||
issued and outstanding at September 30, 2012 and December 31, 2011, respectively) |
– |
10,996 |
|||||
Common stock ($0.001 par value; 50,000,000 shares authorized; |
|||||||
2,667,017 and 2,101,849 shares issued and outstanding |
|||||||
at September 30, 2012 and December 31, 2011, respectively) |
2,667 |
2,102 |
|||||
Additional paid-in capital |
28,089,776 |
27,489,600 |
|||||
Retained earnings |
38,128,307 |
34,618,341 |
|||||
Statutory reserve |
2,283,852 |
2,064,551 |
|||||
Accumulated other comprehensive gain – foreign currency translation adjustment |
7,920,764 |
7,578,749 |
|||||
Total Stockholders’ Equity |
76,425,366 |
71,764,339 |
|||||
Total Liabilities and Stockholders’ Equity |
$ 89,312,668 |
$ 82,589,153 |
|||||
CLEANTECH SOLUTIONS INTERNATIONAL, INC. AND SUBSIDIARIES |
||||||||
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME |
||||||||
` |
For the Three Months Ended |
For the Nine Months Ended |
||||||
September 30, |
September 30, |
|||||||
2012 |
2011 |
2012 |
2011 |
|||||
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Unaudited) |
|||||
REVENUES |
$ 17,343,723 |
$ 11,676,696 |
$ 39,585,815 |
$ 41,851,257 |
||||
COST OF REVENUES |
13,024,265 |
9,046,015 |
30,689,436 |
31,617,025 |
||||
GROSS PROFIT |
4,319,458 |
2,630,681 |
8,896,379 |
10,234,232 |
||||
0.249050218 |
0.225293268 |
0.225 |
0.245 |
|||||
OPERATING EXPENSES: |
||||||||
Depreciation |
373,896 |
84,531 |
1,122,432 |
505,326 |
||||
Selling, general and administrative |
739,386 |
913,198 |
2,157,053 |
2,773,694 |
||||
Total Operating Expenses |
1,113,282 |
997,729 |
3,279,485 |
3,279,020 |
||||
INCOME FROM OPERATIONS |
3,206,176 |
1,632,952 |
5,616,894 |
6,955,212 |
||||
0.184860886 |
0.139847094 |
|||||||
OTHER INCOME (EXPENSE): |
||||||||
Interest income |
5,069 |
110 |
10,919 |
940 |
||||
Interest expense |
(84,289) |
(60,452) |
(244,685) |
(122,980) |
||||
Foreign currency gain (loss) |
1,251 |
(1,476) |
6,642 |
(4,817) |
||||
Warrants modification expense |
– |
– |
(235,133) |
– |
||||
Other income |
51,523 |
14,266 |
64,803 |
91,379 |
||||
Total Other Income (Expense) |
(26,446) |
(47,552) |
(397,454) |
(35,478) |
||||
INCOME BEFORE INCOME TAXES |
3,179,730 |
1,585,400 |
5,219,440 |
6,919,734 |
||||
INCOME TAXES |
824,628 |
450,410 |
1,490,173 |
1,949,625 |
||||
NET INCOME |
$ 2,355,102 |
$ 1,134,990 |
$ 3,729,267 |
$ 4,970,109 |
||||
COMPREHENSIVE INCOME: |
||||||||
NET INCOME |
$ 2,355,102 |
$ 1,134,990 |
$ 3,729,267 |
$ 4,970,109 |
||||
OTHER COMPREHENSIVE INCOME: |
||||||||
Unrealized foreign currency translation (loss) gain |
(169,625) |
655,213 |
342,015 |
2,145,996 |
||||
COMPREHENSIVE INCOME |
$ 2,185,477 |
$ 1,790,203 |
$ 4,071,282 |
$ 7,116,105 |
||||
NET INCOME PER COMMON SHARE: |
||||||||
Basic |
$ 0.88 |
$ 0.57 |
$ 1.51 |
$ 2.57 |
||||
Diluted |
$ 0.88 |
$ 0.46 |
$ 1.42 |
$ 1.98 |
||||
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: |
||||||||
Basic |
2,667,017 |
1,997,674 |
2,469,818 |
1,937,028 |
||||
Diluted |
2,667,017 |
2,462,159 |
2,617,798 |
2,512,637 |
CLEANTECH SOLUTIONS INTERNATIONAL, INC. AND SUBSIDIARIES |
||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS |
||||||||
For the Nine Months Ended |
||||||||
September 30, |
||||||||
2012 |
2011 |
|||||||
(Unaudited) |
(Unaudited) |
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES: |
||||||||
Net income |
$ 3,729,267 |
$ 4,970,109 |
||||||
Adjustments to reconcile net income from operations to net cash |
||||||||
provided by operating activities: |
||||||||
Depreciation |
4,719,769 |
3,651,168 |
||||||
Amortization of land use rights |
70,068 |
68,145 |
||||||
(Decrease) increase in allowance for doubtful accounts |
(46,616) |
389,120 |
||||||
Warrants modification expense |
235,133 |
– |
||||||
Stock-based compensation expense |
129,030 |
282,259 |
||||||
Changes in assets and liabilities: |
||||||||
Notes receivable |
(112,209) |
(96,409) |
||||||
Accounts receivable |
(3,368,092) |
(70,783) |
||||||
Inventories |
(1,925,810) |
(1,935,112) |
||||||
Prepaid value-added taxes on purchases |
844,969 |
814,967 |
||||||
Prepaid and other current assets |
(41,315) |
(48,340) |
||||||
Advances to suppliers |
(627,455) |
(495,317) |
||||||
Accounts payable |
1,310,123 |
(2,741,480) |
||||||
Accrued expenses |
(49,578) |
58,098 |
||||||
VAT and service taxes payable |
– |
(82,941) |
||||||
Income taxes payable |
289,230 |
(712,490) |
||||||
Advances from customers |
668,446 |
1,839,882 |
||||||
NET CASH PROVIDED BY OPERATING ACTIVITIES |
5,824,960 |
5,890,876 |
||||||
CASH FLOWS FROM INVESTING ACTIVITIES: |
||||||||
Payments for deposit on equipment |
– |
(768,520) |
||||||
Purchase of property and equipment |
(6,334,776) |
(6,413,874) |
||||||
NET CASH USED IN INVESTING ACTIVITIES |
(6,334,776) |
(7,182,394) |
||||||
CASH FLOWS FROM FINANCING ACTIVITIES: |
||||||||
Principal payments on capital lease |
(205,509) |
(143,545) |
||||||
Proceeds from bank loans |
2,686,706 |
2,612,969 |
||||||
Repayment of bank loans |
(2,370,623) |
(2,151,857) |
||||||
Decrease (increase) in restricted cash |
316,083 |
(461,112) |
||||||
(Decrease) increase in bank acceptance notes payable |
(316,083) |
461,112 |
||||||
Proceeds from sale of common stock |
– |
125,000 |
||||||
Proceeds from exercise of warrants |
198,142 |
400,000 |
||||||
NET CASH PROVIDED BY FINANCING ACTIVITIES |
308,716 |
842,567 |
||||||
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS |
3,898 |
20,048 |
||||||
NET DECREASE IN CASH AND CASH EQUIVALENTS |
(197,202) |
(428,903) |
||||||
CASH AND CASH EQUIVALENTS – beginning of period |
1,152,607 |
947,177 |
||||||
CASH AND CASH EQUIVALENTS – end of period |
$ 955,405 |
$ 518,274 |
||||||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: |
||||||||
Cash paid for: |
||||||||
Interest |
$ 244,685 |
$ 122,980 |
||||||
Income taxes |
$ 1,200,944 |
$ 2,662,115 |
||||||
NON-CASH INVESTING AND FINANCING ACTIVITIES: |
||||||||
Security deposit and leased property in exchange for capital lease obligations |
$ – |
$ 795,022 |
||||||
Series A preferred converted to common shares |
$ 13,198 |
$ 3,536 |
||||||
Common stock issued for future service |
$ 27,440 |
$ 63,576 |
Reconciliation of Net Income to Adjusted EBITDA |
||||||||
(Amounts expressed in US$) |
||||||||
For the Three Months Ended September 30, |
For the Nine Months Ended September 30, |
|||||||
2012 |
2011 |
2012 |
2011 |
|||||
Net income |
$ |
2,355,102 |
$ |
1,134,990 |
$ |
3,729,267 |
$ |
4,970,109 |
Add: income tax |
824,628 |
450,410 |
1,490,173 |
1,949,625 |
||||
Add: interest expense |
84,289 |
60,452 |
244,685 |
122,980 |
||||
Add: warrant modification expense |
– |
– |
235,133 |
– |
||||
Add: depreciation and amortization |
1,650,599 |
1,170,416 |
4,789,837 |
3,719,313 |
||||
EBITDA |
$ |
4,914,618 |
$ |
2,816,268 |
$ |
10,489,095 |
$ |
10,762,027 |
Tucows (TCX) Announces Plan to Commence Dutch Auction Tender Offer
TORONTO, Nov. 13, 2012 /PRNewswire/ – Tucows Inc. (NYSE AMEX:TCX, TSX:TC) a global provider of domain names, email and other Internet services, today announced its plan to launch a “modified Dutch auction” tender offer (the “Tender Offer”) to repurchase up to 6,500,000 shares of its common stock, representing approximately 14.7% of Tucows’ outstanding shares, at a price per share not less than $1.35 and not greater than $1.50. This price range represents a premium of 9.6% to 21.8% to the year-to-date volume-weighted average price of $1.23 per share for the Company’s common stock. The tender offer is expected to commence the week of November 19, 2012 and will remain open for at least 20 business days.
The Tender Offer will allow shareholders to indicate how many shares and at what price within the Company’s specified range they wish to tender. Based on the number of shares tendered and the prices specified by the tendering shareholders, the Company will determine the lowest price per share within the range that will enable the Company to purchase 6,500,000 of its shares (or a lower amount if the offer is not fully subscribed) that are properly tendered. If shareholders of more than 6,500,000 shares properly tender their shares at or below the determined price per share, Tucows will purchase shares tendered by such shareholders, at the determined price per share, on a pro rata basis. Additionally, if more than 6,500,000 shares are properly tendered, the number of shares to be repurchased by Tucows pursuant to the Tender Offer may, at the discretion of Tucows, be increased by up to 2% of Tucows’ outstanding shares, or approximately 885,000 shares, without amending or extending the tender offer. All shares purchased by the Company in the Tender Offer will be purchased at the same price and will be cancelled. The Company will not purchase stock below a shareholder’s indicated price, and in some cases, the Company may actually purchase shares at a price that is above a shareholder’s indicated price under the terms of the Tender Offer. Tucows management team and Lacuna, LLC, the Company’s largest shareholder, have agreed not to tender any shares in the tender offer.
