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SenoRx Announces Court Has Set Schedule for Summary Judgment Briefing and Trial in Its Lawsuit With Hologic
Press Release
Source: SenoRx, Inc.
On Monday May 11, 2009, 9:00 am EDT
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Companies:SenoRx, Inc.
IRVINE, Calif., May 11, 2009 (GLOBE NEWSWIRE) -- SenoRx, Inc. (Nasdaq:SENO - News) today announced that the United States District Court for the Northern District of California has issued a schedule for a summary judgment briefing and trial date in response to a joint stipulation, which was filed by both SenoRx and Hologic on April 14, 2009 in their pending matter before the Court. The joint stipulation requested that the Court allow summary judgment briefing and argument as to certain patent validity and infringement issues.
The schedule set by the Court is set forth below.
For summary judgment:
Opening briefs: May 20, 2009
Opposition briefs: June 19, 2009
Reply briefs: July 10, 2009
Argument: August 21, 2009
Trial Start Date: October 13
Based on the above court schedule, SenoRx reaffirms its estimate that patent litigation expense in the second quarter of 2009 remains unchanged from a range between $450,000 and $600,000. SenoRx will provide additional guidance on litigation expense when results for the second quarter of 2009 are reported.
About SenoRx
SenoRx (Nasdaq:SENO - News) develops, manufactures and sells minimally invasive medical devices used by breast care specialists for the diagnosis and treatment of breast cancer, including its EnCor(r) vacuum-assisted breast biopsy system and Contura(tm) MLB catheter for delivering radiation to the tissue surrounding the lumpectomy cavity following surgery for breast cancer. SenoRx's field sales organization serves over 1,000 breast diagnostic and treatment centers in the United States and Canada. In addition, SenoRx sells several of its products through distribution partners in more than 30 countries outside the U.S. and Canada. The company's line of breast care products includes biopsy disposables, biopsy capital equipment, diagnostic adjunct products and therapeutic disposables. SenoRx is developing additional minimally invasive products for the diagnosis and treatment of breast cancer. For more information, visit the company's website at www.senorx.com.
The SenoRx, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=3605
Contact:
SenoRx, Inc.Lila Churney, Director of Investor Relations949.362.4800 ext.132 Buzz up! 0
SenoRx Responds to Hologic Lawsuit....... "Pending Litigation"
http://www.globenewswire.com/newsroom/news.html?d=134176
SenoRx Reports Record Gross Margin in First Quarter 2009 On Revenue Growth of 20.5 Percent
Press Release
Source: SenoRx, Inc.
On Wednesday May 6, 2009, 4:15 pm EDT
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Companies:SenoRx, Inc.
IRVINE, Calif., May 6, 2009 (GLOBE NEWSWIRE) -- SenoRx, Inc. (Nasdaq:SENO - News) today reported financial results for its first quarter ended March 31, 2009. Revenue for the quarter increased 20.5 percent to $12.9 million, compared with $10.7 million in the first quarter a year ago. Gross profit increased 36.6 percent to $9.1 million, or a record 70.3 percent of revenue, up from $6.6 million, or 62.1 percent of revenue, in the first quarter of 2008.
SenoRx reported a significantly reduced operating loss for the first quarter of $879,000, a decline of 60.6 percent compared with $2.2 million in the same period last year. The operating loss for the quarter included stock-based compensation expense of $675,000, compared with $554,000 in the first quarter of 2008. Also included in the results for the first quarter were attorney and related costs incurred as a result of ongoing patent litigation with Hologic of $264,000 compared with $765,000 in the first quarter last year.
Interest expense for the first quarter increased to $57,000, compared to $24,000 a year ago. Interest income decreased to $8,000 compared to $259,000 from the first quarter of 2008, due to lower average cash balances and lower interest rates. Cash balances were lower during the quarter compared with a year ago due to continued usage of our cash to fund operations and patent litigation.
Net loss for the first quarter of 2009 was $928,000 or 5 cents per share, compared with $2.0 million or 12 cents per share in the same period last year. Excluding patent litigation and non-cash charges for stock-based compensation, net income was $10,000 for the quarter compared to a net loss of $675,000 for the same period last year.
Lloyd Malchow, SenoRx President and Chief Executive Officer, said, "Despite the challenging global economic environment, our first quarter results continued to post encouraging growth in both revenues and gross margin. Therapuetic disposable revenues continued its strong growth trend, increasing to $2.9 million compared with $617,000 in the first quarter a year ago, when we began the full commercial launch of our Contura MLB, and increased 35.3 percent sequentially over the fourth quarter of 2008. Revenue from biopsy disposables increased 13.5 percent to $5.5 million, as the installed base of EnCor systems continued to grow to 814 from 594 in the first quarter a year ago and from 776 at the end of 2008. As we expected, biopsy capital equipment revenues softened, posting a 35.1 percent decrease to $825,000 from $1.3 million in the first quarter last year, largely reflecting global credit and currency issues that are impacting capital purchases both in the U.S. and around the world."
Malchow continued, "While revenues in total were impacted by global economic issues, this was offset by strong growth in our product gross margin which was ahead of our expectations. Gross margin in the first quarter was a record 70.3 percent, compared with 62.1 percent in the first quarter last year, and 69.1 percent in the fourth quarter of 2008. The increase primarily reflects improvement in the sales mix due to a growing contribution from higher-margined Contura MLB sales, along with increasing operating leverage on our manufacturing overhead, stemming from increased sales volume and inventory unit production."
SenoRx finished the quarter in a solid financial position with cash and cash equivalents of $15.0 million and minimal debt. SenoRx continues to maintain a credit facility that allows it to borrow up to $10.0 million tied to growth in receivables and inventories, of which $7.6 million was available for advance as of March 31, 2009. Cash flow during the quarter, including litigation expense, was essentially neutral, and the company did not draw upon this line of credit.
2009 Outlook
If economic conditions continue to impact capital equipment revenues, SenoRx expects it could be more challenging to achieve the top of its projected revenue range. However, the company believes that modestly lower revenues could be offset by encouraging trends in expected gross margin, resulting in no material change in gross profit. As a result, SenoRx is making no change at this time to its estimate that revenues for 2009 will be in a range of $56 to $59 million, with product gross margin expected to be at least 68 percent. SenoRx continues to believe it will be cash flow positive for the year, excluding patent litigation expenses.
In addition, SenoRx continues to estimate that deferred compensation and equity-based compensation expense will range between $2.4 million and $2.8 million for 2009. These ranges could be materially impacted based upon the number of options granted and fluctuation in the market price of the company's common stock.
With regard to the Hologic matter, a ruling was issued on February 18, 2009 relating to the Markman claims construction hearing. We are waiting for a response from the Court to a joint stipulation, which was filed by both parties on April 14, 2009, requesting the Court allow summary judgment briefing and argument as to certain validity and infringement issues. While it remains difficult to forecast patent litigation expense for the full year, SenoRx estimates that patent litigation costs in the second quarter of 2009 will range between $450,000 and $600,000.
Securities Registration: Employee Benefit Plan (S-8)
Date : 03/16/2009 @ 3:14PM
Source : Edgar (US Regulatory)
Stock : (SENO)
Quote : 3.84 0.09 (2.40%) @ 7:55PM
- Securities Registration: Employee Benefit Plan (S-8)
As filed with the Securities and Exchange Commission on March 16, 2009
Registration No.
333-______
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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SENORX, INC.
(Exact name of Registrant as specified in its charter)
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Delaware 33-0787406
(State or other jurisdiction of
incorporation or organization) (I.R.S.
Employer
Identification Number)
3 Morgan
Irvine, CA 92618
(949) 362-4800
(Address including zip code, and telephone number, including area code, of principal executive offices)
--------------------------------------------------------------------------------
2006 EQUITY INCENTIVE PLAN
(Full title of the plan)
--------------------------------------------------------------------------------
Lloyd H. Malchow
President and Chief Executive Officer
SenoRx, Inc.
3 Morgan
Irvine, CA 92618
(949) 362-4800
(Name, address, and telephone number, including area code, of agent for service)
--------------------------------------------------------------------------------
Copy to:
Elton Satusky, Esq.
Wilson Sonsini Goodrich & Rosati
Professional Corporation
650 Page Mill Road
Palo Alto, CA 94304-1050
(650) 493-9300
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CALCULATION OF REGISTRATION FEE
Title of
Securities
to be
Registered Maximum
Amount
to be
Registered (1) Proposed
Maximum
Offering
Price Per
Share Proposed
Maximum
Aggregate
Offering
Price Amount of
Registration
Fee
Common Stock
$0.001 par value per share 618,551 shares (2) $ 2.78 (3) $1,719,571.78 $95.96
(1) Pursuant to Rule 416(a) under the Securities Act of 1933, as amended (the “Securities Act”), this registration statement also covers any additional shares of common stock of SenoRx, Inc. (the “Registrant”) that become issuable under its 2006 Equity Incentive Plan by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the receipt of consideration that results in an increase in the number of the Registrant’s outstanding shares of common stock.
