Acceris Communications Reports Fiscal Year 2004 Results.PITTSBURGH Pittsburgh (pĭts`bərg), city (1990 pop. 369,879), seat of Allegheny co., SW Pa., at the confluence of the Allegheny and the Monongahela rivers, which there form the Ohio River; inc. 1816. -- Acceris Communications Inc. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :ACRS ACRS See: Accelerated cost recovery system ACRS See Accelerated Cost Recovery System (ACRS). ) today reported its financial results for the year ended December December: see month. 31, 2004. For the year ended December 31, 2004, the Company's total operating revenue operating revenue Revenue from any regular source. Revenue from sales is adjusted for discounts and returns when calculating operating revenue. Compare other revenue. was $113.1 million compared to $135.9 million in 2003. The Company had a loss from continuing operations continuing operations Parts of a business that are expected to be maintained as an ongoing segment of an overall business operation. Income and losses from continuing operations are reported separately if any segments have been discontinued during the of $22.9 million compared to a loss from continuing operations of $32.0 million for the year ended December 31, 2004. The Company recorded a net loss of $22.8 million for the year ended December 31, 2004 versus a net loss of $31.4 million for the year ended December 31, 2003. The net loss per common share was $1.18 in 2004 versus a net loss per common share of $4.48 in 2003. Highlights of 2004: - The Company reduced its loss from continuing operations in 2004 compared to 2003 through integration initiatives. The Company's operations during 2004 were negatively impacted by the decision, in mid 2004, to halt geographic expansion of its local dial tone offering as a direct result of regulatory uncertainty in the domestic markets. In 2005, the Company suspended sus·pend v. sus·pend·ed, sus·pend·ing, sus·pends v.tr. 1. To bar for a period from a privilege, office, or position, usually as a punishment: suspend a student from school. efforts to acquire new local dial tone customers, but will continue to service its existing local customers. The Company may re-enter re·en·ter also re-en·ter v. re·en·tered, re·en·ter·ing, re·en·ters v.tr. 1. To enter or come in to again. 2. To record again on a list or ledger. v.intr. the market when it can enter into acceptable wholesale agreements. - Acceris' ongoing operating losses operating loss The excess of operating expenses over revenue. As with operating income, operating losses exclude revenues and expenses from operations that are not considered a regular part of the business. Also called deficit. Compare operating income. were funded in 2004 by Counsel Corporation under its Keep Well agreement, from the proceeds on the sale of shares held in Buyers United Inc. and from the issuance of a $5 million convertible three-year term note. Acceris will require additional funding in 2005 to continue to execute on its business plan. Counsel's Keep Well with Acceris expires on June 30, 2005 and is not expected to be extended beyond its current maturity. - Significant structural changes continue to occur in both the International and US telecommunications Communicating information, including data, text, pictures, voice and video over long distance. See communications. markets. Based on the extent and the pace of these changes, coupled with financial constraints CONSTRAINTS - A language for solving constraints using value inference. ["CONSTRAINTS: A Language for Expressing Almost-Hierarchical Descriptions", G.J. Sussman et al, Artif Intell 14(1):1-39 (Aug 1980)]. , Acceris has concluded that it should consider opportunities to merge or dispose of dis·pose v. dis·posed, dis·pos·ing, dis·pos·es v.tr. 1. To place or set in a particular order; arrange. 2. its telecommunications operations. - Acceris Communications Technologies Noun 1. communications technology - the activity of designing and constructing and maintaining communication systems engineering, technology - the practical application of science to commerce or industry was granted a patent by the State Intellectual Property Office of the People's Republic People's Republic n. A political organization founded and controlled by a national Communist party. of China for its proprietary technology that enables Voice over Internet Protocol See Internet and TCP/IP. (networking) Internet Protocol - (IP) The network layer for the TCP/IP protocol suite widely used on Ethernet networks, defined in STD 5, RFC 791. IP is a connectionless, best-effort packet switching protocol. ("VoIP") communications. Acceris' international patent portfolio and pending applications are founded on what Acceris believes to be seminal seminal /sem·i·nal/ (sem´i-n'l) pertaining to semen or to a seed. sem·i·nal adj. Of, relating to, containing, or conveying semen or seed. patents in VoIP (US Patent no. 6243373 and US Patent no. 6438124). - Using its patented technology and platform, Acceris launched an enhanced services Enhanced service is service offered over commercial carrier transmission facilities used in interstate communications, that employs computer processing applications that act on the format, content, code, protocol, or similar aspects