Tucows expects to fund the share purchases in the Tender Offer through new borrowings under an amended and extended version of its existing credit facilities. The Tender Offer will not be conditioned upon any minimum number of shares being tendered, but will be subject to the completion of the new borrowings and other customary conditions that will be described in the Tender Offer documents. The Tender Offer documents, which will be distributed to shareholders upon commencement of the Tender Offer, will also contain tendering instructions and a complete explanation of the Tender Offer’s terms and conditions.
“We remain confident in the ability of our business to deliver consistency, reliability and growth and believe that the repurchase of our shares at such price levels is an attractive investment and a prudent use of cash and consistent with our strategy to return capital to shareholders,” said Elliot Noss, President and Chief Executive Officer of Tucows Inc.
The information agent for the Tender Offer will be Registrar and Transfer Company. Neither Tucows, its board of directors or the information agent is or will be making any recommendation to shareholders as to whether to tender or refrain from tendering their shares into the Tender Offer. Shareholders will be able to obtain copies of the offer to purchase, related materials filed by the Company as part of the statement on Schedule TO and other documents filed with the Securities and Exchange Commission through the SEC’s internet address at www.sec.gov without charge when these documents become available. Shareholders and investors may also obtain a copy of these documents, as well as any other documents the Company has filed with the SEC, without charge, from the Company or at the Company’s website: www.tucowsinc.com. Shareholders are urged to carefully read these materials, when available, prior to making any decision with respect to the offer. Shareholders and investors who have questions or need assistance may call Registrar and Transfer Company, the information agent for the tender offer, by directing such request to: Registrar and Transfer Company, 10 Commerce Drive Cranford, NJ 07016, telephone (800) 866-1340.
Tender Offer Statement
The Tender Offer described in this release has not yet commenced. This release is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any shares of the Company’s common stock. The solicitation and offer to buy the Company’s common stock will only be made pursuant to the offer to purchase and related materials that the Company will send to its shareholders. Shareholders should read those materials carefully because they will contain important information, including the various terms and conditions of the Tender Offer.
About Tucows
Tucows is a global Internet services company. OpenSRS (http://opensrs.com) manages over fourteen million domain names and millions of value-added services through a reseller network of over 13,000 web hosts and ISPs. Hover (http://hover.com) is the easiest way for individuals and small businesses to manage their domain names and email addresses. Ting.com (https://ting.com) is a mobile phone service provider dedicated to bringing clarity and control to US mobile phone users. YummyNames (http://yummynames.com) owns and operates premium domain names that generate revenue through advertising or resale. More information can be found on Tucows’ corporate website (http://tucows.com).
This news release contains, in addition to historical information, forward-looking statements related to the proposed tender offer, including the timing, total number of shares to be purchased under the proposed tender offer and the process for the proposed tender offer. Such statements are based on management’s current expectations and are subject to a number of uncertainties and risks, which could cause actual results to differ materially from those described in the forward-looking statements. Information about potential factors that could affect Tucows’ business, results of operations and financial condition is included in the Risk Factors sections of Tucows’ filings with the Securities and Exchange Commission. All forward-looking statements included in this document are based on information available to Tucows as of the date of this document, and except to the extent Tucows may be required to update such information under any applicable securities laws, Tucows assumes no obligation to update such forward-looking statements.
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ZaZa Energy (ZAZA) Reports Record 2012 Third Quarter Results
Company Reports Record Revenues and Net Income, Takes Steps to Improve its Financial Position and Provides Updates on its Core Eaglebine and Eagle Ford Resources
ZaZa Energy Corporation (“the Company” or “ZaZa”) (NASDAQ: ZAZA) today announced operational and financial results for its third quarter and nine- months ended September 30, 2012.
On February 21, 2012, following the successful consummation of a transaction under an Agreement and Plan of Merger and Contribution, ZaZa Energy Corporation became the parent company of ZaZa LLC and Toreador Resources Corporation. The results of operations noted within this release and in the Company’s Form 10-Q on file with the Securities and Exchange Commission (“SEC”) include the results of the Company’s accounting predecessor, ZaZa LLC from January 1, 2012 through February 20, 2012, and all of its subsidiaries, including ZaZa LLC and Toreador, since February 21, 2012. As such, all information for the comparable three and nine-month periods include pro forma results of operations as if the merger between ZaZa and Toreador has been completed at the beginning of each period presented.
“This marks our second quarter reporting pro forma results of the combined entity and should provide our shareholders with greater insight into our operations and financial performance,” stated Todd Brooks, Chief Executive Officer of ZaZa. “There has been a lot of positive activity during the quarter, and we have taken prudent steps to position ZaZa for the future. We enhanced our management and operating teams, successfully completed a debt offering which, along with other capital received from strategic transactions, has enhanced our capital position, and we took positive steps to increase our Eaglebine and Eagle Ford acreage. We believe the Company is well positioned to realize both top and bottom line improvements and enhance shareholder value both near and long-term.”
Third Quarter Financial Comparisons
The Company reported total revenues and other income for the third quarter ended September 30, 2012 of $207.2 million as compared to $4.4 million in the comparable year-ago period. This includes oil and gas revenues of $10.2 million and $0.8 million for the periods ended September 30, 2012, and September 30, 2011, respectively. Other income for the 2012 third quarter was $197.0 million and there was no other income realized in the comparable year-ago period.
Operating expenses for the 2012 third quarter were $51.7 million (including $22 million in impairment charges and $8 million in stock compensation expense), as compared to $6.9 million in the 2011 third quarter, resulting in operating income of $155.5 million, as compared to an operating loss of $2.5 million in the comparable period last year. Net income available to common shareholders for the three months ended September 30, 2012, was $133.8 million, or $1.02 per diluted share, as compared to a net loss of $2.6 million, or a loss per diluted share of $0.03, for the three months ended September 30, 2011.
Third Quarter Milestones and Operational Updates
- Hess Joint Venture: The Company successfully negotiated the exit of its Joint Venture with Hess Corporation, when the two companies entered into agreements where ZaZa Energy France sold its 50% interest in certain Paris Basin exploration permits to Hess Oil France while retaining a 5% overriding royalty interest capped at $130 million, and divided the Texas assets held by ZaZa Energy, LLC and Hess Corporation in the Eagle Ford area. The division of assets in Texas resulted in ZaZa receiving approximately 60,500 additional net acres in the Eagle Ford core located in Southern Frio, Gonzalez, Fayette, DeWitt, Colorado and Lavaca Counties, increasing ZaZa’s net acreage position from 11,500 to 72,000 net acres. Additionally, and subject to a threshold sales amount and a time limitation, a portion of net proceeds will be paid to ZaZa for any sales of Hess’ retained working interests in the Cotulla Prospect Area. The companies also mutually agreed to terminate their Agreements in both France and Texas. At the closing of this transaction, ZaZa received approximately $69 million in cash in addition to the previously received $15 million dollars related to an amendment of the companies’ Texas joint venture agreements in the second quarter of 2012.
- Private Offering of Convertible Senior Notes: As announced in the third quarter, but consummated in the first week of the fourth quarter, ZaZa successfully completed the sale and issuance of $40.0 million in aggregate principal amount of 9% Convertible Senior Notes. The Notes will be senior, unsecured obligations and will bear interest at a fixed rate of 9.0% per annum, and will mature in August, 2017, unless earlier converted, redeemed or repurchased. The Company intends to use the net proceeds from the offering to fund drilling capital expenditures and leasehold transactions, as well as for general corporate purposes.
- Filing of Financial Statements: During the third quarter, ZaZa filed its Form 10-K for the period ended December 31, 2011, and both its first and second quarter Form 10-Qs for the periods ending March 31, 2012, and June 30, 2012, respectively. As announced on September 13, 2012, ZaZa was informed by NASDAQ that it regained full compliance with NASDAQ’s continued listing standards.
- Management Enhancements: The Company announced the appointments of Todd Brooks as Chief Executive Officer, Ian Fay as Chief Financial Officer and John Hearn, Jr. as Chief Operating Officer. All three senior executives have significant experience in the oil & gas sector, in negotiating and executing financial transactions and in asset development. ZaZa also continued to enhance its operating team across its Eaglebine and Eagle Ford properties.
- Eaglebine/Woodbine Stingray Well: During the third quarter, ZaZa completed the initial pilot hole drilling on its Eaglebine Stingray A-1H well in Walker County, TX. The Company officially commenced hydraulic fracturing operations today, with initial production planned for late November. Additionally, and as previously announced, ZaZa has entered into a multi-well rig contract with Nabors Drilling USA and has entered into a multi-year lease for a field office and yard near its Eaglebine acreage in Walker County, as it further appraises and delineates its Eaglebine acreage position. Additionally, during the fourth quarter, the Company will begin drilling operations at its Eagle Ford Boening Well.
Mr. Brooks added, “The decision to exit our Joint Venture and divide assets with Hess was mutual and in the best interest of our Company and our shareholders. It provided us financial resources, a significantly larger resource base and Working Interest in the Eagle Ford, and the opportunity to develop these resources at a more aggressive pace. Additionally, the large, strategic 90,000 net acre block we have begun to develop in the Eaglebine play is located in the thickest part of one of the most prolific emerging oil and gas resource plays in North America.”
Ian Fay, Chief Financial Officer of ZaZa added, “With the cash received from the Hess division of assets, we paid down approximately one third of our debt on our Senior Secured Notes, while improving our balance sheet and liquidity position. We have focused exploration and development efforts in our Eagle Ford and Eaglebine acreage and believe we have sufficient resources at our disposal to execute our drilling plans. We are also exploring strategic and operational alternatives to quickly and efficiently tap the resources we know are prevalent in these plays and which will provide additional capital to further develop our assets.”
Nine-Month Financial Comparisons
Total revenues and other income for the nine-month period ended September 30, 2012, were $224.0 million as compared to $16.3 million for the comparable 2011 nine-month period. This includes oil and gas revenues of $27.0 million and $1.3 million for the nine month periods ended September 30, 2012, and September 30, 2011, respectively. Other income for the 2012 nine-month period was $197.0 million and there was no other income realized in the comparable year-ago period.
Operating expenses for the 2012 nine-month period were $154.7 million (including legal and advisory fees incurred in connection with the Combination of $9.7 million, payment of $4.8 million to four executives of ZaZa LLC pursuant to net profit agreements between ZaZa LLC and each such executive, bonuses to ZaZa LLC Members of $17.5 million triggered by the Combination, as well as stock compensation expense of $13 million and impairment charges of $62.5 million) as compared to $11.2 million for the nine-month period ended September 30, 2011. The Company reported operating income of $62.5 million compared to $5.2 million for the comparable nine-month periods in 2012 and 2011, respectively. For the 2012 nine-month period, ZaZa reported a net loss of $33.4 million, or a loss per diluted share of $0.35, as compared to net income available to common shareholders of $5.0 million, or earnings per diluted share of $0.07.
