Archive for March, 2013
Quantum (QTWW) Announces Strong Growth in Orders for Q-Lite™ Natural Gas Fuel System
Record Growth in Natural Gas Tank Orders in 2012 Momentum continuing in 2013 for New Orders Received
LAKE FOREST, Calif., March 20, 2013 /PRNewswire/ — Quantum Fuel Systems Technologies Worldwide, Inc. (NASDAQ: QTWW), a global leader in natural gas storage systems, integration and vehicle system technologies, today announced that new orders received in 2012 for its ultra-lightweight Q-Lite™ compressed natural gas (CNG) fuel storage tanks and systems for natural gas powered vehicles increased 231%, from $5.8 million in 2011 to a record $19.1 million in 2012. The Company further announced that it has already received $9.4 million in new orders for CNG fuel storage tanks and systems during the first quarter of 2013.
“We are excited to see the continuing momentum in compressed natural gas tank orders,” said Brian Olson, President and Chief Executive Officer of Quantum. “The natural gas vehicle industry recognizes and appreciates the strong value in Quantum’s innovative, ultra-light weight fuel tanks and integrated bolt-on fuel system solutions, backed by our extensive industry experience.”
Quantum’s proprietary Q-Lite fuel tank technology offers one of the lightest natural gas fuel storage solutions in the industry, coupled with superior fuel storage capacity, enhanced safety features and the capability to be quickly integrated on to vehicles.
About Quantum:
Quantum Fuel Systems Technologies Worldwide, Inc. is a leader in the development and production of natural gas fuel storage and system technologies, alternative fuel vehicles, and advanced vehicle propulsion systems. Quantum’s portfolio of technologies includes natural gas and hydrogen storage and metering systems, electronic and software controls, hybrid electric drive systems, and other alternative fuel technologies and solutions that enable fuel efficient, low emission natural gas and hybrid, plug-in hybrid electric and fuel cell vehicles. Quantum’s powertrain engineering, system integration, vehicle manufacturing, and assembly capabilities provide fast-to-market solutions to support the production of natural gas, plug-in hybrid, hydrogen-powered hybrid, fuel cell, and specialty vehicles, as well as modular, transportable hydrogen refueling stations.
Quantum’s customer base includes automotive OEMs, fleets, aerospace industry, military and other governmental agencies, and other strategic alliance partners. Quantum’s wholly owned subsidiary, Schneider Power Inc., and affiliate, Asola Solarpower GmbH, complement Quantum’s alternative and renewable energy presence through the development and ownership of wind and solar farms, and the manufacture of high efficiency solar modules for traditional and automotive applications.
Quantum is headquartered in Lake Forest, California, and has operations and affiliations in the USA, Canada, Germany and India.
Forward Looking Statements:
This press release contains forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements included in this report, other than those that are historical, are forward-looking statements and can generally be identified by words such as “may,” “could,” “will,” “should,” “assume,” “expect,” “anticipate,” “plan,” “intend,” “believe,” “predict,” “estimate,” “forecast,” “outlook,” “potential,” or “continue,” or the negative of these terms, and other comparable terminology. Various risks and other factors could cause actual results, and actual events that occur, to differ materially from those contemplated by the forward looking statements. The risk factors include the ability of the customer and Quantum to fulfill their obligations under the new orders. The Company undertakes no obligation to update the information in this press release to reflect events or circumstances after the date hereof or to reflect the occurrence of anticipated or unanticipated events.
More information can be found about the products and services of Quantum at http://www.qtww.com/ or you may contact:
Brion D. Tanous
Principal, CleanTech IR, Inc.
Email: btanous@cleantech-ir.com
310-541-6824
2013 Quantum Fuel Systems Technologies Worldwide, Inc.
Advanced Technology Center
25242 Arctic Ocean Drive, Lake Forest, CA 92630
Phone 949-399-4500 Fax 949-399-4600
Supertel (SPPR) Reports 2012 Fourth Quarter, Full-Year Results
NORFOLK, NE — (Marketwire) — 03/20/13 — Supertel Hospitality, Inc. (NASDAQ: SPPR), a real estate investment trust (REIT), today announced its results for the fourth quarter and year ended December 31, 2012.
2012 Fourth Quarter and Full-Year Highlights
- Received $30 million in new equity in February 2012.
- Replaced a $28.2 million loan with a new $30.6 million five year borrowing.
- Increased revenues from continuing operations to $16.4 million in the fourth quarter and $70.6 million for the full year.
- RevPAR for the same store hotels increased 1.9 percent for the year, but was flat for the fourth quarter.
- Net loss declined 41.5 percent and 22.1 percent for the year and quarter.
- Recorded $17.1 million Adjusted EBITDA for the full year and $2.66 million for the fourth quarter.
- Posted $(1.8) million Adjusted FFO for the full year and $(6.5) million in the fourth quarter.
- Sold 15 non-core hotels in 2012.
- Acquired 100-room Hilton Garden Inn for $11.5 million.
Fourth Quarter Operating & Financial Results
Revenues from continuing operations for the 2012 fourth quarter rose 5.2 percent, or $0.8 million, to $16.4 million, compared to the same year-ago period. The improvement was led by results from the recently acquired Hilton Garden Inn and a 1.5 percent increase in same store operations ADR.
Supertel had a 2012 fourth quarter net loss available to common shareholders of $(7.3) million, $(0.31) per diluted share, compared to $(8.6) million, or $(0.37) per diluted share, for the same 2011 period. The 2012 fourth quarter loss includes a $6.3 million tax valuation allowance, as well as a $1.9 million, non-cash impairment charge taken against assets classified as discontinued operations, offset by a $2.0 million gain on sale of assets. For the full year, the company had $10.2 million in non-cash impairment charges, compared to $14.3 million in non-cash impairment charges for full-year 2011.
Funds from operations (FFO) was $(5.2) million for the 2012 fourth quarter, compared to $0.2 million in the same 2011 period. Adjusted funds from operations (AFFO), which is FFO adjusted to exclude gains and losses on derivative liabilities and acquisition costs added back, in the 2012 fourth quarter was $(6.5) million, compared to $0.3 million in the same 2011 period. The decrease is primarily a result of the tax valuation allowance expense of $6.3 million.
Earnings before interest, taxes, depreciation and amortization (EBITDA) increased to $3.2 million from $(4.0) million for the 2012 fourth quarter. Adjusted EBITDA, which is EBITDA before non controlling interest, net gain/loss on disposition of assets, impairment, preferred stock dividends, unrealized gain/loss on derivatives and acquisition expense, declined to $2.7 million, compared to $3.0 million for the 2011 fourth quarter.
In the 2012 fourth quarter, the 63-hotel, same store portfolio reported essentially flat revenue per available room (RevPAR) of $30.09, a mix of a 1.5 percent improvement in ADR to $50.93, offset by a 1.5 percent decline in occupancy to 59.1 percent, compared to the 2011 fourth quarter. Supertel’s portfolio outperformed the industry in occupancy by 2.5 percentage points.
“We made steady progress in executing our business strategy in 2012 by divesting 15 non-core assets, refinancing a total of $31.5 million of debt and acquiring our first upscale, limited-service hotel,” said Kelly Walters, Supertel’s president and chief executive officer. “Our results were impacted by the tax valuation allowance, but we believe that our strategy has the company headed in the proper direction. Still, much work remains to be done.”
Fourth Quarter 2012 vs Fourth Quarter 2011
Occ % ADR ($) RevPAR ($)
2012 2011 Var 2012 2011 Var 2012 2011 Var
----- ----- ----- ------ ------ ----- ----- ----- -----
Industry - Total US
Market 56.6% 55.3% 2.4% 106.54 102.40 4.0% 60.34 56.64 6.5%
Supertel - Same Store
63 hotels (1) 59.1% 60.0% -1.5% 50.93 50.18 1.5% 30.09 30.09 0.0%
Chain Scale (2)
Industry - Upper
Midscale 57.6% 56.2% 2.6% 95.89 92.54 3.6% 55.28 52.00 6.3%
Supertel - Upper
Midscale 19 hotels 59.0% 60.1% -1.8% 71.14 70.76 0.5% 41.97 42.56 -1.4%
Industry - Midscale 49.6% 48.4% 2.6% 72.47 70.13 3.3% 35.96 33.91 6.0%
Supertel - Midscale 3
hotels 44.6% 43.9% 1.6% 63.07 62.80 0.4% 28.14 27.55 2.1%
Industry - Economy 49.8% 49.1% 1.4% 51.45 49.38 4.2% 25.63 24.24 5.7%
Supertel - Economy 34
hotels 57.0% 57.8% -1.4% 51.20 50.35 1.7% 29.18 29.09 0.3%
Industry - Extended
Stay n/a n/a n/a n/a n/a n/a n/a n/a n/a
Supertel - Extended
Stay 7 hotels 66.7% 67.9% -1.8% 24.94 23.87 4.5% 16.65 16.20 2.8%
Industry Source: STR Monthly Review
(1) The comparisons for same store operations are for 63 hotels in
continuing operations as of December 31, 2012. Comparative operating
results for the Hilton Garden Inn, which was acquired in the 2012
second quarter, are not reflected in the 63 same-store hotel operating
results shown above.
(2) Supertel's chain scale classifications are as follows: Upper midscale
hotel brands currently in the company's portfolio include Comfort Inns,
Comfort Suites, and Hampton Inn; Midscale brands include Quality Inn,
Sleep Inn and Baymont Inn; Economy brands include Days Inn, Super 8,
Key West Inns and Guesthouse Inn; Extended stay brands include the
Savannah Suites.
Property operating income (POI), an important operating measurement, is the revenue from room rentals and other hotel services less hotel and property operating expenses. For the 2012 fourth quarter, POI from continuing operations rose to $3.7 million, a 2.5 percent improvement, compared to $3.6 million for the same period a year earlier. POI from continuing operations for the full year increased 9.8 percent to $18.7 million.
See attached chart Property Operating Income (POI) and POI Operating Margin Percentage.
“Operationally, our hotels continue to benefit from our multiple operator strategy. We believe this strategy has generated stronger returns than our previous operational model. Many of our hotels are in the Midwest and in smaller towns which have not rebounded as quickly as larger urban markets,” Walters said. “We are pleased with the margin improvements, but we are not satisfied yet with our profitability.”
Full-Year Financial Results
Revenues from continuing operations for full-year 2012 increased 5.3 percent to $70.6 million.
Net loss attributable to common shareholders for 2012 was $(13.4) million, or $(0.58) per diluted share, compared with a 2011 net loss attributable to common shareholders of $(18.9) million, or $(0.82) per diluted share for the same 2011 period.
FFO for the full year 2012 was $(2.3) million, compared to $3.9 million for the same 2011 period. The company’s Adjusted FFO for 2012 was $(1.8) million, compared to the $4.1 million reported at December 31, 2011. The lower results were impacted by the tax valuation allowance.
The portfolio of 63 same store hotels in 2012, compared with the same period a year earlier, reported a 1.9 percent rise in RevPAR as a result of a 2.4 percent increase in ADR, partially offset by a 0.5 percent decline in occupancy.
“Our operating results, with the exception of the West South Central region, enjoyed a combined 2.6 percent increase in RevPAR growth in 2012,” said Walters. “This was offset by a 15.7 percent RevPAR decrease in the West South Central region due to increased business in 2011 which was a result of higher occupancy from the energy production industry.”
For full-year 2012, the company recorded $10.2 million of impairment charges, including $6.4 million against discontinued operations hotels and $3.8 million against continuing operations properties.
Earnings before interest, taxes, depreciation and amortization, non controlling interest and preferred stock dividends (Adjusted EBITDA) was up 6.7 percent to $17.1 million for the full year 2012.
Acquisition Activity
In May 2012, the company acquired the 100-room Hilton Garden Inn in Dowell, (Solomons Island) Md. for $11.5 million, excluding closing costs and fees. This is the first acquisition as part of the company’s new growth strategy.
Disposition Program
During 2012 the company sold 15 hotels for $25.5 million, resulting in a gain on sale of approximately $7.9 million. Proceeds were used primarily to improve the balance sheet by reducing debt and materially lowering debt service. The sold properties included:
Super 8: Fayetteville, AR; Muscatine, IA; El Dorado, KS; Sedalia, MO; Wichita, KS; Watertown, SD; Antigo, WI; Clinton, IA; Omaha (Aksarben), NE; Lincoln (West “O”), NE
Masters Inn: Tampa (Fairgrounds), FL
Comfort Inn: Erlanger, KY
Comfort Suites: Dover, DE
Guesthouse Inn: Jackson, TN
Ramada Inn: Ellenton, FL
The company currently is actively marketing 22 hotels for sale and expects to generate approximately $32.7 million in gross proceeds. “We have concentrated our efforts on disposing of assets that were the least profitable to us or were losing money and thus classified as non-core,” Walters said.
Capital Reinvestment
During 2012, the company invested $5.7 million to upgrade its properties and maintain brand standards. “We expect to invest $8.0 million in improvements for our continuing operations hotels in 2013,” Walters added. “The higher investment reflects our plan to maintain our core hotels in competitive physical condition to earn higher returns by generating stronger RevPAR performance.”
Balance Sheet
The company continued to improve its balance sheet strength and flexibility in 2012 through mortgage debt reduction, loan-term extensions, covenant modifications and obtaining new equity and debt.
In November 2012, the company paid down a maturing $28.2 million loan with Greenwich Capital, replacing it with a $30.6 million loan originated by Morgan Stanley Capital Holdings. The new loan matures in 2017 and carries a 5.83 percent annual interest rate, 167 basis points lower than the previous loan, resulting in a reduction of approximately $1.1 million in annual debt service.
As of December 31, 2012, Supertel had $112.4 million in outstanding debt on its continuing operations hotels with an average term of 3.7 years and weighted average annual interest rate of 6.0 percent.
Subsequent Events
On January 21, 2013, Patrick Beans joined the company as senior vice president and treasurer, replacing David Walter, former senior vice president and treasurer, who retired in February 2013.
Following the close of the 2012 fourth quarter, the company sold two economy hotels, the Ellenton, Florida, Guesthouse Inn and Fredericksburg North, Virginia, Days Inn. Combined net proceeds totaled $3.31 million. The associated mortgage debt was fully retired with excess proceeds used for general corporate purposes.
Dividends
The company did not declare a dividend on common stock in 2012. Preferred dividends continued uninterrupted. The board of directors will continue to monitor the dividend policy on a quarterly basis.
Non-Cash Valuation Allowance Against Deferred Tax Assets
During its annual fourth quarter review of its deferred tax assets/liabilities for recoverability, the company determined that the probability of recovering a portion or all of its deferred tax assets did not meet the appropriate threshold and recorded a non-cash $6.3 million valuation allowance.
The company has not recorded taxable income in the Taxable REIT Subsidiary (TRS) in any of the past four years. Even though the 2012 TRS tax loss was significantly less than the three prior years, the company determined that as the loss years continue, the recoverability of those tax assets becomes less certain. The company believes that its growth strategies will make these tax assets recoverable, following future equity raises and acquisitions. However, until these strategies are successfully executed, they cannot be assured to provide sufficient taxable income to recover the deferred tax assets.
Outlook 2013
“We continue to reinvent Supertel by divesting of our non-core hotels on a planned basis, retaining those properties with the best long-term potential that are projected to meet our return criteria,” Walters said.
“Our balance sheet is stronger,” Walters continued. “We have paid down nearly $70 million in debt in the past four years and reduced our interest expense by more than 27 percent over the same period.
“Our business strategy calls for upgrading our portfolio to focus on hotels in the upscale and upper midscale, select-service segment,” he noted. “The acquisition made last year, a Hilton Garden Inn, is typical of the type of properties we seek. We intend to accelerate our growth plan as capital markets and acquisition opportunities allow over the near and long term.”
About Supertel Hospitality, Inc.
Supertel Hospitality, Inc. (NASDAQ: SPPR) is a self-administered real estate investment trust that specializes in the ownership of select-service hotels. The company currently owns 84 hotels comprising 7,431 rooms in 22 states. Supertel’s hotels are franchised by a number of the industry’s most well-regarded brand families, including Hilton, Choice and Wyndham. For more information or to make a hotel reservation, visit www.supertelinc.com.
Forward Looking Statement
Certain matters within this press release are discussed using forward-looking language as specified in the Private Securities Litigation Reform Act of 1995, and, as such, may involve known and unknown risks, uncertainties and other factors that may cause the actual results or performance to differ from those projected in the forward-looking statement. These risks are discussed in the Company’s filings with the Securities and Exchange Commission.
SELECTED FINANCIAL DATA:
Supertel Hospitality, Inc.
Balance Sheet
As of December 31, 2012, and December 31, 2011
(Dollars in thousands, except share and per share data)
The company owned 86 hotels (including 22 hotels in discontinued operations) at December 31, 2012, and 100 hotels as of December 31, 2011, respectively.
As of
December 31, December 31,
2012 2011
------------- -------------
ASSETS
Investments in hotel properties $ 236,992 $ 227,744
Less accumulated depreciation 73,665 69,097
------------- -------------
163,327 158,647
Cash and cash equivalents 891 279
Accounts receivable, net of allowance for
doubtful accounts of $201 and $194 2,070 1,891
Prepaid expenses and other assets 5,151 8,917
Deferred financing costs, net 2,644 850
Investment in hotel properties, held for
sale, net 27,764 50,588
------------- -------------
$ 201,847 $ 221,172
============= =============
LIABILITIES AND EQUITY
LIABILITIES
Accounts payable, accrued expenses and other
liabilities $ 8,778 $ 10,704
Derivative liablilites, at fair value 15,935 -
Debt related to hotel properties held for
sale 20,416 49,968
Long-term debt 112,405 115,877
------------- -------------
157,534 176,549
------------- -------------
Redeemable noncontrolling interest in
consolidated partnership, at redemption
value - 114
Redeemable preferred stock
10% Series B, 800,000 shares authorized;
$.01 par value, 332,500 shares
outstanding, liquidation preference of
$8,312 7,662 7,662
EQUITY
Preferred stock, 40,000,000 shares
authorized;
8% Series A, 2,500,000 shares authorized,
$.01 par value, 803,270 shares
outstanding, liquidation preference of
$8,033 8 8
6.25% Series C, 3,000,000 shares
authorized, $.01 par value, 3,000,000
shares outstanding, liquidation
preference of $30,000 30 -
Common stock, $.01 par value, 200,000,000
shares authorized; 23,145,927 and
23,070,387 shares outstanding 231 231
Common stock warrants 252 252
Additional paid-in capital 134,792 121,619
Distributions in excess of retained earnings (98,777) (85,398)
------------- -------------
Total shareholders' equity 36,536 36,712
Noncontrolling interest in consolidated
partnership, redemption value $99 and $64 115 135
------------- -------------
Total equity 36,651 36,847
------------- -------------
$ 201,847 $ 221,172
============= =============
Supertel Hospitality, Inc.
Results of Operations
For the three and twelve months ended December 31, 2012 and 2011,
respectively
(Dollars in thousands, except per share data)
Three months Twelve months
ended December 31, ended December 31,
-------------------- --------------------
Unaudited Unaudited
2012 2011 2012 2011
--------- --------- --------- ---------
REVENUES
Room rentals and other hotel
services $ 16,421 $ 15,605 $ 70,573 $ 67,031
--------- --------- --------- ---------
EXPENSES
Hotel and property operations 12,692 11,967 51,921 50,047
Depreciation and amortization 1,972 1,905 7,705 7,855
General and administrative 951 874 3,908 3,884
Acquisition, termination
expense 62 123 240 124
Termination cost - - - 540
--------- --------- --------- ---------
15,677 14,869 63,774 62,450
--------- --------- --------- ---------
EARNINGS BEFORE NET GAINS
(LOSSES) ON DISPOSITIONS OF
ASSETS, OTHER INCOME, INTEREST
EXPENSE, AND INCOME TAXES 744 736 6,799 4,581
Net gain (loss) on dispositions
of assets (4) (1) 3 1,135
Other income (loss) 1,334 - (144) 107
Interest expense (1,956) (1,920) (7,450) (7,706)
Impairment losses - (3,712) (3,830) (6,513)
EARNINGS (LOSS) BEFORE INCOME
TAXES 118 (4,897) (4,622) (8,396)
Income tax (expense) benefit (6,153) 147 (6,637) 161
--------- --------- --------- ---------
LOSS FROM CONTINUING OPERATIONS (6,035) (4,750) (11,259) (8,235)
Gain (loss) from discontinued
operations (388) (3,500) 1,039 (9,242)
--------- --------- --------- ---------
NET LOSS (6,423) (8,250) (10,220) (17,477)
Loss attributable to
noncontrolling interest 11 26 10 32
--------- --------- --------- ---------
LOSS ATTRIBUTABLE TO CONTROLLING
INTERESTS (6,412) (8,224) (10,210) (17,445)
Preferred stock dividends (838) (368) (3,169) (1,474)
NET LOSS ATTRIBUTABLE
--------- --------- --------- ---------
TO COMMON SHAREHOLDERS $ (7,250) $ (8,592) $ (13,379) $ (18,919)
========= ========= ========= =========
NET EARNINGS (LOSS) PER COMMON
SHARE - BASIC:
EPS from continuing operations $ (0.30) $ (0.22) $ (0.62) $ (0.42)
========= ========= ========= =========
EPS from discontinued operations $ (0.01) $ (0.15) $ 0.04 $ (0.40)
========= ========= ========= =========
EPS Basic $ (0.31) $ (0.37) $ (0.58) $ (0.82)
========= ========= ========= =========
NET EARNINGS PER COMMON SHARE -
DILUTED:
EPS Diluted $ (0.31) $ (0.37) $ (0.58) $ (0.82)
========= ========= ========= =========
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(Unaudited - In thousands, except per share data)
Three months Twelve months
ended December 31, ended December 31,
-------------------- --------------------
2012 2011 2012 2011
--------- --------- --------- ---------
Weighted average number of
shares outstanding for EPS
basic 23,092 23,023 23,080 22,978
diluted 23,092 23,023 23,080 22,978
Weighted average number of
shares outstanding for FFO per
share
basic 23,092 23,023 23,080 22,978
diluted 23,092 23,023 23,080 22,978
Reconciliation of net earnings
(loss) to FFO
Net earnings (loss) available to
common shareholders $ (7,250) $ (8,592) $ (13,379) $ (18,919)
Depreciation and amortization,
including discontinued
operations 2,135 2,312 8,787 9,996
Net (gains) losses on
disposition of continuing and
discontinued assets (2,006) 9 (7,833) (1,452)
Impairment 1,923 6,485 10,172 14,308
--------- --------- --------- ---------
FFO available to common
shareholders $ (5,198) $ 214 $ (2,253) $ 3,933
--------- --------- --------- ---------
Unrealized loss on derivatives 1,332 - (247) -
Acquisitions expense (62) (123) (240) (124)
--------- --------- --------- ---------
Adjusted FFO $ (6,468) $ 337 $ (1,766) $ 4,057
========= ========= ========= =========
FFO per share - basic $ (0.23) $ 0.01 $ (0.10) $ 0.17
========= ========= ========= =========
Adjusted FFO per share - basic $ (0.28) $ 0.01 $ (0.08) $ 0.18
========= ========= ========= =========
FFO per share - diluted $ (0.23) $ 0.01 $ (0.10) $ 0.17
========= ========= ========= =========
Adjusted FFO per share - diluted $ (0.28) $ 0.01 $ (0.08) $ 0.18
========= ========= ========= =========
FFO and Adjusted FFO (“AFFO”) are non-GAAP financial measures. We consider FFO and AFFO to be market accepted measures of an equity REIT’s operating performance, which are necessary, along with net earnings (loss), for an understanding of our operating results. FFO, as defined under the National Association of Real Estate Investment Trusts (NAREIT) standards, consists of net income computed in accordance with GAAP, excluding gains (or losses) from sales of real estate assets, plus depreciation and amortization of real estate assets. We believe our method of calculating FFO complies with the NAREIT definition. AFFO is FFO adjusted to exclude gains or losses on derivative liabilities, which are non-cash charges against income and which do not represent results from our core operations. AFFO also adds back acquisition costs. FFO and AFFO do not represent amounts available for management’s discretionary use because of needed capital replacement or expansion, debt service obligations, or other commitments and uncertainties. FFO and AFFO should not be considered as alternatives to net income (loss) (computed in accordance with GAAP) as an indicator of our liquidity, nor are they indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributions. All REITs do not calculate FFO and AFFO in the same manner; therefore, our calculation may not be the same as the calculation of FFO and AFFO for similar REITs.
Diluted FFO per share and diluted Adjusted FFO per share are computed after adjusting the numerator and denominator of the basic computation for the effects of any dilutive potential common shares outstanding during the period. The Company’s outstanding warrants to purchase common stock Series C convertible preferred stock, preferred operating units, unvested stock awards and stock options would be antidilutive and are not included in the dilution computation.
We use FFO and AFFO as performance measures to facilitate a periodic evaluation of our operating results relative to those of our peers. We consider FFO and AFFO to be useful additional measures of performance for an equity REIT because it facilitates an understanding of the operating performance of our properties without giving effect to real estate depreciation and amortization, which assume that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, we believe that FFO and AFFO provide a meaningful indication of our performance.
EBITDA and Adjusted EBITDA
(Unaudited - In thousands, except statistical data)
Three months Twelve months
ended December 31, ended December 31,
-------------------- --------------------
2012 2011 2012 2011
--------- --------- --------- ---------
RECONCILIATION OF NET EARNINGS
(LOSS) TO ADJUSTED EBITDA
Net loss available to common
shareholders $ (7,250) $ (8,592) $ (13,379) $ (18,919)
Interest expense, including
discontinued operations 2,461 2,976 10,060 12,402
Income tax expense (benefit),
including discontinued
operations 5,835 (665) 5,610 (1,904)
Depreciation and amortization,
including discontinued
operations 2,135 2,312 8,787 9,996
--------- --------- --------- ---------
EBITDA 3,181 (3,969) 11,078 1,575
Noncontrolling interest (11) (26) (10) (32)
Net (gain) loss on disposition
of assets (2,006) 9 (7,833) (1,452)
Impairment 1,923 6,485 10,172 14,308
Preferred stock dividend 838 368 3,169 1,474
Unrealized (gain) loss on
derivatives (1,332) - 247 -
Acquisition expense 62 123 240 124
--------- --------- --------- ---------
Adjusted EBITDA $ 2,655 $ 2,990 $ 17,063 $ 15,997
========= ========= ========= =========
EBITDA and Adjusted EBITDA are financial measures that are not calculated in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We calculate EBITDA and Adjusted EBITDA by adding back to net earnings (loss) available to common shareholders certain non-operating expenses and non-cash charges which are based on historical cost accounting and we believe may be of limited significance in evaluating current performance. We believe these adjustments can help eliminate the accounting effects of depreciation and amortization and financing decisions and facilitate comparisons of core operating profitability between periods, even though EBITDA and Adjusted EBITDA also do not represent an amount that accrues directly to common shareholders. In calculating Adjusted EBITDA, we add back noncontrolling interest, net (gain) loss on disposition of assets, preferred stock dividends and acquisition expenses which are cash charges. We also add back impairment and unrealized gain or loss on derivatives, which are non-cash charges.
EBITDA and Adjusted EBITDA do not represent cash generated from operating activities determined by GAAP and should not be considered as alternatives to net income, cash flow from operations or any other operating performance measure prescribed by GAAP. EBITDA and Adjusted EBITDA are not measures of our liquidity, nor are they indicative of funds available to fund our cash needs, including our ability to make cash distributions. Neither do the measurements reflect cash expenditures for long-term assets and other items that have been and will be incurred. EBITDA and Adjusted EBITDA may include funds that may not be available for management’s discretionary use due to functional requirements to conserve funds for capital expenditures, property acquisitions, and other commitments and uncertainties. To compensate for this, management considers the impact of these excluded items to the extent they are material to operating decisions or the evaluation of our operating performance. EBITDA and Adjusted EBITDA, as presented, may not be comparable to similarly titled measures of other companies.
Supertel Hospitality, Inc.
Operating Statistics by Chain Scale Classification - Hotels in Continuing
Operations
For the three and twelve months ended December 31, 2012 and 2011,
respectively
(Unaudited - except statistical data)
Three months Twelve months
ended December 31, ended December 31,
2012 2011 2012 2011
Same Store:
Revenue per available room
(RevPAR):
Upper Midscale $ 41.97 $ 42.56 $ 47.11 $ 45.71
Midscale $ 28.14 $ 27.55 $ 31.92 $ 27.88
Economy $ 29.18 $ 29.09 $ 32.17 $ 32.00
Extended Stay $ 16.65 $ 16.20 $ 17.27 $ 17.14
---------- ---------- ---------- ----------
Total $ 30.09 $ 30.09 $ 33.21 $ 32.58
========== ========== ========== ==========
Average daily room rate (ADR):
Upper Midscale $ 71.14 $ 70.76 $ 71.01 $ 70.24
Midscale $ 63.07 $ 62.80 $ 64.37 $ 63.30
Economy $ 51.20 $ 50.35 $ 51.67 $ 50.70
Extended Stay $ 24.94 $ 23.87 $ 24.70 $ 23.79
---------- ---------- ---------- ----------
Total $ 50.93 $ 50.18 $ 51.51 $ 50.29
========== ========== ========== ==========
Occupancy percentage:
Upper Midscale 59.0% 60.1% 66.3% 65.1%
Midscale 44.6% 43.9% 49.6% 44.0%
Economy 57.0% 57.8% 62.3% 63.1%
Extended Stay 66.7% 67.9% 69.9% 72.0%
---------- ---------- ---------- ----------
Total 59.1% 60.0% 64.5% 64.8%
========== ========== ========== ==========
Same store reflects 63 hotels.
Supertel Hospitality, Inc. Property Operating Income (POI) - Continuing and Discontinued Operations
This presentation includes non-GAAP financial measures. The company believes that the presentation of hotel property operating income (POI) is helpful to investors, and represents a more useful description of its core operations, as it better communicates the comparability of its hotels’ operating results.
