Ophthalmic Imaging Systems Inc.
CORRECTING and REPLACING OPHTHALMIC IMAGING SYSTEMS ANNOUNCES CORPORATE DEVELOPMENTS AND FOURTH QUARTER AND YEAR END 2008 RESULTS
Tuesday 31 March 2009
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OPHTHALMIC IMAGING SYSTEMS
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CONTACTS:
Gil Allon, CEO
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221 Lathrop Way, Suite I
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Ariel Shenhar, CFO
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Sacramento, CA 95815
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(916) 646-2020
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INVESTOR RELATIONS
Todd Fromer / Garth Russell
KCSA Strategic Communications
212-896-1215 / 212-896-1250
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CORRECTING and REPLACING OPHTHALMIC IMAGING SYSTEMS ANNOUNCES CORPORATE DEVELOPMENTS AND FOURTH QUARTER AND YEAR END 2008 RESULTS
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Appoints Uri Ram as Non-Executive Chairman
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Terminates Merger Agreement with MediVision
CORRECTION...by Ophthalmic Imaging Systems
Corporate developments and fourth quarter and year end 2008 results
SACRAMENTO, CALIF., MARCH 31, 2009 – Please replace the release dated March 19, 2009 with the following corrected version due to multiple revisions to the company’s financial results for the three and twelve month periods ended December 31, 2008.
The corrected release reads:
Ophthalmic Imaging Systems (OIS) (OTC BB: OISI), a leading digital imaging company today reported its financial results for the quarter and year ended December 31, 2008 and announces recent corporate developments.
For the year ended December 31, 2008, OIS reported net revenues of $12.5 million, compared with net revenues of $14.5 million for the same period in 2007. Net loss for the year ended 2008 was $(2.5) million, or $(0.15) per basic and diluted share, compared with net income of $1.6 million, or $0.09 per basic and diluted share, for the year ended December 31, 2007. The total net loss for the 2008 period includes $(0.8) million attributable to the Company’s subsidiary, Abraxas Medical Solutions. Abraxas launched EMR/PM solutions in the fourth quarter of 2008 and expects to ramp up sales in 2009.
For the three months ended December 31, 2008, OIS reported net revenues of $3.0 million, compared with net revenues of $3.6 million for the same period in 2007. Net loss for the quarter ended December 31, 2008 was $(1.7) million, or $(0.10) per basic and diluted share, compared with net income of $0.1 million, or $0.01 per basic and diluted share, respectively, for the same period in 2007.
As of December 31, 2008, the Company reported $2.2 million in cash and cash equivalents and $9.0 million in total shareholders’ equity.
Gil Allon, Chief Executive Officer of OIS, stated, “Over the past several quarters we have experienced major shifts in our business results that are partially due to personnel changes in our sales and marketing departments and, more recently, due to the changes in the global economy. While we have little control over the global economy, we have been actively managing our operations by monitoring costs, identifying changes in the ophthalmology market and positioning our business to capitalize on opportunities in the electronic medical records (EMR) and practice management (PM) markets.
Mr. Allon continued, “In the fourth quarter, we launched OIS branded EMR and PM solutions based on the Abraxas platform, along with five new software solutions for our Symphony Image Management system. We are excited about our Ophthalmology EMR and PM solution, which is specifically designed for the ophthalmologists, as it allows us to quickly tap into our existing base of digital imaging customers. This solution joins Abraxas’ EMR and PM solutions for the OB/GYN, Orthopedic and Primary Care markets.”
“Although we have taken significant steps in targeting additional markets and developing new technologies, this progress is not reflected in our financial results for 2008. We anticipate the benefits from these activities to make a meaningful impact on our financial results in the second half of 2009 as sales and marketing programs for our OIS EMR and PM solutions will have been fully implemented for several months. In addition, we anticipate sales for our EMR solutions to benefit from the U.S. government’s Stimulus Package, which offers incentives to users for utilizing a certified EHR solution,” concluded Mr. Allon.
Change in Chairman of the Board of Directors
OIS’s Board of Directors has appointed Mr. Uri Ram as its Non-Executive Chairman of the Board, effective immediately. Mr. Ram’s appointment follows the resignation of Mr. Yigal Berman as Chairman and as a board member due to health issues. Following these events, OIS’s Board of Directors has a total of 6 members, including 4 independent members.
Mr. Berman said, “Since I joined its Board of Directors in January 2005, OIS has become the leading provider of digital imaging equipment for ophthalmologists and is strongly positioned to take advantage of the burgeoning electronic medical records and practice management markets. While I am excited about the current direction of the company, I believe it is better for me to step down as chairman of the board so that I can dedicate more time to my health and family.”
Mr. Ram said, “We wish Yigal and his family the best as he pursues his course of treatment and thank him for his contributions to OIS. With his guidance, the company has established its place in the Ophthalmology industry. I am honored to have the chance to guide OIS forward as it markets Abraxas’ new electronic medical records and practice management solutions.”
Uri Ram, 60, has served as an observer on OIS’s Board of Directors since May 2008. Currently, he serves as the Senior Vice President and Chief Financial Officer of Gefen Inc. and is the CEO/Owner of Juram Ltd. and Irams Inc., management consulting companies that also invests in new startups. Since 1990, Mr. Ram has served as the President of Del-Ta Engineering & Equipment Ltd., a holding company with $30 million in sales; and as the Senior VP of Inter-Gamma Investment Ltd.
Mr. Ram has a Master of Arts degree from Israel National Defense College, a Bachelor of Economics and Political sciences from Bar Ilan University and participated in an EMBA program at the Tel Aviv University. Mr. Ram is a retired Brigadier General (“BG”) of the Israeli Air Force.