For the period from February 21, 2012 to September 30, 2012, Toreador contributed $19.7 million in revenue and a $62.9 million net loss.
Results of Operations
The table below relates to the Company’s corporate activities and oil and gas exploration and production operations in the United States and France.
For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||
Production: | ||||||||||||
Oil (Bbls): | ||||||||||||
United States | 24,263 | 8,422 | 74,051 | 13,499 | ||||||||
France | 76,742 | – | 185,982 | – | ||||||||
Total | 101,005 | 8,422 | 260,033 | 13,499 | ||||||||
Gas (Mcf): | ||||||||||||
United States | 38,547 | 14,627 | 114,323 | 15,715 | ||||||||
France | – | – | – | – | ||||||||
Total | 38,547 | 14,627 | 114,323 | 15,715 | ||||||||
BOE: | ||||||||||||
United States | 30,688 | 10,860 | 93,104 | 16,118 | ||||||||
France | 76,742 | – | 185,982 | – | ||||||||
Total | 107,430 | 10,860 | 279,086 | 16,118 | ||||||||
Average Price: | ||||||||||||
Oil ($/Bbl): | ||||||||||||
United States | $ | 86.61 | $ | 87.00 | $ | 95.15 | $ | 89.15 | ||||
France | $ | 104.41 | – | $ | 105.59 | – | ||||||
Gas($/Mcf): | ||||||||||||
United States | $ | 2.50 | $ | 4.64 | $ | 2.69 | $ | 4.68 | ||||
The following table sets forth the Company’s interest in undeveloped acreage, developed acreage and productive well count as of September 30, 2012:
Acres | Productive Wells | |||||||||||||||
Undeveloped | Developed | Gross | Net | |||||||||||||
Gross | Net | Gross | Net | Gas | Oil | Gas | Oil | |||||||||
Eagle Ford: | ||||||||||||||||
Cotulla (1) | 2,270 | 1,973 | – | – | – | – | – | – | ||||||||
Moulton (2) | 11,432 | 8,699 | 2,924 | 2,924 | – | 7 | – | 1.6 | ||||||||
Sweet Home (3) | 36,679 | 34,858 | – | – | – | – | – | – | ||||||||
Hackberry (4) | 23,334 | 20,761 | 1,324 | 1,324 | 2 | – | 2 | – | ||||||||
Eaglebine | 134,844 | 88,312 | – | – | – | – | – | – | ||||||||
Other Onshore U.S. | 640 | 426 | 2,424 | 59 | – | 4 | – | 0.1 | ||||||||
Paris Basin | – | – | 24,260 | 24,260 | – | 133 | – | 133 | ||||||||
The following table presents ZaZa’s production data for the referenced geographic areas for the period ended September 30, 2012:
For the Three Months Ended September 30, 2012 | ||||||
Gas | Oil | Equivalent | ||||
(Mcf) | (Bbls) | (BOE) | ||||
Eagle Ford: | ||||||
Cotulla (1) | 12,617 | 8,289 | 10,392 | |||
Moulton (2) | 1,437 | 11,393 | 11,633 | |||
Sweet Home (3) | – | – | – | |||
Hackberry (4) | 24,249 | 2,763 | 6,804 | |||
Eaglebine | – | – | – | |||
Other Onshore | 244 | 1,819 | 1,859 | |||
Paris Basin | – | 76,742 | 76,742 | |||
Total | 38,547 | 101,005 | 107,430 | |||
(1) As of July 24, 2012 we had an average working interest in the Cotulla properties of 9.75% and a net revenue interest of 7%. We did not retain any interests in the Cotulla properties after the Hess separation, although we retained undeveloped acres.
(2) As of July 24, 2012 we had an average working interest in the Moulton properties of 10% and a net revenue interest of 7.4%. Our average interest increased to 100% working interest and 74% net revenue interest after the Hess separation.
(3) As of July 24, 2012 we had an average working interest in the Sweet Home properties of 10% and a net revenue interest of 7.4%. Our average interest increased to 100% working interest and 74% net revenue interest after the Hess separation.
(4) As of July 24, 2012 we had an average working interest in the Hackberry properties of 10% and a net revenue interest of 7.4%. Our average interest increased to 100% working interest and 74% net revenue interest after the Hess separation.
Balance Sheet Update
As of November 1, 2012, after giving effect to the receipt of net proceeds of the Convertible Note offering in October, 2012, and funding of overhead, operating and capital expenditures, the Company had $48.7 million of cash and cash equivalents. The Company anticipates capital expenditures of approximately $23.8 million for the fourth quarter of 2012, primarily to drill a 2nd exploration well on its Eaglebine acreage and participate in three non-operated wells in the Gonzales/Fayette County Prospect. Projected capital expenditure will also be used to fund lease extensions and options in the Eaglebine and Eagle Ford areas. Additionally, ZaZa disclosed that it anticipates activities for the remainder of 2012 to result in positive working capital of approximately $29 – $33 million at December 31, 2012, including the potential sale of the Company’s French subsidiary.
During the third quarter and immediately following the closing of the division of assets contemplated by the Hess Agreement, ZaZa paid down the outstanding principal amount of the Senior Secured Notes by $33.0 million and paid a $3.5 million associated fee. Additionally, as part of the Paris Basin Agreement and upon selling the Paris Basin conventional assets, ZaZa will hold $15.0 million in escrow until all permits are successfully transferred to Hess. Until such time as this transfer is completed, the escrow deposit and proceeds thereof will be invested in a JPMorgan Money Market deposit account.
Additional Updates
On October 2, 2012, ZaZa’s Board of Directors provided management the authorization to negotiate the sale of the Company’s French subsidiaries (“ZaZa France” or “ZEF”). Numerous unsolicited offers were received prior to this authorization, and ZaZa signed an exclusivity agreement with one company to begin due diligence. As such, pursuant to ASC 360, the Company assessed the carrying value of its French assets compared to the preliminary negotiations on the purchase price, less costs to sell. Based on that analysis, the Company recorded an impairment to oil and gas properties of $20.6 million for the three and nine-month periods ended September 30, 2012.
Mr. Brooks commented, “The effort to sell our France assets is consistent with our stated strategy to divest non-core assets, improve our capital structure and focus resources on the Eaglebine and Eagle Ford territories in Texas, as we believe these operations will result in greater value for our shareholders. That has been, and continues to be, our primary focus.”
About ZaZa Energy Corporation
Headquartered in Houston, Texas, with offices in Corpus Christi, Texas and Paris, France, ZaZa Energy Corporation is a publicly-traded exploration and production company with primary assets in the Eagle Ford and Eaglebine resource plays in Texas. More information about the Company may be found at www.zazaenergy.com.
Safe Harbor Statement
This news 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. Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “forecasts” and similar references to future periods. These statements include, but are not limited to, statements about ZaZa’s ability to execute on exploration, production and development plans, estimates of reserves, estimates of production, future commodity prices, exchange rates, interest rates, geological and political risks, drilling risks, product demand, transportation restrictions, actual recoveries of insurance proceeds, the ability of ZaZa to obtain additional capital, and other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission. While forward-looking statements are based on our assumptions and analyses that we believe to be reasonable under the circumstances, whether actual results and developments will meet our expectations and predictions depend on a number of risks and uncertainties that could cause our actual results, performance and financial condition to differ materially from our expectations. See “Risk Factors” in our 2011 Form 10-K filed with the Securities and Exchange Commission for a discussion of risk factors that affect our business. Any forward-looking statement made by us in this news release speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future development, or otherwise, except as may be required by law.