(2) This total represents (i) the additional shares approved by the Registrant’s board of directors for issuance under the 2006 Equity Incentive Plan, and (ii) additional shares issuable under the 2006 Equity Incentive Plan upon the cancellation and return of outstanding stock options under the Registrant’s 1998 Stock Plan, which shares were not registered under the Registration Statements on Form S-8, as such were filed with the Securities and Exchange Commission (the “SEC”) on April 2, 2007 and March 3, 2008, respectively.
(3) Estimated in accordance with paragraphs (c) and (h) of Rule 457 solely for the purpose of calculating the total registration fee. Computation based upon the average of the high and low prices of the common stock as reported on the NASDAQ Global Market on March 10, 2009.
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INCORPORATION OF PREVIOUS REGISTRATION STATEMENTS
SenoRx, Inc. (the “Registrant”) previously filed Registration Statements on Form S-8 with the SEC on April 2, 2007 and March 3, 2008 (File Nos. 333-141818 and 333-149498, respectively) in connection with its 2006 Equity Incentive Plan (the “Prior Registration Statements”). This Registration Statement on Form S-8 is filed to register an additional 618,551 shares of common stock under the Registrant’s 2006 Equity Incentive Plan. Pursuant to General Instruction E of Form S-8, the contents of the Prior Registration Statements relating to the 2006 Equity Incentive Plan are incorporated by reference into this Registration Statement to the extent not replaced hereby.
PART II
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 3. Incorporation of Documents by Reference .
There are hereby incorporated by reference in this Registration Statement the following documents and information heretofore filed by the Registrant with the SEC:
(1) The Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008, as filed with the SEC on March 16, 2009 pursuant to Section 13 of the Securities Act of 1934, as amended (the “Exchange Act”); and
(2) The description of the Registrant’s common stock shares contained in the Registration Statement on Form 8-A filed pursuant to Section 12(b) of the Exchange Act, declared effective on March 28, 2007, including any amendment or report filed for the purpose of updating such description.
All documents filed by the Registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act on or after the date of this Registration Statement and prior to the filing of a post-effective amendment to this Registration Statement which indicates that all securities offered have been sold or which deregisters all securities then remaining unsold shall be deemed to be incorporated by reference in this Registration Statement and to be part hereof from the date of filing of such documents.
Unless expressly incorporated into this Registration Statement, a report furnished on Form 8-K subsequent to the date hereof shall not be incorporated by reference into this Registration Statement, except as to specific sections of such statements as set forth therein. Any statement contained in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this Registration Statement to the extent that a statement contained herein or in any subsequently filed document which also is deemed to be incorporated by reference herein modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this Registration Statement.
Item 4. Description of Securities .
Not applicable.
Item 5. Interests of Named Experts and Counsel .
Certain members of, and investment partnerships comprised of members of, and persons associated with, Wilson Sonsini Goodrich & Rosati, P.C. own an interest representing less than 1% of the Registrant’s outstanding common stock.
II-1
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Item 6. Indemnification of Directors and Officers .
Section 145(a) of the Delaware General Corporation Law provides in relevant part that “[a] corporation shall have power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that the person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by the person in connection with such action, suit or proceeding if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe the person’s conduct was unlawful.” With respect to derivative actions, Section 145(b) of the Delaware General Corporation Law provides in relevant part that “[a] corporation shall have power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor . . . [by reason of such person’s service in one of the capacities specified in the preceding sentence] against expenses (including attorneys' fees) actually and reasonably incurred by the person in connection with the defense or settlement of such action or suit if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation and except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation unless and only to the extent that the Court of Chancery or the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the Court of Chancery or such other court shall deem proper.”
The Registrant’s Certificate of Incorporation and Bylaws as currently in effect provide that the Registrant shall indemnify its directors and officers to the fullest extent permitted under the Delaware General Corporation Law, except that the Registrant will not be required to indemnify such person if the indemnification sought is in connection with a proceeding initiated by such person without the authorization of the board of directors. As permitted by the Registrant’s Bylaws, the Registrant has obtained insurance on behalf of its directors and officers against liability arising out of his or her actions in such capacity, regardless of whether the Registrant has the power to indemnify such individual against such liability under the provisions of the Delaware General Corporation Law.
The Registrant has entered into, and intends to enter into in the future, indemnification agreements with each of its directors and executive officers that provide the maximum indemnity allowed to directors and executive officers by Section 145 of the Delaware General Corporation Law, subject to certain exceptions, as well as certain additional procedural protections.
The Amended and Restated Investors’ Rights Agreement dated May 5, 2006, as amended (the “Rights Agreement”), between the Registrant and certain investors provides for indemnification of the Registrant’s directors and officers in connection with registration of the Registrant’s common stock under the Rights Agreement.
The indemnification provision in the Registrant’s Certificate of Incorporation, Bylaws and Rights Agreement and the indemnification agreements entered into between the Registrant and the Registrant’s directors and executive officers, may be sufficiently broad to permit indemnification of the Registrant’s officers and directors for liabilities arising under the Securities Act.
See also the Registrant’s undertakings under Item 9 of this Registration Statement.
Item 7. Exemption from Registration Claimed .
Not applicable.
Item 8. Exhibits .
Exhibit
Number Description
4.1 Registrant’s Registration Statement No. 001-33382 on Form 8-A, incorporated by reference pursuant to Item 3(4) of this Registration Statement.
4.2* Amended and Restated Certificate of Incorporation of the Registrant as filed with the Secretary of State of Delaware on April 2, 2007.
4.3* Amended and Restated Bylaws of the Registrant.
5.1 Opinion of Wilson Sonsini Goodrich & Rosati, Professional Corporation.
23.1 Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm.
23.2 Consent of Wilson Sonsini Goodrich & Rosati, Professional Corporation (see Exhibit 5.1).
24.1 Power of Attorney (see page II-4).
99.1** 2006 Equity Incentive Plan, as amended and restated on February 26, 2009.
* Incorporated by reference to exhibits filed with the Registration Statement on Form S-1, as amended (Registration No. 333-134466), as declared effective on March 28, 2007.
** Incorporated by reference to the exhibit filed with the Annual Report on Form 10-K for the fiscal year ended December 31, 2008, as filed with the SEC on March 16, 2009.
II-2
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Item 9. Undertakings .
A. We hereby undertake:
(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this Registration Statement:
(i) to include any prospectus required by Section 10(a)(3) of the Securities Act;
(ii) to reflect in the prospectus any facts or events arising after the effective date of the Registration Statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the Registration Statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the SEC pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and
(iii) to include any material information with respect to the plan of distribution not previously disclosed in the Registration Statement or any material change to such information in the Registration Statement.
Provided, however, that paragraphs (i) and (ii) above do not apply if the information required to be included in a post-effective amendment by those paragraphs is contained in periodic reports filed with or furnished to the SEC by us pursuant to Section 13 or Section 15(d) of the Exchange Act that are incorporated by reference in the Registration Statement.
(2) That, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.
B. We hereby undertake that, for purposes of determining any liability under the Securities Act, each filing of our annual report pursuant to Section 13(a) or Section 15(d) of the Exchange Act (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Exchange Act) that is incorporated by reference in this Registration Statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
C. Insofar as indemnification for liabilities arising under the Securities Act may be permitted to our directors, officers and controlling persons pursuant to applicable law, our Amended and Restated Certificate of Incorporation, Bylaws, Rights Agreements or indemnification agreements, we have been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by us of expenses incurred or paid by a director, officer or controlling person in a successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered hereunder, we will, unless in the opinion of our counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question of whether such indemnification by us is against public policy as expressed in the Securities Act and will be governed by the final adjudication of such issue.
II-3
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Irvine, State of California, on this 16 th day of March, 2009.
SENORX, INC.
By: /s/ Lloyd H.
Malchow
Lloyd H. Malchow, President and Chief Executive
Officer (Principal Executive Officer)
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Lloyd H. Malchow and Kevin J. Cousins, jointly and severally, as his attorneys-in-fact, with full power of substitution in each, for him in any and all capacities to sign any amendments to this Registration Statement, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitutes, may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.
Signature Title Date
/s/ Lloyd H. Malchow
--------------------------------------------------------------------------------
Lloyd H.
Malchow
President, Chief Executive Officer and Director (Principal Executive Officer) March 16, 2009
/s/ Kevin J. Cousins
--------------------------------------------------------------------------------
Kevin J. Cousins Chief Financial Officer and Vice President, Finance (Principal Accounting Officer) March 16, 2009
/s/ Thomas A. Bender
--------------------------------------------------------------------------------
Thomas A. Bender Director March 16, 2009
/s/ Kim D. Blickenstaff
--------------------------------------------------------------------------------
Kim D. Blickenstaff Director March 16, 2009
/s/ Vickie L. Capps
--------------------------------------------------------------------------------
Vickie L. Capps Director March 16, 2009
/s/ Frederick J. Dotzler
--------------------------------------------------------------------------------
Frederick J.
Dotzler
Director March 16, 2009
/s/ John L. Erb
--------------------------------------------------------------------------------
John L. Erb Director March 16, 2009
/s/ Gregory D. Waller
--------------------------------------------------------------------------------
Gregory D. Waller Director March 16, 2009
II-4
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INDEX TO EXHIBITS
Exhibit
Number Description
4.1 Registrant’s Registration Statement No. 001-33382 on Form 8-A, incorporated by reference pursuant to Item 3(4) of this Registration Statement.
