VANCOUVER, Nov. 20 /PRNewswire-FirstCall/ - Yukon-Nevada Gold Corp. (Toronto Stock Exchange: YNG; Frankfurt Xetra Exchange: NG6) Robert F. Baldock, the President and CEO of Yukon-Nevada Gold Corp. (the "Company"), announces that, pursuant to a Notice of Private Placement filed with the Toronto Stock Exchange (the "TSX") on September 22, 2009, the Company has previously negotiated a $1,000,000 non-brokered private placement to sell 10,000,000 units (the "Units") at a price of $0.10 per Unit. Each Unit consisted of one common share (a "Share") and one share purchase warrant (the "Warrant"). Each Warrant can be exercised to purchase one additional common share (a "Warrant Share") at a price of $0.125 per share within 18 months of closing of the private placement. The warrants provide for adjustments in the event of stock dividends, subdivisions, consolidations, and other forms of capital reorganization. There was no finder's fee payable on the private placement. No insiders of the Company participated in the private placement.
In accordance with Section 607(g)(i) of the TSX Company Manual, as the pricing of the Units was outside of the TSX's allowable discounts, the exercise price of the Warrants was below market price (as defined by the TSX) and the maximum aggregate number of securities issuable by the Company pursuant to a private placement which closed on August 31, 2009 (the "August Private Placement") and the current private placement, including warrants, aggregate 102,100,000 shares, or 30.64% (in excess of 25%) of the Company's issued and outstanding share capital prior to completion of the above private placements. Closing of the private placement is subject to both the approval of the TSX and shareholder approval, which will acquired by written consents pursuant to Section 604(d) of the TSX Company Manual.
Votes of the common shares held by subscribers to the August Private Placement as well as common shares held by the subscribers to the Units will not be included for the purposes of obtaining such shareholder approval; therefore, 42,132,000 shares, representing the shares issued to the subscribers of the August Private Placement and the shares held by subscribers to the Units, will be excluded from the vote in regards of the required shareholder approval.
In accordance with securities legislation currently in effect, the Shares, the Warrants and the Warrant Shares will be subject to a "hold period" of four months plus one day from the date of issuance of the aforesaid securities.
The proceeds of the private placement transaction will be used to pay down the existing liabilities of the Company, invest in the facilities at Jerritt Canyon to meet the compliance requirements of the Nevada Division of Environmental Protection, and make further improvements to the gold production processes to enhance throughput at the mill, carry out further exploration activity at the Jerritt Canyon and Ketza River properties and for general working capital purposes.
Yukon-Nevada Gold Corp. is a North American gold producer in the business of discovering, developing and operating gold deposits. The Company holds a diverse portfolio of gold, silver, zinc and copper properties in the Yukon Territory and British Columbia in Canada and in Arizona and Nevada in the United States. The Company's focus has been on the acquisition and development of late stage development and operating properties with gold as the primary target. Continued growth will occur by increasing or initiating production from the Company's existing properties.
If you would like to receive press releases via email please contact nicole@yngc.ca and specify "Yukon-Nevada Gold Corp. releases" in the subject line.
The TSX has not reviewed and does not accept responsibility for the
adequacy or accuracy of this release.
WARNING: The Company relies upon litigation protection for "forward-looking" statements.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
SOURCE Yukon-Nevada Gold Corp.
LOS ANGELES--(BUSINESS WIRE)-- Glancy Binkow & Goldberg LLP has been appointed as Co-Lead Counsel in the securities class action against Skilled Healthcare Group, Inc. ("Skilled Healthcare" or the "Company") (NYSE: SKH), certain of the Company's executive officers, and certain underwriters of the Company's May 2007 initial public offering ("IPO"), currently pending in the United States District Court for the Central District of California -- Shepardson v. Skilled Healthcare Group, Inc., et al., No. CV 09-5416-DOC (RZx).
The Shepardson Complaint alleges that, during the Class Period (May 14, 2007 through June 9, 2009), the defendants violated the Securities Exchange Act of 1934 and the Securities Act of 1933 by virtue of the Company's failure to disclose in the Registration Statement for the Company's IPO and/or during the Class Period that the amount of its income for the annual and quarterly periods from January 1, 2006 through March 31, 2009 was overstated. According to the Complaint, on June 9, 2009, the value of Skilled Healthcare's stock declined significantly when the Company revealed that its financial statements for the annual and quarterly periods between January 1, 2006 and March 31, 2009, could no longer be relied upon and would have to be restated due to errors relating to its accounting for reserves on its accounts receivable.