ZAZA ENERGY CORPORATION | ||||||
CONSOLIDATED BALANCE SHEETS | ||||||
September 30, | December 31, | |||||
2012 | 2011 | |||||
(Unaudited) | ||||||
(In thousands except share and per share data) | ||||||
ASSETS | ||||||
Current assets: | ||||||
Cash and cash equivalents | $ | 24,623 | $ | 10,619 | ||
Restricted cash | – | 111 | ||||
Accounts receivable — joint interest | 2,632 | 37,303 | ||||
Accounts receivable — revenue receivable | 838 | 533 | ||||
Accounts receivable — related party | – | 164 | ||||
Prepayments and other current assets | 3,587 | 2,150 | ||||
Total current assets | 31,680 | 50,880 | ||||
Property and equipment | ||||||
Oil and gas properties, successful efforts method | 271,888 | 17,410 | ||||
Furniture and fixtures | 3,913 | 2,806 | ||||
Total property and equipment | 275,801 | 20,216 | ||||
Accumulated depletion, depreciation and amortization | (10,687) | (1,260) | ||||
Property and equipment, net | 265,114 | 18,956 | ||||
Goodwill | – | – | ||||
Other assets | 3,232 | 170 | ||||
Total assets | $ | 300,026 | $ | 70,006 | ||
Continued on next page
ZAZA ENERGY CORPORATION | |||||||
CONSOLIDATED BALANCE SHEETS | |||||||
September 30, | December 31, | ||||||
2012 | 2011 | ||||||
(Unaudited) | |||||||
(In thousands except share and per share data) | |||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||
Current liabilities: | |||||||
Accounts payable — trade | $ | 9,377 | $ | 38,209 | |||
Accounts payable — related parties | 115 | 419 | |||||
Advances from joint interest owner | 112 | ||||||
Accrued liabilities | 9,210 | 19,895 | |||||
Revolving line of credit | – | 5,000 | |||||
Notes payable to members | – | 3,000 | |||||
Income taxes payable | 4,982 | 123 | |||||
Total current liabilities | 23,684 | 66,758 | |||||
Long-term accrued liabilities | 348 | – | |||||
Asset retirement obligations | 4,984 | 309 | |||||
Deferred income taxes | 69,547 | – | |||||
Subordinated notes | 47,330 | – | |||||
Senior Secured Notes, net of discount | 46,752 | – | |||||
Warrants associated with Senior Secured Notes | 38,947 | – | |||||
Total liabilities | 231,592 | 67,067 | |||||
Stockholders’ equity (deficit) (See Note 1): | |||||||
Preferred stock, $0.01 par value, 25,000,000 shares authorized; zero issued or outstanding | – | – | |||||
Common stock, $0.01 par value, 250,000,000 shares authorized; 101,769,953 and 75,976,500 shares issued and outstanding at September 30, 2012 and December 31, 2011, respectively | 1,018 | 760 | |||||
Additional paid-in capital | 100,909 | – | |||||
Accumulated (deficit) retained earnings | (31,275 | ) | 2,179 | ||||
Accumulated other comprehensive income | (2,218 | ) | – | ||||
Total stockholders’ equity (deficit) | 68,434 | 2,939 | |||||
Total liabilities and stockholders’ equity (deficit) | $ | 300,026 | $ | 70,006 | |||
ZAZA ENERGY CORPORATION | ||||||||||||||||
CONSOLIDATED STATEMENTS OF OPERATION | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
(Unaudited) | (Unaudited) | |||||||||||||||
(In thousands, except per share data) | (In thousands, except per share data) | |||||||||||||||
Revenues and other income: | ||||||||||||||||
Oil and gas revenues | $ | 10,211 | $ | 801 | $ | 26,991 | $ | 1,277 | ||||||||
Bonus income | – | 3,560 | – | 15,049 | ||||||||||||
Other income | 196,985 | – | 197,027 | – | ||||||||||||
Total revenues and other income | 207,196 | 4,361 | 224,018 | 16,326 | ||||||||||||
Operating costs and expenses: | ||||||||||||||||
Lease operating expense | 3,457 | 596 | 8,894 | 627 | ||||||||||||
Exploration expense | 3,181 | – | 3,284 | – | ||||||||||||
Depreciation, depletion and amortization | 4,130 | 200 | 10,395 | 485 | ||||||||||||
Accretion expense | 54 | 1 | 411 | 1 | ||||||||||||
Impairment of oil and gas properties | 22,746 | – | 22,746 | – | ||||||||||||
Impairment of goodwill | – | – | 39,749 | – | ||||||||||||
General and administrative | 18,155 | 6,104 | 76,057 | 10,054 | ||||||||||||
Total operating costs and expenses | 51,723 | 6,901 | 161,536 | 11,167 | ||||||||||||
Operating income (loss) | 155,473 | (2,540 | ) | 62,482 | 5,159 | |||||||||||
Other expense | ||||||||||||||||
Foreign currency exchange (gain) loss | (85 | ) | – | 138 | – | |||||||||||
Loss on extinguishment of debt | 15,224 | – | 15,224 | – | ||||||||||||
Interest expense, net | 3,736 | 51 | 9,999 | 153 | ||||||||||||
(Gain) loss on fair value of warrants | (27,106 | ) | – | 5,315 | – | |||||||||||
Total other expense | (8,231 | ) | 51 | 30,676 | 153 | |||||||||||
Income (loss) before taxes | 163,704 | (2,591 | ) | 31,806 | 5,006 | |||||||||||
Income tax provision | 29,872 | (29 | ) | 65,260 | 56 | |||||||||||
Net income (loss) available to common shareholders | $ | 133,832 | $ | (2,562 | ) | $ | (33,454 | ) | $ | 4,950 | ||||||
Basic income (loss) available to common shareholders per share: | $ | 1.32 | $ | (0.03 | ) | $ | (0.35 | ) | $ | 0.07 | ||||||
Diluted income (loss) available to common shareholders per share: | $ | 1.02 | $ | (0.03 | ) | $ | (0.35 | ) | $ | 0.07 | ||||||
Weighted average shares outstanding: | ||||||||||||||||
Basic | 101,731 | 75,977 | (a) | 96,879 | 75,977 | (a) | ||||||||||
Diluted | 105,020 | 75,977 | (a) | 96,879 | 75,977 | (a) | ||||||||||
Consolidated Statement of Comprehensive Income | ||||||||||||||||
Net income (loss) | $ | 133,832 | $ | (2,562 | ) | $ | (33,454 | ) | $ | 4,950 | ||||||
Foreign currency translation adjustments, net of taxes | (4,398 | ) | – | (2,218 | ) | – | ||||||||||
Comprehensive income (loss) | $ | 129,434 | $ | (2,562 | ) | $ | (35,672 | ) | $ | 4,950 | ||||||
(a) Adjusted to reflect the February 21, 2012 Merger with Toreador Resources Corporation, giving retroactive effect for the issuance of shares to former ZaZa LLC members. See Note 1 to the consolidated financial statements.
(b) General and administrative expense for the nine months ended September 30, 2012 totaled $76.1 million, compared to $10.1 million for the same period in 2011. This increase is due to legal and advisory fees incurred in connection with the Combination of $9.7 million, payment of $4.8 million to four executives of ZaZa LLC pursuant to net profit agreements between ZaZa LLC and each such executive; and bonuses to ZaZa LLC Members of $17.5 million triggered by the Combination. Also included is stock compensation expense of $13.0 million due to stock granted in the second quarter of 2012. The French operations also contributed $13.2 million of general and administrative costs. Additionally, in the nine months ended September 30, 2012 and 2011, G&A expense was offset by $3.2 million and $6.6 million, respectively, for reimbursements made under the terms of the Hess joint venture for expenses related to lease acquisition costs.
VistaGen (VSTA) Enhances LiverSafe 3D™ Predictive Liver Toxicology & Drug Metabolism Bioassay
SOUTH SAN FRANCISCO, CA — (Marketwire) — 11/13/12 — VistaGen Therapeutics, Inc. (OTCBB: VSTA) (OTCQB: VSTA), a biotechnology company applying stem cell technology for drug rescue, predictive toxicology and drug metabolism screening, today announced a significant advance in its development of LiverSafe 3D™, a human liver cell-based bioassay system designed to predict liver toxicity and drug metabolism issues in connection with the Company’s drug rescue activities.
Shawn K. Singh, VistaGen’s Chief Executive Officer, stated, “As we have done with CardioSafe 3D™, our stem cell-based bioassay system for predictive heart toxicity screening and drug rescue, we are developing LiverSafe 3D™ to change the game in drug development — to generate clinically predictive liver toxicology and liver metabolism data at the front end of the drug development process, long before standard animal and human testing.”
VistaGen’s LiverSafe 3D™, together with optimized culture protocols and without the need for any purification, is now capable of producing differentiated populations of cells containing greater than 70% albumin-positive human hepatocytes (liver cells), and greater than 40% of these hepatocytes express the mature CYP3A4 drug metabolizing enzyme. CYP3A4 is a crucial enzyme in adult liver functions and widely viewed as an important functional marker for adult stem cell-derived hepatocytes. This enzyme is responsible for metabolizing over 50% of the drugs approved by the FDA. With purification, LiverSafe 3D™ can obtain hepatocyte populations approaching 90% expressing the CYP3A4 enzyme.
H. Ralph Snodgrass, PhD, VistaGen’s President and Chief Scientific Officer, commented, “Our LiverSafe 3D™ bioassay system involves custom-designed liver cells that are engineered to indicate when CYP3A4 is produced, and to allow the selection for mature cells expressing CYP3A4. On a per cell basis, LiverSafe 3D™ hepatocytes express functional CYP3A4 drug metabolism activity that approaches 25% to 40% of the metabolic activity seen with some commercial batches of human hepatocytes. We believe that this frequency and activity far exceed most, if not all, comparable data reported in the literature for stem cell-derived human hepatocytes. Our continuing R&D efforts are focused on further improvements of LiverSafe 3D™ to the point where it is comparable in all aspects to commercial human liver cells.”
Primary human cadaveric hepatocytes are well established, and, in many cases, are required by the FDA as an in vitro drug development tool for predicting liver toxicity, drug metabolism and drug-drug interactions. However, the demand for primary human cadaveric hepatocytes for these studies exceeds the available supply. Even ignoring the supply limitations and high costs, primary human cadaveric hepatocytes have several undesirable attributes for drug development applications, including (1) the health of the donor and quality of the cadaveric hepatocytes received in the laboratory are often not ideal, (2) even high quality cadaveric hepatocytes rapidly lose critical hepatocyte functions important to drug development, and (3) batches of human cadaveric hepatocytes exhibit unknown and uncontrolled genetic variations that can dramatically influence the outcome of drug responses and metabolism. These, and other limitations of primary human cadaveric hepatocytes, highlight a widespread understanding of the pharmaceutical industry’s need for a clinically predictive and readily accessible alternative for drug development. VistaGen is developing LiverSafe 3D™ to meet that need.
About VistaGen Therapeutics
VistaGen Therapeutics is a biotechnology company applying human pluripotent stem cell technology for drug rescue and novel pharmaceutical assays for predictive heart and liver toxicology and drug metabolism screening. VistaGen’s drug rescue activities are focused on combining its human pluripotent stem cell technology platform, Human Clinical Trials in a Test Tube™, with modern medicinal chemistry to generate new chemical variants (Drug Rescue Variants) of once-promising small-molecule drug candidates. These are drug candidates discontinued due to heart or liver toxicity after substantial investment and development by large pharmaceutical companies, the U.S. National Institutes of Health (NIH) or university laboratories. VistaGen uses its pluripotent stem cell technology to generate early indications, or predictions, of how humans will ultimately respond to new drug candidates before they are ever tested in humans, bringing human biology to the front end of the drug development process.
Additionally, VistaGen’s orally-available, small molecule drug candidate, AV-101, is completing Phase 1 development for treatment of neuropathic pain. Neuropathic pain, a serious and chronic condition causing pain after an injury or disease of the peripheral or central nervous system, affects millions of people worldwide. To date, VistaGen has been awarded over $8.5 million from the NIH for development of AV-101.
Visit VistaGen at http://www.VistaGen.com, follow VistaGen at http://www.twitter.com/VistaGen or view VistaGen’s Facebook page at http://www.facebook.com/VistaGen.
Cautionary Statement Regarding Forward-Looking Statements
The statements in this press release that are not historical facts may constitute forward-looking statements that are based on current expectations and are subject to risks and uncertainties that could cause actual future results to differ materially from those expressed or implied by such statements. Those risks and uncertainties include, but are not limited to, risks related to the development and commercialization of LiverSafe 3D™, CardioSafe 3D™, or drug rescue variants derived from the Company’s stem cell technology platform, successful completion of the Company’s Phase 1 clinical development program for AV-101, the failure of the Company’s future drug rescue and predictive toxicology programs involving its stem cell technology-based Human Clinical Trial in a Test Tube™ platform, the Company’s ability to enter into third-party research, development and drug rescue collaborations, risks and uncertainties relating to the availability of substantial additional capital to support the Company’s research, development and commercialization activities, and the success of its research and development plans and strategies, including plans and strategies related to AV-101 and any drug rescue variant identified and developed by VistaGen or its collaborators. These and other risks and uncertainties are identified and described in more detail in VistaGen’s filings with the SEC. These filings are available on the SEC’s website at www.sec.gov. VistaGen undertakes no obligation to publicly update or revise any forward-looking statements.
For More Information:
Shawn K. Singh, J.D.