4.2* Amended and Restated Certificate of Incorporation of the Registrant as filed with the Secretary of State of Delaware on April 2, 2007.
4.3* Amended and Restated Bylaws of the Registrant.
5.1 Opinion of Wilson Sonsini Goodrich & Rosati, Professional Corporation.
23.1 Consent of Deloitte & Touch LLP, Independent Registered Public Accounting Firm.
23.2 Consent of Wilson Sonsini Goodrich & Rosati, Professional Corporation (see Exhibit 5.1).
24.1 Power of Attorney (see page II-4).
99.1** 2006 Equity Incentive Plan.
____________
* Incorporated by reference to exhibits filed with the Registration Statement on Form S-1, as amended (Registration No. 333-134466), as declared effective on March 28, 2007.
** Incorporated by reference to the exhibit filed with the Annual Report on Form 10-K for the fiscal year ended December 31, 2008, as filed with the SEC on March 16, 2009.
II-5
As of April 30, 2009, 17,322,022 shares of the registrant’s common stock were outstanding.
Agree!............but whether its the far right, right, or left, they are no more than servants for their lobbyist bed partners, who want either their ideas on the table, " a voice", and if their will can be imposed will serve them in some capacity to make money, and friends, some in far away places, like the Saudi Royal family, or stranger bed fellows who are communist, the very thing our soldiers have died for fighting against. "Supposedly", must have been a ploy just to use for a politcal fight, like the one used to deploy us back into Iraq. It was all based on lies.
Only one Senator read the 20,000 page GATT Agreement, he no longer serves, but one that was opposed to it, as well as NAFTA when it came up for a vote. Like the Bailout Bill, and now the Health Care Bill. They don't "really care" how its written, or the terms, nor its impact on the American people, and the country as a whole, its rather, what, how, and who it will benefit the most, and the American people aren't really in the center of it, and its a great diversion tool to use under the concept that our govt is working for all of us.
The American people who they should have been in the service of the last 4 decades need to keep their swords drawn, since they haven't, aren't, and won't as they keep selling this country down the river so they can strengthen every other country on this planet, "China", comes to mind, with corporate entities moving abroad, having grown into conglomerates off the backs fo the American people and their money, thru investments, taxes, and the purchasing of their products, putting more an more Americans jobs at risk.
Not just their jobs, but homes, vehicles, investments, and it came to head, full circle caused by all the corruption that this govt, the Congress members, former and otherwise, and past Presidents, and Cabinet members, etc, etc, are "all" guilty.............Its all about them. It all works its way down stream to governors, mayors, city council members, and alderman,,,,,,,,,,,,,,Chicago, New Jersey, New York, on an on.
Picture some of this?, if it hasn't been Craig, its Cheney, or Blagojevich, or Rozankowski, the former powerhouse of the House, Ways and Means Committee, or Dodd, Sanford of NC who by all accounts should be recalled, and if not them it was Nixon, and his cabinet, Johnson and his. It goes on and on and on, and it doesn't get any better for the rest of us, but in most cases most of them get richer and richer, just like the former good ole Mayor of NY, Giuliani, who stood to make a bundle off these bailouts with the attorney firm he now works at.........................Gore, Clinton, all have used those positions to gorge themselves using their influence.
Its few and far between elected officials who want to do the right things while in office, but the barrage of corrupted officials they find themselves up against, puts them on the list of outsiders, and if they get to close to things or information that can empower them, they are either made fools of, or they gang up on, rope and tie them, like they did Blagojevich, who allowed his power to go to his head, and greed, and as we heard pushed to many people to hard, the wrong way, if he didn't get his way, he struck back, but who was no more guilty than the rest of them in Springfield.
Its one big manure pit, and all of them like to roll around in it, then meet up at the troff after so they can snort at each other.
Thanks for the update. This companies day will come, and as we see their are enough international believers/partners/investors who realize that the sure scale of the projects, and its properties will eventually produce paydirt. Lots of patience is required, and the hope is that one day those who did will be justly rewarded.
Its all about money. Its a club, and the 99% of ones who pursue that job description are in it for themselves. The bailouts will become their signature of who and what they are, and their incompetence, and the lack of enforcement within all the agencies that have to answer to them, and who were the very cause of this so called meltdown that they subscribed to................DC, Wall Street, and Corporatism are the 3 real branches of govt............
If the Clinton's and the Gores didn't rake in enough from all their wheeling's and dealings while in office, they sure did after...............Chelsea Clinton now works for a $12b hedgie................see how it all works?. John Kennedy Jr.'s sister was also an up an coming star on Wall St., prior to the crash.............Sen. Ted Kennedy's publisher is pushing his book, "the collectors edition", all one thousand of them for $1k each!!!!, and another 1.1m price wasn't disclosed. But if these are sold at $100 a copy, he could stand to rake in well over a $100m if these would sell........
Just who would want to buy a copy no matter the price is a good guess?...........
The 44 busted just recently in NJ, the former Gov of Illinois should paint a protrait of their dirty little world.
Thats a point driven home, and it sure rings of the reality of it all.
Arrested and/or Charged: "The Roster" or "The short list"
"Never know it could be someone next door?"
http://msnbcmedia.msn.com/i/CNBC/Sections/News_And_Analysis/_News/__EDIT%20Englewood%20Cliffs/Addendum%20with%20names-ages-charges.pdf
The time, effort, money our govt spends for Homeland security, the FBI, the CIA, our military abroad, and the blood that is spilled to wipe out dictators, corruption, and terrorist, are only pits in the bucket for what we have going on here. Mexican Border fence with miles and miles of gaps between whats been erected are holes bigger than what sunk the Titanic, gangs are a threat in every major city, over 10,000 people have been murdered just across the border, not to mention this side of it, the State of California needs billions to bail them out, and if they haven't learned enough yet, taxing the legalization of drugs is the course for recovery while seeking Federal dollars.................who can beat the street?. Its sends a clear message of the depravity this country is going thru. Bill Mohr of Politically Incorrect may finally get his wish. He's been highlighting this for years on his show. The govt will need a healthcare program just for this.
Who deserves to be locked up in their own mind?, isn't this a terrible thought?...............
I think they should legalize it, back up the trucks on every corner that leads into the parks, "free", every morning with coffee, and donuts, handout needles of every guage, the bigger the better, and the drugs of choice to everyone who wants them. The only rule is that this activity has to remain in the parks. Not only the illegal drugs, but prescription drugs of choice............every morning each individual will be given enough to kill themself, and if it doesn't occur on the first day, try try again. Each evening the city can come in with the bulldozers and dump trucks, and hall them out for the next days activity, "so they don't send the wrong message". The cities can even sponsor concerts, to include rap with back up lyrics that say high'er, we're gonna get high'er huh! and pay them with double doses just to pull them all in.................
Sweeping federal probe nabs crooked politicians & alleged black-market kidney peddler
http://www.nydailynews.com/ny_local/2009/07/23/2009-07-23_2_new_jersey_mayors_arrested_in_sweeping_money_laundering_probe.html
Some of the 44 people, which included Rabbi's and politicians, are escorted to a waiting bus from FBI Headquarters in Newark.
This must have been the synagogue Madoff belonged to. :)
Check out the first Rabbi..........it gets no worse than this, and he's suppose to be an Orthodox Jewish Rabbi. It wouldn't be any better if he was reformed. I guess the State will reform him after this?. I wonder if this boat load will go to minimum security prisons..........maybe one or two will be placed with Madoff.
Obama's first choice, Tom Daschle to head the agency of "Health and Human Services" boggles the mind. If he wanted to rid his administration and the Congress from Lobbyist, was he blind to this activity?, unlikely. The only thing that kept him from that position was the revelations of he not paying his taxes.
This article goes far in disclosing that Obama wanted to use his influence, both he and his wife. Daschle was and is nothing more than a Lobbyist who used his elected seat to peddle for all those who lay their money down.
Its ugly, and its evil. "Its all about money and power". Its a system of plutocracy in its truest form. All of them lie, and guilty of peddling their deceit to the American people who want to believe they are working on their behalf after witnessing all we have for the last 2 decades, in particular over the last 2 years with these bailouts, billion dollar paydays for Hedgefund mgrs, who appeared before Congress, and all guilty of playing a role in this meltdown, "were questioned by a Congressional Oversight Committee", for solutions????????, so they can clean up the mess.............How ironic. Even today the bailouts are being used for multi-million dollar payouts, and bonuses for the very employee's who committed fraud this fraud, and to take it a step farther the very ones who were at the heart of it all these Aig employee's celebrated their bailout at high end resorts with taxpayer money........spa's, wine rooms that cost tens of thousands of dollars, all toll that given weekend cost approx $500,000 or a half million. The excuse?. They needed to display to those they were doing business with that they were important people and for those who were invited to offer them the best in troubled times. "Their way of calming the storm"..........A display that they had plenty of money to grease the wheels with if we are to read thru their mentality....................$175 billion in bailout to a one billion dollar corporation whose debts were $440 billion, needed a little taxpayer help so they could unwind them, and themselves.................where they should be unwinding is in Federal prisons. Our system of justice has several tiers, or rather two entire separate systems, one for them, and the other for all those who are the outsiders, us.