If you purchased Skilled Healthcare's stock in the IPO or during the Class Period, if you have any questions or comments concerning this case, this announcement, or your rights or interests with respect to these matters, or if you would like an update concerning the status of this case, would like to learn more about the case, or if you have information and wish to discuss these matters further, please contact Michael Goldberg, Esquire, of Glancy Binkow & Goldberg LLP, 1801 Avenue of the Stars, Suite 311, Los Angeles, California 90067, by telephone at (310) 201-9150 or Toll Free at (888) 773-9224, by e-mail to shareholders@glancylaw.com, or visit our website at http://www.glancylaw.com.
Source: Glancy Binkow & Goldberg LLP
MONTREAL, CANADA--(Marketwire - Nov. 20, 2009) - ART Advanced Research Technologies Inc. (ART) (TSX: ARA), a Canadian medical device company and a leader in optical molecular imaging products for the healthcare and pharmaceutical industries, announces that its strategic review process has culminated in ART entering into an agreement today with Dorsky Worldwide Corp. ("Dorsky") to restructure ART's balance sheet and share capital and position it to continue in business.
The agreement contemplates that ART will file a proposal (the "Proposal") to its unsecured creditors (the "Unsecured Creditors") under the Bankruptcy and Insolvency Act ("BIA") through KPMG Inc. (the "Trustee"). The meeting at which the Unsecured Creditors will vote on the Proposal is expected to be held on December 7, 2009 (the "Meeting"). The Proposal will provide, among other things, for the distribution of $375,000 to ART's Unsecured Creditors.
The Proposal will also provide for the repayment of certain claims of secured creditors of ART, for the cancellation of all existing issued and outstanding equity in the capital of ART, including any and all issued and outstanding common or preferred shares of ART of every classes and series, and any and all warrants, options and any agreement to purchase any of the foregoing, and for the issuance of a new class of voting common shares of ART, representing 100% of the new voting common shares of ART, in favour of Dorsky. Holders of the existing equity of ART will not receive any payment or other compensation with respect to such equity.
These announcements follow the announcement made on November 2, 2009 that ART filed on that day a notice of intention to make a proposal under the BIA. As authorized pursuant to an order of the Quebec Superior Court, ART also entered into a loan agreement with Dorsky for an interim financing of up to $1,200,000. The interim financing was put in place to support ART's ongoing operations by providing additional short-term liquidity to the company while allowing KPMG LLP and ART to pursue the strategic review process and continue soliciting purchase offers for the business and assets of ART.
Moreover, ART was also informed today that the Autorite des marches financiers issued a cease trade order (the "Cease Trade Order") against ART on November 19, 2009 since ART has not filed interim financial statements and interim management's discussion and analysis as prescribed by National Instrument 51-102 - Continuous Disclosure Obligations for the period ending September 30, 2009 within the time required. The Cease Trade Order requires ART, its securityholders and any other person to cease any activity in respect of a transaction in securities of ART.
About ART
ART Advanced Research Technologies Inc. is a leader in molecular imaging products for the healthcare and pharmaceutical industries. ART has developed products in medical imaging, medical diagnostics, disease research, and drug discovery with the goal of bringing new and better treatments to patients faster. The Optix(R) optical molecular imaging system, designed for monitoring physiological changes in living systems at the preclinical study phases of new drugs, is used by industry and academic leaders worldwide. The SoftScan(R) optical medical imaging device is designed to improve the diagnosis and treatment of breast cancer. Finally, the Fenestra(R) line of molecular imaging contrast products provides image enhancement for a wide range of preclinical Micro CT applications allowing scientists to see greater detail in their imaging studies, with potential extension into other major imaging modalities. ART is commercializing some of these products in a global strategic alliance with GE Healthcare, a world leader in mammography and imaging. ART's shares are listed on the TSX under the ticker symbol ARA. For more information on ART, visit our website at www.art.ca
This press release may contain forward-looking statements subject to risks and uncertainties that would cause actual events to differ materially from expectations. These risks and uncertainties are described in the most recent Annual Information Form and the financial statements for the year ended December 31, 2008, available on SEDAR (www.sedar.com).
FOR FURTHER INFORMATION PLEASE CONTACT:
ART Advanced Research Technologies Inc.