Chief Executive Officer
VistaGen Therapeutics, Inc.
www.VistaGen.com
650-244-9990 x224
Investor.Relations@VistaGen.com
Mission Investor Relations
Atlanta, Georgia
http://www.MissionIR.com
404-941-8975
Cardium’s (CXM) Excellagen® Poster Presentatons At Desert Foot 9th Annual Conference
Company Also Announces Excellagen Profiles in Excellence 2012 Article Published in Podiatry Management
SAN DIEGO, Nov. 13, 2012 /PRNewswire/ — Cardium Therapeutics (NYSE MKT: CXM) today announced the presentation of two Excellagen® poster presentations at the Desert Foot 2012 High Risk Diabetic Foot Conference being held November 14-16, 2012, in Phoenix, AZ. Arthur J. Tallis, DPM, President and Medical Director of Associated Foot & Ankle Specialists in Phoenix, AZ, will display the results of three Excellagen case studies including a venous leg ulcer, neuropathic diabetic foot ulcer and dehisced surgical wound. In addition, Howard M. Kimmel, DPM, MBA, FACFAS, Senior Clinical Instructor, Case Western Reserve University School of Medicine in Cleveland, OH, will display two case studies involving non-healing diabetic foot ulcers. The majority of the patients’ wounds were classified as chronic and non-healing despite having undergone prior treatments, including Dermagraft. Drs. Tallis and Kimmel’s poster presentations can be viewed at http://www.excellagen.com/meetings-and-publications.html and additional Excellagen case studies are available at http://www.excellagen.com/surgical-wounds.html.
(Logo: http://photos.prnewswire.com/prnh/20051018/CARDIUMLOGO)
The Company also announced the publication of the Profiles in Excellence 2012 article, “Excellagen – Advanced Wound Care Made Simple”, in the October issue of Podiatry Management. The article outlines Excellagen’s ease of use, how easily it fits into existing wound care practices, saving physicians time and promoting patient compliance compared to other treatments requiring daily dressing changes and frequent product applications and physician visits. The article can be viewed at http://www.excellagen.com/pdf/ExcellagenProfile1012.pdf.
About Excellagen
Excellagen is a syringe-based, professional-use, pharmaceutically-formulated 2.6% fibrillar Type I bovine collagen gel that functions as an acellular biological modulator designed to accelerate the growth of granulation tissue and to activate the wound healing process. Excellagen is FDA-cleared for the treatment of neuropathic and diabetic foot ulcers, pressure ulcers, venous ulcers, surgical wounds, and other dermal wounds, and is intended for professional use following standard debridement procedures in the presence of blood cells and platelets, which are involved with the release of endogenous growth factors. Excellagen’s unique high-molecular weight fibrillar Type I bovine collagen gel formulation is topically applied through easy-to-control, pre-filled, sterile, single-use syringes and its viscosity-optimized gel formulation is designed for application at one-week intervals. Already-established standard CPT® procedure reimbursement codes may apply when Excellagen is used with surgical debridement procedures. As a new FDA-cleared product, Cardium is advancing forward with the reimbursement process for Excellagen with Medicare & Medicaid Services (CMS) and private insurance providers.
Cardium’s market research indicates that physicians seek easy-to-use products to reduce preparation time and facilitate product application – and Excellagen’s unique, ready-to-use syringe-based collagen gel requires no thawing or mixing. Excellagen’s flowable formulation allows for the effective delivery to wounds of varying shapes and surface contours. To learn more about Excellagen and for product ordering information, please visit http://www.excellagen.com and view the information video, “Excellagen: A New Wound Care Pathway for Diabetic Foot Ulcers”, at http://www.excellagen.com/excellagen-video.html.
About Cardium
Cardium is an asset-based health sciences and regenerative medicine company focused on the acquisition and strategic development of innovative products and businesses with the potential to address significant unmet medical needs and having definable pathways to commercialization, partnering or other economic monetizations. Cardium’s current portfolio includes the Tissue Repair Company, Cardium Biologics, and the Company’s newly-acquired To Go Brands® nutraceutical business. The Company’s lead commercial product, Excellagen® topical gel for wound care management, has received FDA clearance for marketing and sale in the United States. Cardium’s lead clinical development product candidate Generx® is a DNA-based angiogenic biologic intended for the treatment of patients with myocardial ischemia due to coronary artery disease. To Go Brands® develops, markets and sells dietary supplements through established regional and national retailers. In addition, consistent with its capital-efficient business model, Cardium continues to actively evaluate new technologies and business opportunities. News from Cardium is located at www.cardiumthx.com.
Forward-Looking Statements
Except for statements of historical fact, the matters discussed in this press release are forward looking and reflect numerous assumptions and involve a variety of risks and uncertainties, many of which are beyond our control and may cause actual results to differ materially from expectations. For example, there can be no assurance that results or trends observed in a clinical study or follow-on case studies will be reproduced in subsequent studies or in actual use; that new clinical studies will be successful or will lead to approvals or clearances from health regulatory authorities, or that approvals in one jurisdiction will help to support studies or approvals elsewhere; that the company can attract suitable commercialization partners for our products or that we or partners can successfully commercialize them; that our product or product candidates will not be unfavorably compared to competitive products that may be regarded as safer, more effective, easier to use or less expensive or blocked by third party proprietary rights or other means; that the products and product candidates referred to in this report or in our other reports will be successfully commercialized and their use reimbursed, or will enhance our market value; that new product opportunities or commercialization efforts will be successfully established; that third parties on whom we depend will perform as anticipated; that we can raise sufficient capital from partnering, monetization or other fundraising transactions to maintain our stock exchange listing or adequately fund ongoing operations; or that we will not be adversely affected by these or other risks and uncertainties that could impact our operations, business or other matters, as described in more detail in our filings with the Securities and Exchange Commission. We undertake no obligation to release publicly the results of any revisions to these forward-looking statements to reflect events or circumstances arising after the date hereof.
Copyright 2012 Cardium Therapeutics, Inc. All rights reserved.
For Terms of Use Privacy Policy, please visit www.cardiumthx.com.
Cardium Therapeutics®, Generx®,Cardionovo™, Tissue Repair™, Gene Activated Matrix™, GAM™, Excellagen®, Excellarate™, Osteorate™, MedPodium®, Appexium®, Linée®, Alena®, Cerex®, D-Sorb™, Neo-Energy®, Neo-Carb Bloc®, Neo-Chill™, and Nutra-Apps® are trademarks of Cardium Therapeutics, Inc. or Tissue Repair Company. To Go Brands® is a trademark of To Go Brands, Inc.
China Shen Zhou (SHZ) Expands Ownership in Subsidiaries
BEIJING, Nov. 12, 2012 /PRNewswire-FirstCall/ — China Shen Zhou Mining & Resources, Inc. (“China Shen Zhou”, or the “Company”) (NYSE Amex: SHZ), a company engaged in the exploration, development, mining and processing of fluorite, barite, zinc, copper, and other nonferrous metals in China, today announced that it has increased an additional 20% ownership stake in three of its recently acquired subsidiaries – Wuchuan Dongsheng Mining Company Ltd. (“Wuchuan Mining”), Qianshi Resources Development Company Ltd. (“Qianshi Resources”), and Meilan Mining Company Ltd. (“Meilan Mining”).
In January and February, 2012, China Shen Zhou Mining acquired 60% ownership of Wuchuan Mining, Qianshi Resources and Meilan Mining, all of which are located in Guizhou Province, P.R. China. Per the original agreements, China Shen Zhou Mining would bear the debts of the acquired entities up to $7,897,000 and the remaining liabilities would be settled by the sellers. As a result of failing to settle the additional liabilities, the sellers of the above three companies were obligated to transfer an additional 20% of the ownership to China Shen Zhou. Therefore, China Shen Zhou now holds 80% interest in all three subsidiaries.
Ms. Xiaojing Yu, Chairperson and Chief Executive Officer of China Shen Zhou, commented, “We are very pleased to expand our ownership position in the three subsidiaries, which are rich in mining resources. They are currently undervalued due to the slower growth of Chinese domestic economy and weak global economy. We are confident that our strategy to acquire mining assets below their market value will bring benefits to our shareholders in the long run.”
About China Shen Zhou Mining & Resources, Inc.
China Shen Zhou Mining & Resources, Inc., through its subsidiaries, is engaged in the exploration, development, mining, and processing of fluorite, barite and nonferrous metals such as zinc, lead and copper in China. The Company has the following principal areas of interest in China: (a) fluorite extraction and processing in the Sumochaganaobao region of Inner Mongolia; (b)fluorite and barite extraction and processing in the Wuchuan County of Guizhou province (c)fluorite and barite extraction and processing in the Yanhe County of Guizhou province.(d)fluorite extraction and processing in Jingde County, Anhui Province; (e) zinc/copper/lead processing in Wulatehouqi of Inner Mongolia; and (f) zinc/copper exploration, mining and processing in Xinjiang. For more information, please visit http://www.chinaszmg.com/.
Safe Harbor Statement
This press release may include certain statements that are not descriptions of historical facts, but are forward-looking statements. Forward-looking statements can be identified by the use of forward-looking terminology such as “will”, “believes”, “expects” or similar expressions. These forward-looking statements may also include statements about our proposed discussions related to our business or growth strategy, which is subject to change. Such information is based upon expectations of our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to uncertainties and contingencies beyond our control and upon assumptions with respect to future business decisions, which are subject to change. We do not undertake to update the forward-looking statements contained in this press release. For a description of the risks and uncertainties that may cause actual results to differ from the forward-looking statements contained in this press release, see our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 10-K, and our subsequent SEC filings. Copies of filings made with the SEC are available through the SEC’s electronic data gathering analysis retrieval system (EDGAR) at http://www.sec.gov.
Contact Information
Min Liu
Investor Relations
Grayling
Tel: +1-646-284-9413
min.liu@grayling.com
Shiwei Yin
Grayling
Tel: +1-646-284-9474
shiwei.yin@grayling.com
Celsion (CLSN) Reports Third Quarter 2012 Financial Results and Business Update
LAWRENCEVILLE, NJ — (Marketwire) — 11/12/12 — Celsion Corporation (NASDAQ: CLSN), a leading oncology drug development company, today announced financial results for the third quarter ended September 30, 2012 and provided a business update including development progress with ThermoDox®, Celsion’s proprietary heat-activated liposomal encapsulation of doxorubicin for the treatment of hepatocellular carcinoma (HCC), commonly referred to as primary liver cancer. ThermoDox® is currently being evaluated under a Special Protocol Assessment with the U.S. Food and Drug Administration (FDA) in a global, multi-center, randomized, pivotal Phase III trial (the HEAT Study) in patients with non-resectable primary liver cancer. The HEAT Study has been designated as a Priority Trial for liver cancer by the National Institutes of Health, has received Fast Track Designation from the FDA and has received Orphan Drug Designation in both the U.S. and Europe. ThermoDox® is also being evaluated in two Phase II trials for patients with recurrent chest wall breast cancer and colorectal liver metastases.
