Counsel Corporation Announces 1999 Fourth Quarter And Year End Results.Business Editors TORONTO--(BUSINESS WIRE)--March 27, 2000 Counsel Corporation (TSE See Tokyo Stock Exchange. TSE 1. See Tokyo Stock Exchange (TSE). 2. See Toronto Stock Exchange (TSE). :CXS CXS Coherent X-Ray Scattering ) (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 :CXSN) today reported its financial results for the fourth quarter and year ended December December: see month. 31, 1999. Earnings for the year ended December 31, 1999 were US$46.7 million or US$1.77 per share basic, US$1.35 fully diluted di·lute tr.v. di·lut·ed, di·lut·ing, di·lutes 1. To make thinner or less concentrated by adding a liquid such as water. 2. To lessen the force, strength, purity, or brilliance of, especially by admixture. , compared with a loss of US$22.6 million or US$0.83 per share, basic and fully diluted, for the year ended December 31, 1998. For the fourth quarter of 1999, the Company incurred a loss of US$166.5 million or US$6.29 per share basic, US$5.16 fully diluted, compared with a loss of US$29.9 million or US$1.08 per share, basic and fully diluted, a year earlier. The writedown writedown A reduction in the value of an asset carried on a firm's financial statements. For example, the firm's accountants, believing the inventory is overvalued, may decide to take a writedown by reducing inventory valuation. of the carrying value Carrying Value Also know as "book value," it is a company's total assets minus intangible assets and liabilities, such as debt. Notes: This is different than market value, as it can be higher or lower depending on the circumstances. of the Corporation's 7.8 million shares of Bergen Bergen, city, Norway Bergen (bĕr`gən), city (1995 pop. 221,645), capital of Hordaland co., SW Norway, situated on inlets of the North Sea. It is Norway's second largest city and a major shipping center. Brunswig Corporation to their market value at December 31, 1999 accounted for US$90.9 million, after tax, of the 1999 fourth-quarter loss. Discontinued operations Discontinued operations Divisions of a business that have been sold or written off and that no longer are maintained by the business. accounted for US$73.7 million, after tax, of the 1999 fourth-quarter loss and US$31.5 million, after tax, of the 1998 loss. In 1998, the Company discontinued dis·con·tin·ue v. dis·con·tin·ued, dis·con·tin·u·ing, dis·con·tin·ues v.tr. 1. To stop doing or providing (something); end or abandon: its pharmacy pharmacy, art of compounding and dispensing drugs and medication. The term is also applied to an establishment used for such purposes. Until modern times medication was prepared and dispensed by the physician himself. In the 18th cent. services and home healthcare operations. During 1999, the Company disposed dis·pose v. dis·posed, dis·pos·ing, dis·pos·es v.tr. 1. To place or set in a particular order; arrange. 2. of all of its pharmacy services operations but was unable to dispose of To determine the fate of; to exercise the power of control over; to fix the condition, application, employment, etc. of; to direct or assign for a use. See also: Dispose its home healthcare operations, represented by its ownership of 4.0 million shares of American American, river, 30 mi (48 km) long, rising in N central Calif. in the Sierra Nevada and flowing SW into the Sacramento River at Sacramento. The discovery of gold at Sutter's Mill (see Sutter, John Augustus) along the river in 1848 led to the California gold rush of HomePatient, Inc. (OTC OTC See: Over-the-counter. OTC See over-the-counter market (OTC). : AHOM). Consequently, subject to regulatory approval, the Company intends to distribute its American HomePatient shares to Counsel shareholders. On November November: see month. 1, 1999, Counsel Corporation announced that its Board of Directors and management had determined that they could best build value for the Company's shareholders by exploring new areas for investment and growth including Internet Internet Publicly accessible computer network connecting many smaller networks from around the world. It grew out of a U.S. Defense Department program called ARPANET (Advanced Research Projects Agency Network), established in 1969 with connections between computers at the , communications and other technology-related enterprises. Since then, technology investments announced by Counsel include: - a 33% stake in Impower Im`pow´er v. t. 1. See Empower. , Inc. (www.impower.com), an emerging leader in the rapidly growing area of