Thats a mouthful!. "The Congressional Revolving Door."....
http://www.lobbyinginfo.org/documents/RevolveDoor.pdf
This cancer is in every corner of politics, every nook and cranny. They peddle their bribes from DC, to every State Capital, to Governors Offices, and City Officials. If we look harder enough we can find them, we may not even have to look very hard..........Just give a look at how many were busted in New Jersey this last week, 44 in one day, all guilty of taking bribes, or selling their offices or positions.
One early morning I was listening to some of Cspan and the name of the guest who appeared on the program was talking about lobbyist, and it caught my interest. Viewers call in segment.
He was some Washington insider whose name slips my mind. His response to the questions on how to get rid of lobbyist?.
If Obama truly meant that lobbyist "better" stay away, and if he wanted to really drive them out,how long would it take to put and end to this corruption?.
His answer?, "About 30 years". The influence they wield is so deep, that even with this time frame it would not clean it all up...............The very people seated, to include former Congressional aides, pursue this avenue with repeated success.
Our elected officials are really nothing more than lobbyist. The Iraq War made alot of money for a lot of people and companies connected to the right people in DC. IMO this was truly the motive for going into Iraq, and that countries oil was the icing on the cake for the big oil companies.
I don't know how many things get posted on Yahoo?. Lots of public post show up I've noticed searching for other things. I guess that one showed up because it mentions either Investorshub or Matt Brown. The poster who signed your name, someone from that company maybe, should be reprimanded. The idea that some Otc company lashes out legally for them being bashed is outrageous. Kinda like the 3 rating agencies trying to defend their "good=names" having sold their triple A ratings for money. Its all in a days work. Not to many senior have a good leg to stand on.
Overtime Obama's agenda will be uncovered/revealed. Will it be the blacks agenda?. I'm partly convinced that its Michelle's. Prior to his election it was a concern of mine. Will his planned proposals be fair and just, or will these be wrapped around organizations like Acorn, black activist, the black movement, and affirmative action, healthcare for reparations which appears to have a trillion dollars of govt money tied to who will receive federal dollars, and who won't if quota's are not met.
http://www.glennbeck.com/content/articles/list/198/
I also noticed within Glenn Becks views on reparations not once were the Native Americans mentioned...........but how does one go about giving a country back to those who it was stolen from?
It was a little disconcerting to hear Obamas' opinion, and the words he chose to describe the policman in regards to the Harvard Professor when all the facts were not in.........the bigger question is why it made news to begin with?,...........If this would have been a white professor in the same place, and a black cop with similar results would this have made the news?.
This healthcare proposal has some genuine questions that need to be addressed, guess even today people qualifications mean little, if your illiterate, and can't get their on your own merits, the race card one carries under their sleeve can be played..........Even today, when blacks work in every company throughout America.
Unlike yesterday, and jobs were lost over decades to the more qualified due to afirmative action. It now seems there is still the need, and also needs to be reinforced, and in a big way it sounds like, and part of the makeup in this 1000+ page bill that Obama wants expedited, and then passed through Congress..................Today there are fewer and fewer job positions than then. Many corporations have now moved abroad, and if their HQ's remain, all their subsidiaries are abroad, or vice versa.
I wonder if Fannie Mae's prior black Ceo need this or help him to get that position?. Whatever the case when he left he was a hundred million dollar man.
I have listened to NFL, as well as NBA players interviews, who were college graduates, or at least received degree's who could not even structure a sentence, when the rest of the student body had to work their butts off for them. I guess if their cut they can always become doctors, bridge engineer's, or Ceo's?. Students in HS were, and probably still getting kicked up the next grade undeservedly. The reasoning behind it supposedly is the money factor
I thought he said there was gonna be a shake up on Wall Street, and the SEC, and the way it did business after this meltdown of the trillions of dollars money that got diverted to those who played such a major role in cleaning out peoples investments, and retirement plans, and the taking out of companies they preyed upon?, them with the owner's, and, or the Ceo's/Board members, and their hierarchy, we know as their "key executives"....................
The entire role of politics can be summed up by Lewis Black. He said whats worse than the Dem party and the Rep party?..........Is when the 2 work together!. He said the democrats are a party of no ideas, and the republicans are a party of bad ideas. When a republican stands and speaks up in Congress and says, "I have a bad idea!", the democrats response, Yeah?!........."and I can make it even shittier!". :))))
Just happened to see this. Guess most have seen it?.
http://www.stockwatch.com/newsit/newsit_newsit.aspx?bid=Z-C:*SEC-1624183&symbol=*SEC&news_region=C
I would imagine this Butko is just one of a hundred whose pulled this off, sounds like he was caught thru them tracking his IP address.
I'm not familiar with either of these other companies mentioned in this suit, but if these are on the pinks its laughable, and the OTC, maybe even moreso if its a senior, its hard to distinguish which market is "more" corrupted?. I guess its measured by how much loot can legally or llegally be stolen?. Stocks are pumped and dumped all the time thru the use of the financial news programs, and rumors can do wonders. Not to be held "accountable", analyst have to state whether or not they have holdings in the companies they comment on. They don't state how much money they get to give their "unbiased" opinions. I know!, they just do it so they can make their big debut on TV. :(
http://www.pinksheets.com/pink/quote/quote.jsp?symbol=aig
http://www.pinksheets.com/edgar/GetFilingHtml?FilingID=6702983
ABOUT AMERICAN INTERNATIONAL GROUP, INC.
AIG, a Delaware corporation, is a holding company which, through its subsidiaries, is engaged in a broad range of insurance and insurance-related activities in the United States and abroad. AIG’s principal executive offices are located at 70 Pine Street, New York, New York 10270, and its main telephone number is (212) 770-7000. The Internet address for AIG’s corporate website is www.aigcorporate.com . Except for the documents referred to under “Where You Can Find More Information” which are specifically incorporated by reference into this prospectus, information contained on AIG’s website or that can be accessed through its website does not constitute a part of this prospectus. AIG has included its website address only as an inactive textual reference and does not intend it to be an active link to its website.
RISK FACTORS
Before investing in any securities offered thereby, you should consider carefully each of the risk factors set forth in Item 1A. of Part II of AIG’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2009, in Item 1A. of Part I of AIG’s 2008 Annual Report on Form 10-K and in AIG’s Current Report on Form 8-K filed on June 29, 2009 (see “Where You Can Find More Information” in this prospectus).
USE OF PROCEEDS
Unless otherwise indicated in any prospectus supplement, AIG intends to use the net proceeds from the sale of securities for general corporate purposes.
DESCRIPTION OF COMMON STOCK AIG MAY OFFER
References to “AIG,” “us,” “we” or “our” in this section mean American International Group, Inc. and do not include the subsidiaries of American International Group, Inc.
AIG’s authorized capital stock includes 5,000,000,000 shares of common stock (par value $2.50 per share). As of June 30, 2009, after giving effect to a reverse stock split at a ratio of one-for-twenty, there were 134,569,378 shares of common stock outstanding.
All of the outstanding shares of our common stock are fully paid and nonassessable. Subject to the prior rights of the holders of shares of preferred stock that may be issued and outstanding, the holders of common stock are entitled to receive:
• dividends when, as and if declared by our board of directors out of funds legally available for the payment of dividends (there are restrictions that apply under applicable insurance laws, however, to the payment of dividends to AIG by its insurance subsidiaries); and
• in the event of dissolution of AIG, to share ratably in all assets remaining after payment of liabilities and satisfaction of the liquidation preferences, if any, of then outstanding shares of preferred stock, as provided in AIG’s amended and restated certificate of incorporation.
Each holder of common stock is entitled to one vote for each share held of record on all matters presented to a vote at a shareholders meeting, including the election of directors. Holders of common stock have no cumulative voting rights or preemptive rights to purchase or subscribe for any additional shares of common stock or other securities, and there are no conversion rights or redemption or sinking fund provisions with respect to the common stock. Authorized but unissued shares of common stock may be issued without shareholder approval.
Your prospectus supplement will describe restrictions on our activities with respect to our common stock contained in our junior subordinated debentures, outstanding preferred stock and other debt instruments.
AIG has adopted direct company registration of its common stock. Purchasers of shares of common stock will not receive stock certificates evidencing their share ownership. Instead, they will be provided with a statement reflecting the number of shares registered in their accounts.
1
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Table of Contents
DESCRIPTION OF PREFERRED STOCK AIG MAY OFFER
References to “AIG,” “us,” “we” or “our” in this section mean American International Group, Inc. and do not include the subsidiaries of American International Group, Inc.
We may issue preferred stock in one or more series. We may also “reopen” a previously issued series of preferred stock and issue additional preferred stock of that series. This Section summarizes terms of the preferred stock that apply generally to all series. The description of most of the financial and other specific terms of your series will be in your prospectus supplement. Those terms may vary from the terms described here.