“Celsion stands focused on ThermoDox®’s transformative potential for the largest unmet need remaining in oncology. With positive results from the HEAT Study, we are preparing to introduce the first and most important 1st line drug therapy ever for non-resectable HCC. If successful, we will create substantial value for all of our stakeholders, including the global oncology community, our investors and most importantly HCC patients and their families,” said Michael H. Tardugno, Celsion’s President and Chief Executive Officer. “Preparedness leading up to this event is paramount. We have worked to ensure that the HEAT Study is robust and well conducted. We have maintained constant communication with our study sites, our manufacturers and with regulators to ensure a clean, consistent and high quality data package for review in markets around the world. Further, we enter this period with a strong balance sheet, including financial resources that will take us well beyond data and into multiple indications where the promise of ThermoDox® will significantly improve treatment outcomes.”
Mr. Tardugno added, “The momentum behind ThermoDox® and our technology platform is evident in the growing interest within industry and the medical and academic communities to explore their application in a broad range of cancers and indications. Following the outcome of the HEAT Study, we intend to accelerate our on-going development programs, an effect that will ultimately reveal the significant potential and elegance of our targeted tumor technology.”
Recent Business Developments
In August 2012, the Company and Royal Philips Electronics (Philips) announced FDA clearance to commence a Phase II Study of ThermoDox® and Philip’s Sonalleve MR-Guided HIFU technology for the palliation of painful metastases to the bone caused by lung, prostate or breast cancers.
In September 2012, the Company announced
- The independent Data Monitoring Committee (DMC) for the Company’s HEAT Study completed a regularly scheduled review of all 701 patients enrolled in the trial and has unanimously recommended that the HEAT Study continue according to protocol to its final data readout.
- Ronnie T.P. Poon, MD, MS, PhD, FRCS (Edin), FACS, Professor of Surgery at the University of Hong Kong and Lead Asia Pacific Principal Investigator for Celsion’s HEAT Study, discussed advancements in thermal-based treatments in cancer, including the use of ThermoDox® in combination with radiofrequency ablation, at the 2012 Annual Congress of the Cardiovascular and Interventional Radiological Society of Europe in Lisbon, Portugal. Professor Poon’s presentation, “Combining Thermal Ablation with Thermosensitive Liposomes,” emphasized the need to consolidate standards of care in non-resectable liver cancer to improve outcomes. The presentation can be viewed on Celsion’s website at http://investor.celsion.com/events.cfm.
- The presentation of Phase I results from the Company’s Phase I/II DIGNITY study of ThermoDox® in Breast Cancer Recurrences at the Chest Wall at the ESMO 2012 Congress, the annual conference for the European Society of Medical Oncology held in Vienna, Austria. The presentation, titled “Breast Cancer Recurrences at the Chest Wall (BCRCW) When Standard Treatments (Tx) Have Failed: Lyso-Thermosensitive Liposomal Doxorubicin (LTLD) + Mild Local Hyperthermia (MLH),” was delivered by Professor Hope S. Rugo, MD, from the UCSF School of Medicine, and provided a clinical update of the Phase I/II DIGNITY trial studying ThermoDox® for breast cancer. A copy of the poster presentation is available at www.celsion.com/docs/pipeline_presentations.
In November 2012, the Company announced that a minimum of 380 events of progression have been realized in the HEAT Study. According to protocol, 380 events of progression, subject to confirmation by the Study’s independent Data Monitoring Committee (DMC), trigger the data collection process, unblinding and final analysis of the results by the DMC. Progression Free Survival (PFS) is the HEAT Study’s primary end point which has been granted Special Protocol Assessment by the FDA. Following DMC review, the Company plans to disclose top line results, an announcement that is expected to occur in January 2013.
Financial Results
For the quarter ended September 30, 2012, Celsion reported a net loss of $6.0 million, or $0.18 per share, compared to a net loss of $6.4 million, or $0.25 per share, in the same period of 2011. For the nine months ended September 30, 2012, Celsion reported a net loss of $18.3 million, or $0.55 per share, compared to a net loss of $17.1 million, or $0.72 per share, in the same period of 2011. For the first nine months of 2012, net cash used in operations was $16.2 million compared to $18.3 million in the same period of 2011. The Company reported $22.7 million in cash and investments (including related accrued interest on these investments) as of September 30, 2012. During the third quarter, the Company received gross proceeds of approximately $4.0 million from the exercise of warrants and options.
In the third quarter of 2012, the Company recorded an $881,000 non-cash charge related to the change in the common stock warrant liability compared to a $375,000 non-cash benefit in the same period of last year. In the first nine months of 2012, Celsion recorded a $1.3 million non-cash charge related to the change in the common stock warrant liability compared to a non-cash charge of $42,000 in the same period last year. In the first nine months of 2011, the Company recognized $2 million in licensing revenue as a result of its Development, Product Supply and Commercialization Agreement for ThermoDox® with Yakult Honsha Co.
Research and development costs decreased by approximately $1.9 million to $3.5 million in the third quarter of 2012 compared to $5.4 million in the same period of 2011. Research and development costs decreased by approximately $2.4 million to $12.3 million in the first nine months of 2012 compared to $14.7 million in the same period of 2011. The decreased costs in each of these periods were primarily due to lower investigator grants and related monitoring activities associated with the HEAT Study. General and administrative expenses remained relatively unchanged at $1.4 million in the third quarter of 2012 compared to the same period in 2011. General and administrative expenses increased by approximately $0.7 million to $4.6 million in the first nine months of 2012, from $3.9 million for the same period in 2011. This increase is largely the result of an increase in professional fees and personnel costs to support the Company’s growth.
Quarterly Conference Call
The Company is hosting a conference call to provide a business update and discuss the third quarter 2012 results at 11:00 a.m. Eastern Time Monday, November 12, 2012. To participate in the call, interested parties may dial 1-888-364-3108 (Toll-Free/North America) or 1-719-457-2628 (International/Toll) and ask for the Celsion Corporation Third Quarter 2012 Earnings Conference Call approximately ten minutes before the call is scheduled to begin. The call will also be broadcast live on the internet at http://www.celsion.com.
The call will be archived for replay on November 12, 2012 at 2:00 p.m. ET and will remain available until November 26, 2012. The replay can be accessed at 1-877-870-5176 (Toll-Free/North America) or 1-858-384-5517 (International/Toll) using Conference ID: 8948347. An audio replay of the call will also be available on the Company’s website, http://www.celsion.com, for 30 days after 2:00 p.m. ET Monday, November 12, 2012.
About ThermoDox® and the Phase III HEAT Study
ThermoDox® is a proprietary heat-activated liposomal encapsulation of doxorubicin, an approved and frequently used oncology drug for the treatment of a wide range of cancers. In the HEAT Study, ThermoDox® is administered intravenously in combination with Radio Frequency Ablation (RFA). Localized mild hyperthermia (39.5 – 42 degrees Celsius) created by the RFA releases the entrapped doxorubicin from the liposome. This delivery technology enables high concentrations of doxorubicin to be deposited preferentially in a targeted tumor.
For primary liver cancer, ThermoDox® is being evaluated in a global, multi-center, randomized, pivotal Phase III HEAT Study at 79 clinical sites under an FDA Special Protocol Assessment. The study is designed to evaluate the efficacy of ThermoDox® in combination with RFA when compared to patients who receive RFA alone as the control. The primary endpoint for the study is progression-free survival with a secondary confirmatory endpoint of overall survival.
Additional information on the Company’s ThermoDox® clinical studies may be found at www.clinicaltrials.gov.
About Celsion Corporation
Celsion is a leading oncology company dedicated to the development and commercialization of innovative cancer drugs including tumor-targeting treatments using focused heat energy in combination with heat-activated liposomal drug technology. Celsion has research, license, or commercialization agreements with leading institutions including the National Institutes of Health, Duke University Medical Center, University of Hong Kong, the University of Pisa, the UCLA Department of Medicine, the Kyungpook National University Hospital and the Beijing Cancer Hospital.
For more information on Celsion, visit our website: http://www.celsion.com.
Celsion wishes to inform readers that forward-looking statements in this release are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Readers are cautioned that such forward-looking statements involve risks and uncertainties including, without limitation, unforeseen changes in the course of research and development activities and in clinical trials; FDA and regulatory risks; the need to raise funds for planned drug development; the Company’s history of losses and its expectation of continuing to incur such losses; possible acquisitions of other technologies, assets or businesses; possible actions by customers, suppliers, competitors, regulatory authorities; and other risks detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission.
Celsion Corporation Condensed Statements of Operations (in thousands except per share amounts) (unaudited) Three Months Ended Nine Months Ended September 30, September 30, -------------------- -------------------- 2012 2011 2012 2011 --------- --------- --------- --------- Licensing revenue $ - $ - $ - $ 2,000 --------- --------- --------- --------- Operating expenses: Research and development 3,540 5,414 12,345 14,727 General and administrative 1,420 1,409 4,586 3,906 --------- --------- --------- --------- Total operating expenses 4,960 6,823 16,931 18,633 --------- --------- --------- --------- Loss from operations (4,960) (6,823) (16,931) (16,633) --------- --------- --------- --------- Other (expense) income: (Loss) gain from valuation of common stock warrant liability (881) 375 (1,251) (42) Other (expense)income, net (177) 55 (127) (426) --------- --------- --------- --------- Total other (expense) income, net (1,058) 430 (1,378) (468) --------- --------- --------- --------- Net Loss $ (6,018) $ (6,393) $ (18,309) $ (17,101) ========= ========= ========= ========= Net loss per common share - basic and diluted $ (0.18) $ (0.25) $ (0.55) $ (0.93) ========= ========= ========= ========= Weighted average shares outstanding - basic and diluted 33,642 25,150 33,418 18,360 ========= ========= ========= ========= Celsion Corporation Selected Balance Sheet Information (in thousands) September 30, 2012 December 31, (unaudited) 2011 ------------- ------------- ASSETS Current assets: Cash and cash equivalents $ 8,318 $ 20,146 Short-term investments 14,229 10,157 Accrued interest on short term investments 134 244 Other current assets 1,085 961 ------------- ------------- Total current assets 23,766 31,508 ------------- ------------- Property and equipment 1,008 783 ------------- ------------- Other assets: Deposits, deferred fees and other assets 605 323 Patent licensing fees, net 30 35 ------------- ------------- Total other assets 635 358 ------------- ------------- Total assets $ 25,409 $ 32,649 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued liabilities $ 5,661 $ 6,042 Notes payable - current portion 945 110 ------------- ------------- Total current liabilities 6,606 6,152 Common stock warrant liability 1,417 166 Notes payable - non-current portion & other 4,362 137 ------------- ------------- Total liabilities 12,385 6,455 ------------- ------------- Stockholders' equity: Common stock 354 339 Additional paid-in capital 158,121 153,237 Accumulated other comprehensive loss (131) (276) Accumulated deficit (142,620) (124,222) ------------- ------------- Subtotal 15,724 29,078 Treasury stock (2,700) (2,884) ------------- ------------- Total stockholders' equity 13,024 26,194 ------------- ------------- Total liabilities and stockholders' equity $ 25,409 $ 32,649 ============= =============
Investor Contact
David Pitts
Argot Partners
212-600-1902
General Finance (GFN) Reports Record Q1 FY13 Results
Tenth Consecutive Quarter of Year-Over-Year Growth in Total Revenues and Adjusted EBITDA
PASADENA, Calif., Nov. 12, 2012 (GLOBE NEWSWIRE) — General Finance Corporation (Nasdaq:GFN), the parent company of businesses in the mobile storage, modular space and liquid containment industries (the “Company”), today announced its consolidated financial results for the first quarter ended September 30, 2012. The consolidated results include results from majority-owned Royal Wolf Holdings Limited (“Royal Wolf”), the leading provider of portable storage solutions in the Asia-Pacific regions of Australia and New Zealand, and wholly-owned Pac-Van, Inc. (“Pac-Van”), a prominent regional provider of portable storage, office and liquid storage tank containers, mobile offices and modular buildings in North America.
