Conserver Corporation of America Reports Fiscal Year-End Results.COCONUT GROVE, Fla.--(BUSINESS WIRE)--Oct. 10, 1997--Conserver Corporation of America (Nasdaq symbol: RIPE) today announced results for the periods of March 6, 1996 (Date of Incorporation) through August 31, 1996, the ten months ended June 30, 1997 and the cumulative period of March 6, 1996 through June 30, 1997. Since June 6, 1997, the Company's common stock has traded on the Nasdaq SmallCap Market. Prior to that date, there was no public market for the Company's shares. Since its incorporation on March 6, 1996 through June 30, 1997, the Company, while in this development phase, has incurred certain losses, a substantial portion of which are the result of noncash charges Noncash charge A cost, such as depreciation, depletion, and amortization, that does not involve any cash outflow. That is, this is treated as an accounting expense -- not a real expense that demands cash. related to the value attributed to stock options and warrants issued by the Company. These noncash charges amounted to approximately $5.9 million during such period. Actual corporate operating expenses Operating expenses The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted. during the same sixteen month period attributable to marketing, research and development and general and administrative costs administrative costs, n.pl the overhead expenses incurred in the operation of a dental benefits program, excluding costs of dental services provided. amounted to approximately $2.3 million. During this period, the Company has been in a development stage and, therefore, its activities to date have been primarily limited to organizational efforts, raising both public and private capital to offset costs Costs for which funds have been appropriated but will not be obligated because of a contingency operation. See also contingency operation. related to implementing its business plan and the testing and development of its Conserver con·serve v. con·served, con·serv·ing, con·serves v.tr. 1. a. To protect from loss or harm; preserve: 21(tm) product. In May and June 1997, the Company provided loans to its Conserver 21(tm) supplier aggregating $1,000,000 to be repaid over a three year period as offsets against both Conserver 21(tm) purchases in excess of $2,000,000 annually and royalties which may be due. Initial marketing efforts have indicated the need for the Company to renegotiate re·ne·go·ti·ate tr.v. re·ne·go·ti·at·ed, re·ne·go·ti·at·ing, re·ne·go·ti·ates 1. To negotiate anew. 2. To revise the terms of (a contract) so as to limit or regain excess profits gained by the contractor. the terms of its supplier agreement to reduce the pricing arrangements, improve the current packaging by modifing the manufacturing arrangements so that all packaging is done in the US. The Company believes that it will be successful in its renegotiation efforts and is exploring other alternative suppliers as well. Due to the current uncertainty as to the outcome of the renegotiation and the repayment of the loan through future purchase or royalty credits, the Company established a reserve for the full $1,000,000 loan made to its supplier. The Company also provided for a write down of inventory in the amount of $355,800 for unmarketable product. The Company, as a result of the above, has accumulated ac·cu·mu·late v. ac·cu·mu·lat·ed, ac·cu·mu·lat·ing, ac·cu·mu·lates v.tr. To gather or pile up; amass. See Synonyms at gather. v.intr. To mount up; increase. a deficit through June 30, 1997 of $9,949,000. Net cash used for operating activities since the Company's incorporation on March 6, 1996 through June 30, 1997 was $1,869,000. On June 30, 1997, the Company had cash and cash equivalents of approximately $7.7 million and working capital of $6.7 million. Commenting on the results, Charles H. Stein Stein , William Howard 1911-1980. American biochemist. He shared a 1972 Nobel Prize for pioneering studies of ribonuclease. , Chairman and President, stated, "Since its inception a year ago, Conserver has made great strides towards testing, developing and exploiting our Conserver 21(tm) product, as well as negotiating agreements for its distribution in various international markets. We are pleased with the results we are experiencing with this revolutionary product which is capable of greatly extending the shelf life of fruits, vegetables and flowers, and have assembled a strong management team experienced in the food industry which will be capable of building this business. "In addition, we are extremely optimistic op·ti·mist n. 1. One who usually expects a favorable outcome. 2. A believer in philosophical optimism. op about the prospects for our recently announced expansion into the international hotel and gaming industry. On October 6, we announced an agreement with Dato' David Chiu
