-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GiFJ4SzEgPqnQ2VT7GsseC8D3CW0+OWTOKMMJcwaFKWjLi0/RrhVs4Ji+tDtr95S Kc4XQwT+CmzcDHNlgltKag== 0001201800-07-000003.txt : 20070118 0001201800-07-000003.hdr.sgml : 20070118 20070118112214 ACCESSION NUMBER: 0001201800-07-000003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070116 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070118 DATE AS OF CHANGE: 20070118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VASOMEDICAL INC CENTRAL INDEX KEY: 0000839087 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 112871434 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18105 FILM NUMBER: 07536870 BUSINESS ADDRESS: STREET 1: 180 LINDEN AVENUE CITY: WESTBURY STATE: NY ZIP: 11590 BUSINESS PHONE: 5169974600 MAIL ADDRESS: STREET 1: 150 MOTOR PARKWAY STREET 2: SUITE 408 CITY: HAUPPAUGE STATE: NY ZIP: 11788 FORMER COMPANY: FORMER CONFORMED NAME: FUTURE MEDICAL PRODUCTS INC /DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FUTURE MEDICAL PRODUCTS INC /NY/ DATE OF NAME CHANGE: 19920506 8-K 1 vaso8krelearn-jan07.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: January 16, 2007 (Date of earliest event reported) VASOMEDICAL, INC. (Exact name of registrant as specified in its charter) Delaware 0-18105 11-2871434 - -------------------------------------------------------------------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) Number) 180 Linden Avenue, Westbury, New York 11590 - -------------------------------------- ------ (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code (516) 997-4600 -------------- Not applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b) [ ] Pre-commencement communications pursuant to Rule 13e-4c under the Exchange Act (17 CFR 240.13e-4c) INFORMATION TO BE INCLUDED IN THE REPORT The information in this Form 8-K Current Report and the exhibit attached hereto is furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing of the Registrant under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 2.02 Results of Operations and Financial Condition On January 16, 2007, Vasomedical, Inc. issued an earnings press release announcing its financial results for the second quarter ended November 30, 2006. A copy of the earnings press release is attached as Exhibit 99 to this Current Report on Form 8-K. Item 9.01 Financial Statements and Exhibits (c) Exhibits 99 Earnings Release, dated January 16, 2007, announcing the Registrant's financial results for the second quarter ended November 30, 2006. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VASOMEDICAL, INC. By: /s/ Thomas Glover ------------------------------------- Thomas Glover President and Chief Executive Officer Dated: January 17, 2007 EX-99 2 vaso8kpresrel-ex99.txt PRESS RELEASE Vasomedical, Inc. 180 Linden Avenue Westbury, New York 11590 Tel: (516) 997-4600 Fax: (516) 997-2299 ================================================================================ NEWS RELEASE ================================================================================ Contact: Investor Relations: Thomas Glover, President and CEO 516-997-4600 ext. 790 516-997-4600 investorrelations@vasomedical.com Thomas Varricchione, Vice President Clinical, Marketing, Regulatory and Quality Affairs 516-997-4600 VASOMEDICAL REPORTS SECOND QUARTER FISCAL 2007 FINANCIAL RESULTS WESTBURY, N.Y. (January 16, 2007) - Vasomedical, Inc. (OTC: VASO.OB), a leader in the noninvasive treatment and management of cardiovascular diseases, today announced financial results for the three and six months ended November 30, 2006. Total revenues were $1,523,000 in the second quarter of fiscal 2007, compared with total revenues of $2,680,000 in the second quarter of fiscal 2006. Revenues from equipment sales declined approximately 67% to $575,000 in the second quarter of fiscal 2007 compared to $1,734,000 in the same period last year. Equipment rentals and services were $948,000 in the three months ended November 30, 2006, up less than 1% from $946,000 for the same period in the previous year. The Company recorded a net loss attributable to common shareholders of $369,000 or $0.00 per common share during the three months ended November 30, 2006, compared to a loss of $8,682,000 or $0.15 per common share during the three months ended November 30, 2005. The decrease in the net loss per share is due to a $7,103,000 income tax valuation reserve recorded in November 30, 2005 for the remaining value of the deferred tax asset. Thomas Glover, president and chief executive officer of Vasomedical, commented, "Our service and consumable revenues continue to reflect the high level of service, support and education that we provide to our customer base. We are disappointed in EECP(R) system sales, which we believe continue to be adversely impacted by the use of invasive techniques. We are committed to working diligently with leading physicians in the cardiology community to achieve a broader understanding of the therapy's many benefits and with CMS (Centers for Medicare and Medicaid Services) to expand reimbursement coverage for patients not already covered under the existing guidelines." Mr. Glover continued, "We are also continuing efforts to preserve cash, limiting expenditures in areas including clinical research, product development, as well as sales and marketing, and controlling our costs to be better aligned with near-term sales. These limited expense and investment levels, while necessary, have restricted our ability to advance the adoption of EECP therapy in the medical market place." For the first six months of fiscal 2007, total revenues were $3,605,000, compared with $6,217,000 for the first six months of fiscal 2006. The net loss attributable to common shareholders for the six months ended November 30, 2006, was $908,000, or $.01 a share, compared with a net loss of $10,380,000, or $0.18 per share, for the six months ended November 30, 2005. The decrease in net loss per share is due to a $7,112,000 income tax valuation reserve in November 30, 2005 for the remaining value of the deferred tax asset. As of November 30, 2006, the Company had cash, cash equivalents, and certificates of deposit balances of $1,442,000 compared with $2,386,000 as of May 31, 2006 and working capital as of November 30, 2006 of $1,933,000 compared with $2,868,000 as of May 31, 2006. About Vasomedical, Inc. and EECP(R) Therapy