Unaudited-In thousands, except
statistical data: Three months Twelve months
ended December 31, ended December 31,
--------------------- ---------------------
2012 2011 2012 2011
--------- ---------- ---------- ----------
Total Hotels in Continuing
Operations:
Revenue per available room
(RevPAR): $ 30.89 $ 30.09 $ 33.79 $ 32.58
Average daily room rate (ADR): $ 52.25 $ 50.18 $ 52.36 $ 50.29
Occupancy percentage: 59.1% 60.0% 64.5% 64.8%
Revenue from room rentals and
other hotel services consists
of:
Room rental revenue $ 15,787 $ 15,106 $ 68,212 $ 64,882
Telephone revenue 71 73 290 293
Other hotel service revenues 563 426 2,071 1,856
--------- ---------- ---------- ----------
Total revenue from room rentals
and other hotel services $ 16,421 $ 15,605 $ 70,573 $ 67,031
========= ========== ========== ==========
Room rentals and other hotel
services
Total room rental and other
hotel services $ 16,421 $ 15,605 $ 70,573 $ 67,031
========= ========== ========== ==========
Hotel and property operations
expense
Total hotel and property
operations expense $ 12,692 $ 11,967 $ 51,921 $ 50,047
========= ========== ========== ==========
Property Operating Income
("POI")
Total property operating
income $ 3,729 $ 3,638 $ 18,652 $ 16,984
========= ========== ========== ==========
POI as a percentage of revenue
from room rentals and other
hotel services
Total POI as a percentage of
revenue 22.7% 23.3% 26.4% 25.3%
========= ========== ========== ==========
----------------------------------------------------------------------------
Discontinued Operations
Room rentals and other hotel
services
Total room rental and other
hotel services $ 4,744 $ 6,229 $ 24,777 $ 30,876
========= ========== ========== ==========
Hotel and property operations
expense
Total hotel and property
operations expense $ 4,869 $ 6,003 $ 22,561 $ 27,496
========= ========== ========== ==========
Property Operating Income
("POI")
Total property operating
income $ (125) $ 226 $ 2,216 $ 3,380
========= ========== ========== ==========
POI as a percentage of revenue
from room rentals and other
hotel services
Total POI as a percentage of
revenue -2.6% 3.6% 8.9% 10.9%
========= ========== ========== ==========
(Unaudited - In thousands, except statistical data)
RECONCILIATION OF NET LOSS TO
POI Three months Twelve months
ended December 31, ended December 31,
-------------------- --------------------
2012 2011 2012 2011
--------- --------- --------- ---------
Net loss $ (6,423) $ (8,250) $ (10,220) $ (17,477)
Depreciation and amortization,
including discontinued
operations 2,135 2,312 8,787 9,996
Net gain on disposition of
assets, including discontinued
operations (2,006) 9 (7,833) (1,452)
Other income (1,334) - 144 (107)
Interest expense, including
discontinued operations 2,461 2,976 10,060 12,402
General and administrative
expense 951 874 3,908 3,934
Acquisition expense 62 123 240 124
Impairment losses 1,923 6,485 10,172 14,308
Termination cost - - - 540
Income tax expense (benefit),
including discontinued
operations 5,835 (665) 5,610 (1,904)
Room rentals and other hotel
services - discontinued
operations (4,744) (6,229) (24,777) (30,876)
Hotel and property operations
expense - discontinued
operations 4,869 6,003 22,561 27,496
--------- --------- --------- ---------
POI--continuing operations $ 3,729 $ 3,638 $ 18,652 $ 16,984
========= ========= ========= =========
Three months Twelve months
ended December 31, ended December 31,
-------------------- --------------------
Reconciliation of gain (loss)
from discontinued operations to
POI - discontinued operations 2012 2011 2012 2011
--------- --------- --------- ---------
Gain (loss) from discontinued
operations $ (388) $ (3,500) $ 1,039 $ (9,242)
Depreciation and amortization
from discontinued operations 163 407 1,082 2,141
Net gain on disposition of
assets from discontinued
operations (2,010) 8 (7,830) (317)
Interest expense from
discontinued operations 505 1,056 2,610 4,696
General and administrative
expense from discontinued
operations - - - 50
Impairment losses from
discontinued operations 1,923 2,773 6,342 7,795
Income tax benefit from
discontinued operations (318) (518) (1,027) (1,743)
--------- --------- --------- ---------
POI--discontinued operations $ (125) $ 226 $ 2,216 $ 3,380
========= ========= ========= =========
Three months Twelve months
ended December 31, ended December 31,
-------------------- --------------------
2012 2011 2012 2011
--------- --------- --------- ---------
POI--continuing operations 3,729 3,638 18,652 16,984
POI--discontinued operations (125) 226 2,216 3,380
--------- --------- --------- ---------
Total - POI $ 3,604 $ 3,864 $ 20,868 $ 20,364
========= ========= ========= =========
Total POI as a percentage of
revenues 17.0% 17.7% 21.9% 20.8%
========= ========= ========= =========
Same Store reflects 63 hotels in continuing operations owned as of January 1, 2011 and excludes one property acquired during the second quarter of 2012.
Supertel Hospitality, Inc.
Operating Statistics by Region
For the three months ended December 31, 2012 and 2011, respectively
The comparisons of same store operations are for 63 hotels in continuing operations as of October 1, 2011.
(Unaudited - except per share data)
Three months ended Three months ended
December 31, 2012 December 31, 2011
------------------------ -----------------------
Same Store Room Room
Region Count RevPAR Occupancy ADR Count RevPAR Occupancy ADR
----- ------ --------- ------- ----- ------ --------- ------
Mountain 214 $30.89 59.9% $ 51.59 214 $25.37 52.5% $48.31
West North
Central 1,352 30.17 58.4% 51.66 1,352 29.93 60.2% 49.73
East North
Central 923 34.93 54.0% 64.73 923 33.81 51.1% 66.13
Middle
Atlantic/New
England 142 44.35 71.1% 62.37 142 44.12 78.0% 56.53
South Atlantic 2,169 26.51 62.6% 42.35 2,169 26.91 64.0% 42.08
East South
Central 431 37.15 56.6% 65.59 431 39.70 60.5% 65.66
West South
Central 225 20.96 46.4% 45.17 225 23.69 51.3% 46.17
----- ------ --------- ------- ----- ------ --------- ------
Total Same
Store Hotels 5,456 $30.09 59.1% $ 50.93 5,456 $30.09 60.0% $50.18
===== ====== ========= ======= ===== ====== ========= ======
South Atlantic
Acquisitions
Total
Acquisitions 100 74.41 61.5% 121.08 - - 0.0% -
----- ------ --------- ------- ----- ------ --------- ------
Total
Acquisitions 100 $74.41 61.5% $121.08 - $ - 0.0% $ -
===== ====== ========= ======= ===== ====== ========= ======
----- ------ --------- ------- ----- ------ --------- ------
Total
Continuing
Operations 5,556 $30.89 59.1% $ 52.25 5,456 $30.09 60.0% $50.18
===== ====== ========= ======= ===== ====== ========= ======
States included in the Regions
Mountain Idaho and Montana
Iowa, Kansas, Missouri, Nebraska and South
West North Central Dakota
East North Central Indiana and Wisconsin
Middle Atlantic Pennsylvania
South Atlantic Florida, Georgia, Maryland, North Carolina,
South Carolina, Virginia and West Virginia
East South Central Kentucky and Tennessee
West South Central Arkansas and Louisiana
Supertel Hospitality, Inc.
Operating Statistics by Region
For the twelve months ended December 31, 2012 and 2011, respectively
The comparisons of same store operations are for 63 hotels in continuing operations as of January 1, 2011.
(Unaudited - except per share data)
2012 2011
------------------------------ ------------------------------
Same Store Room Room
Region Count RevPAR Occupancy ADR Count RevPAR Occupancy ADR
----- ------ --------- ------- ----- ------ --------- -------
Mountain 214 $35.81 68.5% $ 52.27 214 $32.05 63.8% $ 50.23
West North
Central 1,352 32.59 63.4% 51.38 1,352 31.65 63.8% 49.58
East North
Central 923 37.48 59.1% 63.41 923 36.54 57.5% 63.50
Middle
Atlantic 142 44.67 73.2% 61.06 142 43.52 75.3% 57.83
South Atlantic 2,169 30.16 68.2% 44.19 2,169 29.66 68.8% 43.11
East South
Central 431 41.24 62.1% 66.38 431 40.66 62.0% 65.62
West South
Central 225 23.74 51.4% 46.17 225 28.17 61.2% 46.02
----- ------ --------- ------- ----- ------ --------- -------
Total Same
Store Hotels 5,456 $33.21 64.5% $ 51.51 5,456 $32.58 64.8% $ 50.29
===== ====== ========= ======= ===== ====== ========= =======
South Atlantic
Acquisitions 100 85.90 69.8% 123.03 - - 0.0% -
----- ------ --------- ------- ----- ------ --------- -------
Total
Acquisitions 100 $85.90 69.8% $123.03 - $ - 0.0% $ -
===== ====== ========= ======= ===== ====== ========= =======
Total
Continuing
Operations 5,556 $33.79 64.5% $ 52.36 5,456 $32.58 64.8% $ 50.29
===== ====== ========= ======= ===== ====== ========= =======
States included in the Regions
Mountain Idaho and Montana
Iowa, Kansas, Missouri, Nebraska and South
West North Central Dakota
East North Central Indiana and Wisconsin
Middle Atlantic/New England Pennsylvania
Florida, Georgia, Maryland, North Carolina,
South Atlantic South Carolina, Virginia and West Virginia
East South Central Kentucky and Tennessee
West South Central Arkansas and Louisiana
The following properties have been moved from the same store portfolio during the reporting period and classified as held for sale:
Louisville, KY Comfort Suites
Omaha, NE Sleep Inn
Louisville, KY Sleep Inn
Fredericksburg, VA (South) Days Inn
Shreveport, LA Days Inn
Fort Madison, IA Super 8
Jefferson City, MO Super 8
Shawano, WI Super 8
Ellenton, FL Guesthouse Inn
Image Available: http://www2.marketwire.com/mw/frame_mw?attachid=2254661
Contact:
Ms. Krista Arkfeld
Director of Corporate Communications
QuickLogic’s (QUIK) ArcticLink III VX6 Embedded/External Displays via Single Processor Output
SUNNYVALE, CA — (Marketwire) — 03/20/13 — QuickLogic Corporation (NASDAQ: QUIK)
- Drive on-board display and HDMI/MHL transmitters from a single Application Processor display signal
- Includes display bridging functions for seamless connectivity of varying interfaces
- Integrated VEE and DPO technologies allow for sunlight viewability & system-level power savings
QuickLogic Corporation (NASDAQ: QUIK), the innovator in low-power Customer Specific Standard Products (CSSPs), announced today the immediate availability of its new ArcticLink® III VX6 solution platform device. This product integrates QuickLogic’s Visual Enhancement Engine (VEE) and Display Power Optimizer (DPO) technologies along with LVDS, MIPI, and RGB interfaces into a single chip bridging and connectivity solution for consumer mobile devices. This enables developers to easily integrate a secondary HDMI and/or MHL video output into systems initially designed to support a single, on-board display.
The VX6BxG is optimized for tablet architecture, offering system designers a solution that bridges the MIPI output of the AP to an LVDS interface for the on-board display, while outputting the same display content to the RGB or MIPI interface of the MHL/HDMI transmitter. This approach eliminates the need for inefficient, multi-chip architectures or the need to upgrade to a more expensive application processor which supports two simultaneous display interfaces.
“The ArcticLink III VX6 family from QuickLogic allows tablet system designers to realize multi-display architectures with processors originally intended to support only a single, on-board display. We believe this flexibility in processor architecture selection can speed time-to-market and keep BOM costs low for OEMs building differentiated HDMI/MHL-enabled products,” says Paul Karazuba, senior product marketing manager at QuickLogic.
The solution platform family also optionally integrates QuickLogic’s VEE and DPO technologies. Our VEE technology, based on the iridix® core from Apical Limited, delivers outstanding display viewability under any lighting condition by dynamically optimizing video characteristics to provide a natural viewing experience. Our DPO technology has been field-proven to lower total system power consumption through dynamic management of display brightness with no negative user side effects. Used together with VEE, QuickLogic’s DPO technology enables system-level battery life extension by an average of 25% without compromising the user experience.
Availability
The ArcticLink III VX6 is mass production ready and available immediately for evaluation. Contact QuickLogic at info@quicklogic.com or visit http://www.quicklogic.com/platforms/arcticlink-iii-vx/ for more information.
Stay up to date with QuickLogic and help us spread the word:
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About QuickLogic
QuickLogic Corporation is the inventor and pioneer of innovative, customizable semiconductor solutions for mobile and portable electronics OEMs and ODMs. These silicon plus software solutions are called Customer Specific Standard Products (CSSPs). CSSPs enable our customers to bring their products to market more quickly and remain in the market longer, with the low power, cost and size demanded by the mobile and portable electronics market. For more information about QuickLogic and CSSPs, visit www.quicklogic.com
ArcticLink and QuickLogic are registered trademarks and the QuickLogic logo is a trademark of QuickLogic Corporation. All other brands or trademarks are the property of their respective holders and should be treated as such.
Code: QUIK-G
Contact:
Andrea Vedanayagam
Veda Communications
(408) 656-4494
Ivanhoe (IVAN) and SBM Sign Alliance to Develop Un-Tapped Offshore Heavy Oil
Alliance represents another significant step to commercialize HTL
CALGARY, March 20, 2013 /CNW/ – Ivanhoe Energy (TSX: IE) (NASDAQ: IVAN) and SBM Offshore (SBM) are pleased to announce they have formed a global strategic alliance (Alliance), combining their respective expertise to create Floating, Production, Upgrading, Storage and Offloading vessels (FPUSO’s).
The two companies have combined their respective technologies and experience to produce a first of its kind design for offshore facilities that will economically produce and upgrade heavy oil from offshore fields with crude oil quality down to 10°API gravity, or lower. “We expect this combination of technologies to become the pre-eminent method for producing and upgrading heavy oil at offshore locations around the world,” said Michael Wyllie, SBM Chief Technology Officer.
Industry experts have estimated that offshore heavy oil resources exceed 500 billion barrels recoverable. Given the global abundance of such oil deposits and depleting conventional oil supplies, this Alliance creates significant potential for the offshore heavy oil sector.
SBM is a publicly traded, world leader in providing offshore Floating, Production, Storage, and Offloading (FPSO) vessels. With a market cap of over US$ three billion and over 7,000 employees, SBM currently has around 1 million barrels of throughput per day from a fleet of 16 production systems in operation world-wide.
Ivanhoe Energy’s Heavy-to-Light (HTL) process is a partial upgrading technology that drastically reduces the viscosity of stranded heavy oil resources and produces a high quality synthetic crude oil that commands greater value from refineries around the world. In addition to creating operating efficiencies, the technology will greatly improve the economics of heavy oil development. HTL’s small footprint and modularization capability makes installation on FPSOs possible.
Moreover, by providing a source of lighter oil on the FPUSO, some of this fluid can be re-circulated back to the subsea wells, providing a robust solution to overcome the flow assurance challenges of subsea heavy oil wells. This important feature can be an enabler for heavy oil field developments, especially those in deep water.
“Ivanhoe Energy and SBM collaborated over the last two years to develop this new concept,” said Dr. Michael Silverman, Ivanhoe Energy Chief Technology Officer. “In 2012, with engineering support from AMEC Engineering, we completed the conceptual design of an offshore FPUSO facility that will upgrade up to 60,000 barrels per day.”
The Alliance is exploring a number of potential business models and applications. Given the number of existing and potential FPSOs, this Alliance is another important avenue to commercialize the HTL process in the near term.
Ivanhoe Energy is an independent international heavy oil exploration and development company focused on pursuing long-term growth in its reserves and production using advanced technologies, including its proprietary heavy oil upgrading process (HTLTM). Core operations are in Canada, United States, Ecuador and Mongolia, with business development opportunities worldwide. Ivanhoe Energy trades on the Toronto Stock Exchange with the ticker symbol IE and on the NASDAQ Capital Market with the ticker symbol IVAN. For more information about Ivanhoe Energy Inc. please visit www.ivanhoeenergy.com.
FORWARD-LOOKING STATEMENTS: This document includes forward-looking statements, including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to the potential for commercialization and future application of the heavy oil upgrading technology and other technologies, statements relating to the continued advancement of Ivanhoe Energy’s projects, statements relating to the timing and amount of proceeds of agreed upon and contemplated disposition transactions, statements relating to anticipated capital expenditures, statements relating to the timing and success of regulatory review applications, and other statements which are not historical facts. When used in this document, the words such as “could,” “plan,” “estimate,” “expect,” “intend,” “may,” “potential,” “should,” and similar expressions relating to matters that are not historical facts are forward-looking statements. Although Ivanhoe Energy believes that its expectations reflected in these forward-looking statements are reasonable, such statements involve risks and uncertainties and no assurance can be given that actual results will be consistent with these forward-looking statements. Important factors that could cause actual results to differ from these forward-looking statements include the potential that the Company’s projects will experience technological and mechanical problems, new product development will not proceed as planned, the HTLTM technology to upgrade bitumen and heavy oil may not be commercially viable, geological conditions in reservoirs may not result in commercial levels of oil and gas production, the availability of drilling rigs and other support services, uncertainties about the estimates of reserves, the risk associated with doing business in foreign countries, environmental risks, changes in product prices, our ability to raise capital as and when required, our ability to complete agreed upon and planned asset dispositions, competition and other risks disclosed in Ivanhoe Energy’s 2012 Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission on EDGAR and the Canadian Securities Commissions on SEDAR.
SOURCE: Ivanhoe Energy Inc.
Ivanhoe Energy
Hilary McMeekin
Manager, Corporate Communications
(403) 817 1108
hmcmeekin@ivanhoeenergy.com
Supertel Hospitality (SPPR) Announces Dividends on Series A Preferred Stock
NORFOLK, NE — (Marketwire) — 03/19/13 — Supertel Hospitality, Inc. (NASDAQ: SPPR), a real estate investment trust (REIT), today announced the declaration and the continuation of regular dividends on its outstanding preferred stock.
The regular monthly cash dividend of $0.066667 per share of Series A Preferred Stock will be paid on April 30, 2013 to holders of record as of April 1, 2013; paid on May 31, 2013 to holders of record as of May 1, 2013; and paid on July 1, 2013 to holders of record as of June 3, 2013.
About Supertel Hospitality, Inc.
Supertel Hospitality, Inc. (NASDAQ: SPPR) is a self-administered real estate investment trust that specializes in the ownership of select-service hotels. The company currently owns 84 hotels comprising 7,431 rooms in 22 states. Supertel’s hotels are franchised by a number of the industry’s most well-regarded brand families, including Hilton, Choice and Wyndham. For more information or to make a hotel reservation, visit www.supertelinc.com.
Certain matters within this press release are discussed using forward-looking language as specified in the Private Securities Litigation Reform Act of 1995, and, as such, may involve known and unknown risks, uncertainties and other factors that may cause the actual results or performance to differ from those projected in the forward-looking statement. These risks are discussed in the Company’s filings with the Securities and Exchange Commission.
For Immediate Release
Contact:
Ms. Krista Arkfeld
Director of Corporate Communications
karkfeld@supertelinc.com
Vermillion (VRML) Appoints Bruce A. Huebner to Chairman of the Board
Shareholders to Vote on Approval of Expanded Stock Incentive Plan at Upcoming Annual Meeting
AUSTIN, Texas, March 19, 2013 /PRNewswire/ — Vermillion, Inc. (NASDAQ: VRML), a molecular diagnostics company focused on gynecologic cancers and women’s health, has appointed Bruce A. Huebner as chairman effective March 18, 2013. He succeeds James S. Burns, who will continue to serve on the board of directors. Huebner’s appointment represents an important step in the execution of the company’s leadership succession plan that began in 2012.
Huebner previously served as Vermillion’s CEO on an interim basis until the recent appointment of Thomas McLain to the position of President and Chief Executive Officer, which also took effect yesterday. Huebner has been a company director since May 2011.
“Bruce demonstrated highly effective leadership during this transition period,” said Burns. “Given his performance, as well as his more than 37 years of diagnostic industry experience and history of valuable contributions as a director, the board believes that the company and its shareholders would greatly benefit from Bruce as our chairman. I look forward to working closely with Bruce and our new president to build shareholder value, as we advance Vermillion as a leading diagnostics company addressing unmet clinical needs in women’s health.”
Shareholder Vote
At the company’s upcoming 2012 annual meeting on March 21, the board will request shareholder approval to increase the number of authorized shares in the company’s 2010 stock incentive plan by 1.3 million shares.
“The company currently has only nominal shares available under the 2010 stock incentive plan,” noted Chairman Huebner. “We will need more shares to attract qualified executives, directors and employees to Vermillion. Without the approval of these additional shares, we will have to increase the cash compensation to these individuals. We would also not have the benefit of incentivized performance that is typically created by a stock option plan, and one that better aligns the interests of management and employees with that of our shareholders. So, it is in the best interest of Vermillion shareholders that we approve the expansion of this plan.”
Huebner Career Biography
Bruce Huebner brings to the role of Vermillion’s chairman extensive executive management experience in multiple clinical diagnostic companies, including Osmetech Molecular Diagnostics, Nanogen and Gen-Probe. While serving as president of Osmetech, he successfully established the company as a fully integrated business, obtaining FDA clearance for four molecular diagnostic microarray products and introducing them to the marketplace. Huebner was previously president and chief operating officer of Nanogen, a publicly held nanotechnology and microarray company.
Prior to Nanogen, he was executive vice president and chief operating officer of Gen-Probe, a global leader in the development of nucleic acid tests, including diagnostic tests for infectious disease that affect women’s health. In less than 10 years, he grew Gen-Probe’s annual revenues from $42 million to a run-rate of more than $150 million. Huebner is currently a managing director of LynxCom Partners, a healthcare consulting firm with a focus on cancer diagnostics and personalized medicine.
About Vermillion
Vermillion, Inc. (NASDAQ: VRML) is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, vascular medicine and women’s health.
The company’s lead diagnostic, OVA1®, is a blood test for pre-surgical assessment of tumors for malignancy, using a unique multi-biomarker approach. In a published clinical trial, OVA1 achieved 99% sensitivity in detecting epithelial ovarian cancers (EOC). This included 96% sensitivity for stage I EOC, the earliest and most curable EOC stage, compared with 57% for the conventional biomarker CA125. In addition, OVA1 found 70% of malignancies missed by non-specialist pre-surgical assessment, and it increased detection of malignancy over ACOG guidelines from 77% to 94%. As the first protein-based, In Vitro Diagnostic Multi-Variate Index Assay (IVDMIA) cleared by the FDA, OVA1 also represents a new class of software-based diagnostics. Additional information about these published clinical trials is available on Vermillion’s website at www.vermillion.com.
Forward-Looking Statement
Certain matters discussed in this press release contain forward-looking statements that involve significant risks and uncertainties, including statements regarding Vermillion’s plans, objectives, expectations and intentions. These forward-looking statements are based on Vermillion’s current expectations. The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for such forward-looking statements. In order to comply with the terms of the safe harbor, Vermillion notes that a variety of factors could cause actual results and experience to differ materially from the anticipated results or other expectations expressed in such forward-looking statements. Factors that could cause actual results to materially differ include but are not limited to: (1) uncertainty as to Vermillion’s ability to protect and promote its proprietary technology; (2) Vermillion’s lack of a lengthy track record successfully developing and commercializing diagnostic products; (3) uncertainty as to whether Vermillion will be able to obtain any required regulatory approval of its future diagnostic products; (4) uncertainty of the size of market for its existing diagnostic tests or future diagnostic products, including the risk that its products will not be competitive with products offered by other companies, or that users will not be entitled to receive adequate reimbursement for its products from third party payors such as private insurance companies and government insurance plans; (5) uncertainty that Vermillion has sufficient cash resources to fully commercialize its tests and continue as a going concern; (6) uncertainty whether the trading in Vermillion’s stock will become significantly less liquid; and (7) other factors that might be described from time to time in Vermillion’s filings with the U.S. Securities and Exchange Commission (SEC). All information in this press release is as of the date of this report, and Vermillion expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in Vermillion’s expectations or any change in events, conditions or circumstances on which any such statement is based, unless required by law.
This release should be read in conjunction with the consolidated financial statements and notes thereto included in the company’s most recent reports on Form 10-K and Form 10-Q. Copies are available through the SEC’s Electronic Data Gathering Analysis and Retrieval system (EDGAR) at www.sec.gov.
Investor Relations Contact
Liolios Group, Inc.
Ron Both
Tel 1-949-574-3860
vrml@liolios.com
Skullcandy (SKUL) Names Hoby Darling President and CEO
PARK CITY, Utah, March 18, 2013 (GLOBE NEWSWIRE) — Skullcandy, Inc. (Nasdaq:SKUL) today announced that its board of directors has appointed Hoby Darling as President and Chief Executive Officer effective immediately.
Rick Alden, Interim Chief Executive Officer and board member of Skullcandy, commented: “On behalf of our board, I can’t be more pleased to welcome Hoby to the Skullcandy team. The board is acutely aware of the needs of this organization and has moved swiftly to find the greatest resource to meet those needs. Hoby’s involvement with both emerging and global brands makes him the ideal person to lead this company. He is a best in class addition to this team, and will provide remarkable voice and leadership as the Chief Executive Officer of this Company. I look forward to working side by side with Hoby to build remarkable product, remarkable stories, and this remarkable Company.”
Jeff Kearl, Chairman of the board, commented: “I want to thank Rick Alden for stepping in as interim CEO and helping the board access the needs of the organization. I’m stoked that he has agreed to stay on full time at the Company. He will play an integral role with the executive team at Skullcandy helping set the vision and strategy for the future, as well as attacking the immediate initiatives outlined on the last earnings call. We look forward to supporting Hoby and Rick in the next phase of growth at Skullcandy.”
Darling joins Skullcandy from Nike, Inc. (NYSE:NKE) where he most recently held the role of General Manager, Nike+ Digital Sport. During his tenure with Nike, Darling was a member of the Nike Affiliates Global Leadership team and served as the Head of Strategy and Planning for Nike Affiliates (Converse, Cole Haan, Hurley and Umbro). Prior to Nike, Darling served as Senior Vice President, Strategic Development and General Counsel at Volcom from its initial public offering in 2005 until its sale to PPR in 2011. Mr. Darling was named to Sporting Goods Business’ 40 Under 40 in Sports in 2010.
Mr. Hoby Darling stated: “I am extremely excited to join the Skullcandy team at this early stage of the Company’s global growth cycle. I have been admiring the brand’s progress since Rick started the Company 10 years ago, and I see tremendous potential to leverage the platform and culture that is already in place. My years at Volcom and Nike have given me the opportunity to work side by side with world-class leaders of these great brands, and I look forward to applying all of my experience and learning to execute the near-term initiatives recently outlined by Rick and successfully driving Skullcandy forward over the long-term.”
About Skullcandy, Inc.
Skullcandy is a leading global designer, marketer and distributor of performance audio and gaming headphones and other accessory related products under the Skullcandy, Astro Gaming and 2XL by Skullcandy brands. Skullcandy was launched in 2003 and quickly became one of the world’s most distinct audio brands by bringing unique technology, color, character and performance to an otherwise monochromatic space; helping to revolutionize the audio arena by introducing headphones, earbuds and other audio and wireless lifestyle products that possess unmistakable style and exceptional performance. The Company’s products are sold and distributed through a variety of channels in the U.S. and approximately 80 countries worldwide. Visit skullcandy.com, or join us at facebook.com/skullcandy or on Twitter @skullcandy.
CONTACT: Investors:
ICR
Brendon Frey / Joe Teklits
203-682-8200
Brendon.Frey@icrinc.com
Joseph.Teklits@icrinc.com
Lattice Semiconductor (LSCC) Updates 1Q13 Guidance
HILLSBORO, OR — (Marketwire) — 03/19/13 — Lattice Semiconductor Corporation (NASDAQ: LSCC) today updated its guidance for the first quarter ending March 30, 2013 to reflect customer demand strength in the communications and consumer market segments.
- Revenue for the first quarter 2013 is now expected to increase approximately 6% to 8% on a sequential basis. This compares to prior guidance provided on January 24, 2013 that revenue was expected to decline approximately 2% to 4% on a sequential basis.
- Due to the higher expected revenue contribution from the communications and consumer market segments, gross margin percentage is now expected to be at the lower end of the Company’s prior guidance of approximately 54% plus or minus 2%.
- Total operating expenses are expected to be approximately $35.5 million, including approximately $0.5 million in restructuring charges. This is unchanged from prior guidance.
No conference call will be held in conjunction with this guidance update. Additional information will be available when the Company reports its first quarter 2013 results.
Forward-Looking Statements:
The foregoing paragraphs contain forward-looking statements that involve estimates, assumptions, risks and uncertainties. Such forward-looking statements include statements relating to our business outlook, expected revenue, gross margin, total operating expenses, and projected restructuring charges. Other forward-looking statements may be indicated by words such as “will,” “could,” “should,” “would,” “expect,” “plan,” “anticipate,” “intend,” “forecast,” “believe,” “estimate,” “predict,” “propose,” “potential,” “continue” or the negative of these terms or other comparable terminology. Lattice believes the factors identified below could cause actual results to differ materially from the forward-looking statements.
Estimates of future revenue are inherently uncertain due to, among other things, the high percentage of quarterly “turns” business. In addition, revenue is affected by such factors as global economic conditions, which may affect customer demand, pricing pressures, competitive actions, the demand for our Mature, Mainstream and New products, the ability to supply products to customers in a timely manner, changes in our distribution relationships, or the volatility of our consumer business. Actual gross margin percentage and operating expenses could vary from the estimates on the basis of, among other things, changes in revenue levels, changes in product pricing and mix, changes in wafer, assembly, test and other costs, including commodity costs, variations in manufacturing yields, the failure to sustain operational improvements, the actual amount of compensation charges due to stock price changes. Further, the impact of any restructuring, including the restructuring actions initiated during the fourth quarter of 2012, will depend on, among other factors, the final actions taken, negotiation of related expenses with third parties, the timing of restructuring activities and the ability of the Company to successfully reallocate functions formerly addressed by the employees and other resources eliminated in the restructuring. Any unanticipated declines in revenue or gross margin, any unanticipated increases in our operating expenses or unanticipated charges could adversely affect our profitability.
In addition to the foregoing, other factors that may cause actual results to differ materially from the forward-looking statements in this press release include the Company’s dependencies on its silicon wafer and other suppliers, global economic uncertainty, overall semiconductor market conditions, market acceptance and demand for our new products, the impact of competitive products and pricing, technological and product development risks, and the other risks that are described in this press release and that are otherwise described from time to time in our filings with the Securities and Exchange Commission. The Company does not intend to update or revise any forward-looking statements, whether as a result of events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
About Lattice Semiconductor
Lattice is a service-driven developer of innovative low cost, low power programmable design solutions. For more information about how our FPGA, CPLD and programmable power management devices help our customers unlock their innovation, visit www.latticesemi.com. You can also follow us via Twitter, Facebook, or RSS.