Termination of Merger Agreement
OIS and MediVision have mutually agreed to terminate their merger agreement. The termination of the agreement is due to exorbitant costs the companies and associated stockholders would incur as a result of regulatory requirements. The companies initially announced the merger agreement in March 2008.
“While we have terminated the merger, we are currently considering alternatives to consolidate our operations with MediVision,” stated Gil Allon, Chief Executive Officer of OIS.
About Ophthalmic Imaging Systems
Ophthalmic Imaging Systems (www.oisi.com), a majority-owned subsidiary of MediVision, is the leading provider of ophthalmic digital imaging systems. The Company designs, develops, manufactures and markets digital imaging systems and informatics solutions for the eye care market. With over twenty years in the ophthalmic imaging business, the Company has consistently introduced new, innovative technology. The Company, together with MediVision, co-markets and supports their products through an extensive network of dealers, distributors, and direct representatives.
Statements in this press release which are not historical data are forward-looking statements which involve known and unknown risks, uncertainties, or other factors not under the Company's control, which may cause actual results, performance, or achievements of the Company to be materially different from the results, performance, or other expectations implied by these forward-looking statements. These factors include, but are not limited to, those detailed in the Company's periodic filings with the Securities and Exchange Commission.
Ophthalmic Imaging Systems
Selected Financial Data
Condensed Consolidated Statements of Operations
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Three Months Ended
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Twelve Months Ended
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December 31,
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December 31,
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2008
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2007
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2008
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2007
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$ 3,006,732
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$ 3,554,350
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$ 12,491,117
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$ 14,489,044
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COST OF SALES
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$ 1,336,415
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$ 1,614,439
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$ 5,768,483
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$ 6,265,695
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GROSS PROFIT
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$ 1,670,317
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$ 1,939,911
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$ 6,722,634
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$ 8,223,349
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SALES AND MARKETING
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$ 1,115,306
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$ 1,038,673
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$ 4,034,816
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$ 3,494,926
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RESEARCH AND DEVELOPMENT
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$ 639,164
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$ 461,612
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$ 2,219,660
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$ 1,631,220
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GENERAL AND ADMINISTRATIVE
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$ 286,134
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$ 379,560
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$ 1,550,492
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$ 1,684,751
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TOTAL OPERATING EXPENSES
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$ 2,040,603
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$1,879,845
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$ 7,804,968
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$ 6,810,897
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INCOME FROM OPERATIONS
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$(370,286)
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$ 60,066
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$(1,082,334)
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$ 1,412,452
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INTEREST AND OTHER EXPENSE, NET
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$(32,697)
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$(12,523)
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$(84,471)
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$ 141,104
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NET INCOME BEFORE INCOME TAXES
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$(402,983)
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$ 47,543
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$(1,166,805)
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$ 1,553,556
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INCOME TAXES
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$(1,297,602)
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$(50,600)
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$(1,299,000)
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$(940)
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NET (LOSS) INCOME
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$(1,700,585)
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$ 98,143
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$(2,465,805)
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$1,552,616
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BASIC NET (LOSS) INCOME PER SHARE
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$(0.10)
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$0.01
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$(0.15)
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$0.09
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SHARES USED IN THE CALCULATION OF BASIC EARNINGS PER SHARE
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16,866,831
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16,847,627
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16,866,831
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16,682,773
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DILUTED NET INCOME PER SHARE
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N/A
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$0.01
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N/A
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$0.09
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SHARES USED IN THE CALCULATION OF DILUTED EARNINGS PER SHARE
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16,878,106
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17,815,988
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16,935,998
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18,023,500
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Ophthalmic Imaging Systems
Condensed Balance Sheet
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AUDITED
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AUDITED
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As of Dec 31,
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As of Dec 31,
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2008
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2007
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ASSETS:
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Cash and investments
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2,224,625
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7,630,284
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Accounts receivable, net
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1,698,093
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2,535,843
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Receivable from related parties
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3,378,599
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1,544,179
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Inventories, net
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1,206,733
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746,342
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Deferred tax asset
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-
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1,342,000
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Prepaid and other current assets
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233,418
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507,732
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TOTAL CURRENT ASSETS
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8,741,468
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14,306,380
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Net property, plant and equipment
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409,280
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416,838
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Restricted cash for line of credit
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158,031
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168,218
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Licensing agreement
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273,808
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273,808
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Prepaid products
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460,000
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460,000
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Merge capitalization
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1,047,047
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527,327
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Capitalized software development
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1,150,831
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-
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Imaging software
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424,244
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-
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AcerMed asset purchase
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570,077
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90,815
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Other assets
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436,970
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443,509
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TOTAL ASSETS
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13,671,756
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16,686,895
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CURRENT LIABILITIES:
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Accounts payable
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831,980
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726,573
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Notes payable current portion
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1,611,063
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1,029,643
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Accrued liabilities
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1,072,551
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1,437,313
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Customer deposits
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101,679
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55,435
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Deferred warranty revenue
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1,910,824
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1,604,315
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TOTAL CURRENT LIABILITIES
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5,528,097
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4,853,279
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LONG TERM DEBT:
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Capital Lease-US BANCORP
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Line of credit
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150,000
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150,000
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Notes Payable, less current portion
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500,159
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1,564,226
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TOTAL LONG TERM DEBT
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650,159
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1,714,226
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STOCKHOLDERS' EQUITY:
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Capital stock – common
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16,504,773
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16,474,720
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Additional paid in capital
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966
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191,104
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Accumulated deficit
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($9,012,239)
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($6,546,434)
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TOTAL STOCKHOLDERS' EQUITY
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7,493,500
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10,119,390
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TOTAL LIABILITIES AND EQUITY
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13,671,756
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16,686,895
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# # #