Specialized Health Products Reports Fourth Quarter and Year-End 2005 Results.BOUNTIFUL, Utah Bountiful is a city in Davis County, Utah, United States. As of the 2000 census, the city population was 41,301, a small increase over the 1990 figure of 37,544. The estimated population in 2004 was 41,173, a slight decrease from 2000. -- Specialized spe·cial·ize v. spe·cial·ized, spe·cial·iz·ing, spe·cial·iz·es v.intr. 1. To pursue a special activity, occupation, or field of study. 2. Health Products International, Inc. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). : SHPI SHPI Symposium on High Performance Interconnects ), a manufacturer and marketer of proprietary safety medical devices, today reported consolidated financial results for the fourth quarter and fiscal year-ended 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. December December: see month. 31, 2005. Fourth quarter highlights include: --Company reports record revenues of $1.9 million for the quarter --Manufactured product sales increase 27% to $1.1 million --SecureLoc(TM) Safety Introducer Needle product launch late in the quarter and signing of 5-year OEM (Original Equipment Manufacturer) The rebranding of equipment and selling it. The term initially referred to the company that made the products (the "original" manufacturer), but eventually became widely used to refer to the organization that buys the products and supply agreement with Merit Medical Systems --Signing of license agreement for SecureLoc(TM) safety IV catheter catheter /cath·e·ter/ (kath´e-ter) 1. a tubular, flexible surgical instrument that is inserted into a cavity of the body to withdraw or introduce fluid. 2. urethral c. product applications with a multinational medical products company -- the non-exclusive deal includes $1 million in upfront and milestone payments and on-going Adj. 1. on-going - currently happening; "an ongoing economic crisis" ongoing current - occurring in or belonging to the present time; "current events"; "the current topic"; "current negotiations"; "current psychoanalytic theories"; "the ship's current position" royalties on product sales --Announcement of merger agreement with The Med-Design Corporation (Nasdaq: MEDC MEDC Michigan Economic Development Corporation MEDC More Economically Developed Country MEDC Maharashtra Economic Development Council (India) MEDC Mobile & Embedded Developers Conference (Microsoft) ) Year-End year-end also year·end n. The end of a year. adj. Occurring or done at the end of the year: a year-end audit. Noun 1. 2005 highlights include: --Company achieves $7.0 million in annual revenues --Manufactured product sales increase 48% to $3.7 million --Gross profit margin for the year equals 70%, reflecting a shift in revenue mix with manufactured product sales accounting for more than 50% of total revenue --Manufactured product sales and royalty revenue represent 80% of total revenue and deliver a blended gross margin of 76% --Reported net loss is $2.8 million, including non-cash charges Non-Cash Charge A charge off, made by a company against earnings, that does not require an initial outlay of cash. Notes: Non-cash charges are typically against the depreciation, amortization, and depletion accounts on a company's balance sheet. related to stock compensation and patent 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. of $2.4 million Revenue for the fourth quarter of 2005 was $1.9 million, a 14% increase as compared to $1.7 million in the same period last year. The Company reported a net loss of $1.7 million for the fourth quarter of 2005, including non-cash charges of $1.4 million. This equates to a net loss of $(0.04) per 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. share, including $(0.03) per share in non-cash charges, compared to a net loss of $47,000 or breakeven breakeven 1. The level of output or sales necessary to cover fixed expenses. Companies in industries that have high fixed costs and, consequently, high breakevens, such as automobile and steel manufacturing, are likely to exhibit large fluctuations on an earnings per diluted share basis for the same period last year. Non-cash charges recorded in the quarter include a $327,000 charge for amortization of deferred compensation and a $1.1 million accrual accrual, n continually recurring short-term liabilities. Examples are accrued wages, taxes, and interest. for patent litigation expense, which amount represents the Company's estimate of the portion of costs associated with Becton Dickinson's suit against Tyco Healthcare Tyco Healthcare was the former healthcare division of Tyco International Ltd. On June 29, 2007 it became a wholly independent publicly traded company named Covidien Ltd. that Tyco Healthcare will withhold with·hold v. with·held , with·hold·ing, with·holds v.tr. 1. To keep in check; restrain. 