Lattice Semiconductor Corporation, Lattice (& design), L (& design), iCE40 and specific product designations are either registered trademarks or trademarks of Lattice Semiconductor Corporation or its subsidiaries in the United States and/or other countries.
GENERAL NOTICE: Other product names used in this publication are for identification purposes only and may be trademarks of their respective holders.
For more information contact:
Joe Bedewi
Chief Financial Officer
Lattice Semiconductor Corporation
503-268-8000
David Pasquale
Global IR Partners
914-337-8801
Primo Water (PRMW) Announces Results for the Fourth Quarter and Fiscal Year
WINSTON-SALEM, N.C., March 19, 2013 (GLOBE NEWSWIRE) — Primo Water Corporation (Nasdaq:PRMW), a leading provider of multi-gallon purified bottled water, self-serve filtered drinking water and water dispensers, today announced financial results for the fourth quarter and fiscal year ended December 31, 2012.
Business Highlights:
- Total sales for the year increased 10.1% to $91.5 million compared to the prior year and were consistent at $20.9 million for Q4 compared to the prior year.
- Water segment sales for the year increased 6.8% to $62.7 million compared to the prior year and increased 8.2% to $15.0 million for Q4 compared to the prior year.
- Total adjusted EBITDA for the year increased 84.5% to $5.5 million for fiscal 2012 compared to $3.0 million for 2011 and increased to $1.1 million compared to $(0.8) million in Q4 of the prior year.
- Water segment operating income increased 17.5% to $15.9 million for the full year and increased 36.2% to $3.6 million for Q4 compared to the prior year.
- Water dispenser unit sell-thru to consumers increased 36.4% to 398,619 units for the full year and increased 27.9% to 91,870 units in Q4 of 2012 compared to Q4 of the prior year.
- As of December 31, 2012, 24,500 total locations offered water and/or dispensers, a 4% increase in locations compared to December 31, 2011.
“We are pleased with our net sales growth and operating improvements which enabled us to report our fourth consecutive quarter of adjusted EBITDA improvement as we focused on distribution cost optimization in our water business and increased gross margins in our dispenser business,” commented Billy D. Prim, Primo Water’s President and Chief Executive Officer. “We continue to see positive business trends in 2013 and are focused on increasing EBITDA, which will be driven by water segment revenue growth, improved gross margins and decreased expenses. Water segment revenue growth will continue to be driven by new end-user customers, as we believe consumer growth in the water segment will further increase with consumer purchases of water dispensers, and our dispenser sales continue to experience strong growth.”
Fourth Quarter Results
Adjusted EBITDA increased to $1.1 million from $(0.8) million in the fourth quarter of 2011. Total net sales of $20.9 million were comparable to $21.1 million in the fourth quarter of 2011. This slight decrease was primarily due to the one-time sale of $0.8 million in inventory that occurred in the prior year and $0.6 million lower dispensers sales into the retail channel compared to fourth quarter last year.
Water segment sales in the fourth quarter of 2012 increased 8.2% to $15.0 million compared to $13.9 million in the fourth quarter of 2011. Sales in the Water segment consist of sales of multi-gallon purified bottled water (“Exchange”) and self-serve filtered drinking water vending services (“Refill”). The Water segment sales increase was primarily due to a 17.0% increase in Exchange sales that resulted from U.S. Exchange same-store unit growth of 21.2% for the fourth quarter of 2012. The increase in U.S. Exchange sales was partially offset by a 1.6% decrease in Refill sales.
Dispenser segment sales for the fourth quarter of 2012 decreased 9.2% to $5.8 million compared to $6.4 million in the fourth quarter of 2011. The change was primarily due to a decrease in units sold into the retail channel partially offset by a sales mix shift towards higher priced dispensers. While sell-in to retail was down in the fourth quarter of 2012, sell-thru to consumers continued to grow, increasing 27.9% compared to the fourth quarter of 2011 to 91,870 units, driven by increased locations and same-store sales unit increases. The Company believes that increased water dispenser penetration will lead to increased recurring Water sales.
The following table sets forth information regarding locations where the Company’s dispensers and water are sold as well as certain sales information.
| 4Q12 | 4Q11 | % Change | |
| Total locations (thousands) | 24.5 | 23.6 | 3.8% |
| Dispenser locations (thousands) | 8.1 | 6.9 | 17.4% |
| Dispenser units sell-in to retail (thousands) | 73.9 | 101.4 | (27.1%) |
| Dispenser units sell-thru (thousands) | 91.9 | 71.8 | 27.9% |
| Water Locations (thousands) | 16.4 | 16.7 | (1.5%) |
Gross margin increased to 23.4% for the fourth quarter from 18.2% for the fourth quarter of 2011. Gross margin for the Water segment increased to 30.9% compared to 27.0% in the same period in the prior year due improvements for both Exchange and Refill. Gross margin for the Dispenser segment increased to 4.1% from 1.3% for the prior year, primarily due to retail price increases that were initiated during the third quarter of 2012.
The Company’s Water segment continues to perform well, experiencing sales and profitability growth. The Water segment’s operating income for the fourth quarter of 2012 increased 36.2% to $3.6 million from $2.6 million for the fourth quarter of 2011. The Dispenser segment’s loss from operations improved for the fourth quarter of 2012 to $(0.1) million from $(0.6) million for the fourth quarter of 2011, primarily due to price increases initiated during the third quarter of 2012. The Company expects to achieve positive operating income going forward in the Dispenser segment as a result of the full impact of price increases and strong continuing consumer demand.
Fiscal Year 2012 Results; Goodwill Impairment
Fiscal year 2012 adjusted EBITDA increased 84.5% to $5.5 million from $3.0 million in 2011. Fiscal year 2012 total net sales increased 10.1% to $91.5 million from $83.1 million in 2011. Water sales for 2012 increased 6.8% to $62.7 million compared to $58.7 million in 2011. Dispenser sales for 2012 increased 22.1% to $28.8 million compared to $23.6 million in 2011.
As previously disclosed the Company now reports the Flavorstation business under discontinued operations and will focus on its core water and dispenser businesses. In addition to discontinuing the Flavorstation business, in 2012 the Company took non-cash charges of $82.0 million to write off goodwill and other intangibles on its balance sheet. The non-cash impairment charges are a primarily a result of Primo’s stock price, which is lower than the book value of assets. Despite a cash flow valuation that supports a significantly higher book value, the Company took the charges to present a more conservative balance sheet. The charge does not impact bank covenants, financing of the business or cash of the business, but it aligns our book value with the Company’s stock price.
The GAAP net loss from continuing operations for 2012 was $(93.3) million or $(3.93) per share, compared to $(12.0) million or $(0.55) per share for the prior year, driven primarily by the impact of the one-time non-cash charges in 2012. The GAAP net loss from continuing operations for the fourth quarter of 2012 was $(74.0) million or $(3.11) per share, compared to $(5.7) million or $(0.24) per share for the fourth quarter of the prior year.
Guidance
The Company expects total full year 2013 net sales to increase 2% to 4% or in the range of $93.3 to $95.2 million and full year adjusted EBITDA to range between $9.2 and $9.4 million. The Company expects Water segment revenue to increase 5% to 7% to $65.8 to $67.1 million. The Company expects total first quarter 2013 sales to increase 3% to 5% or in the range of $20.4 to $20.8 million and adjusted EBITDA to increase 25% to 30% or in the range of $1.5 to $1.6 million.
Conference Call and Webcast
The Company will host a conference call to discuss these results at 4:30 p.m. ET today, March 19, 2013. Participants from the Company will be Billy D. Prim, Chief Executive Officer, Mark Castaneda, Chief Financial Officer, and Matt Sheehan, Chief Operating Officer. The call will be broadcast live over the Internet hosted at the Investor Relations section of Primo Water’s website at www.primowater.com, and will be archived online through April 2, 2013. In addition, listeners may dial (866) 712-2329 in North America, and international listeners may dial (253) 237-1244.
About Primo Water Corporation
Primo Water Corporation (Nasdaq:PRMW) is a leading provider of multi-gallon purified bottled water, self-serve filtered drinking water and water dispensers sold through major retailers throughout the United States and Canada. Learn more about Primo Water at www.primowater.com.
The Primo Water Corporation logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=11942
Forward-Looking Statements
Certain statements contained herein are not based on historical fact and are “forward-looking statements” within the meaning of the applicable securities laws and regulations. Generally, these statements can be identified by the use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “feel,” “forecast,” “intend,” “may,” “plan,” “potential,” “project,” “should,” “would,” “will,” and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Owing to the uncertainties inherent in forward-looking statements, actual results could differ materially from those stated here. Factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the loss of major retail customers of the Company or the reduction in volume or change in timing of purchases by major retail customers, lower than anticipated consumer and retailer acceptance of and demand for the Company’s Exchange and Refill services and its water dispensers, changes in the Company’s relationships with its independent bottlers, distributors and suppliers, the entry of a competitor with greater resources into the marketplace and competition and other business conditions in the water and water dispenser industries in general, the Company’s experiencing product liability, product recall or higher than anticipated rates of warranty expense or sales returns associated with product quality or safety issues, the loss of key Company personnel, changes in the regulatory framework governing the Company’s business, the Company’s inability to efficiently and effectively integrate acquired businesses with the Company’s historical business, the Company’s inability to efficiently expand operations and capacity to meet growth, the Company’s inability to develop, introduce and produce new product offerings within the anticipated timeframe or at all, the Company’s inability to comply with its covenants in its credit facilities, the failure of lenders to honor their commitments under the Company’s credit facilities, as well as other risks described more fully in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K filed on March 15, 2012 and its subsequent filings under the Securities Exchange Act of 1934 (including its Annual Report on Form 10-K for the year ended December 31, 2012). Forward-looking statements reflect management’s analysis as of the date of this press release. The Company does not undertake to revise these statements to reflect subsequent developments, other than in its regular, quarterly earnings releases.
Use of Non-GAAP Financial Measures
To supplement its financial statements, the Company also provides investors with information related to adjusted EBITDA, which is a non-GAAP financial measure. Adjusted EBITDA is calculated as earnings (loss) before income tax expense, interest expense, depreciation and amortization expense, goodwill and other impairment, non-cash stock-based compensation expense, non-recurring and acquisition-related costs, loss (gain) on disposal of assets and other. The Company believes adjusted EBITDA provides useful information to management and investors regarding certain financial and business trends relating to its financial condition and results of operations. Management uses adjusted EBITDA to compare the Company’s performance to that of prior periods for trend analyses and planning purposes. Adjusted EBITDA is also presented to the Company’s board of directors and is used in its credit agreements.
Non-GAAP measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with generally accepted accounting principles in the United States (“GAAP”). Adjusted EBITDA excludes significant expenses that are required by GAAP to be recorded in the Company’s financial statements and is subject to inherent limitations.
FINANCIAL TABLES TO FOLLOW
| Primo Water Corporation | ||||
| Consolidated Statements of Operations | ||||
| (Unaudited; in thousands, except per share amounts) | ||||
| Three months ended | Years ended | |||
| December 31, | December 31, | |||
| 2012 | 2011 | 2012 | 2011 | |
| Net sales | $ 20,886 | $ 21,112 | $ 91,479 | $ 83,062 |
| Operating costs and expenses: | ||||
| Cost of sales | 16,000 | 17,276 | 70,081 | 63,201 |
| Selling, general and administrative expenses | 4,051 | 4,996 | 17,708 | 18,206 |
| Non-recurring and acquisition-related costs | 178 | 924 | 743 | 2,091 |
| Depreciation and amortization | 3,173 | 2,457 | 11,102 | 8,863 |
| Goodwill and other impairment | 70,525 | — | 82,013 | — |
| Total operating costs and expenses | 93,927 | 25,653 | 181,647 | 92,361 |
| Loss from operations | (73,041) | (4,541) | (90,168) | (9,299) |
| Interest expense and other, net | 961 | 734 | 4,043 | 1,690 |
| Loss from continuing operations before income taxes | (74,002) | (5,275) | (94,211) | (10,989) |
| Income tax (benefit) provision | — | 452 | (961) | 961 |
| Loss from continuing operations | (74,002) | (5,727) | (93,250) | (11,950) |
| Loss from discontinued operations, net of income taxes | (3,022) | (1,266) | (17,779) | (2,429) |
| Net loss | $ (77,024) | $ (6,993) | $ (111,029) | $ (14,379) |
| Basic and diluted loss per common share: | ||||
| Loss from continuing operations | $ (3.11) | $ (0.24) | $ (3.93) | $ (0.55) |
| Loss from discontinued operations | (0.13) | (0.06) | (0.75) | (0.11) |
| Net loss | $ (3.24) | $ (0.30) | $ (4.68) | $ (0.66) |
| Basic and diluted weighted average common shares outstanding | 23,752 | 23,645 | 23,725 | 21,652 |
| Primo Water Corporation | ||||
| Segment Information | ||||
| (Unaudited; in thousands) | ||||
| Three months ended | Years ended | |||
| December 31, | December 31, | |||
| 2012 | 2011 | 2012 | 2011 | |
| Segment revenues | ||||
| Water | $ 15,044 | $ 13,908 | $ 62,667 | $ 58,696 |
| Dispensers | 5,842 | 6,432 | 28,812 | 23,595 |
| Other | — | 772 | — | 771 |
| Total revenue | 20,886 | 21,112 | 91,479 | 83,062 |
| Segment income (loss) from operations | ||||
| Water | 3,607 | 2,650 | 15,942 | 13,563 |
| Dispensers | (96) | (619) | (1,319) | (1,021) |
| Corporate | (2,676) | (3,191) | (10,933) | (10,887) |
| Adjustments: | ||||
| Non-cash, stock-based compensation expense | 208 | 326 | 1,252 | 984 |
| Loss (gain) on disposal of assets and other | 70 | 4 | 509 | 315 |
| Adjusted EBITDA | $ 1,113 | $ (830) | $ 5,451 | $ 2,954 |
| Primo Water Corporation | ||
| Consolidated Balance Sheets | ||
| (in thousands, except par value data) | ||
| December 31, | December 31, | |
| 2012 | 2011 | |
| (unaudited) | ||
| ASSETS | ||
| Current assets: | ||
| Cash | $ 234 | $ 751 |
| Accounts receivable, net | 9,894 | 12,513 |
| Inventories | 7,572 | 6,331 |
| Prepaid expenses and other current assets | 812 | 3,590 |
| Current assets of disposal group held for sale | 3,009 | 3,743 |
| Total current assets | 21,521 | 26,928 |
| Bottles, net | 3,838 | 3,704 |
| Property and equipment, net | 41,947 | 45,838 |
| Intangible assets, net | 12,477 | 13,107 |
| Goodwill | – | 78,823 |
| Other assets | 1,960 | 1,086 |
| Assets of disposal group held for sale, net of current portion | – | 14,963 |
| Total assets | $ 81,743 | $ 184,449 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
| Current liabilities: | ||
| Accounts payable | $ 11,455 | $ 9,509 |
| Accrued expenses and other current liabilities | 4,305 | 2,838 |
| Current portion of capital leases and notes payable | 15 | 14,514 |
| Current liabilities of disposal group held for sale | 2,752 | 3,205 |
| Total current liabilities | 18,527 | 30,066 |
| Long-term debt, capital leases and notes payable, net of current portion | 21,251 | 44 |
| Other long-term liabilities | 352 | 1,710 |
| Liabilities of disposal group held for sale, net of current portion | – | 3,000 |
| Total liabilities | 40,130 | 34,820 |
| Commitments and contingencies | ||
| Stockholders’ equity: | ||
| Preferred stock, $0.001 par value – 10,000 shares authorized, none issued and outstanding | – | – |
| Common stock, $0.001 par value – 70,000 shares authorized, 23,772 and 23,658 shares issued and outstanding at December 31, 2012 and 2011, respectively | 24 | 24 |
| Additional paid-in capital | 272,336 | 271,220 |
| Common stock warrants | 8,420 | 7,007 |
| Accumulated deficit | (239,131) | (128,102) |
| Accumulated other comprehensive loss | (36) | (520) |
| Total stockholders’ equity | 41,613 | 149,629 |
| Total liabilities and stockholders’ equity | $ 81,743 | $ 184,449 |
| Primo Water Corporation | ||
| Consolidated Statements of Cash Flows | ||
| (in thousands) | ||
| Year Ended December 31, | ||
| 2012 | 2011 | |
| (unaudited) | ||
| Cash flows from operating activities: | ||
| Net loss | $ (111,029) | $ (14,379) |
| Less: Loss from discontinued operations | (17,779) | (2,429) |
| Loss from continuing operations | (93,250) | (11,950) |
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
| Depreciation and amortization | 11,102 | 8,863 |
| Stock-based compensation expense | 1,252 | 984 |
| Non-cash interest expense | 2,002 | 1,024 |
| Deferred income tax (benefit) expense | (961) | 961 |
| Bad debt expense | 410 | 417 |
| Goodwill and other impairment | 82,013 | – |
| Other | (152) | (275) |
| Changes in operating assets and liabilities: | ||
| Accounts receivable | 2,253 | (6,691) |
| Inventories | (1,257) | (2,634) |
| Prepaid expenses and other assets | (100) | (1,047) |
| Accounts payable | 943 | 4,874 |
| Accrued expenses and other liabilities | 1,602 | (2,697) |
| Net cash provided by (used in) operating activities | 5,857 | (8,171) |
| Cash flows from investing activities: | ||
| Purchases of property and equipment | (4,033) | (16,843) |
| Purchases of bottles, net of disposals | (1,291) | (2,367) |
| Proceeds from the sale of property and equipment | 81 | 25 |
| Business acquisitions | – | (1,576) |
| Additions to and acquisitions of intangible assets | (663) | (439) |
| Net cash used in investing activities | (5,906) | (21,200) |
| Cash flows from financing activities: | ||
| Borrowings under prior revolving credit facility | 500 | 36,126 |
| Payments under prior revolving credit facility | (15,000) | (39,538) |
| Borrowings under revolving credit facility | 45,694 | – |
| Payments under revolving credit facility | (38,617) | – |
| Borrowings under term loan | 15,150 | – |
| Note payable and capital lease payments | (14) | (15) |
| Debt issuance costs | (2,203) | (813) |
| Proceeds from sale of common stock, net of issuance costs | (491) | 39,444 |
| Stock option and employee stock purchase activity, net | 39 | 392 |
| Net cash provided by financing activities | 5,058 | 35,596 |
| Net increase in cash | 5,009 | 6,225 |
| Cash, beginning of year | 751 | 443 |
| Effect of exchange rate changes on cash | 9 | (46) |
| Cash used in discontinued operations from: | ||
| Operating activities | (5,226) | (2,608) |
| Investing activities | (309) | (3,263) |
| Financing activities | – | – |
| Cash used in discontinued operations | (5,535) | (5,871) |
| Cash, end of period | $ 234 | $ 751 |
| Primo Water Corporation | ||||
| Non-GAAP EBITDA and Adjusted EBITDA Reconciliation | ||||
| (Unaudited; in thousands, except per share amounts) | ||||
| Three months ended | Year ended | |||
| December 31, | December 31, | |||
| 2012 | 2011 | 2012 | 2011 | |
| Loss from continuing operations | $ (74,002) | $ (5,727) | $ (93,250) | $ (11,950) |
| Depreciation and amortization | 3,173 | 2,457 | 11,102 | 8,863 |
| Interest expense and other, net | 961 | 734 | 4,043 | 1,690 |
| Income tax (benefit) provision | — | 452 | (961) | 961 |
| EBITDA | (69,868) | (2,084) | (79,066) | (436) |
| Goodwill and other impairment | 70,525 | — | 82,013 | — |
| Non-cash, stock-based compensation expense | 208 | 326 | 1,252 | 984 |
| Non-recurring and acquisition-related costs | 178 | 924 | 743 | 2,091 |
| Loss (gain) on disposal of assets and other | 70 | 4 | 509 | 315 |
| Adjusted EBITDA | $ 1,113 | $ (830) | $ 5,451 | $ 2,954 |
CONTACT: Primo Water Corporation
Mark Castaneda, Chief Financial Officer
(336) 331-4000
ICR Inc.
John Mills
Katie Turner
(646) 277-1228
Aehr Test Systems (AEHR) Announces Private Placement of Common Stock
FREMONT, Calif., March 19, 2013 (GLOBE NEWSWIRE) — Aehr Test Systems (Nasdaq:AEHR), a worldwide supplier of semiconductor test and burn-in equipment, announced today that on March 15, 2013, it entered into an agreement for the sale of 1,158,000 shares of its common stock in a private placement transaction with certain Directors and Officers of the Company and other accredited investors. The purchase price per share of the common stock sold in the private placement was $1.00, resulting in gross proceeds to the Company of $1,158,000, before offering expenses. The closing of the private placement took place on March 15, 2013, and no placement agent was used in connection with the transaction.
“We were able to minimize the expenses related to this private placement, resulting in higher net proceeds to the Company,” said Gayn Erickson, president and chief executive officer of Aehr Test Systems. “The additional funds will allow us more leeway in managing our working capital and our research and development program spending.”
The shares of the Company’s common stock sold in the private placement have not been registered under the Securities Act of 1933, as amended, and as such the shares may not be offered or sold in the United States absent registration under such act and applicable state securities laws or an applicable exemption from those registration requirements. The securities were offered and sold only to a limited number of accredited investors.
About Aehr Test Systems
Headquartered in Fremont, California, Aehr Test Systems is a worldwide provider of test systems for burning-in and testing logic and memory integrated circuits and has an installed base of more than 2,500 systems worldwide. Increased quality and reliability needs of the Automotive and Mobility integrated circuit markets are driving additional test requirements, capacity needs and opportunities for Aehr Test products in package and wafer level test. Aehr Test has developed and introduced several innovative products, including the ABTSTM and FOXTM families of test and burn-in systems and the DiePak® carrier. The ABTS system is used in production and qualification testing of packaged parts for both low-power and high-power logic as well as all common types of memory devices. The FOX system is a full wafer contact test and burn-in system used for burn-in and functional test of complex devices, such as leading-edge memories, digital signal processors, microprocessors, microcontrollers and systems-on-a-chip. The DiePak carrier is a reusable, temporary package that enables IC manufacturers to perform cost-effective final test and burn-in of bare die. For more information, please visit the Company’s website at www.aehr.com.
Safe Harbor Statement
This release contains forward-looking statements that involve risks and uncertainties relating to the proposed use of proceeds of the private placement. Actual use of proceeds may vary from the proposed use of proceeds. These risks and uncertainties include, without limitation, risks related to the satisfaction of the conditions to, and the timing of, the closing of the private placement and Aehr Test’s need for additional capital in the future. See Aehr Test’s recent 10-K, 10-Q and other reports from time to time filed with the Securities and Exchange Commission for a more detailed description of the risks facing our business. The Company disclaims any obligation to update information contained in any forward-looking statement to reflect events or circumstances occurring after the date of this press release.
CONTACT: Aehr Test Systems
Gary Larson
Chief Financial Officer
(510) 623-9400 x321
Financial Relations Board
Marilynn Meek
Analyst/Investor Contact
(212) 827-3773
Planet Payment (PLPM) Announces 2012 Results and Guidance for 2013
Implemented 11 Customers in 9 Countries; During 2012 Increased Active Merchants 47%; Focus on Emerging Markets
LONG BEACH, N.Y., March 18, 2013 (GLOBE NEWSWIRE) — Planet Payment, Inc. (Nasdaq:PLPM) (LSE:AIM:PPT), a leading provider of international payment processing and multi-currency processing services, today announced its results for the fourth quarter and fiscal year ended December 31, 2012.
Financial Highlights for the Fourth Quarter Ended December 31, 2012
- Net revenue for the period decreased approximately 4% to $11.9 million compared to $12.3 million in the fourth quarter of 2011.
- Consolidated gross billings increased 8% to $34.0 million compared to $31.5 million in the fourth quarter of 2011. (See Table 3 for explanation of this metric).
- Gross foreign currency mark-up increased 11% to $30.1 million compared to $27.2 million in the fourth quarter of 2011. (See Table 3 for explanation of this metric).
- Net loss for the period was $(0.1) million or $0.00 earnings per diluted share compared to net income of $1.8 million or $0.03 per diluted share in the fourth quarter of 2011.
- Adjusted EBITDA for the period was $0.9 million compared to $2.7 million in the fourth quarter of 2011. (See Table 1 for reconciliation of net (loss) income to Adjusted EBITDA).
Financial Highlights for the Year Ended December 31, 2012
- Net revenue increased approximately 4% to $43.6 million compared to $41.9 million for fiscal year 2011.
- Consolidated gross billings increased 15% to $117.9 million compared $102.4 million for fiscal year 2011. (See Table 3 for explanation of this metric).
- Gross foreign currency mark-up increased 17% to $103.2 million compared to $87.8 million for fiscal year 2011. (See Table 3 for explanation of this metric).
- Net loss was $(4.5) million or $(0.09) loss per diluted share compared to net income of $2.4 million or $0.04 per diluted share for fiscal year 2011, in part due to the expensing of deferred IPO costs of $2.6 million in 2012 and additional costs incurred arising out of the acquisition and operations of Branded Payment Solutions Ltd (“BPS”) totaling $1.4 million during the year.
- Adjusted EBITDA was $2.4 million compared to $5.9 million for fiscal year 2011. (See Table 1 for reconciliation of net (loss) income to Adjusted EBITDA).
Operational Highlights for the Year Ended December 31, 2012
- Total active merchant locations increased by 47% to approximately 41,000 (See Table 3 for explanation of this metric).
- Settled multi-currency dollar volume processed increased 12% to $2.6 billion. (See Table 3 for explanation of this metric).
- Total settled dollar volume processed increased 27% to $6.1 billion and total settled transactions processed increased 48% to 46.0 million. (See Table 3 for explanation of these metrics).
- Entered into a number of new contracts, notably multi-currency processing agreements with Taishin Bank in Taiwan, Mashreq in UAE, and with Payment Alliance International for ATMs in the USA.
- Entered into a processing agreement and UPOP participation agreement with UnionPay to enable online UnionPay acceptance in the USA and Canada.
- Launched services with Global Payments Canada, Vantiv ATMs in the USA, Mashreq UAE, Citibank Philippines, Citibank Hong Kong and Macau, Taishin Bank in Taiwan and our hospitality solution with Banorte in Mexico.
- Acquired BPS commercial services platform and its enabling technology, which allows us to put value-added applications on the point-of-sale.
- Continued to enhance our processing platform including implementing support for ATMs and UnionPay online and at the point-of-sale, to help merchants access the Chinese market.
- Entered into a strategic processing relationship with Visa and launched ATM services with two banks in Myanmar.
Outlook for Fiscal Year 2013
- Net revenue estimated to be in the range of $52.2 million to $55.0 million.
- Net income estimated to be in the range of $2.6 million to $4.8 million.
- Adjusted EBITDA estimated to be in the range of $8.3 million to $10.6 million. (See Table 2 for reconciliation of prospective net income to Adjusted EBITDA).
- Fully diluted earnings per share estimated to be in the range of $0.05 to $0.09 based upon 56.4 million fully diluted common shares outstanding.
- Our guidance assumes an effective tax rate of between 12% and 15%.
Commenting on the results, Philip Beck, CEO and Chairman of Planet Payment, Inc., said:
“2012 has been a significant year for Planet Payment. We continued to make substantial progress implementing 11 customers in 9 countries including a number in exciting emerging markets, while increasing our merchant base by nearly 50%. While we are happy with this operational progress, our 2012 results are reflective of our investment in opening new markets, winning new customers, and acquiring and developing our commercial services platform. We look forward to continued growth based on our strong pipeline and significant opportunities in emerging growth markets.”
Conference Call
The Company will host a conference call to discuss fourth quarter and fiscal year 2012 financial results today at 5:00 pm EDT. Philip Beck, Chief Executive Officer, and Robert Cox, Chief Financial Officer will host the call. The conference call can be accessed live over the phone by dialing (877) 705-6003, or for international callers (201) 493-6725. A replay will be available approximately two hours after the call concludes and can be accessed by dialing (877) 870-5176, or for international callers (858) 384-5517, and entering the conference ID 410139. The replay will be available through Monday, March 25, 2013. The call will be webcast live from the Company’s investor relations website at http://ir.planetpayment.com/.
Additional analysis of the Company’s performance can be found in the “Management’s Discussion & Analysis of Financial Condition and Results of Operations,” included in the Annual Report on Form 10-K to be filed at www.sec.gov.
About Planet Payment
Planet Payment is a leading provider of international payment processing and multi-currency processing services. We provide our services in more than 20 countries and territories across the Asia Pacific region, North America, the Middle East, Africa and Europe, primarily through our more than 50 acquiring bank and processor customers. Our point-of-sale and e-commerce services help merchants sell more goods and services to consumers, and together with our ATM services are integrated within the payment card transaction flow enabling our acquiring customers, their merchants and consumers to shop, pay, transact and reconcile payment transactions in multiple currencies, geographies and channels.
Planet Payment is headquartered in New York and has offices in Atlanta, Beijing, Bermuda, Delaware, Dubai, Dublin, London, Hong Kong, Mexico City, Shanghai and Singapore. Visit ww.planetpayment.com for more information about the Company and its services. For up-to-date information follow Planet Payment on Twitter at @PlanetPayment or join Planet Payment’s Facebook page.
Notice Regarding Forward-Looking Statements.
Information contained in this announcement may include ‘forward-looking statements’. All statements other than statements of historical facts included herein, including, without limitation, those set forth in “Outlook for Fiscal Year 2013” and those regarding the financial position, business strategy, plans and objectives of management for future operations of both Planet Payment and its business partners, estimated net revenue, net income, Adjusted EBITDA, diluted earnings per share, future service launches with customers and new initiatives and customer pipeline are forward-looking statements. Such forward-looking statements are based on a number of assumptions regarding Planet Payment’s present and future business strategies, and the environment in which Planet Payment expects to operate in future, which assumptions may or may not be fulfilled in practice. Implementation of some or all of the new services referred to is subject to regulatory or other third party approvals. Actual results may vary materially from the results anticipated by these forward-looking statements as a result of a variety of risk factors, including the risk that implementation, adoption and offering of the service by processors, acquirers, merchants and others may take longer than anticipated, or may not occur at all, regulatory changes and changes in card association regulations and practices, changes in domestic and international economic conditions and changes in volume of international travel and commerce and others. Additional risks may arise, with respect to commencing operations in new countries and regions, of which Planet Payment is not fully aware at this time. See the Company’s registration statement on Form 10, filed at www.sec.gov for other risk factors which investors should consider. These forward-looking statements speak only as to the date of this announcement and cannot be relied upon as a guide to future performance. Planet Payment expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in its expectations with regard thereto or any change in events, conditions or circumstances on which any statement is based.
