Angeion Corporation Reports Record Preliminary Fourth Quarter and Fiscal Year Growth in Revenue and Income before Taxes.Also Reports Non-Cash Income Tax Expense Restatement Restatement A revision in a company's earlier financial statements. Notes: The need for restating financial figures can result from fraud, misrepresentation, or a simple clerical error. to the 2006 Quarterly Reports, and Future Limitation on Use of NOLs ST. PAUL St. Paul as a missionary he fearlessly confronts the “perils of waters, of robbers, in the city, in the wilderness.” [N.T.: II Cor. 11:26] See : Bravery , Minn. -- Angeion Corporation (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :ANGN) today reported preliminary revenue and income before taxes for its fourth quarter and fiscal year ended October 31, 2006. The Company also reported that it will be making non-cash tax adjustments and restating its previously reported net income for the first three quarters of fiscal year 2006 due to the applicability of an accounting principle covering use of pre-emergence bankruptcy net operating loss 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. ("NOL NOL - Never Offline ") carry forwards. The Company also reported future limitations on its use of NOLs. Preliminary Fourth Quarter and Fiscal Year 2006 Results Fourth quarter key results include: * 60.9 percent revenue increase to $10.7 million from $6.7 million in 2005 * $855,000 increase in income before taxes to $1.2 million compared to $345,000 in 2005 Fiscal Year 2006 key results include: * 41.5 percent revenue increase to $33.7 million from $23.8 million in fiscal year 2005 * $2.2 million in income before taxes compared to a loss of $681,000 in fiscal year 2005 "Fiscal 2006 was an extraordinary year for Angeion Corporation," Rodney A. Young, Chief Executive Officer and President commented. "We successfully made important advances on all fronts, further developing our growth platform for the future. Our total revenues grew 41.5 percent in 2006 and we reversed a loss of income before taxes in 2005 to achieve a pre-tax profit, resulting in a net swing of over $2.9 million." Non-Cash Income Tax Restatement In addition, in connection with its audit for the year ended October 31, 2006, the Company concluded that its financial statements for the first, second and third quarters of fiscal year 2006 should be restated as a result of the misapplication misapplication, n the use of incorrect or improper procedures while administering treatment; results from inadequacy in experience, training, skills, or knowledge. May also result from impairment or incompetence. of an accounting principle regarding the presentation of income taxes in those financial statements. The Company incorrectly presented the use of these NOLs in its quarterly statements of operations and is now restating these results to show the correct presentation. The restatement will not decrease income before taxes, and will have no cash impact on the results of these three periods. During the first, second and third quarters of fiscal 2006 the Company did not correctly apply the Generally Accepted Accounting Principles The standard accounting rules, regulations, and procedures used by companies in maintaining their financial records. Generally accepted accounting principles (GAAP) provide companies and accountants with a consistent set of guidelines that cover both broad accounting relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the accounting for the utilization of pre-emergence bankruptcy NOL carry forwards. The Company has determined that during the first three quarters of the fiscal year, it should have applied American Institute of Certified Public Accountants With over 330,525 CPA members (in August 2006), the American Institute of Certified Public Accountants (AICPA) is the largest professional organization of Certified Public Accountants (CPAs) in the United States of America. Statement of Position 90-7, Financial Reporting by Entities in Reorganization Under the Bankruptcy Code Bankruptcy Code may refer to:
Under SOP 90-7, the benefits realized from pre-emergence bankruptcy NOLs should not have been reflected on the Company's statements of operation as a reduction in income tax expense. Instead, the benefits should have been reflected in the financial statements first by reducing the specified intangible assets Intangible Asset An asset that is not physical in nature. Notes: Examples are things like copyrights, patents, intellectual property, and goodwill. These are the opposite of tangible assets. (including Goodwill) resulting from the reorganization until exhausted and thereafter being reported as an increase to additional paid-in capital additional paid-in capital Stockholder contributions that are in excess of a stock's stated or par value. For example, if a firm issues stock with a par value of $1 per share but sells the stock to investors at $10 per share, the firm's financial statements . "For our newest shareholders, it should be noted that during the Company's 2002 restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics). , the Company took several steps to preserve our use of these NOLs coming out of bankruptcy. The use