Our authorized capital stock includes 100,000,000 shares of preferred stock, par value $5.00 per share. The preferred stock will be governed by Delaware law. Information regarding preferred stock that is currently outstanding is contained in AIG’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008, Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2009, Current Report on Form 8-K, filed on April 20, 2009 (relating to the issuance of AIG’s Series E Fixed Rate Non-Cumulative Perpetual Preferred Stock, par value $5.00 per share, in exchange for shares of AIG’s Series D Fixed Rate Cumulative Perpetual Preferred Stock, par value $5.00 per share), and Current Report on Form 8-K, filed on April 20, 2009 (relating to the issuance of AIG’s Series F Fixed Rate Non-Cumulative Perpetual Preferred Stock, par value $5.00 per share), each of which is incorporated by reference into this prospectus as described under “Where You Can Find More Information”. The prospectus supplement with respect to any offered preferred stock will include a description of the preferred stock that may be outstanding as of the date of the prospectus supplement.
The authorized but unissued shares of preferred stock are available for issuance from time to time at the discretion of our board of directors without shareholder approval. Our board of directors is authorized to divide the preferred stock into series and, with respect to each series, to determine the designations, the powers, preferences and rights and the qualifications, limitations and restrictions of the series, including:
• dividend rights;
• conversion or exchange rights;
• voting rights;
• redemption rights and terms;
• liquidation preferences;
• sinking fund provisions;
• the serial designation of the series; and
• the number of shares constituting the series.
We may, at our option, instead of offering whole individual shares of any series of preferred stock, offer depositary shares evidenced by depositary receipts, each representing a fraction of a share or some multiple of shares of the particular series of preferred stock issued and deposited with a depositary. The fraction of a share or multiple of shares of preferred stock which each depositary share represents will be stated in the prospectus supplement relating to any series of preferred stock offered through depositary shares. The depositary for depositary shares will be named in the prospectus supplement for those depositary shares.
The rights of holders of preferred stock may be adversely affected by the rights of holders of existing preferred stock or preferred stock that may be issued in the future. Our board of directors may cause shares of preferred stock to be issued in public or private transactions for any proper corporate purpose.
Preferred stock will be fully paid and nonassessable when issued, which means that our holders will have paid their purchase price in full and that we may not ask them to surrender additional funds. Unless otherwise provided in your prospectus supplement, holders of preferred stock will not have preemptive or subscription rights to acquire more stock of AIG.
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All preferred stock will be issued in direct company registration form on the books and records of AIG. Purchasers of shares of preferred stock will be provided with a statement reflecting number of shares registered in their accounts.
The transfer agent, registrar, dividend disbursing agent and redemption agent for shares of each series of preferred stock will be named in the prospectus supplement relating to that series.
VALIDITY OF THE COMMON STOCK AND PREFERRED STOCK
Unless otherwise specified in any prospectus supplement, the validity of the shares of common stock and preferred stock offered by this prospectus will be passed upon for us by Sullivan & Cromwell LLP, New York, New York, and the validity of these shares will be passed upon for any underwriters or agents by counsel named in your prospectus supplement. Partners of Sullivan & Cromwell LLP involved in the representation of AIG beneficially own approximately 568 shares of AIG common stock.
EXPERTS
The consolidated financial statements and the financial statement schedules and management assessment of the effectiveness of internal control over financial reporting incorporated into this prospectus by reference to AIG’s Current Report on Form 8-K filed on June 29, 2009, have been so incorporated in reliance upon the report of PricewaterhouseCoopers LLP, an independent registered public accounting firm, given on the authority of said firm as experts in auditing and accounting.
3
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No dealer, salesperson or other person is authorized to give any information or to represent anything not contained in this prospectus. You must not rely on any unauthorized information or representations. This prospectus is an offer to sell only the securities it describes, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus is current only as of its date.
American International Group, Inc.
Common Stock
Preferred Stock
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PART II
INFORMATION NOT REQUIRED IN A PROSPECTUS
Item 14. Other Expenses of Issuance and Distribution
The following is a statement of the estimated expenses to be incurred by the Registrant in connection with the distribution of the securities registered under this registration statement:
Amount to be paid
SEC registration fee $ *
FINRA filing fee 75,500
Legal fees and expenses 500,000
Accounting fees and expenses 500,000
Printing fees 75,000
Miscellaneous 15,000
Total $ 1,165,500
Saks Incorporated Announces June Comparable Store Sales
Date : 07/09/2009 @ 8:30AM
Source : Business Wire
Stock : Saks Incorporated (SKS)
Quote : 4.37 0.03 (0.69%) @ 9:47AM
Saks Incorporated Announces June Comparable Store Sales
Retailer Saks Incorporated (NYSE: SKS) (the “Company”) today announced that owned sales totaled $230.2 million for the five weeks ended July 4, 2009 compared to $239.3 million for the five weeks ended July 5, 2008, a 3.8% decrease. Comparable store sales decreased 4.4% for the month.
On a quarter-to-date basis, for the two months ended July 4, 2009, owned sales totaled $396.2 million compared to $463.2 million for the two months ended July 5, 2008, a 14.5% decrease. Comparable store sales decreased 15.2% for the two-month period.
On a year-to-date basis, for the five months ended July 4, 2009, owned sales totaled $1,011.3 million compared to $1,305.7 million for the five months ended July 5, 2008, a 22.5% decrease. Comparable store sales decreased 23.2% for the five-month period.
June sales performance was positively affected by the shift of a designer sale event into June this year from May last year. Management continues to estimate that comparable store sales will decline in the mid-teen range for the second fiscal quarter.
The Saks Fifth Avenue stores experienced continued weakness across all merchandise categories during the month. Saks Direct showed relative strength in June.
Prior year numbers have been adjusted to remove the sales of the Company’s discontinued Club Libby Lu operations.
Saks Incorporated operates 53 Saks Fifth Avenue stores, 54 Saks OFF 5TH stores, and saks.com.
I don't know how they will do it when they can't even take care of the Veterans. The only vets with free health-care are those who are service connected, receive disability payments, even this is opened to scrutiny, or can take years to receive, or for those who can prove various exposures to chemicals, like agent orange, or for those unemployed or under-employed. My understanding is that those who serve, or served in Iraq or Afghanistan do get free health-care, this new legislation was passed under the senior Bush admin if I'm not mistaken, all the rest have to pay or their insurance has to pay if any go to a Veterans Hospital for care, even if they have to stay, they are charged for their food. Most who have employee insurance coverage will go to their private health-care provider so they can schedule their own appointments and avoid long waits.
The VA bureaucracy eats up alot of the money that should be going to veterans care, and the hierarchy like any govt bureaucracy are paid extremely well as they cut hospital working staff but not administrators and then continue to ask govt for more and more money.
The govt not only broke their promises to the vets who made it back home, but to all those they promised who didn't, and they were the ones who enacted the draft. Today's soldiers know what they are getting into by joining, its all volunteer. I guess this is what justified them breaching their promises, the ones who were drafted and had no choice are second class vets. The VA is set up to collect, when they shouldn't be allowed to ask anything from them, other than their discharge forms having served honorably. Its despicable, this govt should never ask anything more, and they should remember the graveyards who are filled with soldiers they made those same promises to whose families never received anything but burial insurance, and died for those who made it back home...............this includes, WW11, Korea, Vietnam vets who served during those conflicts.
How many of those who served or serve in elected capacities have family members served or were serving in those conflicts?............Bush Jr., is just one example of the mentality, as long as its us, and not them, had his connections is just one of their pretentious misguided allusions of why our young should serve in the military as they fulfill their poliitical ambitions getting rich off these wars that they pursue to create..............the only justified war we've been in thus far was WW11.
Their meddling in the Afghan war to resist Russia brought Bin Laden to our door, one he shouldn't have been able to penetrate, speaks volulmes, and is it any wonder why Russia plots against the US?. But leave it to them and they will find a means to justify it, like Vietnam.
Government workers are like headless nails, you can get them in, but you can't get them out. :) "Well said"!
Ya need an act of Congress like themselves are screw worms. They're parasitic, they know a good job when they get it.
Unlike their speeches when they want to get elected, ya know the famous line, " A vote for me is a vote for you!", the day after becomes a self serving power play, and Unlike the Orkin man whose offensive arsenal only makes them more immune, they have to be surgically removed, or wait for them to do something really stupid from all their misjudgements.
If it isn't for the causes of misuse of funds, self serving earmarks, kickbacks, or "gifts" from having showered favors to one an all, its their sexual liasons with aides or prostitutes or internet affairs, and when all this fails for them they go to the airports with the hope of getting lucky. Not to mention any names of course. :))
What an ideal job when it comes to working for Congress, especially the House whose members often don't even show up, unless they missed breakfast, and need to charge it to the Congressional dining room, unlike Pelosi who likes to be noticed from all of her dolling up.:)
Charlie Rangle may just not show up because he wanted to cruise around in his new leased Caddy, paid for by the good ole taxpayer. His insurance, gas, maintenance, etc etc.........as he skips paying on his taxes from more an more purchases, the good ole taxpayer continues to drive his 10 year old Chevy to make sure he can pay his, so Charlie can enjoy all his stuff.