Non-GAAP Financial Information
The Company provides certain non-GAAP financial measures in this statement. Management believes that Adjusted EBITDA, when viewed with our results under GAAP and the accompanying reconciliations, provides useful information about our period-over-period results. Adjusted EBITDA is presented because management believes it provides additional information with respect to the performance of our fundamental business activities and is also frequently used by securities analysts, investors and other interested parties in the evaluation of comparable companies. We also rely on Adjusted EBITDA as a primary measure to review and assess the operating performance of our company and our management team in connection with our executive compensation. These non-GAAP key business indicators, which include Adjusted EBITDA, should not be considered replacements for and should be read in conjunction with the GAAP financial measures.
We define Adjusted EBITDA as GAAP net (loss) income adjusted to exclude: (1) interest expense, (2) interest income, (3) provision (benefit) for income taxes, (4) depreciation and amortization, (5) stock‑based expense from options and warrants and (6) certain other items management believes affect the comparability of operating results. Please see “Adjusted EBITDA” below for more information and for a reconciliation of Adjusted EBITDA to net (loss) income, the most directly comparable financial measure calculated and presented in accordance with GAAP.
| Table 1. Reconciliation of Net (Loss) Income to Adjusted EBITDA | ||||
| For the three months and year ended December 31, 2012 and 2011 | ||||
| Three months ended | Twelve months ended | |||
| December 31, | December 31, | |||
| 2012 | 2011 | 2012 | 2011 | |
| ADJUSTED EBITDA: | US$ Millions | |||
| Net (loss) income | $(0.1) | $1.8 | $(4.5) | $2.4 |
| Interest expense | 0.0 | 0.0 | 0.1 | 0.3 |
| Interest and other expense (income) | 0.0 | 0.0 | 0.0 | 0.0 |
| (Benefit) provision for income taxes | (0.1) | 0.2 | 0.2 | 0.3 |
| Depreciation and amortization | 0.8 | 0.6 | 2.8 | 2.4 |
| Expensing of deferred IPO costs(1) | 0.0 | 0.0 | 2.6 | 0.0 |
| Stock‑based expense | 0.3 | 0.1 | 1.1 | 0.6 |
| Acquisition deal costs | 0.0 | 0.0 | 0.1 | 0.0 |
| Convertible debt prepayment fee(2) | 0.0 | 0.0 | 0.0 | 0.6 |
| Derecognition of note payable(3) | 0.0 | 0.0 | 0.0 | (0.7) |
| Adjusted EBITDA (non-GAAP) | $0.9 | $2.7 | $2.4 | $5.9 |
(1) In July 2011 we filed our first registration statement on Form S-1. From July 2011 through August 2012 we continued to update and amend Form S-1. During the quarter ended September 30, 2012 we determined that it is likely that our IPO will be postponed for a period in excess of 90 days and as a result deemed it to be an aborted offering in accordance with the guidance set forth in ASC 340-10-S99-1. For the three months ending September 30, 2012, we expensed previously deferred IPO costs of $2.3 million associated with our registration statement on Form S-1 as well as any IPO costs incurred in the third quarter to selling, general and administrative expenses. The total amount of the expense for the year was $2.6 million.
(2) In April 2011, the convertible debt holders converted the outstanding principal amount of $9.0 million under convertible notes issued in 2007 and 2008 into an aggregate of 4,049,776 shares of common stock. In addition, we issued 127,318 shares of common stock valued at $0.3 million in lieu of cash payments for accrued interest and 297,682 shares of common stock valued at $0.6 million as a prepayment fee negotiated at the time of conversion. The shares issued for the accrued interest and the prepayment fee were valued at the average closing price of our common stock on AIM under the symbol “PPTR” during the 10 trading day period ending two days prior to the conversion.
(3) In 2003, we entered into an agreement with FHMS and FTB and recorded a liability. Due to a breach of the contractual terms by FHMS and FTB, we did not believe we were liable to repay these amounts. As of March 31, 2011, the statute of limitations had expired on $0.66 million of the $0.7 million balance and as of September 30, 2011, the statute of limitations had expired on the remaining $40,000. For the twelve months ended December 31, 2011, we recorded other income due to the derecognition of the note payable in the amount of $0.7 million.
| Table 2. Reconciliation of Prospective Net Income to Adjusted EBITDA | ||
| For the year ending December 31, 2013 | ||
| Range | ||
| ADJUSTED EBITDA: | US$ Millions | |
| Net income | $2.6 | $4.8 |
| Interest expense | 0.1 | 0.1 |
| Interest income | 0.0 | 0.0 |
| Provision for income taxes | 0.5 | 0.7 |
| Depreciation and amortization | 3.4 | 3.4 |
| Stock‑based expense | 1.6 | 1.6 |
| Adjusted EBITDA (non-GAAP) | $8.3 | $10.6 |
| Table 3. Explanation of Key Metrics | ||
| Year ended December 31, | ||
| 2012 | 2011 | |
| KEY METRICS: | ||
| Consolidated gross billings(1) | $117,945,131 | $102,439,474 |
| Total settled dollar volume processed(2) | $6,114,241,521 | $4,833,375,222 |
| Total active merchant locations | ||
| (at period end)(3) | 40,918 | 27,887 |
| Multi-currency processing services key metrics: | ||
| Active merchant locations (at period end)(3) | 22,015 | 16,347 |
| Settled transactions processed(4) | 11,883,366 | 10,801,177 |
| Gross foreign currency mark-up(5) | $103,174,205 | $87,820,070 |
| Settled dollar volume processed(6) | $2,628,252,265 | $2,339,615,142 |
| Average net mark-up percentage on settled | ||
| dollar volume processed(7) | 1.10% | 1.16% |
| Payment processing services key metrics: | ||
| Active merchant locations (at period end)(3) | 18,921 | 11,552 |
| Payment processing services revenue(8) | $14,770,926 | $14,619,404 |
| Settled transactions processed(9) | 34,084,805 | 20,176,344 |
| Settled dollar volume processed(10) | $3,485,989,256 | $2,493,760,080 |
| (1) Represents gross foreign currency mark-up plus payment processing services revenue. | ||
| (2) Represents total settled dollar volume processed through both our multi-currency and payment processing services. | ||
| (3) We consider a merchant location to be active as of a date if the merchant completed at least one revenue-generating transaction at the location during the 90-day period ending on such date. The total number of active merchant locations exceeds the total number of merchants, as merchants may have multiple locations. As of December 31, 2012 and 2011 and 2010, there were 18 and 12 active merchant locations, respectively, that used both our multi-currency processing services and our payment processing services. These amounts are included in multi-currency and payment processing active merchant locations but are not included in total active merchant locations. | ||
| (4) Represents settled transactions processed using our multi-currency processing services. | ||
| (5) Represents the gross foreign currency mark-up amount on settled dollar volume processed using our multi-currency processing services. Gross foreign currency mark-up represents multi-currency processing services net revenue plus amounts paid to acquiring banks and their merchants associated with such multi-currency processing transactions. Management believes this metric is relevant because it provides the reader an indication of the gross mark-up derived from multi-currency transactions processed through our platform during a given period. | ||
| (6) Represents the total settled dollar volume processed using our multi-currency processing services. | ||
| (7) Represents the average net mark-up percentage earned on settled dollar volume processed using our multi-currency processing services. The average net mark-up percentage on settled dollar volume processed is calculated by taking the reported total multi-currency processing services net revenue ($28.8 million, and $27.2 million for the years ended December 31, 2012 and 2011, respectively) and dividing by settled dollar volume processed. | ||
| (8) Represents revenue earned and reported on payment processing services. | ||
| (9) Represents settled transactions processed using our payment processing services. | ||
| (10) Represents the total settled dollar volume processed using our payment processing services. | ||
Planet Payment, Inc. unaudited consolidated balance sheets
| December 31, | ||
| 2012 | 2011 | |
| Current assets: | ||
| Cash and cash equivalents | $6,002,457 | $7,671,963 |
| Restricted cash | 2,517,616 | 1,941,909 |
| Accounts receivable, net of allowances of $1.5 million and $1.4 million, respectively, as of December 31, 2012 and 2011 | 5,585,815 | 4,768,040 |
| Prepaid expenses and other assets | 2,395,137 | 947,043 |
| Total current assets | 16,501,025 | 15,328,955 |
| Other assets: | ||
| Restricted cash | 669,406 | 659,958 |
| Property and equipment, net | 1,396,154 | 1,223,562 |
| Software development costs, net | 4,776,320 | 4,978,002 |
| Intangible assets, net | 3,289,590 | 799,648 |
| Goodwill | 347,599 | — |
| Security deposits and other assets | 338,408 | 213,230 |
| Deferred IPO costs | — | 1,650,789 |
| Total other assets | 10,817,477 | 9,525,189 |
| Total assets | $27,318,502 | $24,854,144 |
| Liabilities and stockholders’ equity | ||
| Current liabilities: | ||
| Accounts payable | $889,118 | $993,872 |
| Accrued expenses | 5,298,789 | 2,482,255 |
| Due to merchants | 2,546,140 | 2,137,064 |
| Current portion of capital leases | 337,588 | 247,257 |
| Total current liabilities | 9,071,635 | 5,860,448 |
| Long-term liabilities: | ||
| Long-term portion of capital leases and other long-term liabilities | 364,010 | 248,730 |
| Total long-term liabilities | 364,010 | 248,730 |
| Total liabilities | 9,435,645 | 6,109,178 |
| Commitments and contingencies | ||
| Stockholders’ equity: | ||
| Convertible preferred stock—10,000,000 shares authorized as of December 31, 2012 and 4,000,000 shares authorized as of December 31, 2011, $0.01 par value: Series A—2,243,750 issued and outstanding as of December 31, 2012 and 2011; $8,975,000 aggregate liquidation preference | 22,438 | 22,438 |
| Common stock—250,000,000 shares authorized as of December 31, 2012 and 80,000,000 shares authorized as of December 31, 2011, $0.01 par value, and 53,658,857 and 51,764,405 shares issued and outstanding as of December 31, 2012 and 2011, respectively | 536,589 | 517,644 |
| Additional paid-in capital | 97,576,498 | 94,083,901 |
| Warrants | 1,622,651 | 1,622,651 |
| Accumulated other comprehensive gain (loss) | 37,925 | (40,729) |
| Accumulated deficit | (81,913,244) | (77,460,939) |
| Total stockholders’ equity | 17,882,857 | 18,744,966 |
| Total liabilities and stockholders’ equity | $27,318,502 | $24,854,144 |
Planet Payment, Inc. unaudited consolidated statements of operations
| Year ended December 31, | |||
| 2012 | 2011 | 2010 | |
| Revenue: | |||
| Net revenue | $43,578,016 | $41,858,166 | $30,553,164 |
| Operating expenses: | |||
| Cost of revenue: | |||
| Payment processing service fees | 10,943,290 | 11,677,012 | 10,051,640 |
| Processing and service costs | 11,010,778 | 9,093,674 | 6,980,981 |
| Software licenses impairment | — | — | 1,108,514 |
| Total cost of revenue | 21,954,068 | 20,770,686 | 18,141,135 |
| Selling, general and administrative expenses | 25,865,652 | 18,152,014 | 14,304,448 |
| Total operating expenses | 47,819,720 | 38,922,700 | 32,445,583 |
| (Loss) income from operations | (4,241,704) | 2,935,466 | (1,892,419) |
| Other (expense) income: | |||
| Interest expense | (55,987) | (319,098) | (1,169,578) |
| Interest income | 1,236 | 1,582 | 429 |
| Other (expense) income, net | (8,739) | 98,682 | — |
| Total other expense, net | (63,490) | (218,834) | (1,169,149) |
| (Loss) income from operations before provision for income taxes | (4,305,194) | 2,716,632 | (3,061,568) |
| Provision for income taxes | (147,111) | (331,903) | (3,219) |
| Net (loss) income | $(4,452,305) | $2,384,729 | $(3,064,787) |
| Basic net (loss) income per share applicable to common stockholders | $(0.09) | $0.04 | $(0.08) |
| Diluted net (loss) income per share applicable to common stockholders | $(0.09) | $0.04 | $(0.08) |
| Weighted average common stock outstanding (basic) | 52,187,144 | 49,348,033 | 40,431,073 |
| Weighted average common stock outstanding (diluted) | 52,187,144 | 52,167,492 | 40,431,073 |
Planet Payment, Inc. unaudited consolidated statements of cash flows
| Year ended December 31, | |||
| 2012 | 2011 | 2010 | |
| Cash flows from operating activities: | |||
| Net (loss) income | $(4,452,305) | $2,384,729 | $(3,064,787) |
| Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
| Stock-based expense | 1,075,079 | 555,882 | 739,992 |
| Depreciation and amortization expense | 2,831,379 | 2,416,873 | 1,769,650 |
| Provision (recovery) for doubtful accounts | 136,350 | 75,384 | (36,703) |
| Deferred tax liability | (66,009) | — | — |
| Disposal of property and equipment | 86,388 | — | — |
| Expensing of deferred IPO costs | 2,346,210 | — | — |
| Software license impairment charge | — | — | 1,108,514 |
| Accrued insurance proceeds | (100,000) | — | — |
| Non-cash interest expense on convertible debt | — | 254,636 | 808,193 |
| Non-cash interest expense on term debt | — | — | 295,743 |
| Warrant expense | — | 14,928 | 89,741 |
| Common stock issued for payment of account payable | — | 20,000 | — |
| Derecognition of note payable | — | (700,000) | — |
| Non-cash prepayment fee on conversion of convertible debt | — | 601,318 | — |
| Changes in operating assets and liabilities net of effects of acquisitions: | |||
| (Increase) decrease in settlement assets | (575,707) | 118,448 | (46,859) |
| Increase in accounts receivables, prepaid expenses and other current assets | (1,725,523) | (1,825,403) | (1,787,798) |
| Increase in software licenses | — | — | (80,209) |
| (Increase) decrease in security deposits and other assets | (11,575) | 32,051 | 52,247 |
| Increase in accounts payable and accrued expenses | 1,713,071 | 2,088,190 | 231,768 |
| Increase (decrease) in due to merchants | 409,076 | (157,188) | 201,103 |
| Other | (65,018) | (13,128) | (1) |
| Net cash provided by operating activities | 1,601,416 | 5,866,720 | 280,594 |
| Cash flows from investing activities: | |||
| (Increase) decrease in restricted cash | (9,448) | 90,042 | — |
| Purchase of property and equipment | (269,557) | (161,705) | (300,540) |
| Capitalized software development | (1,360,091) | (1,862,653) | (1,970,349) |
| Purchase of intangible assets | (149,420) | (78,453) | (79,618) |
| Cash paid for business combination, net of cash acquired | (1,577,829) | — | — |
| Net cash used in investing activities | (3,366,345) | (2,012,769) | (2,350,507) |
| Cash flows from financing activities: | |||
| Proceeds from issuance of common stock. | 774,749 | 269,965 | 6,058,702 |
| Principal payments on capital lease obligations | (324,795) | (284,682) | (187,144) |
| Payment of capital-raising expense | — | — | (343,969) |
| Repayment of long-term debt | — | — | (2,000,000) |
| Payment of IPO costs | (354,531) | (1,349,770) | — |
| Net cash provided by (used in) financing activities | 95,423 | (1,364,487) | 3,527,589 |
| Effect of exchange rate changes on cash and cash equivalents(*) | — | — | (27,600) |
| Net (decrease) increase in cash and cash equivalents | (1,669,506) | 2,489,464 | 1,430,076 |
| Beginning of period | 7,671,963 | 5,182,499 | 3,752,423 |
| End of period | $6,002,457 | $7,671,963 | $5,182,499 |
| Supplemental disclosure: | |||
| Cash paid for: | |||
| Interest | $53,994 | $64,462 | $ 65,642 |
| Income taxes | 541,933 | 233,535 | 142 |
| Non cash investing and financing activities: | |||
| Convertible debt converted to common stock |
$— | $8,979,926 | $— |
| Common stock issued to pay accrued interest |
— | — | 1,103,936 |
| Common stock issued for BPS acquisition |
1,596,862 | — | — |
| Common stock issued for stock options and warrants exercised | 13,335 | 354 | 19,661 |
| Assets acquired under capital leases | 530,984 | 349,484 | 223,965 |
| Common stock issued for warrants exercised |
— | — | 2,000,000 |
| Reduction of long-term debt through exercise of warrants |
— | — | (2,000,000) |
| Accrued IPO costs | — | 301,019 | — |
| (*) For the year ended December 31, 2012 and 2011, the effect of exchange rate changes on cash and cash equivalents was inconsequential. | |||
Planet Payment, Inc. unaudited consolidated statements of changes in convertible preferred stock and stockholders’ (deficit) equity
| Convertible preferred stock $0.01 par value 4,000,000 shares authorized as of December 31, 2009, 2010 and 2011 and 10,000,000 shares authorized as of December 31, 2012 Series A |
Common stock $0.01 par value— 70,000,000 shares authorized as of December 31, 2009 and 2010, 80,000,000 shares authorized as of |
||||||||
| December 31, 2011 and 250,000,000 |
|||||||||
| shares | Accumulated | ||||||||
| authorized as of | Additional | other | Total | ||||||
| Shares | Shares par | December 31, 2012 | paid-In | comprehensive | Accumulated | stockholders’ | |||
| issued | Value | Issued | Par value | capital | Warrants | loss | deficit | (deficit) equity | |
| Balance—December 31, 2009 | 2,243,750 | $22,438 | 39,170,213 | $391,701 | $ 73,969,455 | $1,517,982 | $ — | $(76,780,881) | $(879,305) |
| Stock issued | — | — | 5,357,897 | 53,579 | 6,765,090 | — | — | — | 6,818,669 |
| Warrant exercised | — | — | 1,526,718 | 15,267 | 1,984,733 | — | — | — | 2,000,000 |
| Options exercised | — | — | 13,668 | 137 | (137) | — | — | — | — |
| Warrant expense | — | — | — | — | — | 89,741 | — | — | 89,741 |
| Stock-based expense | — | — | — | — | 739,992 | — | — | — | 739,992 |
| Cumulative translation adjustment | — | — | — | — | — | — | (27,600) | — | (27,600) |
| Net loss | — | — | — | — | — | — | — | (3,064,787) | (3,064,787) |
| Balance—December 31, 2010 | 2,243,750 | 22,438 | 46,068,496 | 460,684 | 83,459,133 | 1,607,723 | (27,600) | (79,845,668) | 5,676,710 |
| Stock issued | — | — | 4,484,776 | 44,848 | 9,811,033 | — | — | — | 9,855,881 |
| Restricted stock issued | — | — | 915,000 | 9,150 | — | — | 9,150 | ||
| Warrants exercised | — | — | 28,560 | 286 | (286) | — | — | — | — |
| Options exercised | — | — | 267,573 | 2,676 | 258,139 | — | — | — | 260,815 |
| Warrant expense | — | — | — | — | — | 14,928 | — | — | 14,928 |
| Stock-based expense | — | — | — | — | 555,882 | — | — | — | 555,882 |
| Cumulative translation adjustment | — | — | — | — | — | — | (13,129) | — | (13,129) |
| Net income | — | — | — | — | — | — | — | 2,384,729 | 2,384,729 |
| Balance—December 31, 2011 | 2,243,750 | 22,438 | 51,764,405 | 517,644 | 94,083,901 | 1,622,651 | (40,729) | (77,460,939) | 18,744,966 |
| Options exercised | — | — | 488,513 | 4,885 | 769,864 | — | — | — | 774,749 |
| Issuance of common shares—Acquisition of BPS | — | — | 488,337 | 4,884 | 1,596,862 | — | — | — | 1,601,746 |
| Stock-based expense | — | — | — | — | 1,135,047 | — | — | — | 1,135,047 |
| Warrants exercised | — | — | 917,602 | 9,176 | (9,176) | — | — | — | — |
| Cumulative translation adjustment | — | — | — | — | — | — | 78,654 | — | 78,654 |
| Net loss | — | — | — | — | — | — | — | (4,452,305) | (4,452,305) |
| Balance— December 31, 2012 | 2,243,750 | $22,438 | 53,658,857 | $536,589 | $97,576,498 | $1,622,651 | $37,925 | $(81,913,244) | $17,882,857 |
CONTACT: Planet Payment, Inc.
Robert Cox (CFO)
Tel: + 1 516 670 3200
www.planetpayment.com
Redleaf Polhill (UK PR for Planet Payment)
Emma Kane / Henry Columbine / David Ison
Tel: +44 207 382 4730
planet@redleafpolhill.com
ICR (USA IR for Planet Payment)
Don Duffy / Dara Dierks
Tel: +1 646-277-1212
Canaccord Genuity Ltd (UK) (Nomad for Planet Payment)
Simon Bridges / Andrew Chubb
Tel: +44 20 7523 8000
Dex One and SuperMedia (SPMD) File Pre-Packaged Plans of Reorganization for Merger
Dex One Corporation (NYSE: DEXO) and SuperMedia Inc. (NASDAQ: SPMD) today announced that each company has received the requisite shareholder approval for their proposed merger and they both have voluntarily filed for Chapter 11 in the United States Bankruptcy Court for the District of Delaware (the “Court”), to implement “pre-packaged” Plans of Reorganization.
Dex One and SuperMedia intend to use this strategic process to facilitate the completion of their merger announced on Aug. 21, 2012. The operations of both companies are expected to continue without interruption during the restructuring process. Subject to Court approval of the plans, the companies believe the merger will be completed within 45 to 60 days. These plans intend to preserve the interests of all investors without any impairment to existing Dex One or SuperMedia equity holders and Dex One note holders.
“This process will facilitate the completion of our merger with Dex One and ensure the financial and strategic benefits of the merger identified and communicated previously remain unchanged,” said Peter McDonald, president and CEO of SuperMedia. “A substantial majority of our lenders and stockholders have pledged their support for this transaction and we remain committed to closing it in the first half of this year. The new company will be the trusted marketing consultant to help local businesses across the United States grow.”
“This combination is good for customers, investors, consumers and employees, and creates a stronger company that can penetrate more of the local marketplace,” said Alfred Mockett, CEO of Dex One. “By joining two industry leaders to create a national provider of social, local and mobile marketing solutions, we believe Dex One and SuperMedia will accelerate the transformation of the newly combined company and be positioned to deliver outstanding service and support. Throughout the merger process, the employees from both companies have demonstrated great dedication, and remain focused on exceeding the needs of local businesses in the markets we serve.”
Pursuant to the proposed plans, Dex One and SuperMedia do not need, nor intend to obtain debtor-in-possession (DIP) financing during the reorganization. The companies maintain substantial cash balances and continue to generate positive cash flow.
Dex One and SuperMedia have filed a series of motions with the Court to ensure the continuation of normal operations, including requesting Court approval to continue paying employee wages and salaries and providing employee benefits without interruption. The companies also are seeking Court authorization to continue paying vendors, suppliers and service providers in full under customary terms for all goods and services, including those provided before the filing date. The companies expect the Court to approve these requests shortly.
Both companies intend to work with their respective exchanges to remain listed during the restructuring.
Houlihan Lokey Capital Inc. is acting as financial advisor to Dex One, and Kirkland & Ellis LLP is acting as its legal counsel. Morgan Stanley & Co. LLC is acting as financial advisor to SuperMedia for the merger, and Fulbright & Jaworski L.L.P and Cleary Gottlieb Steen & Hamilton LLP are acting as legal counsel to SuperMedia. Chilmark Partners is acting as financial advisor to SuperMedia’s board of directors.
For access to court documents and other general information about the pre-packaged plans cases, visit www.epiq11.com/dexone or www.epiq11.com/supermedia.com.
FORWARD-LOOKING STATEMENTS
Certain statements contained in this press release regarding Dex One Corporation’s (“Dex One”) future operating results, performance, business plans, prospects, guidance, statements about the benefits of the proposed merger with SuperMedia Inc. (“SuperMedia”) and the combined company, and any other statements not constituting historical fact are “forward-looking statements” subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Where possible, the words “believe,” “expect,” “anticipate,” “intend,” “should,” “will,” “would,” “planned,” “estimated,” “potential,” “goal,” “outlook,” “may,” “predicts,” “could,” or the negative of such terms, or other comparable expressions, as they relate to Dex One, SuperMedia or their respective management, have been used to identify such forward-looking statements. All forward-looking statements reflect only Dex One’s and SuperMedia’s current beliefs and assumptions with respect to future business plans, prospects, decisions and results, and are based on information currently available to Dex One and SuperMedia. Accordingly, the statements are subject to significant risks, uncertainties and contingencies, which could cause Dex One’s, SuperMedia’s or the combined company’s actual operating results, performance or business plans or prospects to differ materially from those expressed in, or implied by, these statements.
Factors that could cause actual results to differ materially from current expectations include risks and other factors described in Dex One’s and SuperMedia’s publicly available reports filed with the SEC, which contain discussions of various factors that may affect the business or financial results of Dex One, SuperMedia or the combined company. Such risks and other factors, which in some instances are beyond either company’s control, include: the continuing decline in the use of print directories; increased competition, particularly from existing and emerging digital technologies; ongoing weak economic conditions and continued decline in advertising sales; the companies’ ability to collect trade receivables from customers to whom they extend credit; the companies’ ability to generate sufficient cash to service their debt; the companies’ ability to comply with the financial covenants contained in their debt agreements and the potential impact to operations and liquidity as a result of restrictive covenants in such debt agreements; the companies’ ability to refinance or restructure their debt on reasonable terms and conditions as might be necessary from time to time; increasing interest rates; changes in the companies’ and the companies’ subsidiaries credit ratings; changes in accounting standards; regulatory changes and judicial rulings impacting the companies’ businesses; adverse results from litigation, governmental investigations or tax related proceedings or audits; the effect of labor strikes, lock-outs and negotiations; successful realization of the expected benefits of acquisitions, divestitures and joint ventures; the companies’ ability to maintain agreements with major Internet search and local media companies; the companies’ reliance on third-party vendors for various services; and other events beyond their control that may result in unexpected adverse operating results.
With respect to the proposed merger, important factors could cause actual results to differ materially from those indicated by forward-looking statements included herein, including, but not limited to, the ability of Dex One and SuperMedia to consummate the transaction on the terms set forth in the merger agreement; risks related to the impact that either Dex One’s or the SuperMedia’s voluntary case under Chapter 11 of title 11 of the United States Code, filed to consummate the transaction, could have on our business operations, financial condition, liquidity or cash flow; the risk that anticipated cost savings, growth opportunities and other financial and operating benefits as a result of the transaction may not be realized or may take longer to realize than expected; the risk that benefits from the transaction may be significantly offset by costs incurred in integrating the companies; potential adverse impacts or delay in completing the transaction as a result of bankruptcy cases; and difficulties in connection with the process of integrating Dex One and SuperMedia, including: coordinating geographically separate organizations; integrating business cultures, which could prove to be incompatible; difficulties and costs of integrating information technology systems; and the potential difficulty in retaining key officers and personnel. None of Dex One, SuperMedia or the combined company is responsible for updating the information contained in this release beyond the publication date, or for changes made to this document by wire services or Internet service providers.
OTK Associates to Nominate Directors to Morgans Hotel (MHGC) Board
OTK Associates LLC, the largest shareholder of Morgans Hotel Group Co. (Nasdaq: MHGC) with 13.9% of the outstanding common stock of the company, today disclosed that it intends to nominate a slate of seven candidates to the company’s board of directors and notified the company of its intent in a letter on March 15, 2013. Morgans’ 2013 Annual Meeting of Shareholders is scheduled to be held on May 15, 2013.
OTK Associates also disclosed a letter to MHGC shareholders outlining why it believes a reconfiguration of the Board is urgently needed. The full text of the letter follows:
March 18, 2013
Dear Fellow Stockholders,
We are writing to inform you that on Friday, March 15, OTK Associates, LLC delivered notice to Morgans Hotel Group of its intent to nominate seven qualified candidates to the company’s board of directors at the upcoming annual meeting of stockholders on May 15, 2013.
As the company’s largest stockholder, with a 13.9% ownership stake or 4,500,000 common shares of Morgans, we are seeking your support to elect directors that have the skills and experience necessary to either grow the business and return the company to profitability or to appropriately evaluate and pursue strategic alternatives in a disinterested fashion. We are nominating a slate of directors that brings significant lodging industry expertise, capital markets experience and superior hotel operating acumen. We strongly believe that a reconfigured board is a prerequisite for improving the company’s financial performance and competitive position, and for harvesting additional value from its existing asset base.
OTK is a partnership between families that have a demonstrated track record of creating value in the real estate and lodging industries. OTK acquired its position in Morgans more than five years ago and has not sold any shares since that time. During this period, OTK has observed as various management teams and board members squandered resources and failed to capitalize on the extraordinary brand value of the company. OTK believes that new leadership is urgently needed to protect the interests of common stockholders and maximize stockholder value going forward, and we believe the majority of Morgans’ common stockholders will agree.
Need for Alignment of Interests:
- As the company’s largest stockholder, our interests are best aligned with those of the entire stockholder base.
- The current board has significant representation from individuals directly and indirectly affiliated with the company’s largest holder of convertible debt securities and preferred shares. The next board will have to anticipate and plan for the maturity of the convertible debt and the accelerated accrual of dividends on the preferred securities. Stockholders should be represented by a board whose interests are aligned first and foremost with its fiduciary duties to common stockholders, while cognizant of the company’s contractual obligations to creditors.
- The board has engaged in a number of self-serving transactions and questionable employment decisions during its tenure. In March 2011, the board appointed a new chief executive officer who had never previously served in a public company operating role nor worked in the hotel and lodging sectors. The CEO has however served as a paid employee for Morgans’ largest holder of convertible debt securities and preferred shares from 2008 to 2011.
- Additionally, directors have received various extraordinary payments and bonuses in addition to their base compensation for activities associated with ordinary board responsibilities.
Restoring Financial Performance:
- Morgans was adversely affected by the recession, but unlike most other hotel companies, it has not recovered. Over the past five years, Morgans shares have decreased by approximately 68% representing approximately $325 million in value destruction. During that time S&P 500 Hotels, Restaurants & Leisure Index, Morgans’ self-selected reference index, has increased by 69%. Morgans’ five-year stock performance is in the bottom 20% of companies in the Nasdaq composite index.
