REST, TRPH, EUGS, CSBR, CNHC, LVLT
Our Stocks to Watch tomorrow include Restore Medical Inc. (NASD: REST), Tripath Technology Inc. (OTC: TRPH), EuroGas Inc. (OTC: EUGS), Champions Biotechnology Inc. (OTCBB: CSBR), China Health Management Corp. (OTC: CNHC) and Level 3 Communications Inc. (NASD: LVLT).
RESTORE MEDICAL INCORPORATED (NASD: REST)
"Up 180.00% on Wednesday"
Restore Medical, Inc. engages in the development, manufacture, and marketing of Pillar palatal implant systems. The company's Pillar palatal implant system is used for the treatment of soft palate components of sleeps disordered breathing, which includes obstructive sleep apnea and disruptive snoring. It markets and sells its products through independent distributors to otolaryngologists comprising ear, nose, and throat physicians; and healthcare professionals that treat sleep disordered breathing in North and South America, Asia Pacific, Europe, and the Middle East. The company was incorporated in 1999 and is headquartered in St. Paul, Minnesota.
April 22 -
Medtronic Signs Agreement to Acquire Restore Medical
Restore Medical, Inc. (NASD: REST) and Medtronic, Inc. (NYSE: MDT) announced that the companies have signed a definitive agreement under which Medtronic will pay $1.60 per share in cash for each share of Restore Medical stock. The total value of the transaction, including payment of Restore Medical debt will be approximately $29 million. The transaction, which is anticipated to close within 90 days, is expected to be accretive to Medtronic earnings in the first full fiscal year after closing.
Restore Medical’s Pillar Palatal Implant System (Pillar System) is an innovative, minimally invasive, implantable medical device used to treat the soft palate component of sleep breathing disorders, including mild to moderate obstructive sleep apnea (OSA) and snoring. Cleared by the U.S. Food & Drug Administration, the Pillar System complements Medtronic’s existing family of market-leading ENT products used to treat a variety of other upper airway obstructions, including the sinuses and tonsils/adenoids. The addition of the Pillar System allows Medtronic to provide its physician customers with another minimally invasive, low morbidity option to treat patients suffering from OSA and snoring.
“This acquisition will help deliver new growth for our ENT business by providing Medtronic with a proven office-based procedure in a very fast growing segment of the sleep market,” said Bob Blankemeyer, president of the ENT business at Medtronic. “Medtronic can quickly leverage its distribution and marketing strengths to improve patient and surgeon access to this minimally invasive therapy.”
“The opportunity to reach more patients and physicians with a proven therapy designed to treat snoring and OSA through Medtronic’s growing ENT business is exciting for Restore Medical,” said Bob Paulson, president and chief executive officer of Restore Medical. “Minimally invasive, office-based procedures to treat snoring and sleep apnea is a large and underserved market. The combination of our implant technology with Medtronic’s ENT business will enhance access to the Pillar System.”
The transaction is subject to customary closing conditions, including approval by Restore Medical shareholders.
Medtronic, Inc. (www.medtronic.com), headquartered in Minneapolis, is the global leader in medical technology — alleviating pain, restoring health, and extending life for millions of people around the world.
TRIPATH TECHNOLOGY INCORPORATED (OTC: TRPH)
"Up 700.00% on Wednesday"
Tripath Technology, formerly known as Etelos, is revolutionizing the way Web-based applications are developed, distributed and consumed to empower organizations to use Web-based applications to achieve their goals. Etelos' technology for developing and deploying on-demand applications is transforming the world of software distribution. The Etelos MarketplaceTM gives developers an easy place to license, distribute and support applications. The Etelos Marketplace also gives businesses a wide selection of fully customizable, on-demand business applications to license and deploy to the hosting environment of their choice.
April 23 -
Etelos, Inc. Completes Reverse Merger Into Tripath Technology
Etelos, Inc., a leading provider of SaaS for businesses of any size, today announced the closing of its reverse merger into Tripath Technology Inc. (OTC: TRPH). Through this transaction, Etelos becomes a public reporting company. "This is a significant step in the growth of our company," said Jeffrey L. Garon, president and CEO.
EUROGAS INCORPORATED (OTC: EUGS)
"Up 30.00% on Wednesday"
EuroGas is a publicly traded oil and gas company with assets in Ukraine. The company's common stock trades on the Hamburg Stock Exchange in Germany under the symbol EUG and on the Other OTC (Pink Sheets) in the United States under the symbol EUGS.