FieldPoint Petroleum Corporation Updates Operational Activities in Lea County, New Mexico
FieldPoint Petroleum Corporation (AMEX: FPP) today announced the progress of their initiatives to increase production at the Bilbrey North Field well number 7.
In or around March 2009, the well began to show a decline in production and there seemed to be a down-hole issue contributing to the decline. The completion of a liquid foam treatment at this time has successfully reactivated production and the Bilbrey Federal #7 well is currently producing approximately 470-500 thousand cubic feet (mcf) of gas per day. FieldPoint Petroleum Corp. has a 50% ownership working interest in this well and ConocoPhillips (NYSE:COP), the operator of the well, owns the other 50%. Prior to this problem the well was producing approximately 200-240 mcf per day for the last two and a half years, or since the time of FieldPoint ownership. Ray D. Reaves, FieldPoint’s President stated, “The Company has always believed that the well and the acreage held potential for development and this increase in production comes as no surprise. Other than loss of production during the down time, the cost of this completion process was insignificant.”
Mr. Reaves added, “The approximate 100% increase in production since the treatment of the well is an example of benefiting from the expertise in being able to identify this type of property and applying proper field management. This property met, and has now exceeded, our acquisition criteria and indicates potential to possibly develop new drilling locations which could add to our production and proven reserves. We are very excited about the potential of the Bilbrey Field going forward, however no time frame can be given as to when, or if, any drilling or development activity will begin.”
The company is gonna have to do something to get its stock price up, a r/s won't be out of the question if it doesn't turn around in the coming weeks. It may get a spike prior to them reporting. I'm always suspicious when companies choose to report after close
YRC Worldwide Makes Significant Progress on Comprehensive Plan
Teamsters Employees to Vote on Labor Contract Modifications Bank Amendment Finalized to Extend Revolver Capacity Second Quarter Earnings Release Planned for July 30
OVERLAND PARK, Kan., July 14 /PRNewswire-FirstCall/ -- YRC Worldwide Inc. (NASDAQ:YRCW) announced today significant progress on its previously announced comprehensive plan to realize efficiencies from the YRC integration, restore financial strength, and position its operating companies for future success. The company's progress report includes updates on two key areas of its plan.
Teamsters to vote on contract modifications
YRC Worldwide announced today that its employees represented by the International Brotherhood of Teamsters ("IBT") will soon vote on modifying the company's current labor agreement. In addition to a five percent incremental wage reduction, the proposed modified agreement includes an 18 month cessation of union pension fund contributions, which will not require repayment at a later date.
"This is another step in our ongoing strategic plan to restore the financial strength of our company," said Bill Zollars, Chairman, President and CEO of YRC Worldwide. "Modifications to the labor agreement will help us reduce our cost structure, preserve operating capital and increase our competitiveness." In addition, YRC Worldwide is continuing discussions to address the structural inequities of multi-employer pension plans to determine a long-term solution. Zollars said, "We continue to have ongoing, productive dialogues with all our stakeholders, including the bondholders and pension funds."
The modifications would create an approximate $45 million per month savings, which begins immediately upon ratification, and grows to an approximate $50 million per month savings in 2010. In exchange, the Teamsters employees would receive options for 20 percent of the outstanding shares of YRC Worldwide stock, pending shareholder approval. This will allow them to further share in future company performance through stock price appreciation. YRC Worldwide also will appoint an additional member to its board of directors who is mutually agreed upon by the company and the negotiating committee. Additional details regarding the terms of the proposed contract modifications can be found in the current report filed today with the Securities and Exchange Commission.
Last year, non-union employees of YRC Worldwide began contributing to cost structure reductions at the same or a greater percentage of their total compensation as union employees. This includes modifications to the non-union pension, retirement and other benefit programs in addition to salary and wage reductions. "During this severe economic recession, I am gratified by the continued partnership, professionalism and commitment of our union and non-union employees to make personal sacrifices to achieve long-term success for our company and our customers," said Zollars.
Lender group support and discussions continue
Today the company announced that it finalized an amendment to its revolving credit facility with its lenders to extend the revolver reserve through July 31, 2009. During this extension, YRC Worldwide and its lenders will work collaboratively to reach agreement on options for longer-term modifications to its existing credit facilities. The revolver reserve was initially established in February 2009 to serve as a temporary reserve against the revolver capacity as the company sold real estate collateralized to the lenders.
Second quarter earnings scheduled
YRC Worldwide plans to release second quarter 2009 earnings after market close on Thursday, July 30, 2009.
Macquarie Infrastructure Company to Release Second Quarter 2009 Financial Results
Macquarie Infrastructure Company (NYSE: MIC) announced that it will release its financial results for the second quarter of 2009 before the opening of market trading on Thursday, August 6th, 2009. The Company has scheduled a conference call for 11:00 a.m. Eastern Daylight Time that day during which it will review and comment on the results.
To listen to the conference call please dial +1(888) 293-6979 (domestic) or +1(719) 457-2713 (international) at least 10 minutes prior to the scheduled start time. Interested parties can also listen to a live webcast of the call. The webcast will be accessible via the Company’s website at www.macquarie.com/mic. Please allow extra time prior to the call to visit the site and download the necessary software to listen to the webcast.
The Company will prepare materials in support of its conference call presentation. The materials will be available for downloading from the Company website the morning of August 6th, 2009 prior to the conference call. A link to the materials will be located on the homepage of the MIC website.
For interested individuals unable to participate in the live conference call, a replay will be available after 2:00 p.m. on August 6th, 2009 through midnight August 20th, 2009, at +1(888) 203-1112 (domestic) or +1(719) 457-0820 (international), Passcode: 3826141. An online archive of the webcast will be available on the Company’s website for one year following the call.
Wonder what the sharecount is at present considering he would be selling these well below......................... market, anyone he can con into buying would get at least a 50% discount with the promise of big score if retailers buy. Anyone buying in can expect to not only get a haircut but a shave with an eyebrow trim. When those who are buying are out, expect a new symbol and a reverse split for the next leg, Berman is like the octopus who regrows legs. This is his only "strategic plan", to cheat and lie and steal all he can from this fraud he perpetuates.
13. Offering and Sales Amounts
Total Offering Amount
$
1000000
USD
o
Indefinite
Total Amount Sold
$
269350
USD
Total Remaining to be Sold
$
730650
USD
People just forgot to remove them or there would be zero.
Brunswick's Q2 2009 Earnings Call Scheduled
LAKE FOREST, Ill., July 9 /PRNewswire-FirstCall/ -- Brunswick Corporation (NYSE:BC) will release its second quarter 2009 financial results on Thursday, July 30, 2009, before the market opens. The company will hold a conference call at 10 a.m. CDT that same day, hosted by Dustan E. McCoy, chairman and chief executive officer, Peter B. Hamilton, senior vice president and chief financial officer, and Bruce J. Byots, vice president - corporate and investor relations.
The call will be broadcast over the Internet at http://www.brunswick.com/. To listen to the call, go to the Web site at least 15 minutes before the call to register, download and install any needed audio software.
Security analysts and investors wishing to participate via telephone should call (800) 369-2064 (passcode: Brunswick Q2). Callers outside of North America should call +1 (517) 308-9313 to be connected. These numbers can be accessed 15 minutes before the call begins, as well as during the call. A replay of the conference call will be available through midnight CDT Thursday, August 6, 2009, by calling (800) 891-8253 or (203) 369-3378. The replay will also be available at http://www.brunswick.com/.
It takes the avg American around working 30 years to earn one million...............and he along with all these corporate publicly traded companies are guilty, thanks to the Congress and past administrations who are in their service, as opposed to making the laws, and rules which would subject them to getting paid from the revenues they generate, this would make them truly earn their money as opposed to filling a seat. This is nothing more than allowed loopholes to issue stock and stock options, even during a company failing to profit, with out of this world severance pkgs even for limited service, unlike those who labor to build these companies in hourly wages, or those who invest in them, unless we measure their comp hourly to be in the range of $10,000 to $20,000 an hour and some much much more, even when their involved in corporate travel???, their travel expenses can reach into the tens of thousands.................not one has yet created space travel, found a cure for MS, or cancer, or the fountain of youth, but you would think they have. Not one person on this planet is worth these comp pkgs. $500k on the low end to $2m on the high end would be winning lottery tickets to a job position of Ceo, and many willing and able would be overjoyed with getting such an opportunity with that kind of pay, but even this would need to be scrutinized by shareholders and how well the company would is doing............$2m for the biggest of companies would be an extreme payout.
Yes!, I need to do more reading on it but it sounds good.......I thought the flat tax was also a good idea, except for those with extreme wealth who go to every extreme to eliminate paying taxes, their 15% would be extremely small, but for the rest of us 10% would be more appropriate. Corporations ie; Microsoft, and Walmart who were taking advantage of the Corporate Vegas Loophole conspired by those who are responsible for creating tax liabilities within our given States gave them and others like them free passes which allowed them to pay no corporate tax for years. Corruption at its best, the means didn't meet the ends. The wealth of B Gates, and his family, like those of Walmart with their fleet of 22 corporate jets, speaks to how corrupted our State Politicians are, who would have been behind such legislation in the first place. If I'm not mistaken here in Wisconsin the annual losses were approx $250m annually when combining all those who were allowed to get away with it.