transaction-based Internet direct Internet Direct, also known as "Indy", is a free software / open source socket library written in Object Pascal, an object-oriented version of Pascal. It includes clients, servers, TCP, UDP, and raw sockets, as well as over 100 higher level protocols implementations such as SMTP, marketing; - a 40% stake in Proscape Technologies, Inc. (www.proscape.com), a leading provider of innovative business-to-business  This article or section needs copy editing for grammar, style, cohesion, tone and/or spelling.You can assist by [ editing it] now. fact-based sales and marketing information software systems to Fortune 1000 companies; - a 3.6% (pre-IPO pre-IPO An offering of a company's shares prior to the firm's initial public offering. Investing in a pre-IPO tends to be very risky, in part because the planned IPO may never take place. ) ownership interest (now, 844,500 shares) in Delano Technology Corporation (Nasdaq: DTEC DTEC Department of Technical and Economic Cooperation (Thailand) DTEC Development Test and Evaluation Center ) (www.delanotech.com) ,a provider of interaction-based e-business communication solutions; - a 4.6% stake (1.5 million shares) in Hip Interactive Corp. (www.hipinteractive.com) (CDN (Content Delivery Network) A system of distributed content on a large intranet or the public Internet in which copies of content are replicated and cached throughout the network. : HIPI), a fully integrated name brand e-commerce e-commerce, commerce conducted over the Internet, most often via the World Wide Web. E-commerce can apply to purchases made through the Web or to business-to-business activities such as inventory transfers. business selling consumer PC software and video games See video game console. ; and - a 1% interest (through participation in a private placement of preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. convertible into 400,000 common shares) in ci4net.com, Inc. (www.ci4net.com) (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :CIFN), a European European emanating from or pertaining to Europe. European bat lyssavirus see lyssavirus. European beech tree fagussylvaticus. European blastomycosis see cryptococcosis. economic network that currently owns 50% or more of 30 Internet companies involved in Business-to-Business, Business-to-Consumer, e-Commerce and infrastructure. This release involves 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. with respect to business plans and expectations of Counsel Corporation. The accuracy of these statements involves a number of risks and uncertainties, including, but not limited to, changes in economic and market conditions, financing, changes in governmental regulations and laws as well as other risk factors detailed in Counsel's securities filings, to which recipients of this release are referred for additional information.
(Tables follow.)
COUNSEL CORPORATION
CONSOLIDATED BALANCE SHEETS
(in thousands of US$)
Dec 31 Dec 31
1999 1998
--------- ---------
ASSETS
Current assets
Cash and cash equivalents $ 19,788 $ 15,998
Short term investments 71,940 2,656
Amounts receivable 9,527 4,667
Income taxes recoverable 5,268 1,781
Inventory 7,419 4,215
Mortgages and other advances 1,679 159
Other assets 2,110 2,610
Deferred income taxes 1,948 704
Discontinued assets 2,388 207,240
--------- ---------
122,067 240,030
Mortgages and other advances 4,264 4,382
Other assets 15,518 14,044
Portfolio investments 3,013 -
Equity in Impower, Inc. 9,735 -
Long term care facilities 24,674 25,497
Product acquisition costs 99,721 108,362
Discontinued assets - 103,150
--------- ---------
$ 278,992 $ 495,465
--------- ---------
--------- ---------
LIABILITIES & SHAREHOLDERS' EQUITY
Current liabilities
Bank indebtedness $ - $ 76,500
Accounts payable and
accrued charge 27,078 19,953
Deferred revenue 995 2,115
Mortgages and loans payable 343 4,358
Discontinued liabilities - 167,249
--------- ---------
28,416 270,175
Deferred revenue 1,923 1,860
Mortgages and loans payable 20,325 20,645
Other long term debt 84,659 84,659
Deferred income taxes 16,646 843
--------- ---------
151,969 378,182
Minority interest 4,679 984
Shareholders' equity 122,344 116,299
--------- ---------
$ 278,992 $ 495,465
--------- ---------
--------- ---------
COUNSEL CORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands of US$)
For the Three Months For the Year Ended
Ended December 31 Ended December 31
1999 1998 1999 1998
Revenues (Note 2) $ 19,985 $ 14,267 $75,701 $ 53,543
---------------------- -------------------