April 23 -
Supreme Court of Slovak Republic Orders Return of Gemerska Poloma Talc Deposit to Rozmin
EuroGas Has Agreement to Purchase a 57% Interest in Rozmin
EuroGas, Inc. (OTC: EUGS) announced that it has been notified of a decision from Najvyšší súd Slovenskej republiky, the highest Court of the Slovak Republic, which ruled in favor of Rozmin s.r.o. (a closely held Slovak company in which EuroGas has an agreement to acquire a 57% interest). The court's decision orders the immediate return of the mining concession, which hosts the giant Gemerska Poloma talc deposit, to Rozmin. The concession was owned by Rozmin until it was cancelled by the Ministry of Environment of the Slovak Republic in 2005. The judgment by Najvyšší súd Slovenskej republiky in Bratislava, Slovak Republic is final and cannot be appealed. The Slovak Republic has been a full member of the European Union since May 2004.
EuroGas Inc. has an agreement to purchase a 57% interest in Rozmin s.r.o. from Belmont Resources Ltd., subject to receipt of a final purchase price payment in the amount of approximately $ 1,000,000. The other shareholders Rozmin are held by and registered in the name of EuroGas Austria GmbH, a wholly-owned subsidiary of McCallan Oil & Gas (UK) Ltd. which owns a 33% interest and the remaining 10% interest Berlin based private German trading company.
Rozmin s.r.o. is a closely held Slovak mining company which controls the massive Gemerska Poloma talc deposit with an estimated 150 million ton carbonate reserve in eastern Slovakia.The talc deposit Gemerska Poloma, named after the village where it was discovered in Eastern Slovakia, is one of the largest talc deposits worldwide. The carbonate type deposit and resulting purity of the valuable mineral enhances the efficiency of the benefication process and allows a higher purity to be attained in the final project. EuroGas intends to bring the Germerska Poloma deposit into commercial production.
CHAMPIONS BIOTECHNOLOGY INCORPORATED (OTCBB: CSBR)
"Up 27.27% on Wednesday"
Champions Biotechnology, Inc. focuses on the evaluation, acquisition, and early stage development of a portfolio of new therapeutic drug candidates. It also intends to acquire and develop novel technologies; and provide administrative services in the field of oncology. The company was founded in 1985. It was formerly known as International Group, Inc. and changed its name to Champions Sports, Inc. in 1986. Further, it changed its name to Champions Biotechnology, Inc. in January 2007. Champions Biotechnology is based in Arlington, Virginia.
April 23 -
Champions Biotechnology, Inc. Completes $2,500,000 Private Financing at $1.75 per Share
Champions Biotechnology, Inc. (OTCBB: CSBR), a company engaged in the development of advanced preclinical platforms and tumor specific data to enhance the value of oncology drugs, announced the completion of a $2,500,000 private financing. Under the terms of the private investment, Champions Biotechnology issued 1,428,572 restricted shares of the Company's common stock at $1.75 per share. There were no fees or other expenses related to the funding.
"Dr. David Sidransky, Champions Biotechnology's Chairman, has established a compelling vision and a high potential business. We are very pleased to have successfully completed this early strategic financing on favorable terms" said Doug Burkett, Ph.D., President of Champions Biotechnology, Inc. "In addition to the cash reserve that we have generated from operations this fiscal year, this investment is expected to enable us to accelerate the development of the Company's preclinical platform, advance the development of our chemotherapeutic drug candidate and accelerate growth of our Personalized Oncology and Preclinical EValuation businesses."
After the investment, Champions Biotechnology has a total of 33,247,717 issued and outstanding common shares. For more information regarding Champions Biotechnology's growing business and recent news, please visit www.championsbiotechnology.com.
CHINA HEALTH MANAGEMENT (OTC: CNHC)
"Up 27.08% on Wednesday"
China Health Management Corp. is a healthcare management company focused on Operations and Management of hospitals in China. The company's first target is to become the leader in the high-end healthcare and medical services industry in Kunming city, Yunnan Province, China.
April 23 -
China Health Management Signs Joint Venture Partnership
China Health Management Corp. (OTC: CNHC) announced that it has signed a joint venture partnership with Cable Print Network Media (CPMN) / Internet Marketing Consortium (IMC).
CPNM / IMC is currently one of the nations largest multimedia marketing companies which translates to over 1.25 Billion hits per month. President of CPNM / IMC, Beryl Wolk, has developed hundred's of joint ventures and or marketing strategies for companies over the past 30 years. Most notable are The Cable Guide, which merged with TV Guide, The Preview Channel, Discovery Channel, QVC, Resource One, CartCade, the largest Kiosk Company in the world (5000 kiosks/Carts in 500 malls), Family Guide (1st newspaper insert) Dail-A-Fax (1,500,000 company members) and he is classified as the "Worlds Greatest Marketing Genius".