David Chiu is a US based Asian actor/comedy entertainer. , a leading industrialist in Hong Kong Hong Kong (hŏng kŏng), Mandarin Xianggang, special administrative region of China, formerly a British crown colony (2005 est. pop. 6,899,000), land area 422 sq mi (1,092 sq km), adjacent to Guangdong prov. , Malaysia and Japan, concerning the development of a new US$100 million hotel and casino complex to be built on Russia's Sakhalin Island Sakhalin Island Island, extreme eastern Russia. Together with the Kuril Islands, it forms an administrative region of Russia. It is 589 mi (948 km) long and a maximum of 100 mi (160 km) wide; it covers 29,500 sq mi (76,400 sq km). , as well as a contract with Dorsett Hotels and Resorts International, Ltd. which is controlled by Dato' Chiu, for Conserver to provide management services for a chain of Chiu owned hotels. Both agreements are subject to shareholder approval." Conserver initially adopted a fiscal year ended August 31 when it was incorporated on March 6, 1996. During the current calendar year, the Company elected to change its fiscal year-end Fiscal Year-End The completion of a one-year, or 12-month, accounting period. Notes: The reason that a company's fiscal year often differs from the calendar year and does not close on Dec 31, is due to the nature of company's needs. to June 30. Therefore the attached financial results reflect the period of March 6, 1996 through August 31, 1996 and the ten months ended June 30, 1997, as well as results from March 6, 1996 through June 30, 1997. Conserver has, under license, the exclusive right to distribute, market, sell and otherwise commercially exploit Conserver 21(tm), a non-toxic product which extends the life of fruits, vegetables and flowers, 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. and Canada. Conserver also holds an option and a right of first refusal Right of First Refusal In general, the right of a person or company to purchase something before the offering is made available to others. Notes: For example, a football team may have the right of first refusal on a player's contract. to exercise such rights throughout the world. -0- This press release may include certain forward looking statements about the Company that are based on management's current expectations. Actual results may differ materially as a result of any one or more of the risks identified in the company's filings under the Securities and Exchange Act of 1934. -0-
(chart to follow)
March 6, 1996 March 6, 1996
(Date of Ten Months (Date of
Incorporation) Ended Incorporation)
Through June 30, 1997 Through
August 31, 1996 (A) August 31, 1996
---------- -------------- ---------------
Statement of
Operations Data
Revenues $ -- $ -- $ --
Operating expenses:
Marketing and sales -- 115,576 115,576
----------- ----------- -----------
Research and development -- 52,247 52,247
----------- ----------- -----------
Compensation charges in
connection with issuance of
stock options and warrants 907,201 4,995,106 5,902,307
----------- ----------- -----------
General and administrative
expenses 458,611 1,687,172 2,145,783
----------- ----------- -----------
Write down of inventory 355,800 355,800
----------- -----------
Provision of bad debt 1,000,000 1,000,000
----------- -----------
Operating loss $(1,365,812) $(8,205,901) $(9,571,713)
----------- ----------- -----------
Other expenses:
Interest expense, net
of $8,741 and $51,180
of interest
income in August and
June, respectively 21,259 356,166 377,425
----------- ----------- -----------
Net Loss $(1,387,071) $(8,562,067) $(9,949,138)
----------- ----------- -----------
Net loss per share of
common stock $ (.32) $ (1.58)
----------- -----------
Weighted average number of
common shares
outstanding 4,390,767 5,409,990
----------- -----------
(A) The Company was incorporated on March 6, 1996 and initially
adopted a fiscal year ending August 31. During the current calendar
year, the Company elected to change its fiscal year end to June 30.
CONTACT: Rubenstein Investor Relations Investor relations The process by which the corporation communicates with its investors. , New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of Clint Clint is the diminutive word for the given name Clinton and may refer to: People:
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