2. To refrain from giving, granting, or permitting. See Synonyms at keep. 3. against the royalties due SHPI through the end of 2007. Revenue for the year-ended December 31, 2005 increased 21% to $7.0 million, compared to $5.8 million in 2004. The reported net loss for the year-ended December 31, 2005, was $2.8 million, including non-cash charges of $2.4 million. These non-cash charges are comprised of the $1.1 million accrual for patent litigation expense discussed above and a $1.3 million charge related to amortization of deferred compensation. The net loss per diluted share was $(0.07) in 2005, including $(0.06) per share in non-cash charges, compared to a net loss per diluted share of $(0.01) in 2004. "Over the past year we accomplished several strategic objectives which should provide a strong platform for profitable growth in the future," commented Jeff Soinski, President and Chief Executive Officer. "During the year, we received 510(k) marketing clearance from the FDA FDA abbr. Food and Drug Administration FDA, n.pr See Food and Drug Administration. FDA, n.pr the abbreviation for the Food and Drug Administration. for two new self-manufactured product lines, MiniLoc(TM) Safety Infusion Set An infusion set is used with an insulin pump as part of intensive insulin therapy. The purpose of an infusion set is to deliver insulin under the skin. It is a complete tubing system to connect an insulin pump to the pump user: it includes a subcutaneous cannula, adhesive mount, , our next generation safety Huber Huber may refer to:
"During 2005, we also signed important new product agreements with major corporate partners," continued Mr. Soinski. "In September September: see month. , we signed a development and OEM supply agreement with Bard bard, in Wales, term originally used to refer to the order of minstrel-poets who composed and recited the poems that celebrated the feats of Celtic chieftains and warriors. Access Systems for a specialty safety needle product. In October October: see month. , we signed a non-exclusive 5-year OEM supply agreement with Merit Medical Systems for our SecureLoc(TM) Safety Introducer Needle. And, in December we signed a license agreement with an undisclosed multinational medical products company for a passive safety IV catheter application of our SecureLoc(TM) platform technology. We are currently engaged in discussions with large corporate partners related to other new product applications of our SecureLoc(TM) platform technology, and anticipate announcing additional product agreements in 2006." "In the fourth quarter we announced the signing of a merger agreement with The Med-Design Corporation. If approved by stockholders of both companies, we expect the merger to close in the second quarter of 2006," said Mr. Soinski. "By combining these two independently growing companies into one stronger, more efficient entity, we expect to expand our presence in safety medical needles and create new opportunities to drive profitable growth. We also expect the combination to provide us with reliable new revenue streams, additional cash, and significant opportunities for cost-savings." "As we look to 2006, we expect to grow revenues by 25-35% on a stand-alone (jargon) stand-alone - Capable of operating without other programs, libraries, computers, hardware, networks, etc. Exactly what is absent is presumed to be obvious from context. "We only run Windows on stand-alone PCs because it's too dangerous to run it on networked ones." basis based upon the growth of our currently marketed products and the launch of three new manufactured product lines in the second half of the year. Revenue related to the Med-Design merger would provide additional opportunities for growth," added Mr. Soinski. "We expect to maintain gross margins at a level similar to those achieved in 2005. While we will continue to invest in the development and commercialization of our pipeline products, we expect to maintain research and development spending at a level similar to 2005, with R&D spending continuing to decline as a percentage of revenue. We expect to be profitable before non-cash stock compensation expense and generate positive cash flow from operations Cash flow from operations A firm's net cash inflow resulting directly from its regular operations (disregarding extraordinary items such as the sale of fixed assets or transaction costs associated with issuing securities), calculated as the sum of net income plus noncash expenses in 2006." Conference Call SHPI will conduct a conference call to discuss fourth quarter and year-end 2005 financial results on Thursday Thursday: see week. , March 9, 2006, at 4:30 p.m. EST P.M. also p.m. or p.m. abbr. post meridiem Usage Note: By definition, 12 a.m. . Investors can participate in the conference call live by dialing (888) 423-3275 in the U.S. and (612) 332-0530 internationally. In addition, the call will be webcast live and available for playback Playback could mean:
About Specialized Health Products International, Inc. Specialized Health Products International, Inc. ("SHPI") is a leading developer, manufacturer and marketer of proprietary disposable disposable Nursing adjective Referring to that which is discarded or disposed of noun An item used in health care-related Pt contact which is discarded after use–eg masks, gloves, gowns, needles, paper products, syringes, wipes. See Biohazardous waste. medical devices for clinician clinician /cli·ni·cian/ (kli-nish´in) an expert clinical physician and teacher. cli·ni·cian n. and patient safety. SHPI has developed multiple safety needle products based upon two primary patented technology platforms, FlexLoc(R) and SecureLoc(TM), which apply to virtually all medical needles used today. SHPI manufactures and markets certain products, including LiftLoc(R) and MiniLoc(TM) Safety Infusion Sets, under its own label. It licenses or supplies other products to leading manufacturers and marketers in the global disposable medical products industry, including Tyco Healthcare, Bard Access Systems, and BD Medical Systems. In November November: see month. 