Beryl was the first to use newspapers for the distribution of direct response marketing in a magazine format. Clients include 175 national corporations, with complete marketing programs based on the distribution of his "Targeted Free Fall" magazine-styled newspaper inserts, incentives and involvement devices. Billions of Wolk's Family Guide newspaper inserts have been published for Ford, Chrysler, GM, McDonalds, Burger King and Franklin Mint. He is the largest provider of sweepstakes in the USA and founded 55 clubs with 24 million members.
Mr. Wolks conceived the 45-minute infomercial in 1977, and then founded the first company to produce them. Since that time, this company has broadened its original marketing thrust of "merchandise" to include business opportunities, self-improvement, and breakthrough product marketing. The company has produced over 1,600 infomercials.
Marketing for the IFPA, the Association of Weekly Newspapers in America is another of Beryl's projects. The IFPA services 40 million readers weekly and operates a predictive dialing company with the capability of 5 million calls per day.
Mr. Wolk has created, developed, and maintained 109 consortia of various themes, from the Ultimate Music Consortium to the Ultimate Motion Picture Consortium to the Ultimate E-Marketing Consortium and is now the Ultimate Kuwaiti, Korean, Arab, India, etc. consortia.
Mr. Wolk has implemented over 900 Joint Ventures for marketing and media. He now has 800 radio stations, 100 million television households, and 79 magazines and 12,000 newspapers on a P.I. (Per Inquiry) basis.
Mr. Wolk enduring experience and enthusiasm keep him in the forefront of Media / Marketing with his focus on Humanitarian Causes (Better World).
"This will broaden the exposure for China Health Management and its Richland International Hospital, and with Mr. Wolks marketing experience we have no doubt that people traveling to China and people abroad will know about the Richland International Hospital and the world class health services it provides," says Dr. Xu Mei, CEO of China Health Management and Chairman of Richland International Hospital.
LEVEL 3 COMMUNICATIONS INCORPORATED (NASD: LVLT)
"Up 22.78% on Wednesday"
Level 3 Communications, Inc. engages in the communications business in North America and Europe. Its network and Internet services include transport services, high speed Internet protocol services, dedicated Internet access, virtual private network services, colocation services, and dark fiber services. The company's content distribution products and services comprise content delivery network, media delivery services, fiber optic and satellite video transport services, and advertising distribution services. Its switched services include VoIP Enhanced Local to launch IP-based local and long-distance voice services to residential and business customers; Local Inbound service that terminates traditional telephone network originated calls to Internet Protocol termination points; E-911 Direct comprising a fixed-location solution with network connections to public safety answering points and a solution for nomadic voice over IP providers; and One Plus, an automatic number identification based and carrier identification code based service, as well as a dedicated end-user service. Its enterprise local and long distance voice services include PSTN connectivity for customer telephone equipment; telephone numbers, which include associated directory listings; standard services that comprise operator services, directory assistance, and 911 services; and long-distance access services. The company's switched services also comprise enterprise toll-free services; voice termination services; toll free services; and managed modem, an outsourced, turn-key infrastructure solution. As of December 31, 2007, Level 3 Communications had an intercity network covering 67,000 miles and local networks in 116 markets in North America; and an intercity network covering 10,000 miles and local networks in 9 markets in Europe. Further, it sells coal primarily through long-term contracts with public utilities. The company was founded in 1884 and is headquartered in Broomfield, Colorado.
April 23 -
Level 3 Reports First Quarter 2008 Results
- Consolidated Revenue of $1.09 billion
- Net Loss of $181 million, or $0.12 per share
- Consolidated Adjusted EBITDA of $211 million
- Year over year Core Communications Services revenue growth of 10 percent
- 2008 business outlook reaffirmed
- Cumulative Free Cash Flow breakeven for the remainder of 2008
Level 3 Communications, Inc. (NASD: LVLT) reported consolidated revenue of $1.09 billion for the first quarter 2008, an increase of 3 percent from $1.06 billion for the first quarter 2007. Fourth quarter 2007 consolidated revenue was $1.10 billion. The year over year growth rate for Core Communications Services revenue was 10 percent.
The net loss for the first quarter 2008 was $181 million, or $0.12 per share, compared to a net loss of $647 million, or $0.44 per share for the first quarter 2007. In the first quarter 2007, excluding a loss on the extinguishment of debt of $427 million, the net loss would have been $220 million, or $0.15 per share. The net loss for the fourth quarter 2007 was $91 million, or $0.06 per share.