514-832-0777
Jacques Bedard
Chief Financial Officer
jbedard@art.ca
www.art.ca
Source: ART Advanced Research Technologies Inc.
MONTREAL, CANADA -- (MARKET WIRE) -- 11/20/09 -- ART Advanced Research Technologies Inc. (ART) (TSX: ARA), a Canadian medical device company and a leader in optical molecular imaging products for the healthcare and pharmaceutical industries, announces that its strategic review process has culminated in ART entering into an agreement today with Dorsky Worldwide Corp. ("Dorsky") to restructure ART's balance sheet and share capital and position it to continue in business.
The agreement contemplates that ART will file a proposal (the "Proposal") to its unsecured creditors (the "Unsecured Creditors") under the Bankruptcy and Insolvency Act ("BIA") through KPMG Inc. (the "Trustee"). The meeting at which the Unsecured Creditors will vote on the Proposal is expected to be held on December 7, 2009 (the "Meeting"). The Proposal will provide, among other things, for the distribution of $375,000 to ART's Unsecured Creditors.
The Proposal will also provide for the repayment of certain claims of secured creditors of ART, for the cancellation of all existing issued and outstanding equity in the capital of ART, including any and all issued and outstanding common or preferred shares of ART of every classes and series, and any and all warrants, options and any agreement to purchase any of the foregoing, and for the issuance of a new class of voting common shares of ART, representing 100% of the new voting common shares of ART, in favour of Dorsky. Holders of the existing equity of ART will not receive any payment or other compensation with respect to such equity.
These announcements follow the announcement made on November 2, 2009 that ART filed on that day a notice of intention to make a proposal under the BIA. As authorized pursuant to an order of the Quebec Superior Court, ART also entered into a loan agreement with Dorsky for an interim financing of up to $1,200,000. The interim financing was put in place to support ART's ongoing operations by providing additional short-term liquidity to the company while allowing KPMG LLP and ART to pursue the strategic review process and continue soliciting purchase offers for the business and assets of ART.
Moreover, ART was also informed today that the Autorite des marches financiers issued a cease trade order (the "Cease Trade Order") against ART on November 19, 2009 since ART has not filed interim financial statements and interim management's discussion and analysis as prescribed by National Instrument 51-102 - Continuous Disclosure Obligations for the period ending September 30, 2009 within the time required. The Cease Trade Order requires ART, its securityholders and any other person to cease any activity in respect of a transaction in securities of ART.
About ART
ART Advanced Research Technologies Inc. is a leader in molecular imaging products for the healthcare and pharmaceutical industries. ART has developed products in medical imaging, medical diagnostics, disease research, and drug discovery with the goal of bringing new and better treatments to patients faster. The Optix® optical molecular imaging system, designed for monitoring physiological changes in living systems at the preclinical study phases of new drugs, is used by industry and academic leaders worldwide. The SoftScan® optical medical imaging device is designed to improve the diagnosis and treatment of breast cancer. Finally, the Fenestra® line of molecular imaging contrast products provides image enhancement for a wide range of preclinical Micro CT applications allowing scientists to see greater detail in their imaging studies, with potential extension into other major imaging modalities. ART is commercializing some of these products in a global strategic alliance with GE Healthcare, a world leader in mammography and imaging. ART's shares are listed on the TSX under the ticker symbol ARA. For more information on ART, visit our website at www.art.ca
This press release may contain forward-looking statements subject to risks and uncertainties that would cause actual events to differ materially from expectations. These risks and uncertainties are described in the most recent Annual Information Form and the financial statements for the year ended December 31, 2008, available on SEDAR (www.sedar.com).
Contacts: ART Advanced Research Technologies Inc. 514-832-0777 Jacques Bedard Chief Financial Officer jbedard@art.ca www.art.ca
WAYNE, Pa., Nov. 20 /PRNewswire-FirstCall/ -- Escalon Medical Corp. (Nasdaq Market: ESMC) announced the results for its fiscal first quarter ended September 30, 2009.
For the first quarter of fiscal 2010, product revenue decreased approximately $234,000, or 2.7%, to $8,435,000 during the three-month period ended September 30, 2009 as compared to the same period last fiscal year. The Company reported the decreased net revenue of $8,434,000 compared with $8,669,000 in fiscal 2008. Revenue at Sonomed, Vascular, EMI and Medical/Trek decreased 20.8%, 6.7%, 2.3% and .9%, respectively, during the three-month period ended September 30, 2009 when compared to the same period last fiscal year. These decreases were offset by increased sales at the Drew business unit of 9%, during the three-month period ended September 30, 2009 compared to the same period last fiscal year.