2005, SHPI announced a merger agreement with The Med-Design Corporation (Nasdaq: MEDC), another leading technology provider in the safety medical needle space. For more information about SHPI, visit the company's website at www.shpi.com. Additional Information In connection with the proposed merger with Med-Design, SHPI has filed with the Securities and Exchange Commission ("SEC") a Registration Statement on Form S-4 that includes a joint proxy statement/prospectus and other relevant materials in connection with the proposed merger. INVESTORS AND SECURITY HOLDERS OF SHPI AND MED-DESIGN ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND THE OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT SHPI, MED-DESIGN, AND THE MERGER. The joint proxy statement/prospectus and other relevant materials (when they become available), and any other documents filed by SHPI or Med-Design with the SEC, may be obtained free of charge at the SEC's website at www.sec.gov See .gov and GovNet. (networking) gov - The top-level domain for US government bodies. . In addition, investor and security holders may obtain free copies of the documents (when they become available) filed with the SEC by SHPI by directing a request to: Specialized Health Products International, Inc., 585 West 500 South, Bountiful, Utah 84010, Attn: Investor Relations Investor relations The process by which the corporation communicates with its investors. . Investors may obtain free copies of the documents (when they become available) filed with the SEC by Med-Design by directing a request to: The Med-Design Corporation, 2810 Bunsen Avenue, Ventura, California Incorporated in 1866, the city of San Buenaventura (usually referred to as Ventura) is the county seat of Ventura County, California. Ventura has a population of 106,744.[1] Ventura is accessible via U.S. 93003, Attn: Investor Relations. SHPI, Med-Design and their respective executive officers and directors may be deemed to be participants in the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of proxies from the stockholders of SHPI and Med-Design in favor of upon the side of; favorable to; for the advantage of. See also: favor the merger. Information about the executive officers and directors of SHPI and their ownership of SHPI common stock is set forth in SHPI's Form 10-KSB for the fiscal year ended December 31, 2005, which was filed with the SEC on March 8, 2006. Information about the executive officers and directors of Med-Design and their ownership of Med-Design's common stock is set forth in Med-Design's Form 10-K/A for the fiscal year ended December 31, 2004, which was filed with the SEC on May 2, 2005. Investors and security holders may obtain more detailed information regarding the direct and indirect interests of SHPI, Med-Design and their respective executive officers and directors in the merger by reading the joint proxy statement/prospectus regarding the merger when it becomes available. This news release 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 Securities Act of 1933 and the Securities Exchange Act of 1934, 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. . The foregoing statements regarding our outlook on our future performance, the potential impact of new product agreements, the trends with respect to new products, our revenue expectations and statements regarding the proposed transaction between SHPI and Med-Design and the transactions related thereto there·to adv. 1. To that, this, or it. 2. Archaic In addition to that; furthermore. thereto Adverb Formal 1. to that or it 2. include forward looking statements, which are subject to risks and uncertainties, including but not limited to the fact that our success is dependent on sales generated by our distribution and licensing partners, we have a history of losses, most of our revenues are based on relationships with two companies, which relationships may cease for a variety of reasons, we are dependent on third party manufacturers, we may need and be unable to obtain additional financing, we can be harmed by adverse governmental regulation, we may fail to obtain certain FDA approvals, we are subject to negative pricing pressures, our products may fail, our research and development efforts may fail, and the proposed transaction with Med-Design may not ultimately close for any of a number of reasons, such as we or Med-Design not obtaining stockholder approval; that we will forego business opportunities while the transaction is pending; that prior to the closing of the transaction, the businesses of SHPI and Med-Design may suffer due to uncertainty; that, in the event the transaction is completed, the combination of SHPI and Med-Design may not result in a stronger company; and that the costs related to the transaction will exceed the benefits. Statements made herein are subject to risks and uncertainties that could cause actual results to vary materially from those projected in the forward-looking statements. We may experience significant fluctuations in future operating results due to a number of economic conditions, risks in product and technology development, the effect of our accounting policies and other risk factors detailed in our SEC filings. These factors and others could cause operating results to vary significantly from those in prior periods and those projected in forward-looking statements. Additional information with respect to these and other factors, which could materially affect us and our operations, are included on certain forms we file with the Securities and Exchange Commission.