Consolidated Adjusted EBITDA(1) was $211 million in the first quarter 2008, an increase of 24 percent from $170 million for the first quarter 2007. Consolidated Adjusted EBITDA for the fourth quarter 2007 was $246 million.
"Over the last several quarters, a growing number of telecommunications industry participants have noted the growth in the demand for optical and IP services," said James Q. Crowe, president and CEO of Level 3. "We certainly benefited from that trend during the quarter, driven by growth in the delivery of video and other media over the Internet. Additionally, the pricing environment for our Core Communications Services continued to be positive.
"From an operational perspective, we believe we have substantially increased available installation capacity, which was previously a significant constraint on our ability to meet market demand for our services. With these operational improvements, we believe that we are on track to meet our two primary goals for 2008 — to reach free cash flow breakeven on a run rate basis during 2008, and to increase our sales and installations to rates that match customer demand for our services. With respect to the first goal, our performance has exceeded our earlier expectations and we expect to be free cash flow breakeven for the remaining three quarters of this year."
Communications revenue for the first quarter 2008 was $1.07 billion, a 3 percent increase from $1.04 billion in the first quarter 2007. In the fourth quarter 2007, Communications revenue was $1.08 billion.
Core Communications Services
Core Communications Services revenue, which includes Core Network Services and Wholesale Voice Services, was $958 million in the first quarter 2008, an increase of 10 percent over $870 million in the first quarter 2007. Fourth quarter 2007 Core Communications Services revenue was $955 million.
Core Network Services revenue increased by 8 percent from the first quarter 2007, primarily from increased demand for IP and optical services across the business. Wholesale Voice Services revenue increased by 23 percent from the first quarter 2007, primarily due to growth from cable and wireless customers.
Other Communications Services
Other Communications Services revenue declined 39 percent to $51 million compared to $84 million in the first quarter 2007 as a result of expected declines in managed modem services. For the fourth quarter 2007, Other Communications Services revenue was $56 million.
SBC Contract Services
SBC Contract Services revenue was $57 million in the first quarter 2008, a 31 percent decline compared to the year earlier quarter revenue of $83 million. Fourth quarter 2007 SBC Contract Services revenue was $73 million, which included a $16 million quality of service bonus, the last such bonus for which the company was eligible.
As previously disclosed, SBC announced its intention to migrate the services provided under the agreement to its own network facilities in accordance with terms previously negotiated by WilTel Communications, LLC (WilTel), a company subsequently acquired by Level 3. Under the terms of this agreement, SBC agreed to pay WilTel a minimum amount of gross margin regardless of the actual revenue generated under the contract. Accordingly, while the company expects future SBC Contract Services revenue will be difficult to predict, the gross margin contribution over time is fixed.
As of the end of the first quarter, there was approximately $15 million of gross margin commitment remaining on the contract. The company expects the gross margin commitment to be met in the second quarter 2008 and will evaluate the approach to external revenue reporting under this agreement going forward once the commitment is satisfied.
Communications deferred revenue decreased to $918 million at the end of the first quarter 2008, compared to $939 million at the end of the first quarter 2007 and $929 million at the end of the fourth quarter 2007.
Cost of Revenue
Communications cost of revenue for the first quarter 2008 increased to $459 million, versus $450 million in the first quarter 2007 and $444 million in the previous quarter.
Communications Gross Margin(1) was $607 million, or 56.9 percent in the first quarter 2008, compared to $587 million, or 56.6 percent in the first quarter 2007. For the fourth quarter 2007, Communications Gross Margin was $640 million or 59.0 percent. The fourth quarter gross margin had the benefit of the $16 million SBC performance bonus.
"Actual gross margins in coming quarters will largely be determined by the mix of Core Network Services revenue and Wholesale Voice Services revenue," said Sunit Patel, executive vice president and CFO of Level 3. "Core Network Services revenue has incremental gross margins of approximately 80 percent and Wholesale Voice Services revenue has incremental gross margins of approximately 30 percent. Over the course of the year, we expect to benefit from the growth of higher margin Core Network Services revenue and network optimization."
Selling, General and Administrative (SG&A) Expense
Communications SG&A expense, including non-cash compensation expense, was $418 million for the first quarter 2008, versus $439 million for the first quarter 2007 and $439 million for the fourth quarter 2007. Communications SG&A includes $23 million, $24 million and $50 million for the first quarter 2008, first quarter 2007 and fourth quarter 2007, respectively, of non-cash compensation expense.