Supposedly this was closed following Minnesota's lead. This had been going on for years while property taxes have been increasing, and with corporations headquartered in these various States everyone else was carrying or paying what they weren't.
Your right!........changes really did to be made, our tax system works for all aspects of the mega rich but punishes those who have to work and bust their butts to just pay the bills. Most if not all of these public corporations founders/owners use the public to feed off so they and their Board Members, and hierarchy can bathe in their multi-million dollar comp pkgs/fail or lose in the company, or causes the company to lose money hand over fist, their severance pkgs alone can maintain their life styles for the rest of their lives, even for a few years of service.
What more needs to be said when this 1% of the population in the US controls more wealth than 90% of all the US population combined.
Politicians use the systems they've created, and utilize those they rub shoulders with/their connections or whose backs they scratch to enrich themselves. Its kinda like the legal Mafia, and unlike them they don't have to snuff anyone out to gain control, the just pass more legislation. Who authorizes the laws/rules of the SEC???????????and who heads the IRS?, look for farther than those good ole boys on the CAPITAL HILL, which appears to be higher that Mount Everest.
It may even be higher today when we take into consideration the Wealth that was lost to just Madoff. Believe me his family, whether its his sons, brother, wife, someone knows where he stashed that money. It could be within any 40 countries. Its been stated that his clients who invested directly with him or thru feeder funds never withdrew any money, but continued to invest more of their savings with him. One of many in Palm Beach, one old man approx 90 had invested 495m with him..........all gone, as if he needed to invest, this in itself is lunancy. Any of his family members can one day move abroad and live the life of a king. 5 years from now this won't even be news.
The Fed, career politicians and the IRS, with their 60+thousand tax codes which mainly serve the wealthy. The IRS targets are mainly blue collar workers.
If the Obama admin really wanted to cut down on corporate corruption and market manilpulation without stepping on all the toes of attorneys, he along with Congress, and the SEC only need to do 2 things.
1. Eliminate "Stock/Stock Options" as the means for compensation, and any filings that are associated with them, to include S+8's. No founder/partner, and key executives within a public company should receive even one more share than their controlling shares after they've become public, and these should remain restricted until the company is sold. Their comp should be payed from generated revenues, like any private enterprise, and if they cannot generate revenues they don't get paid "like any private enterprise". If they want to own stock or options they should have to buy these on the open market like anyone else.
2. Ban/Eliminate all forms of short selling, Options Trading is already available, and this in itself does enough damage to peoples portfolios. Shortselling in itself is nothing more than stock manipulation, and one of the major culprits of market corruption, and it can lead into a means to an end for even senior companies, part 1 for the cashing in on these CDO's, part 2 thru this so called CDS insurance.......... AIG is wrapped up in approx $440b in these derivatives, the govt bailout so far is $175b that it "invested"????? in a 1 billion dollar corporation. Shorting can destroy the smallest to the largest corporations with over 10,000 hedgies in the Caymans are particpating, or a group of them target a particular company in a matter of days, as we have all witnessed.
If these things don't occur Obama changing business as usual for Wall Street, corporations, and for lobbyist is nothing more than rhetoric................This would be a place to start, then on to what to do with the Caymans, and the 52000 people who shifted their profits from hedgies or Caymans via the UBS Bank of Switzerland.
In Goldman we trust:
http://www.capitalresearch.org/pubs/pdf/v1222698871.pdf
The late liberal icon John Kenneth
Galbraith laid some of the blame for
the Great Depression at the door of
Goldman Sachs.
"This must be Act 2"
Wonder what the finale will look like?
$235 million is coming down the pipe to pay 400 people at Aig's toxic hedge fund unit, the very dept of people who were invovled in perpetuating this fraud of writing CDS policies, or bets made by the many Hedge funds through the Over The Counter market, they call insurance, kinda like being able to buy insurance on stock if it crashes and burns, $175bn to Aig thus far to cover these bets, bonuses, and parties at high end resorts, but they need more, lots more, at least double this.............just more of the insanity authorized by Congress/SEC.
I was given thought to Madoff yesterday, who has billions stashed abroad somewhere and only the family knows, and who aren't talking, nor ever will. Spitzer came to mind. This very stuff was going on during his watch..........
Honor is just a word among policitians who are no more than the servants for the rich and powerful, corporate tools to be used for Wall Street. Career politicians who have built their nest with a govt job. When they get to Washington thru corporate contributions and play ball, their benefits can be tremendous. Its primarily about the money, influence and power. Lobbyist run Washington whose employers are corporations. We recently learned what former Senator Daschul has been doing since he left office, and he's just one of a long list who serve aside former Congressional Aides who have a foothole throughout the halls of Congress.
The mentality is the same today as it was centuries ago, once the Europeans got a stronghold in America, they sought to build a govt to control it. Freedom.......Real Freedom was owned by the Native Americans, like the land that was stolen from under them so was their way of life, the Europeans wanted what they never had, "freedom". The Europeans witnessing this, experiencing this having come to what they called the "New World" wanted what they had never possessed, and was known as the "Free World", without the entrapments of a controled govt. So they proceeding to committ genocide to get it. The early Europeans had to organize to accomplish these goals and overtime what grew out of it all was govt. The Native tribes did have leaders, and councils for their independent ways of life unlike Europeans who made a life from conquest and served under some form of govt it. It was all they ever knew. Who, and what was behind all the govts that formed?, the powerful and influential weathly manipulators who wanted complete control over their wealth and a good life by controlling the people through enforcement, if they did not willing serve were forced to do so thru various means, and thus paid the heirarchy so not to become enslaved or imprisoned.
I think it fair to say that we need to look back in our history, where it began, and what truly developed if we are to understand how we have arrived at this destination, and where it all be going in the future, as many have reflecting on the kind of govt that was supposedly being formed with these organized tea parties.........As we all know, most if not all all govts have been formed built on lies and treachery, this one is no exception. The American people are fed treats periodically for restrait, and for some of the oddest of reasons we continue to allow the govt, whether Federal or State to corruptively exist by allowing the same ole bums back into office again and again some 30 to 40 years and more without term limits, and recall if they don't live up to their promises..............
Your right! Democrats/Republicans make up the Congress, many are out of the same stinky barrel..........Both have sacrificed this country, and our military for their political and financial agendas. In many respects we are following Britians lead, and they have all but lost their sovreignty. Their Upper House is made of their most influential who seek nothing more than all the wealth life has to offer.
Its no joke, all we have to do is to give a good look at our country today, its people, what we hear and witness in the news, and where the majority of our products are today manufactured, by just looking on the label or box, but yet the govt is producing more and more visa's to those abroad with little to no restraints.
The want for big money and what it can buy is influencing many of our young to want everything believe that getting to top by any means possible is the way. Cheating all the way to Harvard, and if they graduate thru any means possible are ready to be released on the public so they can get seasoned. Not only can they not identify with honor my friend, but everything that builds dignity in a person has been throwed out with the water and the baby...........for the greed.
Its cost this country dearly, and the American people. Politicians as an organized group have proven they don't really serve the American people, but would like to have us believe they do. In reality its all about them, and the ones they love to rub shoulders with. This road has an end, and will have an abrupt one if the American people don't get control of Washington..............Term limits, six years for a Senator and four for a Congressman is the first of best steps...........so far they have been the ones to vote against the American people on this issue.
Hi greg, sorry to have duplicated the post. I believe I was trying to post this and got mixed up. Thanks and hope your doing good as well. I've been pretty busy lately trying to take care of "unfinished" business, things I put off way long, I can almost see the light now :))
The company does have a going concern, but which ones don't?.
The company fulfills a necessary necessity, and the Ceo's comp seems to be within normal limits, and this can be appreciated. The company has various issues but sounds like mgmt is trying to resolve them. Its attempting to raise cash thru a 506 and if this is done properly the stock is restricted for 2 years.............
I still like the company.
Casella Waste Systems, Inc. Announces Fourth Quarter and Fiscal Year 2009 Results; Provides Fiscal Year 2010 Guidance
RUTLAND, VT -- (Marketwire) -- 06/15/09 -- Casella Waste Systems, Inc. (NASDAQ: CWST), a regional solid waste, recycling and resource management services company, today reported financial results for the fourth quarter and its 2009 fiscal year, and gave guidance on its 2010 fiscal year.
Highlights of the quarter include:
Free cash flow for the fiscal year was $8.8 million, within the original guidance range;
Adjusted EBITDA* for the fiscal year was $115.6 million; and
Solid waste operations continue to perform well through the economic slowdown; the Recycling group rebounds after volatile commodity pricing.
"In spite of the collapse of the global recycling commodity markets mid-way through our 2009 fiscal year and an extended economic contraction, our team executed well against the factors within our control to meet our original free cash flow goals," John W. Casella, chairman and CEO of Casella Waste Systems, said.
"During the third and fourth quarters we experienced significant declines in commodity pricing and lower solid waste volumes in more economically sensitive markets," Casella said. "To meet our free cash flow target, we acted swiftly and thoughtfully to improve all aspects of our operating structure and daily business practices, and we successfully implemented programs that reduced costs and improved asset utilization.