of the subscriber's transmitted information; product that includes features such as find-me/follow-me, on-the-fly conferencing See teleconferencing. , unified voicemail Unified Voicemail is the combination of different voicemail bearers into a single voicemail system. Using dedicated DID /DDI numbers for each mailbox, the mailbox can be used on a variety of devices and end-points. and message distribution. Acceris plans to expand its offerings and utilize its patented technology to offer a competitive VoIP solution to the marketplace. - Acceris Communications Technologies initiated litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. to protect its VoIP patent rights while, at the same time, pursuing a licensing program for its intellectual property. - Acceris became involved in shareholder litigation in 2004, the details of which are disclosed in the Form 10K filed with the Securities and Exchange Commission. The Company believes that these claims are without merit and intends to continue to vigorously defend these actions. "Acceris' traditional long distance telephone business requires greater scale to effectively compete. Given the significant changes that are occurring in the industry, a merger or disposal of our telecommunications business is a logical step. As well, Acceris must focus its resources on deriving value from its significant investment in VoIP technology. Acceris owns an international portfolio of VoIP patents, has a history of providing VoIP networks and services, and has built and developed its internal VoIP expertise. By doing so, we will be in a better position to generate shareholder value." said Kelly Murumets, President of Acceris Communications. Please see the Company's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the year ended December 31, 2004 filed with the SEC for further information. About Acceris Acceris is a broad based communications company Communications Company is a communications unit of the United States Marine Corps. They are part of Combat Logistics Regiment 37 , 3rd Marine Logistics Group (3MLG) and III Marine Expeditionary Force (III MEF). The unit is based out of the Marine Corps Base Camp Smedley D. serving residential, small and medium-sized business and large enterprise customers in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . A facilities-based carrier, it provides a range of products including local dial tone and 1+ domestic and international long distance voice services, as well as fully managed and fully integrated data and enhanced services. Acceris offers its communications products and services both directly and through a network of independent agents, primarily via multi-level marketing Multi-level marketing (MLM, now sometimes called network marketing) is a business model that combines direct marketing with franchising. Multi-level marketing businesses function by recruiting salespeople (also called Distributors, Independent Business and commercial agent programs. Acceris also offers a proven network convergence solution for voice and data in Voice over Internet Protocol ("VoIP") communications technology and holds two foundational patents in the VoIP space. For further information, please visit Acceris' website at www.acceris.com. Forward-Looking Statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. This release contains certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended a·mend v. a·mend·ed, a·mend·ing, a·mends v.tr. 1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive. 2. , and Section 21E of the Exchange Act, as amended, that are based on management's exercise of business judgment as well as assumptions made by and information currently available to management. When used in this document, the words "may," "will," "anticipate," "believe," "estimate," "expect," "intend" and words of similar import, are intended to identify any forward-looking statements. You should not place undue reliance on these forward-looking statements. These statements reflect our current view of future events and are subject to certain risks and uncertainties as noted in our securities and other regulatory filings. Should one or more of these risks or uncertainties materialize ma·te·ri·al·ize v. ma·te·ri·al·ized, ma·te·ri·al·iz·ing, ma·te·ri·al·iz·es v.tr. 1. To cause to become real or actual: By building the house, we materialized a dream. , or should underlying assumptions prove incorrect, our actual results could differ materially from those anticipated in these forward-looking statements. We undertake no obligation and do not intend to update, revise or otherwise publicly release any revisions to these forward-looking statements to reflect events or circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact. 2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or after the date hereof here·of adv. Of this. hereof Adverb Formal or law of or concerning this Adv. 1. hereof - of or concerning this; "the twigs hereof are physic" or to reflect the occurrence of any unanticipated events. Although we believe that our expectations are based on reasonable assumptions, we can give no assurance that our expectations will materialize. Many factors could cause actual results to differ materially from our forward-looking statements.