Excluding non-cash compensation expense, Communications SG&A was $395 million in the first quarter 2008, a 5 percent decline compared to $415 million in the first quarter 2007. Fourth quarter 2007 Communications SG&A, excluding non-cash compensation expense, was $389 million, which included a $21 million reduction in incentive-based compensation expense.
Adjusted EBITDA(1) for the communications business was $205 million for the first quarter 2008, a 22 percent increase compared to $168 million for the first quarter 2007. Fourth quarter 2007 Communications Adjusted EBITDA was $246 million.
Communications Adjusted EBITDA margin was 19.3 percent in the first quarter 2008, versus 16.2 percent in the first quarter 2007 and 22.7 percent in the previous quarter.
Communications Adjusted EBITDA excludes non-cash compensation expense and includes severance and restructuring charges related to integration activities of $7 million, $4 million and $5 million for the first quarter 2008, first quarter 2007 and fourth quarter 2007, respectively.
The company's other businesses consist primarily of coal mining operations. During the first quarter 2008, the company recognized $6 million in Adjusted EBITDA from other businesses, compared to $2 million in the first quarter 2007 and zero in the fourth quarter 2007. The increase in Adjusted EBITDA was primarily the result of a buyout agreement with one of the coal customers, providing a one-time benefit of $5 million during the quarter.
Consolidated Cash Flow and Liquidity
During the first quarter 2008, Unlevered Cash Flow(1) was negative $21 million, versus negative $69 million in the first quarter 2007 and positive $146 million for the previous quarter. Consolidated Free Cash Flow for the first quarter 2008 was negative $160 million, versus negative $248 million for the first quarter 2007 and positive $41 million for the fourth quarter 2007.
"As expected, our cash flow losses widened during the quarter resulting from negative fluctuations in working capital due to annual bonus payments, declines in payables due to a decline in capital expenditures, prepayments on maintenance contracts, interest payments and property tax payments," said Patel. "For the remaining three quarters of the year, we expect to be free cash flow breakeven on a cumulative basis. Additionally, as we previously disclosed, we expect to be free cash flow positive for the full year 2009."
As of March 31, 2008, the company had cash and marketable securities of approximately $540 million.
The company made several improvements to the service activation processes during the quarter and installed more Core Network Services compared to the previous quarter.
The company also made progress in the implementation of its Project Unity initiative, which remains on schedule. By the end of 2008, Unity processes and systems are expected to support activation of approximately half of the company's order volume, and approximately two thirds of Core Network Services revenue. This increase in operational efficiency, combined with ongoing process improvements, is expected to further increase overall installation capacity over the coming quarters.
2008 Business Outlook
"Our sales funnel growth continues to point to strong sales momentum for the first half of the year," said Patel. "Sales and installs increased in the first quarter and we are aggressively hiring new salespeople to address the strong demand we are seeing in the market. Our installation capacity increased in the quarter, and we expect to continue to increase capacity throughout 2008. We are reaffirming our projection that Core Communications Services revenue will grow 8 to 13 percent for the full year 2008.
"In addition, we expect Consolidated Adjusted EBITDA to increase throughout 2008 as a result of Core Communications Services revenue growth, combined with improvements in gross margin and continued reductions in operating expenses. We are reiterating our 2008 Consolidated Adjusted EBITDA guidance of $950 million to $1.10 billion."
"Our sales and installation rates increased during the first quarter and we expect that positive trend to continue throughout 2008," said Crowe. "Our financial results for the first quarter and the overall healthy pricing and demand environment give us increasing confidence in our 2008 business outlook, and our ability to be free cash flow breakeven in aggregate for the remaining three quarters of 2008.
"Importantly, we believe our actions over the past six months have greatly improved our customers' experience and that our extensive end-to-end network, coupled with our broad service portfolio, makes us the alternative provider of choice for high bandwidth needs."
Conference Call and Web Site Information
Level 3 will hold a conference call to discuss the company's first quarter results at 10 a.m. EDT today. The call will be broadcast live on Level 3's Web site at www.Level3.com. If you are unable to join the call via the Web, you may access the call at 888-724-9520 or 913-312-1272 access code 7889479.
The call will be archived and available on Level 3's Web site at www.level3.com/q0108report.html, or you may access an audio replay until 12:00 a.m. MDT on Friday, May 2, 2008, by dialing 888-203-1112 or 719-457-0820 access code 7889479.
The company will post an investor presentation that summarizes the financial and operational progress for the first quarter 2008 on its Web site at www.level3.com/investor_relations/index.html.