SPECIALIZED HEALTH PRODUCTS INTERNATIONAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS AND YEARS-ENDED DECEMBER 31, 2005
AND DECEMBER 31, 2004
Three Months Ended Year-Ended
----------------------- -----------------------
Dec 31, Dec 31, Dec 31, Dec 31,
2005 2004 2005 2004
----------------------- -----------------------
Revenue:
Product sales and
royalties $1,541,802 $1,286,702 $5,563,700 $4,361,052
Technology fees and
license revenues 24,578 298,906 305,938 895,624
Development fees and
related services 367,995 116,963 1,111,906 508,602
----------------------- -----------------------
Total revenue 1,934,375 1,702,571 6,981,544 5,765,278
Cost of sales 828,773 264,448 2,080,659 1,082,131
----------------------- -----------------------
Gross profit 1,105,602 1,438,123 4,900,885 4,683,147
Operating expenses:
Research and
development
(2005 excludes
amortization of
deferred
compensation of
$109,854 and
$435,329; 2004
excludes $82,772
and $82,772) 809,572 651,376 2,942,687 2,437,880
Sales and marketing
(2005 excludes
amortization of
deferred
compensation of
$5,481 and
$19,081; 2004
excludes $2,595
and $11,895) 252,207 221,610 985,155 1,007,338
General and
administrative (2005
excludes amortization
of deferred
compensation of
$211,395 and
$842,026; 2004
excludes $161,788
and $161,788) 297,930 369,101 1,291,743 1,334,639
Amortization of
deferred compensation 326,730 244,560 1,296,435 256,455
Patent litigation
expense 1,095,200 - 1,095,200 -
----------------------- -----------------------
Total operating
expenses 2,781,639 1,486,647 7,611,220 5,036,312
----------------------- -----------------------
Loss from operations (1,676,037) (48,524) (2,710,335) (353,165)
Other income (expense) (25,495) 1,922 (48,386) 9,526
----------------------- -----------------------
Net loss $(1,701,532) $(46,602) $(2,758,721) $(343,639)
======================= =======================
Net loss per share $(.04) $.00 $(.07) $(.01)
Weighted average number
of common shares 41,106,548 41,055,644 41,200,119 36,970,882
----------------------- -----------------------
SPECIALIZED HEALTH PRODUCTS INTERNATIONAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 2005 AND DECEMBER 31, 2004
ASSETS December 31, December 31,
2005 2004
-------------------------------------------- ------------ ------------
Current assets:
Cash and cash equivalents $ 707,222 $ 1,571,926
Accounts receivable 1,577,715 1,228,647
Inventory 618,490 286,577
Prepaid expenses and other 58,190 146,924
------------ ------------
Total current assets 2,961,617 3,234,074
------------ ------------
Property and equipment, net 886,141 447,907
Intangible assets, net 241,115 261,115
Other assets 549,742 114,633
------------ ------------
$ 4,638,615 $ 4,057,729
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
--------------------------------------------
Current liabilities $ 2,162,895 $ 1,803,484
Deferred revenue, net of current portion 368,735 77,500
Deferred rent 3,176 10,797
Accrual for patent litigation expenses, net
of current portion 845,200 -
Note payable - long term 500,000 -
------------ ------------
Total liabilities 3,880,006 1,891,781
------------ ------------
Stockholders' equity:
Preferred stock, $.001 par value;
30,000,000 shares authorized,
no shares outstanding - -
Common stock, $.02 par value; 70,000,000
shares authorized, 44,629,445 and
44,457,995 shares issued and outstanding,
respectively 892,589 889,160
Additional paid-in capital 42,153,783 42,007,866
Deferred compensation (2,376,330) (3,578,366)
Accumulated deficit (39,911,433) (37,152,712)
------------ ------------
Total stockholders' equity 758,609 2,165,948
------------ ------------
$ 4,638,615 $ 4,057,729
============ ============
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