First Quarter Highlights
- Total revenues were $53.4 million, an increase of 1% over the first quarter of fiscal year 2012.
- Leasing revenues comprised 56% of total revenues versus 47% for the first quarter of fiscal year 2012.
- Adjusted EBITDA was $12.5 million, an increase of over 9% over the first quarter of fiscal year 2012.
- Adjusted EBITDA margin was 23%, compared to 22% in the first quarter of fiscal year 2012.
- Net income attributable to common shareholders was $1.0 million, or $0.04 per share.
- Average fleet unit utilization at Royal Wolf was 81%.
- Average fleet unit utilization at Pac-Van was 77%.
- Completed two tuck-in acquisitions during the quarter.
- Entered into a new $110 million five-year senior credit facility at Pac-Van.
- Repaid $15 million corporate-level senior subordinated debt.
Management Commentary
“We continue to be encouraged with the performance of both of our operating units in the first quarter,” said Ronald Valenta, President and Chief Executive Officer of General Finance Corporation. “Royal Wolf continued to drive improved profitability with a year-over-year 27% increase in leasing revenues based on a larger fleet, continued high fleet utilization and improved lease rates. Pac-Van benefited from an increase in leasing revenues, also driven by a larger fleet, improved lease rates and solid fleet utilization. Fiscal year 2013 has started off as we expected.”
Mr. Valenta continued, “Our capital investment strategy continues to be focused primarily on increasing the size of our lease fleet and pursuing accretive acquisitions in the attractive container asset class. During the quarter we expanded our fleet by 3% from fiscal year end and completed two small tuck-in acquisitions, one each in Australia and the United States.”
Charles Barrantes, Executive Vice President and Chief Financial Officer, added, “Our operating units achieved gains in adjusted EBITDA and adjusted EBITDA margins as leasing revenues comprised a larger percentage of total revenues in both venues. We continually are searching for means to improve our capital structure and support our growth strategy. Our previously announced new credit facility at Pac-Van enabled us to increase our borrowing capacity in North America under more favorable terms and also allowed us to fully prepay the corporate-level $15 million senior subordinated debt that was coming due in July 2013, which will result in savings in our borrowing costs.”
First Quarter 2013 Operating Summary
Royal Wolf
Royal Wolf’s revenues for the first quarter of fiscal year 2013 totaled $37.3 million, compared with $35.9 million for the first quarter of fiscal year 2012, an increase of 4%. On a local currency basis, revenues increased by 5% in Australian dollars. The increase in revenues was driven primarily by growth in the mining sector. Adjusted EBITDA for the first quarter of 2013 was $10.0 million, compared with $8.8 million for the year-ago quarter, an increase of 14%. Higher revenues and a higher percentage of leasing revenues contributed to the increased adjusted EBITDA, which was partially offset by the translation of a weaker average Australian dollar in fiscal year 2013 versus fiscal year 2012.
Pac-Van
Pac-Van’s revenues for the first quarter of fiscal year 2013 totaled $16.1 million, compared with $16.9 million for the first quarter of fiscal year 2012, a decrease of 5%. Leasing revenues increased by $1.2 million, but were more than offset by a $2.0 million net decrease in sales, primarily in the services sector. Adjusted EBITDA for the first quarter of fiscal year 2013 was $3.4 million, compared with $3.2 million for the year-ago quarter, an increase of 6%.
Balance Sheet Overview
At September 30, 2012, the Company had total debt of $187.5 million and cash and cash equivalents of $6.3 million, compared with $174.1 million and $7.1 million at June 30, 2012, respectively. During the first quarter of fiscal year 2013, the Company generated free cash flow (operating and investing activities before net inventory and lease fleet expenditures and business acquisitions) of $3.2 million. Total net inventory and lease fleet expenditures for the first quarter of fiscal year 2013 were $11.6 million.
Inventories were $32.6 million at September 30, 2012, an increase from $31.2 million at June 30, 2012. Days sales outstanding in receivables were 46 and 50 days for Royal Wolf and Pac-Van, respectively, compared to 41 and 51 days, respectively, at June 30, 2012.
As of September 30, 2012, General Finance owned 50.2 million shares of Royal Wolf, or over 50% of total shares outstanding. The value of these shares is approximately $117.5 million, or $5.34 per issued and outstanding GFN common share, based on Royal Wolf’s November 9, 2012 closing price of A$2.25 and an AUD/USD exchange rate of 1.04.
Outlook
Management remains comfortable with the full year outlook that was provided in the Company’s fourth quarter and fiscal year 2012 earnings press release and conference call on September 11, 2012, which stated consolidated revenues for fiscal 2013 were expected to be in the range of $222 million to $230 million and consolidated adjusted EBITDA was expected to be in the range of $52 million to $55 million.
Conference Call Details
Management will host a conference call today at 8:30 a.m. PST (11:30 a.m. EST), to discuss the Company’s operating results. The conference call number for U.S. participants is (866) 901-5096 and the conference call number for participants outside the U.S. is (706) 643-3717. The conference ID number for both conference call numbers is 39299087. Additionally, interested parties can listen to a live webcast of the call in the “Investor Relations” section of our website at http://www.generalfinance.com.
A replay of the conference call may be accessed through November 26, 2012 by dialing (800) 585-8367 (U.S.) or (404) 537-3406 (international), using conference ID number 39299087.
After the replay has expired, interested parties can listen to the conference call via webcast in the “Investor Relations” section of the Company’s website at http://www.generalfinance.com.
About General Finance Corporation
Headquartered in Pasadena, California, General Finance Corporation (Nasdaq:GFN) (www.generalfinance.com) is the parent company of businesses in the mobile storage, modular space and liquid containment (“portable services”) industries. Management’s expertise in these sectors drives disciplined growth strategies, operational guidance, effective capital allocation and capital markets support for the Company’s subsidiaries. The Company’s two principal subsidiaries are majority-owned Royal Wolf Holdings Limited (www.royalwolf.com.au), the leading provider of portable storage solutions in the Asia-Pacific regions of Australia and New Zealand, and wholly-owned Pac-Van, Inc. (www.pacvan.com), a prominent regional provider of portable storage, office and liquid storage tank containers, mobile offices and modular buildings in North America. Royal Wolf’s shares trade on the Australian Securities Exchange under the symbol RWH.
The General Finance Corporation logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=11129
Cautionary Statement about Forward-Looking Statements
Statements in this news release that are not historical facts are 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. Such forward-looking statements include, but are not limited to, statements addressing management’s views with respect to future financial and operating results, competitive pressures, market interest rates for our variable rate indebtedness, our ability to raise capital or borrow additional funds, changes in the Australian, New Zealand or Canadian dollar relative to the U.S. dollar, regulatory changes, customer defaults or insolvencies, litigation, acquisition of businesses that do not perform as we expect or that are difficult for us to integrate or control, our ability to procure adequate levels of products to meet customer demand, adverse resolution of any contract or other disputes with customers, declines in demand for our products and services from key industries such as the Australian mining industry or the U.S. construction industry or a write-off of all or a part of our goodwill and intangible assets. These involve risks and uncertainties that could cause actual outcomes and results to differ materially from those described in forward-looking statements. We believe that the expectations represented by our forward-looking statements are reasonable, yet there can be no assurance that such expectations will prove to be correct. Furthermore, unless otherwise stated, the forward-looking statements contained in this press release are made as of the date of the press release, and we do not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise unless required by applicable law. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Readers are cautioned that these forward-looking statements involve certain risks and uncertainties, including those contained in filings with the Securities and Exchange Commission.