"In addition, we offset downward revenue pressure by increasing pricing where supported by the market, flexing operations to volumes, and reducing capital spending," Casella said. "I'm confident that we are well positioned as an operationally efficient, cash flow focused company not only for this economic downturn, but also for an anticipated economic recovery and growth environment."
Fourth Quarter Results
For the quarter ended April 30, 2009, the company reported revenues of $117.6 million, down $22.0 million or 15.7 percent over the same quarter last year. Approximately fifty three percent of the decline was due to a drop in recycling revenues, down $11.6 million over the same quarter last year primarily as the result of lower commodity prices.
Solid waste revenues including the company's major accounts programs were down approximately 11.0 percent from the same quarter last year. Excluding fuel, oil and environmental recovery fees, pricing was up 3.4 percent, and volumes were down 5.9 percent (excluding revenue losses due to the planned end-of-life decline of landfill volumes at the Pine Tree landfill in Hampden, Maine; the planned closure of the Colebrook, NH landfill in early August 2008; and the idling of a C&D processing facility in October 2008).
The company's net loss applicable to common shareholders was ($68.5) million, or ($2.67) per common share, compared to a net loss of ($7.8) million, or ($0.31) per share for the same quarter last year.
Reported results for the 2009 quarter include a non-cash goodwill impairment charge of $55.3 million, an environmental remediation charge of $1.5 million, development project charges of $0.4 million, severance and reorganization charges of $1.3 million, and a charge of $24.1 million for the increase of the non-cash deferred tax valuation allowance. Reported results for the comparable 2008 period include an impairment and closing charge of $1.4 million for the closure of the Hardwick landfill, development project charge of $0.5 million, a charge of $0.4 million for the increase of the non-cash deferred tax valuation allowance, and a $2.0 million after-tax loss from discontinued operations and the loss on disposal of discontinued operations.
Excluding the charges outlined above, the net loss from continuing operations for the quarter amounted to ($0.8) million or ($0.03) per common share, as compared to a net loss of ($4.3) million or ($0.17) per common share for the same quarter last year.
Net cash provided by operating activities in the quarter was $26.9 million, compared to $19.8 million for the same quarter last year. Net cash provided by operating activities was favorably impacted by a $13.9 million increase due to the dissolution of the company's captive insurance company during the quarter.
The company's earnings before interest, taxes, depreciation and amortization (EBITDA*), adjusted for goodwill impairment, environmental remediation charge, severance and reorganization charges, and development project charge (Adjusted EBITDA* which included adjustments to EBITDA for $57.2 million) was $23.3 million for the quarter, down $2.9 million from the same quarter last year. The company's free cash flow* in the quarter was $4.2 million, compared to $6.0 million in the same quarter last year.
Fiscal 2009 Results
For the fiscal year ended April 30, 2009, the company reported revenues of $554.2 million, down $25.3 million or 4.4 percent over fiscal year 2008.
The company's net loss applicable to common shareholders was ($68.0) million, or ($2.66) per common share, for fiscal year 2009, compared to a net loss of ($7.8) million, or ($0.31) per share, for the same period last year.
Reported results for fiscal year 2009 include a non-cash goodwill impairment charge of $55.3 million, an environmental remediation charge of $4.4 million, development project charges of $0.4 million, severance and reorganization charges of $1.4 million, and a charge of $24.1 million for the increase of the non-cash deferred tax valuation allowance. Reported results for the comparable 2008 period include an impairment and closing charge of $1.4 million for the closure of the Hardwick landfill, development project charge of $0.5 million, severance and reorganization charges of $1.2 million, a charge of $0.4 million for the increase of the non-cash deferred tax valuation allowance, and a $3.8 million after-tax loss from discontinued operations and the loss on disposal of discontinued operations.
Excluding the charges outlined above, the fiscal year 2009 net income from continuing operations amounted to $1.3 million or $0.05 per common share, as compared to a net loss of ($1.7) million or ($0.07) per common share for fiscal year 2008.
Net cash provided by operating activities for fiscal year 2009 was $77.5 million, compared to $71.2 million for fiscal year 2008. Net cash provided by operating activities was favorably impacted by a $13.9 million increase due to the dissolution of the company's captive insurance company during the fiscal year.
The company's earnings before interest, taxes, depreciation, amortization (EBITDA*), adjusted for goodwill impairment, environmental remediation, severance and reorganization charges, and development project charge (Adjusted EBITDA*) was $115.6 million for fiscal year 2009, compared to $123.5 million in fiscal year 2008.
The company's free cash flow* for fiscal year 2009 was $8.8 million versus $5.3 million for fiscal year 2008. As of April 30, 2009, the company had cash on hand of $2.3 million, and had an outstanding total debt level of $562.5 million. More detailed financial results are contained in the tables accompanying this release.
During the fourth quarter of fiscal year 2009, the company recorded an additional environmental remediation charge of $1.5 million related to a scrap yard and transfer station owned by the company, in recognition of the declared bankruptcy of General Motors Corporation, one of the other responsible parties to this obligation.
In the fourth quarter of fiscal year 2009, the company recorded a severance and reorganization charge of $1.4 million which consisted of employee severance and benefit costs, and operating lease costs, as a result of the market area consolidation of several operating units, the elimination of one region office, and other workforce reductions.
Fiscal 2010 Outlook
"In fiscal year 2010, our emphasis is on further improving cash flows through increased pricing, cost controls and operational efficiencies, and focused capital deployment," Casella said. "Our plan for the fiscal year assumes that commodity prices rebound slightly and economic activity remains soft, essentially mirroring the conditions that our business experienced during the last six months of our fiscal year 2009."
The company provided guidance for its fiscal year 2010, which began May 1, 2009, by estimating results in the following ranges:
Revenues between $510.0 million and $530.0 million;
EBITDA* between $111.0 million and $117.0 million;
Capital Expenditures between $48.0 million and $54.0 million; and
Free Cash Flow (redefined for fiscal year 2010) between $0.0 million and $6.0 million. Please note that we have changed our definition of "Free Cash Flow" for fiscal year 2010 to net cash provided by operating activities; less capital expenditures; less payments on landfill operating leases; less assets acquired through financing leases. We plan to report free cash flow on this basis in the future.
The company said the following assumptions are built into its fiscal year 2010 outlook:
Zero-growth in the regional economy from the fourth quarter fiscal year 2009;
In the solid waste business, overall revenue declines between negative 3.0 percent and negative 6.0 percent, with price projected to outpace CPI; volumes down; fuel and oil recovery fees down; and the roll-over impacts noted below included;
In the recycling business, overall revenue declines between negative 16.0 percent and negative 20.0 percent, with price down and volumes flat;
In the major accounts business, overall revenue growth of between 5.0 percent and 10.0 percent, principally through volume growth;
The roll-over impacts of fiscal year 2009 growth projects are included in the above growth targets. For the solid waste business this includes the two new landfill gas-to-energy plants that came online in the third quarter; for FCR this includes a new contract that began in the third quarter and the two Zero-Sort Recycling(TM) conversions that were completed in the fourth quarter; and
No acquisitions.
Free cash flow of $0.0 million to $6.0 million is based on net cash provided by operating activities of $61.0 million to $67.0 million, less estimated capital expenditures of $48.0 million to $54.0 million, and payments on landfill operating leases of approximately $10.0 million.
*Non-GAAP Financial Measures
In addition to disclosing financial results prepared in accordance with Generally Accepted Accounting Principles (GAAP), we also disclose earnings before interest, taxes, depreciation and amortization (EBITDA), adjusted for severance and reorganization charges, goodwill impairment charge, environmental remediation charge as well as development project charges (Adjusted EBITDA) and free cash flow, which are non-GAAP measures. In addition we disclose Adjusted net income (loss) from continuing operations which reflects adjustments to Net income (loss) per common share for the tax effected impact of severance and reorganization charges, goodwill impairment charge, environmental remediation charge, development project charges and tax valuation allowance. In the future we may modify items considered in defining free cash flow and adjusted EBITDA if we believe it will help the understanding of our financial performance.
These measures are provided because we understand that certain investors use this information when analyzing the financial position of companies in the solid waste industry, including us. Historically, these measures have been key in comparing operating efficiency of publicly traded companies in the solid waste industry, and assist investors in measuring our ability to meet capital expenditures, payments on landfill operating lease contracts, and working capital requirements. For these reasons we utilize these non-GAAP metrics to measure our performance at all levels. Free cash flow, EBITDA and Adjusted EBITDA are not intended to replace "Net Cash Provided by Operating Activities," which is the most comparable GAAP financial measure. Moreover, these measures do not necessarily indicate whether cash flow will be sufficient for such items as capital expenditures, payments on landfill operating lease contracts, or working capital, or to react to changes in our industry or to the economy generally. Because these measures are not calculated by all companies in the same fashion, they may not be comparable to similarly titled measures reported by other companies.
Casella Waste Systems, Inc., headquartered in Rutland, Vermont, provides solid waste management services consisting of collection, transfer, disposal, and recycling services primarily in the eastern United States.
For further information, contact Ned Coletta, director of investor relations at (802) 772-2239, or visit the Company's website at http://www.casella.com.