- Systemwide comparable RevPAR for the full year 2012 was approximately 5% below the level reported as of December 31, 2008, while total company revenue is down almost 37% over the same period. Adjusted EBITDA margin, based on adjusted EBITDA as reported by the company, has fallen 59.0% from 29.5% to 12.1% over that time.
- Between 2008 and 2012, the company reported cumulative net losses of approximately $384 million, or just over 2.4x today’s remaining equity market cap. Over $144 million of those losses were recognized during 2011 and 2012 under the stewardship of current management.
Opportunity to Improve Management and Board Oversight:
- Over the past several years the board has allowed management to pursue a litany of transactions that have destroyed significant equity capital and collectively generated negative returns to stockholders. These include deals that have resulted in terminated management contracts, accounting impairments, foreclosures and restructurings.
- Poorly timed and ill executed capital markets transactions have limited the company’s financial and strategic flexibility.
- Morgans’ overhead expense is disproportionate to its asset base and market capitalization. The combined total of executive compensation for named executive officers in 2011, the most recent year for which such information is available, was $20.4 million, or 68% of the company’s 2011 reported adjusted EBITDA.
- Total SG&A expenses plus stock based compensation for 2011 and 2012 combined totaled over $94 million, or approximately 60% of today’s equity market capitalization and 1.8x the company’s reported adjusted EBITDA for those two years combined. The new board would take swift action to right size the expense structure and improve operating cash flow.
- The proposed slate includes members with deep industry relationships and the ability to draw talent, establish a more efficient management structure and forge relationships with world-class partners.
The decision to nominate a new slate of board members has not been taken lightly. After five years of observation, OTK views it impossible, based on the company’s performance over time, to effect sweeping and necessary change without replacing substantially all of the current board. The slate we are proposing has been constructed to refocus the company on its core business, extend its collection of world recognized brands and to right-size its operating cost structure. Members of this slate possess the specific industry experience, financial sophistication and operating relationships to assist the company moving forward.
Morgans Hotel Group has been a leading name in luxury boutique hotels, and can be again with proper oversight and leadership. We ask for your support in electing directors committed to stabilizing the company and maximizing its value.
If you have questions, we urge you to call our proxy solicitors, Okapi Partners LLC, toll-free at (877) 869-0171. You may also email questions to info@okapipartners.com
Sincerely,
/s/ OTK Associates, LLC
OTK Associates, LLC
IMPORTANT INFORMATION
STOCKHOLDERS ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER DOCUMENTS RELATED TO SOLICITATION OF PROXIES BY OTK ASSOCIATES, LLC AND ITS AFFILIATES FROM THE STOCKHOLDERS OF MORGANS HOTEL GROUP CO. FOR USE AT THE 2013 ANNUAL MEETING OF MORGANS HOTEL GROUP CO. WHEN THEY ARE AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. WHEN COMPLETED, SUCH MATERIALS WILL, ALONG WITH OTHER RELEVANT DOCUMENTS, BE AVAILABLE AT NO CHARGE AT THE SECURITIES AND EXCHANGE COMMISSION’S WEBSITE AT HTTP://WWW.SEC.GOV OR BY CONTACTING THE PARTICIPANTS’ PROXY SOLICITOR, OKAPI PARTNERS, TOLL FREE AT (877) 869-0171, OR BY EMAIL TO INFO@OKAPIPARTNERS.COM.
INFORMATION RELATING TO THE POTENTIAL PARTICIPANTS IN A POTENTIAL PROXY SOLICITATION IS CONTAINED IN EXHIBIT 2 TO THE SCHEDULE 14A FILED PURSUANT TO RULE 14A-12 FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BY OTK ASSOCIATES, LLC ON MARCH 15, 2013, AS IT MAY BE AMENDED FROM TIME TO TIME. THE SCHEDULE 14A AND ANY AMENDMENTS ARE AVAILABLE AT NO CHARGE ON THE SECURITIES AND EXCHANGE COMMISSION’S WEBSITE AT HTTP://WWW.SEC.GOV.
Swisher Hygiene (SWSH) Announces Results for the Three and Nine-Month Periods
CHARLOTTE, N.C., March 18, 2013 (GLOBE NEWSWIRE) — Swisher Hygiene Inc. (“Swisher Hygiene”) (Nasdaq:SWSH) (TSX:SWI), a leading provider of essential hygiene and sanitizing products and services, announced today that it has filed its Form 10-Q for the three and nine-month periods ended September 30, 2012. All amounts in this news release are in United States dollars.
Third Quarter 2012 Highlights
- The Waste segment, which was sold on November 15, 2012, is reported as discontinued operations for 2012.
- Total revenue from continuing operations of $59.0 million for the third quarter of 2012, a 20% increase compared to the third quarter of 2011. Hygiene revenue from company-owned operations for the third quarter of 2012, excluding acquisitions, increased 3% compared to the third quarter of 2011.
- Adjusted EBITDA loss of $2.3 million for the third quarter of 2012 based on a net loss from continuing operations of $14.3 million. For a reconciliation of non-GAAP to GAAP measures, please review the disclosures and table included with this release.
- Basic and diluted loss per share from continuing operations of $0.08 for the third quarter of 2012, compared to basic and diluted loss per share from continuing operations of $0.01 in the third quarter of 2011.
“We have now filed our outstanding quarterly reports for 2012,” said Thomas Byrne, President and Chief Executive Officer of Swisher Hygiene. “We are working to file our 2012 Form 10-K as soon as possible, and once again thank our shareholders for their patience and continued support during this process.”
“Our results in the third quarter of 2012 were significantly affected by the investigation and review process, impacting our top line and cost structure,” continued Mr. Byrne. “With the review now in the past, we look forward throughout 2013 to serving our customers nationwide on a day-to-day basis, expanding our cross-selling opportunities, and emphasizing customer retention and new customer acquisition. Further, we will continue to eliminate costs and create additional efficiencies throughout the business; this will remain a priority throughout 2013.”
Third Quarter 2012 Results
For the three months ended September 30, 2012, Swisher Hygiene reported total revenue from continuing operations of $59.0 million, a 20% increase from $49.2 million in the three months ended September 30, 2011. Hygiene revenue from company-owned operations, excluding acquisitions, increased 3% compared to the three months ended September 30, 2011.
Total costs and expenses for the three months ended September 30, 2012 increased by 41% to $72.8 million, compared to $51.7 million in the three months ended September 30, 2011. Excluding the impact of acquisition and merger expenses, the gain from bargain purchase in 2011, and $5.0 million of investigation and review-related expenses in the three months ended September 30, 2012, total costs and expenses increased 4% compared to the three months ended September 30, 2011.
For the three months ended September 30, 2012 and 2011, respectively:
| Q3 2012 | Q3 2011 | |
| Cost of sales as a % of revenue | 44.1% | 43.3% |
| Route expense as a % of revenue | 18.6% | 18.9% |
| SG&A expense as a % of revenue | 50.9% | 42.5% |
| SG&A expense (excluding investigation and review-related expenses) as a % of revenue | 42.4% | 42.5% |
The increase in cost of sales as a percentage of revenue primarily reflects a change in sales mix towards the chemical product line and entering the wholesale chemical business through Swisher Hygiene’s acquisition of Daley International, Cavalier and Kitter spanning the third quarter of 2011, while the favorable change in route expense as a percentage of revenue reflects economies of scale realized through route consolidation initiatives.
Net loss from continuing operations for the three months ended September 30, 2012 was $14.3 million, compared to net loss from continuing operations of $1.9 million in the three months ended September 30, 2011.
Adjusted EBITDA loss for the three months ended September 30, 2012 was $2.3 million, compared to an Adjusted EBITDA loss of $1.2 million in the three months ended September 30, 2011.
Nine Months 2012 Results
For the nine months ended September 30, 2012, Swisher Hygiene reported total revenue from continuing operations of $177.4 million, a 69% increase from $105.0 million in the nine months ended September 30, 2011. Hygiene revenue from company-owned operations, excluding acquisitions, increased 7% compared to the nine months ended September 30, 2011.
Total costs and expenses for the nine months ended September 30, 2012 increased by 77% to $221.5 million, compared to $125.4 million in the nine months ended September 30, 2011. Excluding the impact of acquisition and merger expenses, the gain from bargain purchase in 2011, and $16.4 million of investigation and review-related expenses in the nine months ended September 30, 2012, total costs and expenses increased 10% compared to the nine months ended September 30, 2011.
For the nine months ended September 30, 2012 and 2011, respectively:
| 9 mos. 2012 | 9 mos. 2011 | |
| Cost of sales as a % of revenue | 44.1% | 40.7% |
| Route expense as a % of revenue | 17.9% | 21.0% |
| SG&A expense as a % of revenue | 53.9% | 49.4% |
| SG&A expense (excluding investigation and review-related expenses) as a % of revenue | 44.7% | 49.4% |
The increase in cost of sales as a percentage of revenue primarily reflects a change in sales mix towards the chemical product line and entering the wholesale chemical business through Swisher Hygiene’s acquisition of Daley International, Cavalier and Kitter spanning the third quarter of 2011, while the favorable change in route expense as a percentage of revenue reflects economies of scale realized through route consolidation initiatives.
Net loss from continuing operations for the nine months ended September 30, 2012 was $45.6 million, compared to net loss from continuing operations of $15.7 million in the nine months ended September 30, 2011.
Adjusted EBITDA loss for the nine months ended September 30, 2012 was $8.3 million, compared to an Adjusted EBITDA loss of $8.6 million in the nine months ended September 30, 2011.
Conference Call
Swisher Hygiene will host a conference call to provide a company update and discuss 2012 results this afternoon at 1:00 PM Eastern Time.
The conference call can be accessed over the phone by dialing 1-855-541-0980 or for international callers by dialing 1-970-315-0440; please dial-in 10 minutes before the start of the call. A replay will be available two hours after the call and can be accessed by dialing 1-855-859-2056 or for international callers by dialing 1-404-537-3406; the conference ID is 24733893. The replay will be available until Monday, March 25, 2013.
In order to access the live webcast, please go to the Investors section of Swisher Hygiene’s website at http://www.swisherhygiene.com and click on the webcast link that will be made available. A replay will be available shortly after the original webcast.
Non-GAAP Financial Measures
This press release and the attached financial tables contain certain non-GAAP financial measures. In addition to net income determined in accordance with GAAP, we use certain non-GAAP measures such as “Adjusted EBITDA” in assessing Swisher Hygiene’s operating performance. Swisher Hygiene believes this non-GAAP measure serves as an appropriate measure to be used in evaluating the performance of its business.
Swisher Hygiene defines Adjusted EBITDA as net loss excluding the impact of income taxes, depreciation and amortization expense, investigation and review related expenses, net interest expense, foreign currency gain or loss and other income, net gain on debt related fair value measurements, stock based compensation, third party costs directly related to merger and acquisitions including the debt prepayment penalty, and a gain from bargain purchase related to mergers and acquisitions.
Swisher Hygiene presents Adjusted EBITDA because the company considers it an important supplemental measure of its operating performance and believes it is frequently used by securities analysts, investors and other interested parties in the evaluation of its results. Management uses this non-GAAP financial measure frequently in its decision-making because it provides supplemental information that facilitates internal comparisons to the historical operating performance of prior periods and gives an additional indication of Swisher Hygiene’s core operating performance. Swisher Hygiene includes this non-GAAP financial measure in its earnings announcement in order to provide transparency to its investors and enable investors to better compare its operating performance with the operating performance of its competitors. Adjusted EBITDA should not be considered in isolation from, and is not intended to represent an alternative measure of, revenue, operating results or cash flows from operating activities as determined in accordance with GAAP. Additionally, Swisher Hygiene’s definition of Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.
Under SEC rules, Swisher Hygiene is required to provide a reconciliation of non-GAAP measures to the most directly comparable GAAP measures. Accordingly, the following is a reconciliation of Adjusted EBITDA to Swisher Hygiene’s net losses for the three and nine months ended September 30, 2012 and 2011:
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||
| 2012 | 2011 | 2012 | 2011 | |
| (In thousands) | ||||
| Net loss from continuing operations | $ (14,292) | $ (1,944) | $ (45,580) | $ (15,684) |
| Income tax (benefit) expense | 22 | (782) | 109 | (10,915) |
| Depreciation and amortization expense | 5,656 | 3,860 | 15,820 | 8,463 |
| Interest expense, net | 433 | 946 | 1,545 | 1,533 |
| Gain on foreign currency | (38) | 105 | 1 | (58) |
| Unrealized (gain) loss on convertible debt | — | (819) | (199) | 4,767 |
| Stock-based compensation | 824 | 1,187 | 3,441 | 3,033 |
| Investigation and review-related expenses | 4,999 | — | 16,385 | — |
| Gain from bargain purchase | — | (4,359) | — | (4,359) |
| Acquisition and merger expenses | 59 | 643 | 220 | 4,641 |
| Adjusted EBITDA | $ (2,337) | $ (1,163) | $ (8,258) | $ (8,579) |
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.
Certain information in this press release is forward-looking information. 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. 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, 2011, 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.
| SWISHER HYGIENE INC. AND SUBSIDIARIES | ||||
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS | ||||
| (Unaudited) | ||||
| (In thousands, except share and per share data) | ||||
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||
| 2012 | 2011 | 2012 | 2011 | |
| Revenue | ||||
| Products | $ 52,391 | $ 41,719 | $ 156,409 | $ 82,782 |
| Services | 6,263 | 6,883 | 20,016 | 18,869 |
| Franchise and other | 365 | 638 | 928 | 3,307 |
| Total revenue | 59,019 | 49,240 | 177,353 | 104,958 |
| Costs and expenses | ||||
| Cost of sales | 26,045 | 21,317 | 78,124 | 42,711 |
| Route expenses | 10,990 | 9,311 | 31,756 | 22,070 |
| Selling, general, and administrative expenses | 30,032 | 20,951 | 95,598 | 51,852 |
| Acquisition and merger expenses | 59 | 643 | 220 | 4,641 |
| Depreciation and amortization | 5,656 | 3,860 | 15,820 | 8,463 |
| Gain from bargain purchase | — | (4,359) | — | (4,359) |
| Total costs and expenses | 72,782 | 51,723 | 221,518 | 125,378 |
| Loss from continuing operations | (13,763) | (2,483) | (44,165) | (20,420) |
| Other expense, net | (507) | (243) | (1,306) | (6,179) |
| Net loss from continuing operations before income taxes | (14,270) | (2,726) | (45,471) | (26,599) |
| Income tax (expense) benefit | (22) | 782 | (109) | 10,915 |
| Net loss from continuing operations | (14,292) | (1,944) | (45,580) | (15,684) |
| Income (loss) from discontinued operations, net of tax | 2,749 | 74 | 1,866 | (276) |
| Net loss | (11,543) | (1,870) | (43,714) | (15,960) |
| Net income attributable to non-controlling interest | — | (1) | — | (1) |
| Net loss attributable to Swisher Hygiene Inc. | (11,543) | (1,871) | (43,714) | (15,961) |
| Comprehensive loss | ||||
| Foreign currency translation adjustment | 23 | (288) | 6 | (28) |
| Comprehensive loss | $ (11,520) | $ (2,159) | $ (43,708) | $ (15,989) |
| Loss per share from continuing operations | ||||
| Basic and diluted | $ (0.08) | $ (0.01) | $ (0.26) | $ (0.10) |
| Weighted-average common shares used in the computation of loss per share | ||||
| Basic and diluted | 175,057,385 | 173,429,586 | 174,961,822 | 154,025,525 |
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
Westell Technologies (WSTL) to Acquire Kentrox
Westell Technologies, Inc. (NASDAQ: WSTL), a leading provider of telecommunications equipment for wireline, wireless and home networks, and Kentrox®, Inc., a worldwide leader in intelligent site management solutions, today announced that they have signed a definitive agreement for Westell to acquire Kentrox. The $30 million cash transaction is expected to close on April 1, 2013.
“Kentrox is a perfect fit with our growth strategy,” said Rick Gilbert, Westell’s chairman and chief executive officer. “The company is a leader in providing intelligent site management solutions with a wireless focus, significant software content, and global reach. Kentrox has outstanding customers and solutions that complement Westell’s. In addition, it has an impressive team, excellent capabilities and real sales momentum. We expect the acquisition to propel us to about $80 million in annual revenue and add to earnings in fiscal 2014, which starts on April 1.”
Kentrox is an innovator in comprehensive monitoring, management and control of remote sites, such as cell sites and towers. Its solutions allow network operators and service providers to reduce costs while improving network performance and security. Kentrox customers include major wireless and fixed-line telecommunications carriers, tower providers, cable and broadband network providers, utility companies, and enterprises. The company had revenues of approximately $29 million for the 12 months ended December 31, 2012.
“This is a great combination for our customers and employees,” explained Rich Cremona, Kentrox president and chief executive officer. “Westell has excellent customer relationships, supply chain capabilities, and financial strength that will help Kentrox continue to develop and market world-class solutions and leverage our growth.”
Conference Call on Acquisition
Management will host a conference call on Tuesday, March 19, 2013, at 9:30 a.m. EDT to discuss the acquisition. Participants may register for the call at www.conferenceplus.com/westell. After doing so, they will receive a dial-in number, a passcode, and a personal identification number that automatically joins them to the audio conference. Those who do not wish to register may participate in the call by dialing 888-206-4065 no later than 9:15 a.m. EDT and using confirmation number 34484823#. International participants may dial 630-827-5974.
This news release, and related information that may be discussed on the conference call, will be posted on the Investor News section of Westell’s website: www.westell.com. An archived version of the entire call will be available on the site via Digital Audio Replay by approximately noon EDT after the call ends. The replay of the conference also may be accessed by dialing 888-843-7419 or 630-652-3042 and entering 6887 757 #.
About Westell
Westell Technologies, Inc., headquartered in Aurora, Illinois, designs, distributes, markets and services a broad range of carrier-class communications equipment. This includes digital transmission, remote monitoring, power distribution, demarcation and cell-site optimization products used by wireline and wireless telecommunications service providers, industrial customers, and home network users. For more information, please visit www.westell.com.
About Kentrox, Inc.
Based in Dublin, Ohio, Kentrox, Inc. is a worldwide leader in intelligent site management solutions, providing comprehensive monitoring, management and control of any site. The machine-to-machine (M2M) communications Kentrox provides enable service providers, tower operators, and other network operators to reduce operating costs while improving network performance. With more than 1 million products successfully deployed in tower, carrier, and enterprise environments, Kentrox is a trusted partner for transforming networks into high quality, reliable systems. The company provides solutions to customers in North and South America, Australia, Africa, and Europe. For more information, please visit www.kentrox.com.
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995
Certain statements made here that are not historical facts or that contain the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “may,” “will,” “plan,” “should,” or derivatives of them, and other words of similar meaning, are forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those expressed in or implied by these forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, product demand and market acceptance risks; need for financing and capital; economic weakness in the U.S. economy and telecommunications market; the effect of international economic conditions and trade, legal, social and economic risks (such as import, licensing and trade restrictions); the impact of competitive products or technologies, competitive pricing pressures, customer product selection decisions, product cost increases, component supply shortages, new product development, excess and obsolete inventory, commercialization and technological delays or difficulties (including delays or difficulties in developing, producing, testing and selling new products and technologies); the ability to successfully consolidate and rationalize operations; the ability to successfully identify, acquire and integrate acquisitions; the effect of the company’s accounting policies; retention of key personnel and other risks more fully described in the company’s SEC filings, including the Form 10-K for the fiscal year ended March 31, 2012, under Item 1A – Risk Factors. The company undertakes no obligation to publicly update these forward-looking statements to reflect current events or circumstances after today’s date, or to reflect the occurrence of unanticipated events, or otherwise.
Nymox (NYMX) Announces Presentation of NX-1207 Data at Annual Meeting
HASBROUCK HEIGHTS, N.J., March 18, 2013 (GLOBE NEWSWIRE) — Nymox Pharmaceutical Corporation (Nasdaq:NYMX) is pleased to report on the presentation of data on NX-1207, the Company’s novel patented drug, at the European Association of Urology’s annual meeting held in Milan, Italy. NX-1207 is currently in Phase 3 trials for benign prostatic hyperplasia (BPH) and in a Phase 2 trial for localized prostate cancer. Ronald Tutrone Jr, MD, FACS, the Medical Director of the Chesapeake Urology Research Associates of Towson, MD and an investigator in three prospective NX-1207 clinical trials as well as follow-up studies, presented new safety and immunological data in a detailed overview of the ongoing clinical development program for NX-1207 for the treatment of BPH entitled “Clinical Studies of NX-1207: Phase 3 Injectable for BPH.”
Dr. Tutrone said “We have a large experience with many of our patients with NX-1207. We are very confident that the majority of patients will find NX-1207 to be the most attractive first line treatment for prostate enlargement once it becomes available.”
Dr. Tutrone added “This is a new treatment paradigm for BPH with an excellent safety profile, and efficacy that is much better than standard medical therapy. It is office based and takes less than 2 minutes with no anesthesia and no catheter.”
NX-1207 is in late stage Phase 3 development in the U.S. for the treatment of BPH, a common condition of older men associated with growth in prostate size as men age. Phase 3 trial activities of NX-1207 for BPH have begun in Europe sponsored by Recordati S.p.A., the company’s European licensing partner. In the BPH studies to date, a single dose of NX-1207 has been found to produce symptomatic improvements about double that reported for currently approved BPH drugs without causing the sexual or cardiovascular side effects associated with those drugs. Follow-up studies have shown evidence of long lasting benefit with a significant proportion of men who received a single dose reporting maintained improvement in BPH symptoms without other treatments for up to 7½ years.
BPH causes progressive difficulties with urination, such as nocturia, urge to void frequently, acute urinary retention and other problems. The condition can seriously impact the health and quality of life of middle aged and older men. It is estimated that 50% of men in their 50s have pathological signs of prostatic hyperplasia and a high proportion of men as they age suffer from moderate to severe urinary problems and symptoms associated with BPH.
NX-1207 is also being evaluated for the treatment of low risk localized prostate cancer in a U.S. Phase 2 study currently in progress.
More information about Nymox is available at www.nymox.com, email: info@nymox.com, or 800-936-9669.
This press release contains certain “forward-looking statements” as defined in the United States Private Securities Litigation Reform Act of 1995 that involve a number of risks and uncertainties. There can be no assurance that such statements will prove to be accurate and the actual results and future events could differ materially from management’s current expectations. Development of drug products involves substantial risks and actual results may differ materially from expectations. Such factors are detailed from time to time in Nymox’s filings with the United States Securities and Exchange Commission and other regulatory authorities.
CONTACT: Brian Doyle
Nymox Pharmaceutical Corporation
1-800-93NYMOX
www.nymox.com
PremierWest Bank (PRWT) and AmericanWest Bank Merger Amended
MEDFORD, OR and SPOKANE, WA — (Marketwire) — 03/18/13 — PremierWest Bank and AmericanWest Bank announced today that PremierWest Bancorp (NASDAQ: PRWT) and affiliates of AmericanWest Bank have entered into an amendment to the Agreement and Plan of Merger relating to the proposed merger of PremierWest Bancorp with an affiliate of AmericanWest Bank. Under the revised terms, each outstanding share of PremierWest Bancorp common stock will be converted into the right to receive $2.00 in cash, which represents an additional $0.35 per share in cash consideration. The additional consideration totals approximately $3.5 million in additional cash proceeds to the holders of PremierWest common stock, which represents an increase of approximately 21% from the prior proposal and represents a premium of approximately 32.5% over the $1.51 per share closing price of PremierWest common stock on October 26, 2012, the trading day immediately prior to the announcement of the merger agreement, and a premium of approximately 40.3% over the average price in the 20-trading days prior to and including October 26, 2012.
“We are very pleased to announce the increased merger consideration to our common shareholders and we continue to believe that the merger with AmericanWest Bank is in the best interests of PremierWest shareholders,” said Jim Ford, President and CEO of PremierWest Bancorp.
“The merger will bring together two like-minded banks creating a dynamic, financially-strong community bank with a deep commitment to providing the service and engagement PremierWest customers and communities have come to expect,” said Scott A. Kisting, Chairman and CEO, AmericanWest Bank.
PremierWest Bancorp’s board of directors approved the amendment to the merger agreement and continues to recommend that PremierWest shareholders vote “FOR” the merger proposal. Shareholders who have previously submitted their proxy or otherwise voted, and who do not want to change their vote, need not take any action. Shareholders who have questions about the merger proposal, need assistance in submitting their proxy or voting their shares (or changing a prior vote of their shares) should contact Georgeson, Inc., PremierWest’s proxy solicitor, toll-free at 1-877-278-9670. Internet and telephone voting will be available until 11:59 p.m. Eastern Time on Wednesday, March 27, 2013.
PremierWest Bancorp’s further adjourned Special Meeting will be reconvened at the PremierWest Bancorp Corporate Headquarters, 503 Airport Road, Medford, Oregon, at 9:00 a.m. on Thursday, March 28, 2013. At the reconvened Special Meeting, holders of PremierWest Bancorp common stock will be asked to consider and vote upon the merger proposal and, if necessary, the adjournment proposal, as set forth in the proxy statement.
IMPORTANT ADDITIONAL INFORMATION
PremierWest Bancorp filed a definitive proxy statement with the U.S. Securities and Exchange Commission on January 4, 2013, in connection with the proposed merger of PremierWest and an affiliate of AmericanWest Bank. PremierWest Bancorp will file a supplement to the definitive proxy statement that will describe the revisions to the merger agreement, including, among other things, the increase in the consideration. PremierWest Bancorp will mail the supplement to all holders of record of PremierWest Bancorp common stock as of December 31, 2012, the record date for the Special Meeting of shareholders. Shareholders of PremierWest are urged to read the proxy statement and the supplement, because they contain important information. Shareholders can obtain a free copy of the proxy statement and the supplement, as well as other filings containing information about PremierWest and the merger, without charge, at the U.S. Securities and Exchange Commission’s Internet site (www.sec.gov). In addition, copies of the proxy statement and the supplement, and other filings containing information about PremierWest and the proposed merger, can be obtained, without charge, by directing a request to PremierWest’s Internet site at www.premierwestbank.com under the heading “About Us” and then under the heading “Investor Relations.” Shareholders and customers may also contact: James M. Ford, PremierWest President & CEO at (541) 618-6020 or Jim.Ford@PremierWestBank.com or Doug Biddle, Executive Vice President & Chief Financial Officer at (541) 282-5391 or Doug.Biddle@PremierWestBank.com.
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
This press release includes forward-looking statements within the meaning of the “Safe-Harbor” provisions of the Private Securities Litigation Reform Act of 1995, which management believes are a benefit to shareholders. We make forward-looking statements in this press release about the proposed merger with Pearl Merger Sub Corp., a wholly-owned subsidiary of Starbuck Bancshares, Inc. These statements are necessarily subject to risk and uncertainty and actual results could differ materially due to certain risk factors, including those set forth from time to time in PremierWest’s filings with the SEC. Such statements are subject to risks that we may be unable to procure the required shareholder approval. You should not place undue reliance on forward-looking statements and we undertake no obligation to update any such statements.
PROXY SOLICITATION
PremierWest and its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from PremierWest shareholders in respect of the proposed merger. You can find information about PremierWest’s executive officers and directors in PremierWest’s definitive annual proxy statement filed with the U.S. Securities and Exchange Commission on April 9, 2012. You can obtain free copies of PremierWest’s annual proxy statement, and PremierWest’s proxy statement in connection with the merger by contacting PremierWest’s investor relations department.
ABOUT PREMIERWEST BANCORP
PremierWest Bancorp (NASDAQ: PRWT) is a bank holding company headquartered in Medford, Oregon, and operates primarily through its subsidiary, PremierWest Bank. PremierWest Bank offers expanded banking-related services through its subsidiary, PremierWest Investment Services, Inc.
PremierWest Bank was created following the merger of the Bank of Southern Oregon and Douglas National Bank in May 2000. In April 2001, PremierWest Bancorp acquired Timberline Bancshares, Inc. and its wholly-owned subsidiary, Timberline Community Bank, located in Siskiyou County in northern California. In January 2004, PremierWest acquired Mid Valley Bank located in the northern California counties of Shasta, Tehama and Butte. In January 2008, PremierWest acquired Stockmans Financial Group, and its wholly-owned subsidiary, Stockmans Bank, located in the Sacramento, California area. During the last several years, PremierWest expanded into Klamath Falls and the Central Oregon communities of Bend and Redmond, and into Nevada, Yolo and Butte counties in California.
ABOUT AMERICANWEST BANK
Based in Spokane, Washington, AmericanWest Bank is a business-focused community bank offering commercial and small business banking, mortgage lending, treasury management products as well as a full-suite of personal banking products. The bank currently operates 80 branches in Washington, California, Idaho and Utah. Learn more about us at www.awbank.net.
CONTACT:
For PremierWest Bank:
Doug Biddle
EVP & Chief Financial Officer
(541) 282-5391
doug.biddle@premierwestbank.com
For AmericanWest Bank:
Kelly McPhee
Director of Communications
(509) 232-1968
Zogenix (ZGNX) Reports Fourth Quarter and Full Year 2012 Financial Results
Conference Call and Webcast Today, March 15, at 8:30 a.m. ET
SUMAVEL® DosePro® (sumatriptan injection) Highlights
- 2012 net product revenue of $35.9 million, up 18% over 2011
- Fourth quarter net product revenue of $9.5 million, up 12% over third quarter
- Increased total prescriptions to over 83,000 in 2012, up 16% over 2011*
- Transitioned co-promotion responsibilities to Mallinckrodt’s (Covidien) sales force, which began focused co-promotion at the beginning of October 2012
- Maintained consistent quarterly refill rate at approximately 44%*
Recent Highlights and Milestones
- Completion of the FDA review of the New Drug Application for Zohydro™ ER (hydrocodone bitartrate extended-release capsules) delayed past the Prescription Drug User Fee Act (PDUFA) target action date of March 1, 2013, with FDA indication that delay would likely be brief and last only several weeks
- Reported positive results for Relday™ phase 1 study; extended study to potentially accelerate development and partnering opportunities
SAN DIEGO, March 15, 2013 (GLOBE NEWSWIRE) — Zogenix, Inc. (Nasdaq:ZGNX), a pharmaceutical company commercializing and developing products for the treatment of central nervous system disorders and pain, today reported financial results for the fourth quarter and full year ended December 31, 2012.