---------------------- -------------------
Earnings
From operating businesses
Pharmaceutical
products $ 4,261 $ 1,342 $15,614 $ 1,307
e-commerce 40 - 40 -
Clinical
laboratory - - - 466
Long term care 86 495 681 1,212
Realization of value
in operating
businesses (6) 1,521 1,929 2,232
Interest and
other income 1,150 718 5,803 7,908
------------------- ------------------
Earnings before
undernoted expenses 5,531 4,076 24,067 13,125
Corporate 419 1,006 3,893 3,008
Interest 2,266 1,134 8,962 3,042
Amortization 1,990 582 7,204 1,372
------------------- ------------------
Earnings from operations 856 1,354 4,008 5,703
Write down of
investments {148,456) - (148,456) -
------------------- ------------------
Earnings (loss) before
income taxes and
minority interest (147,600) 1,354 (144,448) 5,703
Income taxes (recovery)(54,595) (50) (54,001) (871)
Minority interest (298) (177) (1,079) (111)
------------------- ------------------
Earnings (loss) from
continuing operations (92,707) 1,581 (89,368) 6,685
Earnings (loss) from
discontinued
pharmacy services
operations after tax (59,215) 580 150,594 3,793
Earnings (loss) from
discontinued
home health care
operations after tax (14,529) (32,040) (14,529) (33,102)
---------------------- -------------------
Net earnings (loss) $(166,451) $(29,879) $ 46,697 $(22,624)
---------------------- -------------------
---------------------- -------------------
Per common share - basic
Earnings (loss) from
continuing operations $ (3.54) $0.04 $(3.43) $ 0.22
Earnings (loss) from
discontinued
operations (2.75) (1.12) 5.20 (1.05)
---------------------- -------------------
Net earnings (loss)
- basic $ (6.29) $(1.08) $ 1.77 $(0.83)
---------------------- -------------------
---------------------- -------------------
Per common share - fully diluted
Earnings (loss) from
continuing operations $ (3.54) $ 0.04 $(3.43) $ 0.22
Earnings (loss) from
discontinued operations (1.62) (1.12) 4.78 (1.05)
---------------------- -------------------
Net earnings (loss)
- fully diluted $ (5.16) $(1.08) $ 1.35 $(0.83)
---------------------- -------------------
---------------------- -------------------
Weighted average
number of common
shares outstanding 26,258 27,881 26,258 27,881
---------------------- -------------------
COUNSEL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Year ended December 31, 1999
1. Accounting for investments
Consolidated subsidiaries
The consolidated financial statements include the accounts of
Counsel Corporation (" the Company ") and all companies in which it
has voting control. The results of operations of companies acquired
during the year are included from the date of acquisition.
The Company's principal operating subsidiaries comprising
continuing operations and its respective voting interest in each
subsidiary as at December 31, 1999 and 1998 are as follows:
1999 1998
Counsel Healthcare Assets Inc. (i) - 100%
FARO Pharmaceuticals Inc. (ii) 78.3% 90.4%
Sage BioPharma Inc. (ii) - 61%
Stadtlander Drug Company Inc. (iii) - 100%
(i) Effective at the close of business December 31, 1998 the
Company amalgamated with its wholly-owned subsidiary, Counsel
Healthcare Assets Inc.
(ii) Effective December 31, 1999, FARO acquired all of the
outstanding shares of Sage.
(iii) Effective January 21, 1999 the Company sold Stadtlander.
Significantly influenced corporations
Corporations over which voting control does not exist but
significant influence is exercised are carried on the equity method.
The Company's proportionate share of revenues from these corporations
is included in the Company's revenues. Amortization of the difference
between acquisition cost and the underlying fair value of the net
identifiable assets acquired at the date of acquisition is included in
amortization expense.
The principal operating affiliates over which the Company exerts
significant influence and its respective voting interest in each
affiliate at December 31, 1999 and 1998 are as follows:
1999 1998
Impower, Inc. 25.2% -
American HomePatient Inc. 26.6% 26.6%
2. Revenues (in thousands of US$)
For the Three Months For the Year Ended
Ended December 31 Ended December 31
1999 1998 1999 1998
Pharmaceutical products $ 10,518 $ 3,277 $36,632 $3,378
e-commerce 233 - 233 -
Clinical laboratory - - - 9,142
Long term care 8,084 8,269 31,275 31,112
Realization of value - 2,003 1,758 2,003
Interest and other income 1,150 717 5,803 7,908
--------------------------------------
$19,985 $14,266 $75,701 $53,543
--------------------------------------
|
|
||||||||||||||
Printer friendly
Cite/link
Email
Feedback
Reader Opinion