Vasomedical, Inc. develops, manufactures and markets EECP(R) therapy systems to deliver its proprietary form of enhanced external counterpulsation therapy. EECP(R) therapy is a noninvasive, outpatient therapy used in the treatment of ischemic cardiovascular diseases, currently used to manage chronic stable angina and heart failure. The therapy increases blood flow and oxygen supply to the heart muscle and other organs and decreases the heart's workload and need for oxygen. Function of the endothelium, the inner lining of blood vessels throughout the body, is also improved, lessening resistance to blood flow. These actions reduce or eliminate symptoms of angina and heart failure, and improve exercise performance and quality of life for thousands of people worldwide. For more information visit www.vasomedical.com. Except for historical information contained in this release, the matters discussed are forward-looking statements that involve risks and uncertainties. When used in this report, words such as "anticipated", "believes", "could", "estimates", "expects", "may", "plans", "potential" and "intends" and similar expressions, as they relate to the Company or its management, identify forward-looking statements. Such forward-looking statements are based on the beliefs of the Company's management, as well as assumptions made by and information currently available to the Company's management. Among the factors that could cause actual results to differ materially are the risk factors reported from time to time in the Company's SEC reports, including the ability of the Company to continue as a going concern. The Company undertakes no obligation to update forward-looking statements as a result of future events or developments. (Tables to follow) Vasomedical, Inc. and Subsidiaries CONSOLIDATED CONDENSED BALANCE SHEETS (in thousands, except per share amounts)
November 30, May 31, 2006 2006 ----------------- ----------------- ASSETS (unaudited) (Derived from audited financial statements) CURRENT ASSETS Cash and cash equivalents $1,442 $2,386 Accounts receivable, net of an allowance for doubtful accounts of $365 at November 30, 2006, and $411 at May 31, 2006 807 843 Inventories, net 2,333 2,700 Other current assets 266 108 ----------------- ----------------- Total current assets 4,848 6,037 PROPERTY AND EQUIPMENT, net of accumulated depreciation of $2,708 at November 30, 2006, and $2,613 at May 31, 2006 1,407 1,569 OTHER ASSETS 292 306 ----------------- ----------------- $6,547 $7,912 ================= ================= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable and accrued expenses $767 $938 Current maturities of long-term debt and notes payable 161 97 Sales tax payable 142 173 Deferred revenue 1,500 1,601 Accrued director and executive compensation 85 175 Accrued warranty and customer support expenses 27 30 Accrued professional fees 71 62 Accrued commissions 162 93 ----------------- ----------------- Total current liabilities 2,915 3,169 LONG-TERM DEBT 819 853 ACCRUED WARRANTY COSTS - 2 DEFERRED REVENUE 551 722 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY Common stock, $.001 par value; 110,000,000 shares authorized; 65,198,592 shares at November 30, 2006, and May 31, 2006, issued and outstanding 65 65 Additional paid-in capital 46,152 46,149 Accumulated deficit (43,955) (43,048) ----------------- ----------------- Total stockholders' equity 2,262 3,166 ----------------- ----------------- $6,547 $7,912 ================= =================
Vasomedical, Inc. and Subsidiaries CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (unaudited)
Six Months Ended Three Months Ended November 30, November 30, ----------------------------------- ----------------------------------- 2006 2005 2006 2005 --------------- ---------------- --------------- ---------------- Revenues Equipment sales $1,648 $4,192 $575 $1,734 Equipment rentals and services 1,957 2,025 948 946 --------------- ---------------- --------------- ---------------- Total revenues 3,605 6,217 1,523 2,680 Cost of Sales and Services Cost of sales, equipment 909 1,857 299 825 Cost of equipment rentals and services 772 664 417 273 --------------- ---------------- --------------- ---------------- Total cost of sales and services 1,681 2,521 716 1,098 --------------- ---------------- --------------- ---------------- Gross Profit 1,924 3,696 807 1,582 Operating Expenses Selling, general and administrative 2,357 4,918 1,033 2,508 Research and development 469 1,116 141 604 Provision for doubtful accounts (4) 71 (5) -- --------------- ---------------- --------------- ---------------- Total operating expenses 2,822 6,105 1,169 3,112 --------------- ---------------- --------------- ---------------- LOSS FROM OPERATIONS (898) (2,409) (362) (1,530) Other Income (Expense) Interest and financing costs (37) (45) (18) (21) Interest and other income, net 35 41 15 21 --------------- ---------------- --------------- ---------------- Total other income (expense) (2) (4) (3) -- --------------- ---------------- --------------- ---------------- LOSS BEFORE INCOME TAXES (900) (2,413) (365) (1,530) Income tax expense, net (8) (7,112) (4) (7,103) --------------- ---------------- --------------- ---------------- NET LOSS (908) (9,525) (369) (8,633) Preferred Stock Dividend -- (855) -- (49) --------------- ---------------- --------------- ---------------- NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS $(908) $(10,380) $(369) $(8,682) =============== ================ =============== ================ Net loss per common share - - basic $(0.01) $(0.18) $(0.00) $(0.15) =============== ================ =============== ================ - - diluted $(0.01) $(0.18) $(0.00) $(0.15) =============== ================ =============== ================ Weighted average common shares outstanding - - basic 65,198,592 59,031,491 65,198,592 59,421,050 =============== ================ =============== ================ - - diluted 65,198,592 59,031,491 65,198,592 59,421,050 =============== ================ =============== ================ REVENUES BY GEOGRAPHIC REGION United States business $2,957 $5,822 $1,293 $2,590 Non-domestic business 648 395 230 90 --------------- --------------- --------------- ---------------- $3,605 $6,217 $1,523 $2,680 =============== =============== =============== ================
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