Roger Hawley, chief executive officer of Zogenix, stated, “2012 was an important year of development for the Company. We drove 18% growth in net product sales of SUMAVEL DosePro and transitioned to a new co-promotion partner, Mallinckrodt, that is well positioned to work with our team to further expand product adoption in 2013.
“We continue to move forward with launch preparations for Zohydro ER while we wait for further communication from the FDA on the NDA. We believe that Zohydro ER, an extended-release hydrocodone formulation without acetaminophen, meets an important medical need based on its safety and efficacy profile. If approved, we anticipate launching the product three to four months after approval.”
Fourth Quarter and Full Year 2012 Financial Results
Total revenues for the fourth quarter 2012 of $9.5 million consisted solely of net product revenue. During the fourth quarter 2011, total revenues of $7.9 million also included $2.5 million in contract revenue related to the Company’s previous co-promotion agreement with Astellas which ended March 31, 2012. Net product revenues for the fourth quarter 2012 of $9.5 million were up 75% from $5.4 million in the fourth quarter 2011. Total revenues for the full year 2012, which consist of net product revenue and contract revenue, were $44.3 million, up 18% from $37.6 million in 2011. Net product revenues for the full year 2012 were $35.9 million, up 18% from $30.4 million in 2011. Contract revenue for the full year 2012 was $8.5 million, and includes the final amortization of license and milestone payments received from Astellas, the amortization of which was accelerated due to the earlier termination date of the co-promotion agreement. This compares to contract revenue of $7.2 million in 2011.
Cost of sales for the fourth quarter 2012 was $6.0 million, compared to $5.0 million in the fourth quarter 2011. Product gross margin was 37% in the fourth quarter 2012, compared to 9% in the fourth quarter 2011. This improvement in product gross margin was primarily due to an increase in average net selling price.
Cost of sales for the full year 2012 was $19.5 million, compared to $19.3 million in 2011. Product gross margin was 46% in the full year 2012, compared to 37% in 2011. This improvement in product gross margin was primarily due to a decrease in average unit cost.
Royalty expense for the fourth quarter and full year 2012 was $0.4 million and $1.4 million, compared to $0.2 million and $1.2 million in the fourth quarter and full year 2011, reflecting the impact of increased net product revenue.
Research and development expenses for the fourth quarter 2012 were $5.4 million, compared to $5.5 million in the fourth quarter 2011. Research and development expenses for the full year 2012 were $21.4 million, a 35% decrease from $33.0 million in 2011. The decrease in research and development expenses was primarily the result of lower costs associated with the Phase 3 clinical trials for Zohydro ER, which were completed in 2011, and an upfront fee paid in July 2011 upon execution of the Relday license agreement.
Selling, general and administrative expenses for the fourth quarter 2012 were $11.9 million, a 33% decrease from $17.8 million in the fourth quarter 2011. The decrease in selling, general and administrative expenses was primarily the result of a $5.7 million decrease in service fees to Astellas due to the termination of the co-promotion agreement on March 31, 2012.
Selling, general and administrative expenses for the full year 2012 were $49.5 million, an 18% decrease from $60.5 million in 2011. The decrease in selling, general and administrative expenses was primarily the result of a $10.8 million decrease in service fees to Astellas due to the March 31, 2012 termination of the co-promotion agreement and a decrease in advertising and promotional expenses. This was partially offset by an increase in field sales force costs.
Other income for the fourth quarter was $13.6 million, which includes a $15.4 million non-cash mark-to-market adjustment in the fair value of the Company’s outstanding warrants. Other income for the full year 2012 was not significant on a net basis. A table with a full description of other income and expense is included in this release.
Net loss for the fourth quarter 2012 was $0.6 million, or $0.01 per share, compared to a net loss of $23.7 million, or $0.36 per share, for the fourth quarter 2011. There were 100.7 million weighted average shares outstanding for the fourth quarter 2012 compared to 65.2 million for the fourth quarter of 2011. Non-GAAP net loss adjusted for certain non-cash or non-recurring items for the fourth quarter 2012 was $0.16 per share as detailed in the non-GAAP financial results table included in this release.
Net loss for the full year 2012 was $47.4 million, or $0.59 per share, compared to a net loss of $83.9 million, or $1.96 per share, for 2011. There were 80.6 million weighted average shares outstanding for the full year 2012 compared to 42.7 million for the full year 2011. Non-GAAP net loss adjusted for certain non-cash or non-recurring items for the full year 2012 was $0.72 per share as detailed in the non-GAAP financial results table included in this release.
Cash and cash equivalents as of December 31, 2012, were $41.2 million.
Because of the pending decision from the FDA regarding the potential approval of Zohydro ER, and the related business implications, the Company is not providing full year 2013 financial guidance at this time.
Conference Call and Web Cast
Zogenix will hold a conference call today, March 15, 2013 at 8:30 a.m. ET to discuss financial results and operational highlights for the fourth quarter and full year ended December 31, 2012.
To participate, please dial (866) 202-3048 (U.S.) or (617) 213-8843 (International); participant passcode: 73489853. To access the live webcast please visit the Zogenix Investor Relations website at http://ir.zogenix.com.
A replay of the conference call will be available beginning March 15, 2013 at 10:30 a.m. ET (7:30 a.m. PT) until March 22, 2013, by dialing (888) 286-8010 (U.S.) or (617) 801-6888 (International); passcode: 78479681. A replay of the webcast will also be accessible on the Investor Relations website for one month, through April 15, 2013.
Discussion during the conference call may include forward-looking statements regarding such topics as, but not limited to, the Company’s commercial activities relating to SUMAVEL DosePro, prescription trends, the Company’s financial status and performance, the Zohydro ER development program, the Relday development program and any comments the Company may make about its future plans or prospects in response to questions from participants on the conference call.
About Zogenix
Zogenix, Inc. (Nasdaq:ZGNX), with offices in San Diego and Emeryville, California, is a pharmaceutical company commercializing and developing products for the treatment of central nervous system disorders and pain. Zogenix’s first commercial product, SUMAVEL® DosePro® (sumatriptan injection) Needle-free Delivery System, was launched in January 2010 for the acute treatment of migraine and cluster headache. Zogenix’s lead investigational product candidate, Zohydro™ ER (hydrocodone bitartrate), is an oral, extended-release formulation of various strengths of hydrocodone, without acetaminophen, intended for administration every 12 hours for around the clock management of moderate to severe chronic pain. In May 2012, Zogenix submitted to the FDA a New Drug Application for Zohydro ER. Zogenix’s second investigational product candidate, Relday™, is a proprietary, long-acting injectable formulation of risperidone for the treatment of schizophrenia; an investigational new drug application was submitted to the FDA in May 2012.
For additional information, please visit www.zogenix.com.
Forward Looking Statements
Zogenix cautions you that statements included in this press release and the conference call that are not a description of historical facts are forward-looking statements. Words such as “believes,” “anticipates,” “plans,” “expects,” “indicates,” “will,” “intends,” “potential,” “suggests,” “assuming,” “designed” and similar expressions are intended to identify forward-looking statements. These statements are based on the company’s current beliefs and expectations. These forward-looking statements include statements regarding: the potential to accelerate development and partnering opportunities for Relday; the expected sales growth and adoption of SUMAVEL DosePro, including through the efforts of Mallinckrodt; the delay in the target action date for the FDA to complete its review of the Zohydro ER NDA; and the expected launch timing of Zohydro ER, if approved. The inclusion of forward-looking statements should not be regarded as a representation by Zogenix that any of its plans will be achieved. Actual results may differ from those set forth in this press release due to the risk and uncertainties inherent in Zogenix’s business, including, without limitation: the market potential for migraine treatments, and Zogenix’s ability to compete within that market; Zogenix’s ability to successfully execute its sales and marketing strategy for the commercialization of SUMAVEL DosePro; Zogenix’s reliance on Mallinckrodt to co-promote SUMAVEL DosePro; inadequate therapeutic efficacy or unexpected adverse side effects relating to SUMAVEL DosePro that could prevent its ongoing commercialization, or that could result in recalls or product liability claims; the potential for Zohydro to receive regulatory approval on a timely basis or at all, including as a result of the delay in the PDUFA target action date for the Zohydro ER NDA; the potential for adverse safety findings relating to Zohydro ER or negative publicity concerning opioids in general to delay or prevent regulatory approval or commercialization; the potential for delays associated with any additional data required by the FDA to be submitted by Zogenix in support of the NDA; the ability of Zogenix and its licensors to obtain, maintain and successfully enforce adequate patent and other intellectual property protection of its products and product candidates and the ability to operate its business without infringing the intellectual property rights of others; difficulties in identifying, negotiating and carrying out strategic transactions relating to Zohydro ER and Relday; the inherent risks of clinical development of Relday, including potential delays in enrollment and completion of clinical trials, and Zogenix’s dependence on its collaboration with DURECT Corporation to develop Relday; and other risks described in Zogenix’s filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and Zogenix undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement. This caution is made under the safe harbor provisions of Section 21E of the Private Securities Litigation Reform Act of 1995.
In this press release, Zogenix’s financial results are provided both in accordance with accounting principles generally accepted in the United States (GAAP) and using certain non-GAAP financial measures. In particular, Zogenix provides its net loss and net loss per share for the three months and twelve months ended on December 31, 2012 and 2011, adjusted for certain non-cash or non-recurring items, which are non-GAAP financial measures. Management believes these non-GAAP financial results reflect the Company’s ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in the Company’s business, as they exclude certain income or other expenses that are not reflective of ongoing operating results. Management also believes that these non-GAAP financial results provide useful information to investors and others in understanding and evaluating the Company’s operating results and future prospects in the same manner as management, and in comparing financial results across accounting periods and to those of peer companies.. Non-GAAP financial measures should be considered in addition to, but not as a substitute for, the information prepared in accordance with GAAP. A reconciliation of the non-GAAP financial results to GAAP financial results is included in the attached financial statements.
SUMAVEL ®, DosePro ®, ReldayTM and ZohydroTM ER are trademarks of Zogenix, Inc.
*Source Healthcare Analytics, Source® PHAST Prescription Monthly, January – December 2012
| Zogenix, Inc. | ||||
| Consolidated Financial Results | ||||
| (in thousands, except per share amounts) | ||||
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2012 | 2011 | 2012 | 2011 | |
| (unaudited) | ||||
| Revenues: | ||||
| Net product revenue | $ 9,496 | $ 5,425 | $ 35,864 | $ 30,411 |
| Contract revenue | — | 2,476 | 8,462 | 7,165 |
| Total revenues | 9,496 | 7,901 | 44,326 | 37,576 |
| Operating expenses: | ||||
| Cost of sales | 6,018 | 4,961 | 19,496 | 19,293 |
| Royalty expense | 357 | 232 | 1,353 | 1,205 |
| Research and development | 5,409 | 5,503 | 21,414 | 33,043 |
| Selling, general & administrative | 11,920 | 17,818 | 49,494 | 60,459 |
| Total operating expenses | 23,704 | 28,514 | 91,757 | 114,000 |
| Loss from operations | (14,208) | (20,613) | (47,431) | (76,424) |
| Total other income (expense) | 13,565 | (3,121) | 50 | (7,488) |
| Loss before income taxes | (643) | (23,734) | (47,381) | (83,912) |
| Income tax | — | 29 | (5) | 9 |
| Net loss | $ (643) | $ (23,705) | $ (47,386) | $ (83,903) |
| Net loss per share, basic and diluted | $ (0.01) | $ (0.36) | $ (0.59) | $ (1.96) |
| Weighted average shares outstanding, basic and diluted | 100,714 | 65,215 | 80,558 | 42,712 |
| Zogenix, Inc. | ||
| Condensed Consolidated Balance Sheets | ||
| (in thousands) | ||
| December 31, | December 31, | |
| 2012 | 2011 | |
| ASSETS | ||
| Current assets | ||
| Cash and cash equivalents | $ 41,228 | $ 56,525 |
| Trade accounts receivable, net | 5,643 | 4,913 |
| Inventory, net | 12,886 | 16,776 |
| Prepaid expenses and other current assets | 1,968 | 2,210 |
| Total current assets | 61,725 | 80,424 |
| Property and equipment, net | 13,561 | 14,590 |
| Other assets | 5,400 | 5,626 |
| Total assets | $ 80,686 | $ 100,640 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
| Current liabilities | ||
| Accounts payable | $ 4,592 | $ 5,168 |
| Accrued expenses | 18,569 | 14,553 |
| Common stock warrant liabilities | 9,493 | 345 |
| Revolving credit facility | — | 5,081 |
| Long-term debt, current portion | — | 9,758 |
| Deferred revenue | — | 8,462 |
| Current liabilities | 32,654 | 43,367 |
| Long-term debt, less current portion | 28,481 | 42,070 |
| Other long-term liabilities | 5,078 | 5,891 |
| Stockholders’ equity | 14,473 | 9,312 |
| Total liabilities and stockholders’ equity | $ 80,686 | $ 100,640 |
| Zogenix, Inc. | ||||
| Net Product Revenue | ||||
| ($ in thousands) | ||||
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2012 | 2011 | 2012 | 2011 | |
| (unaudited) | (unaudited) | |||
| U.S. Units Shipped | 145,020 | 115,440 | 565,980 | 438,720 |
| 2010 Deferred Product Revenue Units | — | — | — | 50,053 |
| Total Product Revenue Units | 145,020 | 115,440 | 565,980 | 488,773 |
| Gross U.S. Wholesaler Product Sales | $ 13,549 | $ 10,353 | $ 51,309 | $ 38,483 |
| Gross 2010 Deferred Product Revenue | — | — | — | 4,190 |
| Total Gross U.S. Product Sales | 13,549 | 10,353 | 51,309 | 42,673 |
| Product Sales Allowances: | ||||
| Allowance for Product Sales Discounts | 3,575 | 2,543 | 12,951 | 7,873 |
| Allowance for Product Returns | 518 | 2,387 | 2,934 | 4,394 |
| Total Product Sales Allowances | 4,093 | 4,930 | 15,885 | 12,267 |
| U.S. Net Product Revenue | 9,456 | 5,423 | 35,424 | 30,406 |
| EU and Other Net Product Revenue | 40 | 2 | 440 | 5 |
| Total Net Product Revenue | $ 9,496 | $ 5,425 | $ 35,864 | $ 30,411 |
| Zogenix, Inc. | ||||
| Other Income (Expense) | ||||
| (in thousands) | ||||
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2012 | 2011 | 2012 | 2011 | |
| (unaudited) | (unaudited) | |||
| Interest income | $ 13 | $ 16 | $ 53 | $ 37 |
| Interest expense: | ||||
| Healthcare Royalty Partners interest expense1 | (1,444) | (1,442) | (5,577) | (2,666) |
| Imputed interest expense on Astellas tail payments | (136) | — | (550) | — |
| Oxford/SVB interest expense2 | — | (1,216) | (4,176) | (4,953) |
| Other interest expense | (3) | (2) | (10) | (25) |
| Total interest expense | (1,583) | (2,660) | (10,313) | (7,644) |
| Change in fair value of warrant liabilities3 | 15,422 | (101) | 11,811 | 445 |
| Change in fair value of embedded derivatives | (313) | (377) | (147) | (240) |
| Other income (expense) | ||||
| Warrant issuance costs4 | — | — | (1,423) | — |
| Other | 26 | 1 | 69 | (86) |
| Other income (expense), net | 26 | 1 | (1,354) | (86) |
| Total other income (expense) | $ 13,565 | $ (3,121) | $ 50 | $ (7,488) |
| 1. The Company accrues interest expense on the Healthcare Royalty Partners (previously called Cowen Healthcare Royalty Partners II, LP) debt obligation using an effective interest method at a rate in the mid-to-high teens, while actual quarterly revenue interest payments are made at a rate of 5.75% of net product revenue (prior to April 1, 2012, the rate was 5.0%). The revenue interest cash payments owed for the three and twelve months ending December 31, 2012 were $546,000 and $1,968,000, respectively. | ||||
| 2. The Company’s debt obligations with Oxford Finance LLC and Silicon Valley Bank were repaid in July 2012, and the expenses relating to these obligations will not recur in future periods. | ||||
| 3. Change in fair value of warrants issued in the July 2012 public equity offering and the July 2011 financing agreement with Healthcare Royalty Partners. Income from this item during the three and twelve months ended December 31, 2012 was driven primarily by the decrease in the Company’s stock price in December 2012. | ||||
| 4. This non-recurring expense consists of offering costs, including underwriters discounts and commissions, allocated to the warrants issued in the Company’s July 2012 public equity offering. | ||||
| Zogenix, Inc. | ||||
| Non-GAAP Financial Results* | ||||
| (in thousands, except per share amounts) | ||||
| Three Months Ended | Twelve Months Ended | |||
| December 31, | December 31, | |||
| 2012 | 2011 | 2012 | 2011 | |
| (unaudited) | (unaudited) | |||
| Net loss (as reported, GAAP) | $ (643) | $ (23,705) | $ (47,386) | $ (83,903) |
| Net loss per share, basic and diluted (as reported, GAAP) | $ (0.01) | $ (0.36) | $ (0.59) | $ (1.96) |
| Adjustments for certain non-cash or non-recurring items: | ||||
| Change in fair value of warrant liability | $ 15,422 | $ (101) | $ 11,811 | $ 445 |
| Change in fair value of derivatives | (313) | (377) | (147) | (240) |
| Warrant issuance costs | 0 | 0 | (1,423) | 0 |
| Total Adjustments to Net loss | 15,109 | (478) | 10,241 | 205 |
| Net loss adjusted for certain non-cash or non-recurring items | $ (15,752) | $ (23,227) | $ (57,627) | $ (84,108) |
| Adjusted net loss per share (non-GAAP) | $ (0.16) | $ (0.36) | $ (0.72) | $ (1.97) |
| Weighted average shares outstanding, basic and diluted | 100,714 | 65,215 | 80,558 | 42,712 |
| *Management believes these non-GAAP financial results reflect the Company’s ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in the Company’s business, as they exclude certain income or other expenses that are not reflective of ongoing operating results. Management also believes that these non-GAAP financial results provide useful information to investors and others in understanding and evaluating the Company’s operating results and future prospects in the same manner as management, and in comparing financial results across accounting periods and to those of peer companies. | ||||
CONTACT: INVESTORS:
Zack Kubow | The Ruth Group
646.536.7020 | zkubow@theruthgroup.com
MEDIA:
Caitlin Cox | The Ruth Group
646.536.7033 | ccox@theruthgroup.com
Destination XL Group (DXLG) Reports Fourth-Quarter and Fiscal 2012 Financial Results
Destination XL Retail Store and E-commerce Platform Drive Sales Growth; New DXL Marketing Campaign Expected to Increase Market Awareness Significantly; Expects 2013 to be Year of Accelerated Progress in DXL Transformation
CANTON, Mass., March 15, 2013 /PRNewswire/ — Destination XL Group, Inc. (NASDAQ: DXLG), the largest multi-channel specialty retailer of big & tall men’s apparel and accessories, today reported operating results for the fourth quarter and fiscal year ended February 2, 2013 (“fiscal 2012”).
Highlights
- Comparable fourth-quarter sales increased 0.5% and total fourth quarter sales increased to $114.9 million compared with $111.1 million in the fourth quarter of fiscal 2011. Full year comparable sales increased 1.5% and 2012 total sales were $399.6 million compared with $395.9 million in 2011.
- Comparable fourth quarter sales for Destination XL® (DXL®) stores were up 15.0%, while comparable fourth quarter sales for Casual Male XL retail and outlet stores decreased 2.3%. In the quarter, the DXL stores represented 18.0% of the Company’s comparable retail store sales. Comparable fourth quarter sales from the e-commerce platform increased approximately 13.0%.
- Income from continuing operations, on a diluted basis, for the fourth quarter was $0.09 per share, as compared to $0.71 per share for the fourth quarter of fiscal 2011. Adjusted income from continuing operations for the fourth quarter of fiscal 2011, before the reversal of the Company’s valuation allowance and trademark impairment, was $0.08 per share. (See below for non-GAAP reconciliation.)
- For the full year, income from continuing operations, on a diluted basis, was $0.17 per share compared with $0.93 per share for fiscal 2011. Before the reversal of the Company’s valuation allowance and trademark impairment, adjusted income from continuing operations was $0.22 per share in 2011. (See below for non-GAAP reconciliation.)
- Opened 14 Destination XL stores and closed 34 Casual Male XL stores in the fourth quarter of 2012, reaching 48 DXL stores at the end of the year towards its goal to transform its business with 215 to 230 DXL stores by 2016.
Management Comments
“Our fourth quarter results were consistent with those that we announced in our preliminary fourth-quarter news release on February 27,” said President and CEO David Levin. “We are at a critical juncture in our transformation to Destination XL. This year we are accelerating the opening of DXL stores and the closing of Casual Male XL locations in order to begin realizing the benefit of this strategy much earlier than we initially anticipated. We expect to have between 105 and 112 DXL stores open by the end of the fiscal year. While our SG&A costs will increase by approximately $15.0 to $17.1 million in 2013 over 2012 due to the accelerated store openings and closings, enhancements to certain aspects of our infrastructure and the implementation of our new marketing campaign, we expect these investments to result in significant financial improvement beginning in 2014.”
“To leverage the increased presence of our DXL stores, we will be rolling out a comprehensive national marketing campaign this spring that will define the DXL brand more clearly, expand market awareness and grow our active customer base,” said Levin. “The new national marketing campaign is based on the most successful mix of TV, radio and digital marketing in the five regions where we conducted test marketing this past fall. Using the same marketing mix that we plan to roll out nationally in the spring, the test results demonstrated a 15% increase in sales, 24% growth in traffic, 64% new customer purchases, an 84% increase in web traffic and 7% higher web sales. Overall, the test results determined that awareness of the DXL brand increased by 100% in new DXL markets and 38% in established DXL markets, and our “end-of-rack” customer base grew by 38%.”
“Fiscal 2013 will be a year of significant investment in the DXL strategy,” said Levin. “We anticipate that our capital expenditures to support our aggressive transformation will peak this year at approximately $45 million, net of anticipated lease incentives. Buoyed by the success of our test marketing and the customer response to DXL thus far, we expect that the combination of the new marketing campaign and the acceleration of the DXL strategy will have a significant and positive effect on our performance in 2014 and beyond. Through the successful execution of our DXL strategy, in 2016 we expect to report sales of more than $600 million, operating margins greater than 10% and cash flow generation in the range of $60 to $70 million.”
Fourth-Quarter Fiscal 2012 Results
Sales
For the fourth quarter of fiscal 2012, total sales were $114.9 million compared with $111.1 million in the fourth quarter of fiscal 2011. Comparable sales for the fourth quarter increased 0.5% compared with the same period of the prior year. On a comparable basis, sales from the retail stores increased 0.5% while the direct business increased 0.6%. The increase in the retail stores of 0.5% was primarily driven by the DXL stores which had a comparable increase of 15.0%, which represented 18.0% of the Company’s comparable retail store sales. Excluding the DXL stores, sales from the retail stores decreased 2.3%. Sales for the 53rd week of fiscal 2013 were $5.1 million.
The 0.6% increase in comparable direct sales during the fourth quarter was primarily related to a 13.0% increase in e-commerce sales, which was partially offset by a 49.0% decline from catalogs. In response to lower catalog sales, the Company has intensified its digital marketing efforts, which include emails, web searches, Internet banners, and affiliate sites. During the fourth quarter the Company reduced the number of catalogs distributed by 76.0% with 70.0% fewer impressions.
For full year fiscal 2012, total sales were $399.6 million compared with $395.9 million for full year fiscal 2011. Comparable sales for full year fiscal 2012 increased approximately 1.5%, or $5.7 million, compared with full year fiscal 2011. This increase consisted of an increase in retail store sales of 2.0%, or $6.4 million, partially offset by a decrease in our direct business of 1.0%, or $0.7 million.
Gross Profit Margin
For the fourth quarter of fiscal 2012, gross margin, inclusive of occupancy costs, was 47.5% compared with gross margin of 44.7% for the fourth quarter of fiscal 2011. The increase of 280 basis points was the result of an increase in merchandise margins of 290 basis points offset slightly by an increase of 10 basis points related to higher occupancy costs. The improvement in merchandise margin was the result of lower markdowns as compared to the fourth quarter of the prior year. On a dollar basis, occupancy costs for the fourth quarter of fiscal 2012 increased 5.0% over the prior year. This increase is partially due to higher costs related to pre-opening rents for DXL stores and the timing of store openings and closings.
For fiscal 2012, gross margin increased 20 basis points to 46.5% compared to fiscal 2011.
Selling, General & Administrative
SG&A expenses for the fourth quarter of fiscal 2012 were 37.7% of sales, compared with 36.0% in the fourth quarter of fiscal 2011. On a dollar basis, SG&A expenses increased to $43.3 million for the fourth quarter of fiscal 2012 from $40.0 million for the prior-year quarter. The increase is primarily related to an increase in the corporate bonus accrual of $1.4 million and expenses for the additional 53rd week of approximately $2.7 million.
For full year fiscal 2012, SG&A expenses as a percentage of sales were 39.1%, compared with 38.4% for full year fiscal 2011. SG&A expenses increased to $156.4 million for full year fiscal 2012 from $152.0 million for full year fiscal 2011.
Depreciation and Amortization
Depreciation and amortization for the fourth quarter of fiscal 2012 grew to $4.2 million from $3.5 million for the fourth quarter of fiscal 2011, primarily due to amortization of the Company’s “Casual Male” trademark. For fiscal 2012 depreciation and amortization grew to $15.5 million from $12.5 million for fiscal 2011, primarily due to $2.0 million in amortization related to the trademark.
DXL Transition Costs
The Company is incurring transition costs as it moves to its DXL format, which include pre-opening rent and payroll, store training, infrastructure costs and increased marketing. These costs are incremental to last year and are start-up costs associated with store openings that will not continue once a DXL store is open.
The Company’s results for the fourth quarter and full year fiscal 2012 include total incremental costs of $2.4 million, or $0.03 per diluted share after-tax, and $9.0 million, or $0.11 per diluted share after-tax, respectively. (See “Non-GAAP Measures” below.) These incremental costs include $0.8 million in pre-opening occupancy costs, $6.2 million in SG&A costs and the $2.0 million in trademark impairment.
Income Taxes
As a result of its valuation allowance being substantially reversed in the fourth quarter of fiscal 2011, the Company has returned to a normal tax provision for fiscal 2012. Accordingly, for full year fiscal 2012, the effective tax rate was 39.4% compared with 10.0% for full year fiscal 2011. The effective tax rate for the full year fiscal 2011 was reduced from the statutory rate due to the utilization of fully reserved NOL carryforwards.
Income from Continuing Operations
Income from continuing operations for the fourth quarter of fiscal 2012 was $4.2 million, or $0.09 per diluted share, compared with $34.1 million, or $0.71 per diluted share, a year earlier. Income from continuing operations increased $0.01 per diluted share as compared to an adjusted income from continuing operations of $0.08 per diluted share for the fourth quarter of fiscal 2011.
Income from continuing operations for full year fiscal 2012 was $8.1 million, or $0.17 per diluted share, compared with income from continuing operations of $44.8 million, or $0.93 per diluted share, for fiscal 2011. Assuming a normal tax rate of 40.0% for fiscal 2011, and excluding the tax benefit and impairment charge, adjusted income from continuing operations for fiscal 2011 was $10.7 million, or $0.22 per diluted share. (See below for a reconciliation of adjusted income from continuing operations, a non-GAAP measure.)
Net Income
Net income for the fourth quarter of fiscal 2012 was $4.2 million, or $0.09 per diluted share, compared with $33.5 million, or $0.70 per diluted share, for the fourth quarter of fiscal 2011. The results for the fourth quarter of fiscal 2012 include costs of $2.4 million, or $0.03 per diluted share, related to the DXL store growth initiative. The fourth quarter of 2011 included a non-recurring income tax benefit of $42.5 million and a partial, non-cash impairment charge of $23.1 million against the “Casual Male” trademark. Excluding these items from the fourth quarter of 2011 and assuming a normal tax rate of 40.0%, adjusted net income was $3.1 million, or $0.06 per diluted share.
Net income for full year fiscal 2012 was $6.1 million, or $0.13 per diluted share, compared with $42.7 million, or $0.89 per diluted share, for full year fiscal 2011. Assuming a normal tax rate of 40.0% for fiscal 2011, and excluding the tax benefit and impairment charge, adjusted net income for full year fiscal 2011 was $8.6 million, or $0.18 per diluted share. The lower earnings, on a comparable non-GAAP tax basis, is primarily due to the investment in the DXL strategy. (See below for a reconciliation of adjusted net income, a non-GAAP measure.)
Cash Flow
Cash flow from operations was $29.9 million for fiscal 2012 compared with $23.4 million for fiscal 2011. Free cash flow from operations (as defined below under “Non-GAAP Measures”) decreased by $7.9 million to $(2.5) million from $5.4 million for fiscal 2011, largely due to the increase in capital expenditures associated with the new DXL store openings.
Balance Sheet & Liquidity
At February 2, 2013, the Company had cash and cash equivalents of $8.2 million, no outstanding borrowings, and $71.0 million available under its credit facility.
Inventory was $104.2 million, flat with year end fiscal 2011. On a unit basis, inventory decreased 4.0% compared to fiscal 2011.
Retail Store Information
The Company is in the process of significantly transforming its business as it accelerates the DXL store openings and the closure of Casual Male XL stores. The DXL stores outperform the Casual Male XL stores and, as the chain is converted, the Company believes that the sales growth will improve. However, during the transition, the Company is experiencing some sales erosion among its Casual Male XL stores located near its DXL stores. On a comparable sales basis, sales from the DXL stores represented 18.0% of the Company’s retail store sales for the fourth quarter and 13.0% for fiscal 2012.
|
Year End 2011 |
Year End 2012 |
Year End 2013E |
|||||||
|
# of |
Sq Ft. |
# of |
Sq Ft. |
# of |
Sq Ft. |
||||
|
Casual Male XL |
420 |
1,496 |
352 |
1,241 |
238 |
829 |
|||
|
Destination XL |
16 |
159 |
48 |
475 |
112 |
1,018 |
|||
|
Rochester Clothing |
14 |
122 |
12 |
108 |
10 |
75 |
|||
|
Total |
450 |
1,777 |
412 |
1,824 |
360 |
1,922 |
|||
Fiscal 2013 Outlook
Management’s guidance for the fiscal year ending February 1, 2014 is as follows:
- Comparable sales increase of 8.5% to 10.0% and total sales of $415.0 million to $420.0 million, driven by the continued DXL expansion and growth in the direct business both benefitting from the national media campaigns planned for the Spring and Fall seasons.