of these NOLs in fiscal 2006 benefited Angeion's cash flow by reducing the amount of income taxes payable," commented Young. "While we have not finalized See finalization. the amount of the restatement, we believe that that the adjustment to net income will present our statements of operations as if we were fully taxed for the first three quarters. We are taking appropriate measures to ensure the appropriate presentation of the use of these NOLs in the future. Additionally, our reported results for previous fiscal years remain unaffected," Young concluded. Future Limitation on use of NOLs Angeion also announced that in connection with the significant increase in trading of its common stock during the fourth quarter of 2006, the Company experienced an "ownership change" within the meaning of Section 382 of the Internal Revenue Code The Internal Revenue Code is the body of law that codifies all federal tax laws, including income, estate, gift, excise, alcohol, tobacco, and employment taxes. These laws constitute title 26 of the U.S. Code (26 U.S.C.A. § 1 et seq. . Section 382 provides that if in any three-year period, a 50 percent ownership change occurs -- in essence the percentage of an issuer's common stock owned by five percent shareholders changes by 50 percent, then the issuer's ability to use NOLs is limited in the future based in part on the value of the issuer at the time of the ownership change. As a result of the ownership change, Angeion's future ability to use NOLs to offset taxable earnings will be limited in accordance with Section 382. Angeion had an NOL carry forward at October 31, 2005 of approximately $130.6 million, which was available to reduce income taxes payable in future years. The Company used approximately $3.1 million of this carry forward in fiscal 2006 to offset taxable earnings and no carry forwards expired unused. Approximately $78.4 million of this NOL carry forward, if not used, would have expired over the next five years from 2007 to 2011. As a result of the Section 382 ownership change, however, the Company's use of the NOL will be limited to approximately $1.3 million to $2.1 million per year, which will reduce the aggregate future NOLs available to approximately $23.2 million to $26.8 million. Angeion is preparing a detailed analysis of the future availability of NOLs in connection with Company preparation of its Form 10-KSB for the year ended October 31, 2006. The Company plans to report its final fourth quarter and fiscal year 2006 results on or before January 29, 2007, and will be reporting restated results for the first three quarters at the same time. About Angeion Corporation Founded in 1986, Angeion Corporation acquired Medical Graphics Corporation in December 1999. Medical Graphics develops, manufactures and markets non-invasive cardiorespiratory car·di·o·res·pi·ra·to·ry adj. Of or relating to the heart and the respiratory system. Adj. 1. cardiorespiratory - of or pertaining to or affecting both the heart and the lungs and their functions; "cardiopulmonary diagnostic systems that are sold under the MedGraphics (www.medgraphics.com) and New Leaf (www.newleaffitness.com) brand and trade names. These cardiorespiratory diagnostic systems have a wide range of applications in healthcare as well as health and fitness. The Company's products are sold internationally through distributors and 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. through a direct sales force that targets heart and lung specialists located in hospitals, university-based medical centers, medical clinics and physicians' offices, pharmaceutical companies, medical device manufacturers, clinical research organizations, health and fitness clubs, personal training studios, and other exercise facilities. For more information about Angeion, visit www.angeion.com. The discussion above contains 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. within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. These statements by their nature involve substantial risks and uncertainties. Actual results may differ materially depending on a variety of factors, including (i) the Company's ability to successfully operate its business including its ability to develop, improve, and update its cardiorespiratory diagnostic products, (ii) the Company's ability to effectively manufacture and ship its products in the quantities required to meet customer demands, (iii) the Company's ability to successfully defend itself from product liability claims related to its cardiorespiratory diagnostic products and claims associated with its prior cardiac stimulation products, (iv) the Company's ability to protect its intellectual property, and (v) the Company's dependence on third-party vendors. Additional information with respect to the risks and uncertainties faced by the Company may be found in, and any prior discussion is qualified in its entirety by, the other risk factors that are described from time to time in Angeion's Securities and Exchange Commission reports, including but not limited to the Annual Report on Form 10-KSB for the year ended October 31, 2005, and subsequently filed reports. |
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