-Financial Tables Follow-
GENERAL FINANCE CORPORATION AND SUBSIDIARIES | ||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||
(In thousands, except share and per share data) | ||
(Unaudited) | ||
Quarter Ended September 30, | ||
2011 | 2012 | |
Revenues | ||
Sales | $ 28,209 | $ 23,722 |
Leasing | 24,584 | 29,667 |
52,793 | 53,389 | |
Costs and expenses | ||
Cost of sales (exclusive of the items shown separately below) | 20,477 | 17,312 |
Direct costs of leasing operations | 9,887 | 10,984 |
Selling and general expenses | 11,214 | 12,933 |
Depreciation and amortization | 4,558 | 5,300 |
Operating income | 6,657 | 6,860 |
Interest income | 95 | 23 |
Interest expense | (3,402) | (3,225) |
Foreign currency exchange gain and other | 1,087 | 361 |
(2,220) | (2,841) | |
Income before provision for income taxes | 4,437 | 4,019 |
Provision for income taxes | 1,686 | 1,527 |
Net income | 2,751 | 2,492 |
Preferred stock dividends | (45) | (43) |
Noncontrolling interest | (1,669) | (1,486) |
Net income attributable to common stockholders | $ 1,037 | $ 963 |
Net income per common share: | ||
Basic | $ 0.05 | $ 0.04 |
Diluted | 0.05 | 0.04 |
Weighted average shares outstanding: | ||
Basic | 22,013,299 | 22,024,742 |
Diluted | 22,274,542 | 22,480,170 |
GENERAL FINANCE CORPORATION AND SUBSIDIARIES | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
(In thousands, except share and per share data) | ||
June 30, 2012 | September 30, 2012 | |
(Unaudited) | ||
Assets | ||
Cash and cash equivalents | $ 7,085 | $ 6,282 |
Trade and other receivables, net of allowance for doubtful accounts of $2,538 and $2,444 at June 30, 2012 and September 30, 2012, respectively | 35,443 | 32,601 |
Inventories | 31,206 | 32,620 |
Prepaid expenses and other | 5,029 | 4,677 |
Property, plant and equipment, net | 12,732 | 14,148 |
Lease fleet, net | 259,458 | 274,017 |
Goodwill | 68,449 | 69,281 |
Other intangible assets, net | 18,158 | 18,843 |
Total assets | $ 437,560 | $ 452,469 |
Liabilities | ||
Trade payables and accrued liabilities | $ 35,964 | $ 33,017 |
Income taxes payable | 593 | 217 |
Unearned revenue and advance payments | 12,151 | 12,531 |
Senior and other debt | 174,092 | 187,537 |
Deferred tax liabilities | 20,763 | 21,941 |
Total liabilities | 243,563 | 255,243 |
Commitments and contingencies | — | — |
Equity | ||
Cumulative preferred stock, $.0001 par value: 1,000,000 shares authorized; 26,000 shares issued and outstanding (in series) and liquidation value of $1,438 at June 30, 2012 and September 30, 2012 | 1,395 | 1,395 |
Common stock, $.0001 par value: 100,000,000 shares authorized; 22,019,965 and 22,026,631 shares outstanding at June 30, 2012 and September 30, 2012, respectively | 2 | 2 |
Additional paid-in capital | 112,865 | 113,078 |
Accumulated other comprehensive income | 5,809 | 7,256 |
Accumulated deficit | (22,877) | (21,871) |
Total General Finance Corporation stockholders’ equity | 97,194 | 99,860 |
Equity of noncontrolling interests | 96,803 | 97,366 |
Total equity | 193,997 | 197,226 |
Total liabilities and equity | $ 437,560 | $ 452,469 |
Explanation and Use of Non-GAAP Financial Measures
Adjusted EBITDA is a non-U.S. GAAP measure. We calculate adjusted EBITDA to eliminate the impact of certain items we do not consider to be indicative of the performance of our ongoing operations. In addition, in evaluating adjusted EBITDA, you should be aware that in the future, we may incur expenses similar to the adjustments in the presentation of adjusted EBITDA. Our presentation of adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. We present adjusted EBITDA because we consider it to be an important supplemental measure of our performance and because we believe it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry, many of which present EBITDA and a form of adjusted EBITDA when reporting their results. Adjusted EBITDA has limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP. We compensate for these limitations by relying primarily on our U.S. GAAP results and using adjusted EBITDA only supplementally. The following table shows our adjusted EBITDA and the reconciliation from net income (in thousands):
Quarter Ended September 30, | ||
2011 | 2012 | |
Net income | $ 2,751 | $ 2,492 |
Add (deduct) — | ||
Provision for income taxes | 1,686 | 1,527 |
Foreign currency exchange gain and other | (1,087) | (361) |
Interest expense | 3,402 | 3,225 |
Interest income | (95) | (23) |
Depreciation and amortization | 4,558 | 5,300 |
Share-based compensation expense | 207 | 298 |
Adjusted EBITDA | $ 11,422 | $ 12,458 |
CONTACT: Investor/Media Contact Larry Clark Financial Profiles, Inc. 310-478-2700 ext. 29
Horizon Pharma (HZNP) Presents Clinical Data on RAYOS® in Active Rheumatoid Arthritis
DEERFIELD, IL — (Marketwire) — 11/12/12 — Horizon Pharma, Inc. (NASDAQ: HZNP) today announced an additional analysis of data from the pivotal Circadian Administration of Prednisone in Rheumatoid Arthritis-2 (CAPRA- 2) trial demonstrating that patients with active rheumatoid arthritis (RA) treated with its recently approved RAYOS® 5 mg (prednisone) delayed-release tablets who met ACR20, DAS28 and HAQ-DI response criteria had a significantly greater reduction in morning stiffness than patients who didn’t meet these criteria. Data were presented during the American College of Rheumatology (ACR)/Association of Rheumatology Health Professionals (ARHP) Annual Scientific Meeting in Washington, D.C.
“Morning pain and stiffness severity, in addition to duration of morning stiffness, are key patient reported outcomes for both treatment response and disease progression in RA patients,” said Dr. Frank Buttgereit, principal investigator of the study, senior consultant and deputy head of the Department of Rheumatology and Clinical Immunology, Charité Hospital, Berlin, Germany. “In addition to a reduction in morning stiffness of RA, patients treated with RAYOS also experience a significant ACR20 response and a significant reduction in DAS28 compared to immediate-release prednisone. Based on these analyses, we now better understand the strong correlation between patient response and the reduction in morning stiffness.”
The efficacy of RAYOS in the treatment of RA was assessed in the CAPRA-2 trial, a double-blind, placebo-controlled, randomized, 12-week trial in patients with active rheumatoid arthritis diagnosed according to American College of Rheumatology (ACR) criteria. Enrolled patients were not currently being treated with corticosteroids and received non-biologic disease-modifying antirheumatic drug (DMARD) therapy for at least 6 months prior to receipt of study medication. Patients were randomized in a 2:1 ratio to treatment with RAYOS 5 mg (n=231) or placebo (n=119) administered at 10 p.m. in addition to their DMARD therapy. Patients ranged in age from 27 to 80 years (median age 57 years) old, were predominantly Caucasian and were predominately (84%) female.
The primary endpoint was the proportion of patients achieving ACR20 response after 12 weeks. A key secondary endpoint was the reduction of morning stiffness duration at week 12, as captured in patient daily diaries. Pearson Correlations were conducted to evaluate the relationships between change from baseline in morning stiffness duration (minutes), morning stiffness severity or pain intensity upon awakening with measures of disease DAS28 and HAQ-DI collected at patient visits. Additionally, a Wilcoxon rank sum analysis was completed between patients who responded and those that didn’t respond based on ACR20, DAS28 (score < 2.6) and HAQ-DI (percent change from baseline < -0.22) and morning stiffness duration.
Results from these analyses demonstrated that morning stiffness duration, morning stiffness severity and pain intensity upon awakening correlated with DAS28 and HAQ-DI in all treatment group analyses (p < 0.0001). There were stronger absolute correlations seen with morning stiffness severity and pain intensity upon awakening than with morning stiffness duration, whether the treatment groups were analyzed separately or together. Specifically, a moderately strong correlation (≥ 0.5) was seen between DAS28 and morning stiffness severity and pain intensity in the treatment and placebo groups. The ranges of correlations found are similar to previous studies showing joint impairment is moderately correlated with disability (0.42-0.50) as measured by self-report questionnaires (Yazici, J Rheumatol 2004). Patients who met ACR20, DAS28 and HAQ-DI response criteria had a greater relative reduction in morning stiffness than patients who didn’t meet these criteria.
There were no safety concerns for RAYOS 5 mg shown in the study beyond those already established for immediate-release prednisone.
About RAYOS
RAYOS, known as LODOTRA® in Europe, is a proprietary delayed-release formulation of low-dose prednisone. The pharmacokinetic profile of RAYOS is different with an approximately four-hour lag time from that of immediate-release prednisone formulations. In clinical trials studying use of RAYOS in RA, patients were administered RAYOS at 10 p.m. with food. The delayed-release profile of RAYOS helps to achieve therapeutic prednisone blood levels at a time point when cytokine levels start rising during the middle of the night. While the pharmacokinetic profile of RAYOS differs in terms of lag time from immediate-release prednisone, its absorption, distribution and elimination processes are comparable.
RAYOS utilizes SkyePharma’s proprietary Geoclock™ technology.
Outside the United States, LODOTRA is approved for the treatment of moderate to severe active RA when accompanied by morning stiffness in 19 countries. Horizon has granted commercialization rights for LODOTRA in Europe, Asia (excluding Japan) and Latin America to its distribution partner Mundipharma International Corporation Limited. Horizon has an exclusive license from SkyePharma for RAYOS.
Important Safety Information
RAYOS® (prednisone) delayed–release tablets
Approved uses of RAYOS
RAYOS, a delayed-release form of prednisone, prevents the release of substances in the body that cause inflammation. RAYOS is approved to treat a broad range of diseases including RA, polymyalgia rheumatica (PMR), psoriatic arthritis (PsA), ankylosing spondylitis (AS), asthma and chronic obstructive pulmonary disease (COPD). For a full list of RAYOS indications, please see full prescribing information at www.RAYOSrx.com.
RAYOS is contraindicated in patients who have known hypersensitivity to prednisone or to any of the excipients. Rare instances of anaphylaxis have occurred in patients receiving corticosteroids.
Important information about RAYOS
Do not use RAYOS if you are allergic to prednisone.
Long-term use of RAYOS can affect how your body responds to stress. Symptoms can include weight gain, severe fatigue, weak muscles and high blood sugar.
RAYOS can weaken your immune system, making it easier for you to get an infection or worsening an infection you already have or have recently had.
RAYOS can cause high blood pressure, salt and water retention and low blood potassium.
There is an increased risk of developing holes in the stomach or intestines if you have certain stomach and intestinal disorders.
Behavior and mood changes can occur, including intense excitement or happiness, sleeplessness, mood swings, personality changes or severe depression.
Long-term use of RAYOS can cause decreases in bone density.
RAYOS can cause cataracts, eye infections and glaucoma.
Do not receive a “live” vaccine while taking RAYOS. The vaccine may not work as well during this time and may not fully protect you from disease.
Taking RAYOS during the first trimester of pregnancy can harm an unborn baby.
Long-term use of RAYOS can slow growth and development in children.
The most common side effects with RAYOS are water retention, high blood sugar, high blood pressure, unusual behavior and mood changes, increased appetite and weight gain.
Please see full prescribing information for RAYOS at www.RAYOSrx.com.
About Horizon Pharma
Horizon Pharma, Inc. is a biopharmaceutical company that is developing and commercializing innovative medicines to target unmet therapeutic needs in arthritis, pain and inflammatory diseases. For more information, please visit www.horizonpharma.com.
Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding the potential for RAYOS to treat and improve RA symptoms such as morning stiffness and understanding of the correlation between patient response and the reduction in morning stiffness. These forward-looking statements are based on management’s expectations and assumptions as of the date of this press release, and actual results may differ materially from those in these forward-looking statements as a result of various factors, including, but not limited to, risks regarding the company’s ability to commercialize products successfully, whether physicians will prescribe and patients will use RAYOS, once available, and competition in the market for RAYOS. For a further description of these and other risks facing Horizon, please see the risk factors described in Horizon’s filings with the United States Securities and Exchange Commission, including those factors discussed under the caption “Risk Factors” in those filings. Forward-looking statements speak only as of the date of this press release and Horizon undertakes no obligation to update or revise these statements, except as may be required by law.
Contact
Kathy Galante
Burns McClellan, Inc.
212-213-0006
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