- Gross profit margin is expected to change +/- 20 basis points from fiscal 2012 to a range of 46.3% to 46.7%.
- SG&A costs are expected to increase by approximately $15.0 to $17.1 million to approximately $171.4 to $173.5 million. SG&A costs are planned to increase primarily related to preopening costs, payroll (both store and support) as well as increased marketing costs associated with two major flights of a national media campaign to raise DXL brand awareness with the Company’s target market.
- Operating margin in the range of breakeven to 0.5%.
- EBITDA (non-GAAP) in the range of $20.0 to $23.0 million.
- Diluted earnings per share of approximately breakeven.
- Negative free cash flow, such that expected borrowings at the end of fiscal 2013 will be $10.0 to $15.0 million with estimated deferred tax assets of approximately $45.3 million which can be utilized to offset future tax liabilities.
Conference Call
The Company will hold a conference call to review its financial results and business highlights today, Friday, March 15, 2013 at 9:00 a.m. ET. Those who wish to listen to the live webcast should visit the “Investors” section of the Company’s website. The live call also can be accessed by dialing: (888) 503-8169. Please reference conference ID: 9284432. For interested parties unable to participate live, an archived version of the webcast may be accessed by visiting the “Events” section of the Company’s website for up to one year.
During the conference call, the Company may discuss and answer questions concerning business and financial developments and trends. The Company’s responses to questions, as well as other matters discussed during the conference call, may contain or constitute information that has not been disclosed previously.
Non-GAAP Measures
In addition to financial measures prepared in accordance with generally accepted accounting principles (GAAP), the above discussion refers to non-GAAP adjusted income from continuing operations and adjusted net income, with the corresponding per diluted share amounts (“non-GAAP” or “adjusted”). These measures should not be considered superior to or as a substitute for income from continuing operations or net income derived in accordance with GAAP. The Company believes that these non-GAAP measures are useful as an additional means for investors to evaluate the Company’s operating results, when reviewed in conjunction with the Company’s GAAP financial statements. The Company believes the inclusion of these non-GAAP measures enhances an investor’s understanding of the underlying trends in the Company’s business and provide for better comparability between different periods in different years.
The above discussion refers to free cash flow and EBITDA (earnings before income taxes and depreciation and amortization), which are also non-GAAP measures. The presentation of these non-GAAP measures are not measures determined by GAAP and should not be considered superior to or as a substitute for net income or cash flows from operating activities or any other measure of performance derived in accordance with GAAP. In addition, all companies do not calculate non-GAAP financial measures in the same manner and, accordingly, the measures “free cash flows” and “EBITDA” presented in this release may not be comparable to similar measures used by other companies. The Company calculates free cash flows as cash flow from operating activities less capital expenditures and less discretionary store asset acquisitions, if applicable. The Company calculates forecasted EBITDA for fiscal 2013 of $20.0-$23.0 million as forecasted operating income of breakeven to $3.0 million plus the add-back of depreciation and amortization of $20.0 million.
The above discussion also includes the earnings per share impact of incremental costs that have been incurred in connection with the Company’s DXL growth initiative of $2.4 million, or $0.03 per diluted share, and $9.0 million, or $0.11 per diluted share, for the fourth quarter and full year 2012, respectively. The $0.03 per diluted share was calculated, using the fourth quarter effective tax rate of 38.4%, by taking the net of $2.4 million less $0.9 million of tax divided by outstanding diluted shares of 48.5 million. The $0.11 per diluted share was calculated, using full year 2012 effective tax rate of 39.4%, by taking the net of $9.0 million less $3.5 million of tax divided by outstanding diluted shares of 48.4 million.
Below are tables showing the reconciliation of all GAAP measures to non-GAAP measures.
About Destination XL Group, Inc.
Destination XL Group, Inc. is the largest multi-channel specialty retailer of big & tall men’s apparel with operations throughout the United States, Canada and Europe. The retailer operates under six brands: Destination XL®, Casual Male XL, Rochester Clothing, B&T Factory Direct, ShoesXL and LivingXL. Several catalogs and e-commerce sites, including www.destinationxl.com, make up the Company’s direct-to-consumer business. With more than 2,000 private label and name-brand styles to choose from, customers are provided with a unique blend of wardrobe solutions not available at traditional retailers. The Company is headquartered in Canton, Massachusetts. For more information, please visit the Company’s investor relations website: http://investor.destinationxl.com/.
Forward-Looking Statements
Certain information contained in this press release, including cash flows, operating margins, store counts, revenue and earnings expectations for fiscal 2013 and fiscal 2016, constitute forward-looking statements under the federal securities laws. The discussion of forward-looking information requires management of the Company to make certain estimates and assumptions regarding the Company’s strategic direction and the effect of such plans on the Company’s financial results. The Company’s actual results and the implementation of its plans and operations may differ materially from forward-looking statements made by the Company. The Company encourages readers of forward-looking information concerning the Company to refer to its prior filings with the Securities and Exchange Commission, including without limitation, its Annual Report on Form 10-K filed on March 16, 2012, that set forth certain risks and uncertainties that may have an impact on future results and direction of the Company.
Forward-looking statements contained in this press release speak only as of the date of this release. Subsequent events or circumstances occurring after such date may render these statements incomplete or out of date. The Company undertakes no obligation and expressly disclaims any duty to update such statements.
|
DESTINATION XL GROUP, INC. |
|||||||||
|
CONSOLIDATED STATEMENTS OF OPERATIONS |
|||||||||
|
(In thousands, except per share data) |
|||||||||
|
For the three months ended |
For the year ended |
||||||||
|
February 2, |
January 28, |
February 2, |
January 28, |
||||||
|
Sales |
$ 114,858 |
$ 111,074 |
$ 399,640 |
$ 395,867 |
|||||
|
Cost of goods sold including occupancy |
60,346 |
61,369 |
213,881 |
212,691 |
|||||
|
Gross profit |
54,512 |
49,705 |
185,759 |
183,176 |
|||||
|
Expenses: |
|||||||||
|
Selling, general and administrative |
43,292 |
39,952 |
156,366 |
151,999 |
|||||
|
Provision for trademark impairment |
– |
23,110 |
– |
23,110 |
|||||
|
Depreciation and amortization |
4,191 |
3,505 |
15,469 |
12,533 |
|||||
|
Total expenses |
47,483 |
66,567 |
171,835 |
187,642 |
|||||
|
Operating income |
7,029 |
(16,862) |
13,924 |
(4,466) |
|||||
|
Other income (expense), net |
– |
– |
– |
(252) |
|||||
|
Interest expense, net |
(183) |
(172) |
(621) |
(556) |
|||||
|
Income from continuing operations before income taxes |
6,846 |
(17,034) |
13,303 |
(5,274) |
|||||
|
Provision (benefit) for income taxes |
2,627 |
(51,112) |
5,244 |
(50,078) |
|||||
|
Income from continuing operations |
4,219 |
34,078 |
8,059 |
44,804 |
|||||
|
Loss from discontinued operations, net of taxes |
– |
(586) |
(1,933) |
(2,141) |
|||||
|
Net income |
$ 4,219 |
$ 33,492 |
$ 6,126 |
$ 42,663 |
|||||
|
Net income per share – basic: |
|||||||||
|
Income from continuing operations |
$ 0.09 |
$ 0.72 |
$ 0.17 |
$ 0.94 |
|||||
|
Loss from discontinued operations |
$ – |
$ (0.01) |
$ (0.04) |
$ (0.05) |
|||||
|
Net income per share – basic |
$ 0.09 |
$ 0.70 |
$ 0.13 |
$ 0.90 |
|||||
|
Net income per share – diluted: |
|||||||||
|
Income from continuing operations |
$ 0.09 |
$ 0.71 |
$ 0.17 |
$ 0.93 |
|||||
|
Loss from discontinued operations |
$ – |
$ (0.01) |
$ (0.04) |
$ (0.04) |
|||||
|
Net income per share – diluted |
$ 0.09 |
$ 0.70 |
$ 0.13 |
$ 0.89 |
|||||
|
Weighted-average number of common shares outstanding: |
|||||||||
|
Basic |
48,115 |
47,543 |
47,947 |
47,424 |
|||||
|
Diluted |
48,504 |
48,131 |
48,385 |
48,044 |
|||||
|
DESTINATION XL GROUP, INC. |
|||
|
CONSOLIDATED BALANCE SHEETS |
|||
|
February 2, 2013 and January 28, 2012 |
|||
|
(In thousands) |
|||
|
February 2, |
January 28, |
||
|
2013 |
2012 |
||
|
ASSETS |
|||
|
Cash and cash equivalents |
$ 8,162 |
$ 10,353 |
|
|
Inventories |
104,211 |
104,167 |
|
|
Other current assets |
14,088 |
18,887 |
|
|
Property and equipment, net |
65,942 |
45,933 |
|
|
Intangible assets |
6,256 |
8,654 |
|
|
Deferred tax assets |
45,313 |
43,935 |
|
|
Other assets |
1,973 |
1,792 |
|
|
Total assets |
$ 245,945 |
$ 233,721 |
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|||
|
Accounts payable, accrued expenses |
|||
|
and other liabilities |
$ 65,683 |
$ 58,847 |
|
|
Deferred gain on sale-leaseback |
19,050 |
20,516 |
|
|
Stockholders’ equity |
161,212 |
154,358 |
|
|
Total liabilities and stockholders’ equity |
$ 245,945 |
$ 233,721 |
|
|
DESTINATION XL GROUP, INC. GAAP TO NON-GAAP TABLES |
|||||
|
Reconciliation of income from continuing operations and net income for the fourth quarter |
|||||
|
For the fourth quarter ended: |
|||||
|
February 2, 2013 |
January 28, 2012 |
||||
|
Per diluted Share |
Per diluted share |
||||
|
(in thousands, except per share data) |
|||||
|
Net income, GAAP basis |
$ 4,219 |
$ 0.09 |
$ 33,492 |
$ 0.70 |
|
|
Add back: loss from discontinued operations, GAAP basis |
$ – |
$ – |
$ 586 |
$ 0.01 |
|
|
Income from continuing operations, GAAP basis |
$ 4,219 |
$ 0.09 |
$ 34,078 |
$ 0.71 |
|
|
Reverse actual income tax provision (benefit) |
$ 2,627 |
$ 0.05 |
$ (51,112) |
$ (1.06) |
|
|
Income (loss) from continuing operations before taxes |
$ 6,846 |
$ 0.14 |
$ (17,034) |
$ (0.35) |
|
|
Add back: Provision for trademark impairment, tax-effected |
$ – |
$ – |
$ 23,110 |
$ 0.48 |
|
|
Adjusted income from continuing operations before income taxes, non-GAAP for fiscal 2011 |
$ 6,846 |
$ 0.14 |
$ 6,076 |
$ 0.13 |
|
|
Less Income tax provision, assume 40% tax rate for fiscal 2011 |
$ (2,627) |
$ (0.05) |
$ (2,430) |
$ (0.05) |
|
|
Adjusted income from continuing operations, non-GAAP for fiscal 2011 |
$ 4,219 |
$ 0.09 |
$ 3,646 |
$ 0.08 |
|
|
Loss from discontinued operations, GAAP basis |
$ – |
$ – |
$ (586) |
$ (0.01) |
|
|
Adjusted net income, non-GAAP for fiscal 2011 |
$ 4,219 |
$ 0.09 |
$ 3,060 |
$ 0.06 |
|
|
Weighted average number of common shares |
|||||
|
outstanding on a diluted basis |
48,504 |
48,131 |
|||
|
Reconciliation of income from continuing operations and net income for the fiscal year |
|||||
|
For the fiscal year ended: |
|||||
|
February 2, 2013 |
January 28, 2012 |
||||
|
Per diluted Share |
Per diluted share |
||||
|
(in thousands, except per share data) |
|||||
|
Net income, GAAP basis |
$ 6,126 |
$ 0.13 |
$ 42,663 |
$ 0.89 |
|
|
Add back: loss from discontinued operations, GAAP basis |
$ 1,933 |
$ 0.04 |
$ 2,141 |
$ 0.04 |
|
|
Income from continuing operations, GAAP basis |
$ 8,059 |
$ 0.17 |
$ 44,804 |
$ 0.93 |
|
|
Reverse actual income tax provision (benefit) |
$ 5,244 |
$ 0.11 |
$ (50,078) |
$ (1.04) |
|
|
Income (loss) from continuing operations before taxes |
$ 3,303 |
$ 0.27 |
$ (5,274) |
$ (0.11) |
|
|
Add back: Provision for trademark impairment, tax-effected |
$ – |
$ – |
$ 23,110 |
$ 0.48 |
|
|
Adjusted income from continuing operations before income taxes, non-GAAP for fiscal 2011 |
$ 13,303 |
$ 0.27 |
$ 17,836 |
$ 0.37 |
|
|
Less Income tax provision, assume 40% tax rate for fiscal 2011 |
$ (5,244) |
$ (0.11) |
$ (7,134) |
$ (0.15) |
|
|
Adjusted income from continuing operations, non-GAAP for fiscal 2011 |
$ 8,059 |
$ 0.17 |
$ 10,702 |
$ 0.22 |
|
|
Loss from discontinued operations, GAAP basis |
$ (1,933) |
$ (0.04) |
$ (2,141) |
$ (0.04) |
|
|
Adjusted net income, non-GAAP for fiscal 2011 |
$ 6,126 |
$ 0.13 |
$ 8,561 |
$ 0.18 |
|
|
Weighted average number of common shares |
|||||
|
outstanding on a diluted basis |
48,385 |
48,044 |
|||
|
Reconciliation of Free Cash Flow |
|||||
|
(in millions) |
Fiscal |
Fiscal |
|||
|
Cash flow provided by operating activities |
$ 29.9 |
$ 23.4 |
|||
|
Less: capital expenditures |
(32.4) |
(18.0) |
|||
|
Free cash flow |
$ (2.5) |
$ 5.4 |
|||
Hastings (HAST) to Host a Military Discount Day
AMARILLO, Texas, March 15, 2013 /PRNewswire/ — Hastings Entertainment, Inc. (NASDAQ: HAST), a leading multimedia entertainment superstore retailer, has announced its plans to host a military discount day for all of our past and present military personnel. The event will be on Tuesday, March 19, 2013 all day at all of our Hastings Entertainment locations.
Any past or present military members will be eligible for a 10% discount off of their final purchase with their ID and any number of products can be included in this discount. All products in the store, excluding video game systems, are eligible for this discount and the discount will be rung up at the register. Military personnel must have their military ID at the time of purchase and the offer is good for March 19th only.
About Hastings
Founded in 1968, Hastings Entertainment, Inc. is a leading multimedia entertainment retailer that combines the sale of new and used books, videos, video games and CDs, as well as trends and consumer electronics merchandise, with the rental of videos and video games in a superstore format. We currently operate 136 superstores, averaging approximately 24,000 square feet, primarily in medium-sized markets throughout the United States. We also operate three concept stores, Sun Adventure Sports, located in Amarillo, Texas and Lubbock, Texas, and TRADESMART, located in Littleton, Colorado.
We also operate www.goHastings.com, an e-commerce Internet Web site that makes available to our customers new and used entertainment products and unique, contemporary gifts and toys. The site features exceptional product and pricing offers. The Investor Relations section of our web site contains press releases, a link to request financial and other literature and access our filings with the Securities and Exchange Commission.
Alderon (AXX) Closes C$119.9 Million Contribution by Hebei Iron & Steel Group
VANCOUVER, BRITISH COLUMBIA — (Marketwire) — 03/15/13 — Alderon Iron Ore Corp. (TSX:ADV)(NYSE MKT:AXX) (“Alderon”) is pleased to announce that Hebei Iron & Steel Group Co., Ltd. (“HBIS”) has contributed the remaining C$119.9 million of its initial investment and Alderon has contributed the Kami iron ore project (“Kami Project”) to a limited partnership (the “Kami Limited Partnership”) which is owned 25% by HBIS and 75% by Alderon. HBIS is China’s largest steel producer.
This concludes HBIS’s initial strategic investment, first announced on April 13, 2012, into both Alderon and its Kami Project for an aggregate amount of C$182.2 million, in exchange for 19.9% of the outstanding common shares of Alderon (completion announced on September 4, 2012) and a 25% interest in the Kami Limited Partnership which was established to own the Kami Project. Alderon has the remaining 75% interest in the Kami Limited Partnership.
Mark Morabito, Executive Chairman of Alderon, said, “Alderon is very pleased with its long term partnership with HBIS, China’s largest steel company and among the largest steel groups in the world. The conclusion of this strategic investment further validates and meaningfully de-risks the project and leads the way to successful development of the Kami Project into a high quality iron ore mine.”
The entire C$119.9 million of investment proceeds contributed by HBIS will be used for the continued development of the Kami Project. In addition, Alderon and HBIS will be required to contribute to capital expenditures for the development of the Kami Project not covered by initial capital contributions and project debt financing, in accordance with their respective interests subject to the terms of the agreement governing the Kami Limited Partnership.
In connection with the C$119.9 million contribution, Alderon has provided confirmations to HBIS with respect to certain information rights related to the development of the Kami Project and the expenditure of the C$119.9 million contribution. In addition, Alderon has agreed that in the event that the environmental assessment and related approvals for the Kami Project are not obtained by March 31, 2014, Alderon will be required to pay to HBIS C$3 million per month for each whole month until such approvals are obtained.
Tayfun Eldem, the President and CEO of Alderon, said, “The conclusion of this transaction with HBIS marks a significant milestone in the development of the Kami Project and further strengthens our potential to finance the remainder of the capital for the Kami project through global financial markets, including Chinese banks. Alderon now has both the initial capital and the China market access to build a leading company. We believe that this strategic partnership solidifies our ability to become the next major iron ore producer in the Labrador Trough. In addition, Alderon management is highly confident that the environmental assessment release and related approvals for the Kami Project will be obtained during the current calendar year, well in advance of March 31, 2014.”
As part of the strategic partnership transaction, HBIS is obligated to purchase upon the commencement of commercial production, 60% of the actual annual production from the Kami Project up to a maximum of 4.8 million tonnes of the first 8.0 million tonnes of iron ore concentrate produced annually at the Kami Project. The price paid by HBIS will be based on the monthly average price per DMT for iron ore sinter feed fines quoted by Platts Iron Ore Index (including additional quoted premium for iron content greater than 62%) (“Platts Price”), less a discount equal to 5% of such quoted price. HBIS will also have the option to purchase additional tonnage at a price equal to the Platts Price, without any such discount. In addition, HBIS agrees to use its best efforts to assist in obtaining project debt financing for the Kami Project from financial institutions, including Chinese banks, and HBIS has agreed to co-operate with Alderon in its efforts to attract additional off-take partners in respect of the annual production from the Kami Project that has not been committed to HBIS.
For more information relating to the strategic partnership please review news releases issued by Alderon on September 4, 2012 and April 13, 2012.
About Alderon
Alderon is a leading iron ore development company in Canada with offices in Vancouver, Toronto, Montreal, Labrador City and St. John’s. The 100% owned Kami Project is located within Canada’s premier iron ore district and is surrounded by four producing iron ore mines. The Alderon team is comprised of skilled professionals with significant iron ore expertise to advance Kami towards production.
For more information on Alderon, please visit our website at www.alderonironore.com.
ALDERON IRON ORE CORP.
On behalf of the Board
Mark J. Morabito, Executive Chairman
Cautionary Note Regarding Forward-Looking Information
This press release contains “forward-looking information” concerning anticipated developments and events that may occur in the future. Forward looking information contained in this press release include, but are not limited to, statements with respect to (i) the use of proceeds from the HBIS transaction; (ii) the funding by HBIS of costs of developing the Kami Project; (iii) the terms of the off-take agreement with HBIS; (iv) HBIS’s efforts to assist with project financing and an additional off-take partner; (v) Alderon’s ability to finance the capital required to develop the Kami Project; (vi) the development of and production from the Kami Project; and (vii) the timing of environmental assessment release and related approvals.
In certain cases, forward-looking information can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Forward-looking information contained in this press release is based on certain factors and assumptions regarding, among other things, the estimation of mineral reserves and resources, the realization of resource estimates, iron ore and other metal prices, the timing and amount of future exploration and development expenditures, the estimation of initial and sustaining capital requirements, the estimation of labour and operating costs, the availability of necessary financing and materials to continue to explore and develop the Kami Property (as defined herein) in the short and long-term, the progress of exploration and development activities, the receipt of necessary regulatory approvals, the completion of the environmental assessment process, the estimation of insurance coverage, and assumptions with respect to currency fluctuations, environmental risks, title disputes or claims, and other similar matters. While the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.
Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks inherent in the exploration and development of mineral deposits, including risks relating to changes in project parameters as plans continue to be redefined including the possibility that mining operations may not commence at the Kami Property, risks relating to variations in mineral resources, grade or recovery rates resulting from current exploration and development activities, risks relating to the ability to access rail transportation, sources of power and port facilities, risks relating to changes in iron ore prices and the worldwide demand for and supply of iron ore and related products, risks related to increased competition in the market for iron ore and related products and in the mining industry generally, risks related to current global financial conditions, uncertainties inherent in the estimation of mineral resources, access and supply risks, reliance on key personnel, operational risks inherent in the conduct of mining activities, including the risk of accidents, labour disputes, increases in capital and operating costs and the risk of delays or increased costs that might be encountered during the development process, regulatory risks, including risks relating to the acquisition of the necessary licences and permits, financing, capitalization and liquidity risks, including the risk that the financing necessary to fund the exploration and development activities at the Kami Property may not be available on satisfactory terms, or at all, risks related to disputes concerning property titles and interest, environmental risks, and the additional risks identified in the “Risk Factors” section of the Company’s Annual Information Form for the most recently completed financial year or other reports and filings with applicable Canadian securities regulators. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information is made as of the date of this press release. Except as required by applicable securities laws, the Company does not undertake any obligation to publicly update or revise any forward-looking information.
Contacts:
Alderon Iron Ore Corp.
Ian Chadsey
Investor Relations
514-817-5799 or 888-990-7989
info@alderonironore.com
www.alderonironore.com
Alderon Iron Ore Corp.
Vancouver Office
604-681-8030
Progenics (PGNX) Announces Fourth Quarter and Year-End 2012 Financial Results
TARRYTOWN, N.Y., March 15, 2013 (GLOBE NEWSWIRE) — Progenics Pharmaceuticals, Inc. (Nasdaq:PGNX) today announced its results of operations for the fourth quarter and year end 2012.
Net loss for the fourth quarter was $0.3 million or $0.01 diluted per share, compared to net loss of $10.7 million or $0.32 diluted per share in the 2011 period. Net loss for the year was $35.4 million or $1.02 diluted per share, compared to net income of $10.4 million or $0.31 diluted per share in 2011. The 2012 results include revenue from partnering two proprietary research programs, while 2011 results reflect upfront payment and reimbursement revenue from the company’s Relistor® collaboration with Salix Pharmaceuticals. At December 31, 2012, Progenics had cash, cash equivalents and securities of $62.1 million, an increase of $17.8 million in the quarter including proceeds of a fourth quarter follow-on common stock offering and reflecting use of $11.3 million for the full year.
Fourth quarter revenue totaled $8.9 million, up $6.7 million from the 2011 period, resulting primarily from the partnering transactions. For the full year, Progenics reported revenues of $14.0 million, compared to $84.8 million for 2011, a decrease primarily from 2011 recognition of the Salix collaboration.
Royalty income for the quarter was $0.8 million compared to $1.3 million in the fourth quarter of 2011, reflecting stocking activity in 2011. Royalty income for the year was $5.0 million compared to $3.0 million for 2011.
Net sales reported to Progenics by Salix (in millions):
| Three Months Ended | Year Ended | ||||
| December 31, | September 30, | December 31, | |||
| 2012 | 2011 | 2012 | 2012 | 2011 | |
| U.S. | $4.1 | $8.0 | $3.8 | $29.2 | $21.5 |
| Ex-U.S. | 1.1 | 0.8 | 1.1 | 4.0 | 5.5 |
| Global | $5.2 | $8.8 | $4.9 | $33.2 | $27.0 |
Fourth quarter and full year research and development expenses decreased by $2.4 million and $20.7 million, respectively, compared to the 2011 periods, primarily from reduced headcount and decreased laboratory, manufacturing and operating expenses. Clinical trial expenses increased in the fourth quarter compared to the 2011 period and decreased for the full year. Fourth quarter general and administrative expenses decreased $1.1 million from 2011; full year G&A expense was down $3.5 million, in each case due to lower consulting, compensation and other operating expense. Company-wide headcount as of December 31, 2012 declined to 76 from 105 as of December 31, 2011.
Fourth Quarter Highlights
- Completed underwritten public offering of 12,650,000 primary common shares resulting in $23.3 million net proceeds.
- Out-licensed C. difficile preclinical program for $5.0 million upfront payment (received in January) with potential future milestones and royalties.
- Fourth quarter Relistor global net sales increased 8% from the third quarter, but decreased 40% from the prior year period due to 2011 stocking activity. Annual Relistor global net sales increased 23% over 2011.
Recent Events
- Acquired Molecular Insight Pharmaceuticals, expanding our oncology pipeline with diagnostic and small molecule therapeutic candidates targeting PSMA and prostate cancer.
- Reported positive clinical data from a study of two novel radiolabeled small molecule imaging agents – 123I-MIP-1072 and 123I-MIP-1095 – targeting PSMA.
Conference Call and Webcast
Progenics will review fourth quarter and year-end financial results in a conference call today at 8:30 a.m. EDT. To participate, please dial (877) 250-8889 (domestic) or (720) 545-0001 (international) and reference conference ID 21225492. A live webcast will be available on the Events section of the Progenics website, www.progenics.com, and a replay will be available on the website for two weeks.
– Financial Tables follow –
| PROGENICS PHARMACEUTICALS, INC. | ||||
| CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
| (unaudited) | ||||
| (in thousands, except net (loss) income per share) | ||||
| For the Three Months Ended December 31, |
For the Year Ended December 31, |
|||
| 2012 | 2011 | 2012 | 2011 | |
| Revenues: | ||||
| Royalty income | $ 782 | $ 1,279 | $ 4,963 | $ 3,046 |
| Collaboration revenue | 8,004 | 366 | 8,525 | 76,764 |
| Research grants | 71 | 464 | 488 | 4,810 |
| Other revenues | 28 | 88 | 72 | 176 |
| Total revenues | 8,885 | 2,197 | 14,048 | 84,796 |
| Expenses: | ||||
| Research and development | 5,423 | 8,296 | 31,840 | 53,183 |
| License fees – research and development | 510 | 12 | 1,170 | 578 |
| Royalty expense | 79 | 131 | 499 | 405 |
| General and administrative | 2,953 | 4,035 | 14,706 | 18,248 |
| Depreciation and amortization | 261 | 485 | 1,324 | 2,066 |
| Total expenses | 9,226 | 12,959 | 49,539 | 74,480 |
| Operating (loss) income | (341) | (10,762) | (35,491) | 10,316 |
| Other income: | ||||
| Interest income | 17 | 16 | 60 | 65 |
| Total other income | 17 | 16 | 60 | 65 |
| Net (loss) income before income taxes | (324) | (10,746) | (35,431) | 10,381 |
| Income tax benefit | — | — | — | — |
| Net (loss) income | $ (324) | $ (10,746) | $ (35,431) | $ 10,381 |
| Net (loss) income per share; basic | $ (0.01) | $ (0.32) | $ (1.02) | $ 0.31 |
| Weighted average shares outstanding; basic | 37,590 | 33,700 | 34,754 | 33,375 |
| Net income (loss) per share; diluted | $ (0.01) | $ (0.32) | $ (1.02) | $ 0.31 |
| Weighted average shares outstanding; diluted | 37,590 | 33,700 | 34,754 | 33,494 |
| CONDENSED CONSOLIDATED BALANCE SHEETS | ||
| (unaudited) | ||
| (in thousands) | ||
| December 31, 2012 |
December 31, 2011 |
|
| Cash and cash equivalents | $ 58,838 | $ 70,105 |
| Accounts receivable | 6,937 | 1,516 |
| Auction rate securities | 3,240 | 3,332 |
| Fixed assets, net | 3,399 | 4,038 |
| Other assets | 3,894 | 1,119 |
| Total assets | $ 76,308 | $ 80,110 |
| Liabilities | $ 8,902 | $ 7,943 |
| Deferred revenue | 838 | 366 |
| Total liabilities | 9,740 | 8,309 |
| Stockholders’ equity | 66,568 | 71,801 |
| Total liabilities and stockholders’ equity | $ 76,308 | $ 80,110 |
About Relistor
Progenics has exclusively licensed development and commercialization rights for its first commercial product, Relistor, to Salix Pharmaceuticals, Ltd. for markets worldwide other than Japan, where Ono Pharmaceutical Co., Ltd. holds an exclusive license for the subcutaneous formulation. Relistor (methylnaltrexone bromide) subcutaneous injection is a first-in-class treatment for opioid-induced constipation approved in more than 50 countries for patients with advanced illness.
Important Safety Information for subcutaneous Relistor
Relistor is indicated for the treatment of opioid-induced constipation (OIC) in patients with advanced illness who are receiving palliative care, when response to laxative therapy has not been sufficient. Use of Relistor beyond four months has not been studied.
Relistor is contraindicated in patients with known or suspected mechanical gastrointestinal obstruction. If severe or persistent diarrhea occurs during treatment, advise patients to discontinue therapy with Relistor and consult their physician. Use of Relistor has not been studied in patients with peritoneal catheters.
Safety and efficacy of Relistor have not been established in pediatric patients.
Rare cases of gastrointestinal (GI) perforation have been reported in advanced illness patients with conditions that may be associated with localized or diffuse reduction of structural integrity in the wall of the GI tract (i.e., cancer, peptic ulcer, Ogilvie’s syndrome). Perforations have involved varying regions of the GI tract (e.g., stomach, duodenum, colon).
Use Relistor with caution in patients with known or suspected lesions of the GI tract. Advise patients to discontinue therapy with Relistor and promptly notify their physician if they develop severe, persistent, and/or worsening abdominal symptoms.
The most common adverse reactions reported with Relistor compared with placebo in clinical trials were abdominal pain (28.5% vs. 9.8%), flatulence (13.3% vs. 5.7%), nausea (11.5% vs. 4.9%), dizziness (7.3% vs. 2.4%), diarrhea (5.5% vs. 2.4%), and hyperhidrosis (6.7% vs. 6.5%).