ACCERIS COMMUNICATIONS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands of dollars, except share December 31, December 31,
and per share amounts) 2004 2003
-------------------------------------- ------------ ------------
ASSETS
Current assets:
Cash and cash equivalents $ 458 $ 2,033
Accounts receivable, less allowance
for doubtful accounts of $2,163 and
$1,764 at December 31, 2004 and 2003,
respectively 13,079 18,018
Investment in preferred and common stock - 2,058
Other current assets 1,473 2,202
------------ ------------
Total current assets 15,010 24,311
Furniture, fixtures, equipment and
software, net 4,152 8,483
Other assets:
Intangible assets, net 1,404 3,297
Goodwill 1,120 1,120
Investment in preferred stock 1,100 1,100
Other assets 1,223 743
------------ ------------
Total assets $ 24,009 $ 39,054
------------ ------------
------------ ------------
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Revolving credit facility $ 4,725 $ 12,127
Accounts payable and accrued liabilities 27,309 29,113
Unearned revenue 959 5,678
Current portion of notes payable 1,928 1,254
Current portion of obligations under
capital leases 1,441 2,715
------------ ------------
Total current liabilities 36,362 50,887
Notes payable, less current portion 3,597 772
Obligations under capital leases, less
current portion - 1,631
Notes payable to a related party 46,015 28,717
------------ ------------
Total liabilities 85,974 82,007
------------ ------------
Stockholders' deficit:
Preferred stock, $10.00 par value,
authorized 10,000,000 shares, issued and
outstanding 618 and 619 Class N shares
at December 31, 2004 and 2003,
resepectively; liquidation preference of
$618 and $619 at December 31,2004 and
2003, respectively 6 6
Common stock, $0.01 par value, authorized
300,000,000 shares, issued and outstanding
19,237,135 and 19,262,095 at December 31,
2004 and 2003, respectively 192 192
Additional paid-in capital 186,671 182,879
Accumulated deficit (248,834) (226,030)
------------ ------------
Total stockholders' deficit (61,965) (42,953)
------------ ------------
Total liabilities and stockholders'
deficit $ 24,009 $ 39,054
------------ ------------
------------ ------------
The notes contained in our Annual Report on Form 10-K are an integral
part of these condensed consolidated financial statements
ACCERIS COMMUNICATIONS INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
for the Three and Twelve Months Ended December 31, 2004 and 2003
Three Months Ended Twelve Months Ended
December 31, December 31,
(In thousands of dollars, -------------------------------------------
except per share amounts) 2004 2003 2004 2003
------------------------- -------- --------- --------- ---------
(unaudited)(unaudited)
Revenues:
Telecommunications
services $ 24,063 $ 32,401 $ 112,595 $ 133,765
Technology licensing
and development -- 65 540 2,164
-------- -------- --------- ----------
Total revenues 24,063 32,466 113,135 135,929
-------- -------- --------- ----------
Operating costs and
expenses:
Telecommunications
network expense
(exclusive of
depreciation expense
on telecommunications
network assets of
$1,195 and $820 for
the three months ended
December 31, 2004 and
2003, respectively, and
$5,056 and $3,918 for
the twelve months ended
December 31, 2004 and
2003, respectively,
included in
depreciation and
amortization below) 12,606 18,866 60,067 86,006
Selling, general and
administrative 11,601 14,441 54,430 57,264
Provision for doubtful
accounts 1,321 1,666 5,229 5,438
Research and development 217 -- 442 --
Depreciation and
amortization 2,099 1,548 6,976 7,125
-------- -------- --------- ----------
Total operating costs
and expenses 27,844 36,521 127,144 155,833
-------- -------- --------- ----------
Operating loss (3,781) (4,055) (14,009) (19,904)
-------- -------- --------- ----------
Other income (expense):
Interest expense (2,768) (3,562) (11,349) (13,269)
Interest and other
income 57 1,160 2,471 1,216
-------- -------- --------- ----------
Total other income
(expense) (2,711) (2,402) (8,878) (12,053)
-------- -------- --------- ----------
Loss from continuing
operations (6,492) (6,457) (22,887) (31,957)
Gain from discontinued
operations (net of
$0 tax) -- 222 104 529
-------- -------- --------- ----------
Net loss $ (6,492) $ (6,235) $ (22,783) $ (31,428)
-------- -------- --------- ----------
-------- -------- --------- ----------
Basic and diluted
weighted average shares
outstanding 19,237 10,504 19,256 7,011
Net loss per common
share - basic and
diluted:
Loss from continuing
operations $ (0.34) $ (0.60) $ (1.19) $ (4.56)
Gain from discontinued
operations -- 0.01 0.01 0.08
-------- -------- --------- ----------
Net loss per common
share $ (0.34) $ (0.59) $ (1.18) $ (4.48)
-------- -------- --------- ----------
-------- -------- --------- ----------
The notes contained in our Annual Report on Form 10-K are an integral
part of these condensed consolidated financial statements
Acceris Communications Inc. (OTC Bulletin Board OTC Bulletin Board An electronic quotation listing of the bid and asked prices of OTC stocks that do not meet the requirements to be listed on the NASDAQ stock-listing system. :ACRS) (TSX TSX Toronto Stock Exchange (TSE before April, 2002) TSX Transfer from Stack Pointer to Index TSX True Space Extension :CXS CXS Coherent X-Ray Scattering ) |
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