Other revenue decreased approximately $9,000 or 32.1% during the three-month period ended September 30, 2009 as compared to the same period last fiscal year. This was attributable to decreased Bio-Rad royalties received in the Drew business unit.
Cost of goods sold as a percentage of product revenue decreased to approximately 54.4% of revenues during the three-month period ended September 30, 2009, as compared to approximately 55.9% of product revenue for the same period last fiscal year.
Marketing, General and Administrative expenses increased approximately 14.9% during the three-month period ended September 30, 2009 as compared to the same period in the prior fiscal year. The Drew business unit had increased marketing, general and administrative expenses of 67.6% related to the acquisition of Biocode Hycel ("Biocode") on December 31, 2008 for the three-month period ended September 30, 2009 as compared to the same period in the prior fiscal year. This was offset by decreases of 21.7%, 6.6% and 30.8% at Sonomed, Vascular, EMI and Medical/Trek, respectively, for the same period. Research and development decreased 58.7%, 39.7%, and 33.3% at Drew, Sonomed and EMI, respectively, for the three-month period ended September 30, 2009 as compared to the same period last year. These decreases were partially offset by a 62.9% increase at Vascular related to the completion of Vascular's modified VascuView product.
In the Drew business unit, product revenue increased $383,000, or 9.0%, as compared to the same period last fiscal year. The increase in product revenue is related to the acquisition of Biocode. Biocode generated $1,336,000 in revenue for the period ended September 30, 2009.
Product revenue decreased $535,000, or 20.8%, at the Sonomed business unit as compared to the same period last fiscal year. The decrease in product revenue was primarily caused by a significant contraction in the capital equipment marketplace related to the global economic recession.
Product revenue decreased $67,000, or 6.7%, to $931,000 in the Vascular business unit during the three-month period ended September 30, 2009 as compared to the same period last fiscal year. The decrease in product revenue in the Vascular business unit was primarily related to weaker sales of Vascular's core needle business. Vascular's modified VascuView was submitted for FDA clearance in September 2009. Vascular anticipates initial sales of the modified VascuView to take place in January 2010.
Product revenue decreased $12,000, or 2.3%, in the EMI business unit when compared to the same period last year. The decrease in sales is related to the weakening of the capital equipment market related to the global economic recession, offset by increased custom system sales during the three month period ended September 30, 2009.
In the Medical/Trek business unit, product revenue decreased $3,000, or 0.9%, to $320,000 during the three-month period ended September 30, 2009 as compared to the same period last fiscal year. The decrease in Medical/Trek product revenue is attributed to Medical/Trek's aging product line of Ispan Intraocular gases and fiber optic light sources.
Non-GAAP Measures
To supplement the Company's consolidated financial statements presented in accordance with GAAP, the Company has begun providing certain non-GAAP measures of financial performance. These non-GAAP measures include non-GAAP net loss and non-GAAP loss per fully diluted share.
The Company's reference to these non-GAAP measures should be considered in addition to results prepared under current accounting standards, but are not a substitute for, nor superior to, GAAP results. These non-GAAP measures are provided to enhance investors overall understanding of the Company's current financial performance and provide further information for comparative purposes due to the adoption of the new accounting standard FAS 123R.