Relistor full Prescribing Information for the U.S. is available at www.relistor.com.
About Progenics
Progenics Pharmaceuticals, Inc. develops innovative medicines for oncology, and has a pipeline that includes product candidates in preclinical through late-stage development. Progenics’ first commercial product, Relistor® (methylnaltrexone bromide) for opioid-induced constipation, is marketed and in further development by Salix Pharmaceuticals, Ltd. for markets worldwide other than Japan, where Ono Pharmaceutical Co., Ltd. holds an exclusive license for the subcutaneous formulation. For additional information, please visit www.progenics.com.
The Progenics Pharmaceuticals Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=9678
This press release may contain projections and other forward-looking statements regarding future events. Such statements are predictions only, and are subject to risks and uncertainties that could cause actual events or results to differ materially. These risks and uncertainties include, among others, the cost, timing and results of clinical trials and other development activities; the unpredictability of the duration and results of regulatory review of New Drug Applications and Investigational NDAs; market acceptance for approved products; generic and other competition; the possible impairment of, inability to obtain and costs of obtaining intellectual property rights; and possible safety or efficacy concerns, general business, financial and accounting matters, litigation and other risks. More information concerning Progenics and such risks and uncertainties is available on its website, and in its press releases and reports it files with the U.S. Securities and Exchange Commission. Progenics is providing the information in this press release as of its date and does not undertake any obligation to update or revise it, whether as a result of new information, future events or circumstances or otherwise.
Additional information concerning Progenics and its business may be available in press releases or other public announcements and public filings made after this release.
(PGNX-F)
Editors Note:
For more information, please visit www.progenics.com.
For more information about Relistor, please visit www.relistor.com.
CONTACT: Amy Martini
Corporate Affairs
(914) 789-2816
amartini@progenics.com
Kathleen Fredriksen
Corporate Development
(914) 789-2871
kfredriksen@progenics.com
Syntroleum’s (SYNM) 2012 Earnings and Dynamic Fuels Plant Update Conference Call
TULSA, Okla., March 14, 2013 (GLOBE NEWSWIRE) — Syntroleum Corporation (Nasdaq:SYNM) today announced the Company will host a conference call for investors to discuss its 2012 results and to update the status of the Dynamic Fuels Geismar Plant.
The conference call will be held on Monday, March 18, 2013, at 2:00 p.m. Central time (3:00 p.m. Eastern). A webcast of the call will be available via the Internet by accessing www.syntroleum.com. Listeners should allow a few minutes for registration into the web site. To participate in the teleconference, investors should dial 1-877-317-6789 about 10 minutes before the start time and reference the Syntroleum conference call. International callers should dial 1-412-317-6789. A replay of this conference call will be available on the web site under the Syntroleum Investor Relations tab.
For additional information see the Company’s Form 10-K for the year ended December 31, 2012, to be filed with the SEC on Friday, March 15, 2013. The 10-K will be available through the Investor Relations section of the Company’s Web site, www.syntroleum.com on March 15, 2013.
About Syntroleum
Syntroleum Corporation owns the Syntroleum® Process for Fischer-Tropsch (FT) conversion of synthesis gas derived from biomass, coal, natural gas and other carbon-based feedstocks into liquid hydrocarbons, the Synfining® Process for upgrading FT liquid hydrocarbons into middle distillate products such as synthetic diesel and jet fuels, and the Bio-Synfining® technology for converting animal fat and vegetable oil feedstocks into middle distillate products such as renewable diesel and jet fuel using inedible fats and greases as feedstock. The 50/50 venture – known as Dynamic Fuels – was formed to construct and operate multiple renewable synthetic fuels facilities, with production on the first site beginning in 2010. The Company plans to use its portfolio of technologies to develop and participate in synthetic and renewable fuel projects. For additional information, visit the Company’s web site at www.syntroleum.com
The Syntroleum Corporation logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5984
This document includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as well as historical facts. These forward‑looking statements may include statements relating to the Syntroleum® Process, the Synfining® Process, our renewable fuels Bio-Synfining® technology, plans to use the Company’s various technologies, operational activities of the Company, commercialization of the Company’s technologies, certification of Fischer-Tropsch and renewable fuels, performance and use of Syntroleum’s cobalt catalyst, and performance and use of fuels derived from the Syntroleum® Process and technology test results. When used in this document, the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “project,” “should” and similar expressions are intended to be among the statements that identify forward‑looking statements. Although we believe that the expectations reflected in these forward‑looking statements are reasonable, these kinds of statements involve risks and uncertainties. Actual results may not be consistent with these forward‑looking statements. Syntroleum undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time. Important factors that could cause actual results to differ from these forward-looking statements include the potential that debt or equity financing for anticipated plants may not be available, the schedule for development, construction and operation of proposed plants may not be met, anticipated appropriation and expenditure of federal monies does not occur, commercial-scale plants do not achieve the same results as those demonstrated on a laboratory or pilot basis or that such plants experience technological and mechanical problems, the potential that improvements to Syntroleum’s various technologies currently under development may not be successful, the impact on plant economics of operating conditions (including energy prices), construction risks, risks associated with investments and operations in foreign countries, our dependence on strategic relationships with manufacturing and engineering companies, volatility of energy prices, the ability to implement corporate strategies, including the continued availability of adequate working capital, competition, intellectual property risks, our ability to obtain financing and other risks described in the Company’s filings with the Securities and Exchange Commission.
® “Syntroleum”, “Synfining”, and “Bio-Synfining” are registered as trademarks and service marks in the U.S. Patent and Trademark Office.
CONTACT: Ron Stinebaugh
Syntroleum Corporation
(281) 224-9862
www.syntroleum.com
T3 Motion (TTTM) CEO William Tsumpes Details Sweeping Changes
T3 Motion revamps all internal processes from supply chain to delivery, focusing on a new commitment to streamline and significantly improve customer service.
COSTA MESA, Calif., March 14, 2013 /PRNewswire/ — T3 Motion, Inc. (NYSE MKT:TTTM) a producer of clean/green EV transportation technology for commercial, law enforcement and personal use, today announced that it has begun implementing a series of newly installed systems and streamlined processes that will greatly improve its customer service and parts availability worldwide. This much needed alignment of our priorities will ensure the rapid availability of spares and replacements, improve service response times, streamline order processing and fulfillment with online parts ordering and improve operational efficiencies throughout our entire service organization.
“As CEO of T3 Motion it is my foremost responsibility to ensure that our highly valued customers receive the best quality customer service experience possible. Our vehicles are used throughout mission critical operations in law enforcement, homeland security and commercial security which require the immediate availability of spares and replacement parts to ensure their uninterrupted operations. In order to improve our dealer and field service organizations we are additionally developing a new state of the art T3 Motion International Training facility designed to support our rapidly expanding dealer base and the global delivery of our products and services,” stated newly-appointed Chief Executive Officer, William Tsumpes.
“Over the past few weeks, I have taken an aggressive position with strategic and far-reaching changes to every company process from managing the supply chain through vehicle delivery, beginning with our internal customer service department and systems. In just a very short period of time, we have already improved our call center responsiveness, significantly cleared our customer parts backlog, and implemented processes that will streamline future customer service initiatives. With more than 30 years experience in service related industries I feel honored to have this opportunity to set new standards for the way we deliver the needed changes with the goal of exceeding the expectations of our customers.”
These customer service enhancements are just a part of a series of significant changes T3 Motion is making under its broader transformation and commitment to provide innovative products by delivering value and putting customers first.
T3 Motion, Inc. (NYSE MKT:TTTM) is headquartered in Orange County, California, and is dedicated to raising the bar on personal transportation technology. For more information, visit www.t3motion.com.
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding T3 Motion’s business, which are not historical facts, are “forward-looking statements” that are not guarantees of future performance. Such forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those anticipated by the forward-looking statements. These risks and uncertainties include, among others, factors associated with market conditions and the satisfaction of customary closing conditions related to the proposed public offering. For additional information concerning these and other factors that may cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company’s Registration Statement filed on Form S-1, as amended, and in the periodic reports the Company files from time to time with the Securities and Exchange Commission.
Company Contact
William Tsumpes
T3 Motion
(714) 619-3600
investor@t3motion.com
ChinaNet (CNET) Passes Audit for High Tech Enterprises
ChinaNet Becomes Eligible for Potential Funding From Local Agencies
BEIJING, March 14, 2013 (GLOBE NEWSWIRE) — ChinaNet Online Holdings, Inc. (Nasdaq:CNET) (the “Company” or “ChinaNet”), a leading B2B (business to business) Internet technology company focusing on providing online-to-offline (“O2O”) sales channel expansion services for small businesses (so-called small and medium-sized enterprises (“SMEs”) in China) and entrepreneurial management and LINK services for entrepreneurs in the People’s Republic of China, today announced that the Beijing Zhongguancun Enterprises Credit Promotion Association (ECPA) completed a credit audit for the company. ChinaNet was awarded a high grade, which makes the Company eligible to receive future subsidies and funding from the State Development Bank, local governments and related entities.
Beijing Zhongguancun Enterprises Credit Promotion Association is an independent entity established by various high-tech enterprises in 2003 to promote members complying with the laws and regulations and national policies and to strengthen cooperation between members. The credit audit is conducted by Beijing Credit Ratings Co., Ltd, which is certified by the Beijing Zhongguancun government and covers the areas of internal controls, financial statements and credit and working capital management. Various local financial institutions, insurance and intermediary service agencies and regulators use this audit as a part of their analysis of individual company’s financial strength.
“Our favorable audit results from ECPA are a testament to our financial stability and business potential. Lenovo also received the same grade as we did,” said Mr. George Chu, COO of ChinaNet. “We have diversified our revenues and strengthened our brands while maintaining a strong balance sheet. As we add new customers and services, we expect to generate growth in our top and bottom line.”
About ChinaNet Online Holdings, Inc.
The Company, a parent company of ChinaNet Online Media Group Ltd., incorporated in the BVI (“ChinaNet”), is a leading B2B (business to business) Internet technology company focusing on providing O2O (online to offline) sales channel expansion service for small businesses (or so-called small and medium-sized enterprises (SMEs) in China) and entrepreneurial management and LINK service for entrepreneurs in China. The Company, through certain contractual arrangements with operating companies in the PRC, provides Internet advertising and other services for Chinese small businesses via its portal websites, 28.com, Liansuo.com and Chuangye.com (for entrepreneurs’ Linking services), TV commercials and program production via China-Net TV, and in-house LCD advertising on banking kiosks targeting Chinese banking patrons. Website: http://www.chinanet-online.com.
Safe Harbor
This release contains certain “forward-looking statements” relating to the business of ChinaNet Online Holdings, Inc., which can be identified by the use of forward-looking terminology such as “believes,” “expects,” “anticipates,” “estimates” or similar expressions. Such forward-looking statements involve known and unknown risks and uncertainties, including business uncertainties relating to government regulation of our industry, market demand, reliance on key personnel, future capital requirements, competition in general and other factors that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Certain of these risks and uncertainties are or will be described in greater detail in our filings with the Securities and Exchange Commission. These forward-looking statements are based on ChinaNet’s current expectations and beliefs concerning future developments and their potential effects on the company. There can be no assurance that future developments affecting ChinaNet will be those anticipated by ChinaNet. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the Company) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by such forward-looking statements. ChinaNet undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
CONTACT: MZ North America
Ted Haberfield, President
Tel: +1-760-755-2716
Email: thaberfield@mzgroup.us
Web: www.mzgroup.us
RiT (RITT) Strengthens its Capital Structure
Stins Coman, RiT’s Controlling Shareholder, to Convert $4.5M of the Outstanding Loan Amount into Ordinary Shares
TEL AVIV, Israel, March 14, 2013 /PRNewswire/ —
RiT Technologies (NASDAQ: RITT) today announced that it has signed a private Share Purchase Agreement with STINS COMAN Inc., (“STINS COMAN”), its principal shareholder, under which it will convert an outstanding loan in the amount of approximately $4.5 million into 1,021,166 of the Company’s ordinary shares at an average price of $4.44 per share.
This transaction is an addition to the previous conversions completed from May 2010 – December 2012, and is being executed under the terms stipulated in the Loan Agreement between RiT and STINS COMAN dated June 11, 2009, as amended. The completion of this transaction is subject to customary conditions, and the issuance of shares is expected to take place on March 29, 2013. Upon completion, STINS COMAN’s holding (including through affiliated company) will rise to approximately 87% of the Company’s voting power.
Commenting on the news, Dr. Vadim Leiderman, RiT’s President and CEO, said, “We are completing this transaction as an initial step in correcting Nasdaq’s Shareholders’ Equity requirement, as we reported earlier today. This transaction demonstrates, once again, STINS COMAN’s confidence in our prospects. We believe that the launch of our two new breakthrough solutions – Beamcaster™ and PatchView™+ will bring the Company to a whole new era of rapid growth and profitability.”
About RiT Technologies
RiT is a leading provider of intelligent infrastructure management (IIM) solutions and a developer of a new revolutionary indoor optical wireless technology solution. Our IIM products provide and enhance security and network utilization for data centers, communication rooms and work space environments. They help companies plan and provision, monitor and troubleshoot their communications networks, maximizing utilization, reliability and physical security while minimizing unplanned downtime. RiT’s IIM solutions are deployed around the world, in a broad range of organizations, including: data centers, enterprises, corporations, government agencies, financial institutions, airport authorities, healthcare institutions, and education institutions. RiT’s indoor optical wireless technology solution will help our clients streamline deployment, reduce infrastructure design, installation and maintenance complexity and enhance security in a cost effective way. RiT’s shares are traded on the Nasdaq exchange under the symbol RITT.
For more information, please visit our website: http://www.rittech.com
Safe Harbor Statement
In this press release, all statements that are not purely about historical facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,” “plan,” “intend,” “estimate”, “forecast”, “target”, “could” and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For example, when we discuss the expansion of our sales and marketing efforts and the development of exciting new product lines in 2013 we are using a forward-looking statement. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors, including, but not limited to, those described under the heading “Risk Factors” in our most recent Annual Report filed with the Securities and Exchange Commission (SEC) on Form 20-F, which may be revised or supplemented in subsequent reports filed with the SEC. These factors include, but are not limited to, the following: our ability to raise additional financing, if required; the continued development of market trends in directions that benefit our sales; our ability to maintain and grow our revenues; our dependence upon independent distributors, representatives and strategic partners; our ability to develop new products and enhance our existing products; the availability of third-party components used in our products; the economic condition of our customers; the impact of government regulation; and the economic and political situation in Israel. We are under no obligation, and expressly disclaim any obligation, to update the forward-looking statements in this press release, whether as a result of new information, future events or otherwise.
COMPANY CONTACT:
Elan Yaish, CFO
+972-77-270-7210
elan.yaish@rittech.com
Sinovac (SVA) Top-Line Results Phase III Clinical EV71 Hand, Foot and Mouth Vaccine
BEIJING, March 14, 2013 /PRNewswire/ — Sinovac Biotech Ltd. (NASDAQ: SVA), a leading provider of vaccines in China, announced today preliminary top-line data from its Phase III clinical trial assessing the efficacy, immunogenicity and safety of the Company’s proprietary Enterovirus 71 (“EV71”) vaccine against hand, foot and mouth disease (“HFMD”).
The primary objective of the study was to evaluate the efficacy of the EV71 vaccine in the prevention of HFMD caused by EV71 in infants of 6 to 35 months old. The preliminary Phase III data showed that Sinovac’s EV71 vaccine was 95.4% (95% CI: 87.5%, 98.3%) efficacious against HFMD caused by EV71.
The Phase III trial showed good immunogenicity and safety for Sinovac’s EV71 vaccine. The overall incidence of serious adverse events in this trial was 2.2% among the EV71 candidate vaccine recipients and 2.6% among those receiving a control vaccine during the fourteen months observation period. The difference in rates of serious adverse events (“SAEs”) is not statistically significant. Most of the SAEs were considered unlikely to be vaccine-related.
The double-blinded, randomized, placebo controlled Phase III clinical trial was conducted at three sites across China’s Jiangsu province. Approximately 10,000 healthy infants completed the two dose vaccination schedule (at 0 and 28 days) in the first quarter of 2012, prior to the HFMD epidemic season in China, followed by active monitoring period.
In parallel, Sinovac conducted another clinical study that was comprised of 1,400 volunteers and designed to evaluate the consistency of three consecutive lots of EV71 vaccine manufactured by the Company. The trial was conducted in children from 6 month to 5 years old. After receiving the vaccine, the ratios of neutralizing antibody GMTs on the 56th day of any two groups were calculated and the 95% confidence intervals of the ratios are all between 0.67 and1.5, which indicates the immunogenicity of the three vaccine lots is equivalent. The study results showed consistent immune response for all three lots and a good safety profile. With immunogenicity equivalent across the three consecutive lots, the results showed Sinovac’s vaccine production process and quality are stable.
In March 2008, an EV71 outbreak in Fuyang City of China’s Anhui Province caused 23 fatalities, and attracted significant attention from the government and medical communities. In May 2008, the PRC Ministry of Health identified EV71 as a Class C infectious disease according to prevention and control regulations. EV71 outbreaks have increased over the last five years, with over 1 million cases identified and 500 to 900 reported fatalities each year.
Dr. Weidong Yin, Chairman, President and CEO of Sinovac, commented, “We are excited to report an over 95% efficacy rate from the Phase III trial on our proprietary EV71 vaccine candidate. The conclusion of this trial marks an important milestone in the development of our proprietary vaccine. Hand, foot, and mouth disease continues to represent a significant unmet public health need and economic burden in China, as well as several other Asian countries. Our EV71 vaccine is poised to provide an effective solution to prevent hand, food and mouth disease caused by EV71, a much needed resource given the current limited prevention and EV71 specific treatment methods. At Sinovac, we are committed to our stated mission to develop and supply vaccines to eliminate human diseases.”
Professor Hua Wang, Lead Principal Investigator, stated, “The Phase III study for Sinovac’s EV71 vaccine candidate met its primary objective. The trial results demonstrated that the vaccine is not only safe, but shows significant efficacy in subjects.”
The Company’s next step is to finalize the clinical report, which will become an important part of documents to be filed with the PRC State Food and Drug Administration (“SFDA”) for the application of new drug certificate, GMP certification, and the production license in order to commence the commercial production of the vaccine. In parallel, Sinovac’s dedicated EV71 vaccine manufacturing facility has been completed and is ready for the GMP inspection by SFDA.
Sinovac obtained clinical research approval for its proprietary EV71 vaccine candidate from the SFDA in December 2010, and completed Phase I and II clinical trials in 2011. The preliminary results of the Phase I and Phase II studies confirmed that Sinovac’s vaccine candidate has good safety and immunogenicity profile.
About Sinovac
Sinovac Biotech Ltd. is a China-based biopharmaceutical company that focuses on research, development, manufacturing and commercialization of vaccines that protect against human infectious diseases including hepatitis A and B, seasonal influenza, H5N1 pandemic influenza and mumps, as well as animal rabies vaccine. In 2009, Sinovac was the first company worldwide to receive approval for its H1N1 influenza vaccine, Panflu.1, and has manufactured it for the Chinese Central Government, pursuant to the government-stockpiling program. The Company is also the only supplier of the H5N1 pandemic influenza vaccine to the government-stockpiling program. Sinovac is developing a number of new pipeline vaccines including vaccines for enterovirus 71 (against hand, foot, and mouth disease), pneumococcal conjugate, pneumococcal polysaccharides, varicella and rubella. Sinovac sells its vaccines mainly in China and exports selected vaccines to Mongolia, Nepal, and the Philippines.
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 words or phrases such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Among other things, the business outlook and quotations from management in this press release contain forward-looking statements. Statements that are not historical facts, including statements about Sinovac’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. Sinovac does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
Helen Yang
Sinovac Biotech Ltd.
Tel: +86-10-8279-9871
Fax: +86-10-6296-6910
Email: ir@sinovac.com
Investors:
Stephanie Carrington
The Ruth Group
Tel: +1-646-536-7017
Email: scarrington@theruthgroup.com
Media:
Aaron Estrada
The Ruth Group
Tel: +1-646-536-7028
Email: aestrada@theruthgroup.com
Cardium (CXM) Receives ISO Certification for Excellagen
SAN DIEGO, March 14, 2013 /PRNewswire/ — Cardium Therapeutics (NYSE MKT: CXM) today announced that it has received ISO 13485:2003 certification for its Excellagen® advanced wound care product by BSI, one of the world’s leading certification bodies. The ISO 13485:2003 certification is a stand-alone standard developed by the International Organization for Standardization that provides harmonized quality management systems requirements for manufacturers of medical devices. In their ISO report, BSI’s auditors noted that “Cardium’s quality management system has been effectively implemented, addresses the proposed scope of product registration and is in accordance with the company objectives and applicable requirements of the management standards.” Cardium’s compliance with ISO 13485 represents an important next step forward to compliance with European regulatory requirements.
(Logo: http://photos.prnewswire.com/prnh/20051018/CARDIUMLOGO)
“This ISO certification represents a major achievement and milestone for Cardium and moves us forward in our CE Mark Certification application for authorization to market and sell Excellagen in the European Union, which currently consists of 27 member countries,” stated Christopher J. Reinhard, Chairman and CEO of Cardium Therapeutics.
With the successful completion of this key ISO certification, the Company reported that it has now completed its submission of required documentation including the technical file and design dossier of its CE mark filing for review by BSI. Cardium also reported that a United Kingdom-based private equity company has acquired the Angel Biomedical operations, located in Glasgow, Scotland, which is responsible for a segment of Excellagen’s collagen manufacturing process. It is expected that the new entity, Collbio Ltd., will continue manufacturing of new batches required for their ISO re-certification, which is necessary for final certification of Cardium’s CE mark application, in the second quarter 2013. Cardium previously established a supply of manufactured bulk collagen in the United States and does not anticipate any disruption in the Excellagen supply chain.
About Excellagen
Excellagen is a novel syringe-based, professional-use, pharmaceutically-formulated 2.6% fibrillar Type I bovine collagen gel that functions as an acellular biological modulator to activate the wound healing process and significantly accelerate the growth of granulation tissue. Excellagen’s FDA-clearance provides for very broad labeling including partial and full-thickness wounds, pressure ulcers, venous ulcers, diabetic ulcers, chronic vascular ulcers, tunneled/undermined wounds, surgical wounds (donor sites/graft, post-Mohs surgery, post-laser surgery, podiatric, wound dehiscence), trauma wounds (abrasions, lacerations, second-degree burns and skin tears) and draining wounds. Excellagen 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 fibrillar Type I bovine collagen gel formulation is topically applied through easy-to-control, pre-filled, sterile, single-use syringes and is designed for application at only one-week intervals. Already-established standard CPT® procedure reimbursement codes may apply when Excellagen is used with surgical debridement procedures and through the DRG reimbursement system for in-hospital surgical procedures. Cardium is also advancing forward with the reimbursement process for Excellagen with Centers for Medicare & Medicaid Services (CMS) and private insurance providers.
There have been important, positive findings reported by physicians using Excellagen as part of Cardium’s initial physician sampling, patient outreach and market “seeding” programs. In several case studies, physicians reported a rapid onset of the growth of granulation tissue in a wide array of wounds, including 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 achieved with Excellagen following unsuccessful treatment with other advanced wound care approaches. From a dermatology perspective, a previously unexplored vertical market, remarkable healing responses have been observed following 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 positive physician feedback provide additional support of Excellagen’s potential utility as an important new tool to help promote the wound healing process. Excellagen case studies are available at http://www.excellagen.com/surgical-wounds.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 the receipt of ISO certification by Cardium and Collbio will lead to CE mark approval for Excellagen in Europe; that the manufacture of collagen by Collbio will be timely and successful, and that the Excellagen supply chain will not be disrupted by this transition or other occurrences; 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 2013 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®, Linee®, 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.
Other trademarks belong to their respective owners.
Ballard (BLDP) to Power Fleet of 10 Clean Energy Buses
VANCOUVER, March 13, 2013 /PRNewswire/ – Ballard Power Systems (TSX: BLD; NASDAQ: BLDP) has announced the recent signing of an agreement between Van Hool NV, Europe’s fourth largest bus manufacturer, and the Transit Authority in Aberdeen, Scotland for delivery of 10 buses that will be powered by Ballard’s 150 kilowatt FCvelocityTM-HD6 fuel cell module.
When deployed in revenue service, the 10-bus fleet to be operated in Aberdeen will be Europe’s largest hydrogen fuel cell bus fleet. Furthermore, by early-2014 approximately 40 buses in Europe will be powered by Ballard fuel cell modules.
In December 2011, Ballard announced an equipment supply agreement (ESA) with Van Hool for 21 of the Company’s latest-generation 150 kilowatt FCvelocityTM-HD6 modules, with an expectation that the majority of these would be shipped in 2012. By the end of 2012, 14 modules had been shipped to Van Hool. These will be used in 5 buses to be deployed in San Remo, Italy, 5 buses to be deployed in Flanders, Belgium as well as 4 of the buses to be deployed in Aberdeen. All these deployments are being supported by European Joint Technology Initiative (JTI) funding through the High V.LO-City program.
Through the remainder of 2013 Ballard expects to ship a further 8 power modules to Van Hool, including 6 to be used in the Aberdeen deployment and 2 for use in buses to be deployed in Cologne, Germany. The Cologne buses are being procured by the government of North Rhine Westphalia (NRW), with funding support from the German National Innovation Program. The Aberdeen buses are being supported by JTI funding through the High V.LO-City and HyTransit programs. This will bring the total number of modules shipped to Van Hool to 22 since December 2011.
Ballard’s sixth generation FCvelocityTM-HD6 fuel cell module features a control unit which interfaces with a system controller to make it a “plug-and-play” product for any fuel cell or hybrid fuel cell bus platform. The module also offers significant advances in durability, power density and fuel efficiency compared to earlier generation products.
Increased volumes of fuel cell-powered buses are supporting cost and price reductions through scale of economies, enabling fuel cell solutions to compete more effectively with incumbent transit technologies.
About Ballard Power Systems
Ballard Power Systems (TSX: BLD) (NASDAQ: BLDP) provides clean energy fuel cell products enabling optimized power systems for a range of applications. Products deliver incomparable performance, durability and versatility. To learn more about Ballard, please visit www.ballard.com.
This release contains forward-looking statements concerning anticipated revenues, shipments, product development activities, product improvements and cost reductions. These forward-looking statements reflect Ballard’s current expectations as contemplated under section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any such forward-looking statements are based on Ballard’s assumptions relating to its financial forecasts and expectations regarding its product development efforts, manufacturing capacity, and market demand.
These statements involve risks and uncertainties that may cause Ballard’s actual results to be materially different, including general economic and regulatory changes, detrimental reliance on third parties, successfully achieving our business plans and achieving and sustaining profitability. For a detailed discussion of these and other risk factors that could affect Ballard’s future performance, please refer to Ballard’s most recent Annual Information Form. Readers should not place undue reliance on Ballard’s forward-looking statements and Ballard assumes no obligation to update or release any revisions to these forward looking statements, other than as required under applicable legislation.
Guy McAree +1.604.412.7919, media@ballard.com or investors@ballard.com
World Energy (XWES) Provides Update on Q4 FY12 Reports
WORCESTER, Mass., March 13, 2013 (GLOBE NEWSWIRE) — In follow up to its recent announcement postponing its fourth quarter and fiscal 2012 financial results and conference call, World Energy Solutions, Inc. (Nasdaq:XWES) today provided additional details on the cause of the delay.
The Company is currently evaluating its revenue recognition policy for its mid-market product line, an area the Company entered with its acquisition of GSE Consulting (GSE) on October 31, 2011.
The review is primarily focused on the timing of revenue recognized from up-front commissions received from mid-market energy suppliers. As currently reported, such commissions represent approximately 10 percent of World Energy’s consolidated revenues for the nine months ended September 30, 2012 and approximately 3 percent of consolidated revenues for the year ended December 31, 2011.
Under its accounting policies in effect at the time, World Energy recognized revenue from these up-front commissions as cash was received from the energy supplier. As a result of this review, the Company is in the process of determining the appropriate periods in which such commissions should be recorded. The Company believes it may be appropriate to record these revenues over the energy flow period similar to its other Retail electricity product lines, to the extent that actual energy usage is available or can be reliably estimated. If not, the recognition of revenue may be deferred to the end of the contract period. Regardless of the timing of revenue recognition, there would be no impact on the cash received by the Company.
The impact of the contemplated adjustments would be to defer the recording of revenue from historic periods to future periods. As part of this process, the Company is conducting, but has not completed, an analysis of the materiality of the potential revenue recognition adjustments on its previously reported financial results.
The Company’s finance team continues to work diligently with its auditors to complete the audit and all filings by their respective deadlines, but, because of the scope of work required – an analysis of over 3,000 accounts – the Company may file for an extension of its March 31 deadline. Once the Company has completed its audit, it expects to announce a date to release its fourth quarter and full-year 2012 financial results and host its earnings conference call.
About World Energy Solutions, Inc.
World Energy Solutions, Inc. (Nasdaq:XWES) is an energy management services firm that brings together the passion, processes and technologies to take the complexity out of energy management and turn it into bottom-line impact for the businesses, institutions and governments we serve. To date, the Company has transacted more than $30 billion in energy, demand response and environmental commodities on behalf of its customers, creating more than $1 billion in value for them. World Energy is also a leader in the global carbon market, where its World Energy Exchange® supports the Regional Greenhouse Gas Initiative (RGGI), the first mandatory market-based regulatory program in the U.S. to reduce greenhouse gas emissions. For more information, please visit www.worldenergy.com.
The World Energy Solutions, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=16555
This press release contains forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ from those indicated in the forward-looking statements. Such risks and uncertainties include, but are not limited to, the following: our revenue and backlog are dependent on actual future energy purchases pursuant to completed procurements; the demand for our services is affected by changes in regulated prices or cyclicality or volatility in competitive market prices for energy; the potential impact on our historical and prospective financial results of a change in accounting policy may negatively impact our stock price; and other factors outside our control that affect transaction volume in the electricity market as well as our overall business. Additional risk factors are identified in our Annual Report on Form 10-K and subsequent reports filed with the Securities and Exchange Commission.
CONTACT: Dan Mees
World Energy Solutions, Inc.
(508) 459-8156
dmees@worldenergy.com
Susan Forman
Dian Griesel, Inc.
(212) 825-3210
sforman@dgicomm.com
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