Specifically, the Company believes the non-GAAP measures provide useful information to both management and investors by isolating certain expenses, gains and losses that may not be indicative of its core operating results and business outlook. In addition, the Company believes non-GAAP measures that exclude stock-based compensation expense enhance the comparability of results against prior periods. The non-GAAP measures and the reconciliation to the most directly comparable GAAP measure of all non-GAAP measures are as follows:
Quarter Ended September 30, 2009
2009 2008
---- ----
Net loss $(657,499) $(480,862)
Non-GAAP adjustments:
Stock based compensation $39,973 $148,868
Depreciation and amortization $249,092 $167,098
-------- --------
Total adjustments $289,065 $315,966
-------- --------
Non-GAAP adjusted (loss)
income $(368,434) $(164,896)
========= =========
Shares used in computing
basic and fully diluted
earnings per share 7,526,430 6,413,930
========= =========
Non-GAAP adjusted income
(loss) per fully diluted
share $(0.05) $(0.03)
====== ======
Founded in 1987, the Company (www.escalonmed.com) develops markets and distributes ophthalmic diagnostic, surgical and pharmaceutical products as well as vascular access devices. Drew Scientific, which operates as a separate business unit, provides instrumentation and consumables for the diagnosis and monitoring of medical disorders in the areas of diabetes, cardiovascular diseases and hematology, as well as veterinary hematology and blood chemistry. The Company seeks to utilize strategic partnerships to help finance its development programs and is also seeking acquisitions to further diversify its product line to achieve critical mass in sales and take better advantage of the Company 's distribution capabilities, although such partnerships or acquisitions may not occur. The Company has headquarters in Wayne, Pennsylvania and operations in Long Island, New York, New Berlin, Wisconsin, Lawrence, Massachusetts, Dallas, Texas, Waterbury, Connecticut, Miami, Florida, Barrow-in-Furness, U.K. and Le Rheu, France.
Note: This press release contains statements that are considered forward-looking under the Private Securities Litigation Reform Act of 1995, including statements about the Company's future prospects. These statements are based on the Company's current expectations and are subject to a number of uncertainties and risks, and actual results may differ materially. The uncertainties and risks include whether the Company is able to:
-- implement its growth and marketing strategies, improve upon the
operations of the Company business units, including the ability to make
acquisitions and the integration of any acquisitions it may undertake,
if any, of which there can be no assurance,
-- implement cost reductions,
-- generate cash,
-- identify, finance and enter into business relationships and
acquisitions.
Other factors include uncertainties and risks related to:
-- new product development, commercialization, manufacturing and market
acceptance of new products,
-- marketing acceptance of existing products in new markets,
-- research and development activities, including failure to demonstrate
clinical efficacy,
-- delays by regulatory authorities, scientific and technical advances by
the Company or third parties,
-- introduction of competitive products,
-- ability to reduce staffing and other costs and retain benefit of prior
reductions
-- third party reimbursement and physician training, and
-- general economic conditions.
Further information about these and other relevant risks and uncertainties may be found in the Company's report on Form 10- K for year ended June 30, 2009, and its other filings with the Securities and Exchange Commission, all of which are available from the Securities and Exchange Commission as well as other sources.
--Financial Tables Follow--
SELECTED BALANCE SHEET DATA:
ESCALON MEDICAL CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, June 30,
2009 2009
---- ----
ASSETS
Current assets:
Cash and cash equivalents $1,830,869 $1,810,045
Accounts receivable, net 4,670,691 4,853,856
Inventory, net 9,218,105 9,830,922
Other current assets 1,360,057 1,065,823
--------- ---------
Total current assets 17,079,722 17,560,646
---------- ----------
Furniture and equipment,
net 834,103 892,966
Goodwill 2,065,236 2,065,236
Trademarks and trade names 694,006 694,006
Patents, net 1,774,914 1,824,172
Covenant not to compete and
customer list, net 1,846,110 1,880,639
Other assets 55,528 137,737
------ -------
Total assets $24,349,619 $25,055,402
=========== ===========
LIABILITIES AND
SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-
term debt $1,367,121 $1,374,711
Accounts payable 3,257,092 2,553,481
Accrued expenses 2,187,986 2,919,540
--------- ---------
Total current liabilities 6,812,199 6,847,732
--------- ---------
Long-term debt, net of
current portion 4,924,800 4,741,207
Accrued post-retirement
benefits 1,027,821 1,027,821
--------- ---------
Total long-term
liabilities 5,952,621 5,769,028
--------- ---------
Total liabilities 12,764,820 12,616,760
---------- ----------
Shareholders equity:
Preferred stock, $0.001 par value; 2,000,000
shares authorized; no shares issued
Common stock, $0.001 par
value; 35,000,000 share
authorized; 7,526,430
issued and outstanding at
September 30, 2009 and
June 30, 2009,
respectively 7,526 7,526
Common stock warrants 1,733,460 1,733,460
Additional paid-in capital 67,498,718 67,458,745
Accumulated deficit (56,890,003) (56,232,503)
Accumulated other
comprehensive (loss) (764,902) (528,586)
-------- --------
Total shareholders' equity 11,584,799 12,438,642
---------- ----------
Total liabilities and
shareholders' equity $24,349,619 $25,055,402
=========== ===========
SOURCE Escalon Medical Corp.
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