þ
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
|
For
the quarterly period ended April 4, 2009
|
||
Or
|
||
o
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
|
For
the transition period
from to
|
Delaware
(State
or other Jurisdiction of
Incorporation
or Organization)
|
02-0415170
(I.R.S.
Employer Identification No.)
|
10
Glenville Street
Greenwich,
Connecticut
(Address
of Principal Executive Offices)
|
06831
(Zip
Code)
|
PAGE
|
|||||
PART
I
|
FINANCIAL
INFORMATION
|
||||
Consolidated
Financial Statements
|
3 | ||||
Consolidated
Balance Sheets as of April 4, 2009 and January 3, 2009
(Unaudited)
|
3 | ||||
Consolidated
Statements of Operations for the three months ended April 4, 2009 and
March 29, 2008 (Unaudited)
|
4 | ||||
Consolidated
Statements of Cash Flows for the three months ended April 4, 2009 and
March 29, 2008 (Unaudited)
|
5 | ||||
Notes
to Consolidated Financial Statements (Unaudited)
|
6 | ||||
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
23 | ||||
Controls
and Procedures
|
36 | ||||
PART
II
|
OTHER
INFORMATION
|
39 | |||
Legal
Proceedings
|
39 | ||||
Exhibits
|
40 | ||||
41 | |||||
ITEM 1. CONSOLIDATED FINANCIAL
STATEMENTS
|
||||||||
PRESSTEK,
INC. AND SUBSIDIARIES
|
||||||||
(in
thousands, except share data)
|
||||||||
(Unaudited)
|
||||||||
April
4,
|
January
3,
|
|||||||
2009
|
2009
|
|||||||
ASSETS
|
||||||||
Current
assets
|
||||||||
Cash
and cash equivalents
|
$ | 5,262 | $ | 4,738 | ||||
Accounts
receivable, net
|
28,689 | 30,759 | ||||||
Inventories
|
38,294 | 37,607 | ||||||
Assets
of discontinued operations
|
13,884 | 13,330 | ||||||
Deferred
income taxes
|
7,490 | 7,066 | ||||||
Other
current assets
|
4,115 | 4,095 | ||||||
Total
current assets
|
97,734 | 97,595 | ||||||
Property,
plant and equipment, net
|
24,779 | 25,530 | ||||||
Goodwill
|
19,114 | 19,114 | ||||||
Intangible
assets, net
|
3,953 | 4,174 | ||||||
Deferred
income taxes
|
10,524 | 10,494 | ||||||
Other
noncurrent assets
|
568 | 606 | ||||||
Total
assets
|
$ | 156,672 | $ | 157,513 | ||||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
Current
liabilities
|
||||||||
Current
portion of long-term debt and capital lease obligation
|
$ | 2,454 | $ | 4,074 | ||||
Line
of credit
|
12,487 | 12,415 | ||||||
Accounts
payable
|
14,525 | 12,060 | ||||||
Accrued
expenses
|
12,799 | 13,261 | ||||||
Deferred
revenue
|
6,523 | 7,300 | ||||||
Liabilities
of discontinued operations
|
5,639 | 5,702 | ||||||
Total
current liabilities
|
54,427 | 54,812 | ||||||
Other
long-term liabilities
|
169 | 170 | ||||||
Total
liabilities
|
54,596 | 54,982 | ||||||
Stockholders'
equity
|
||||||||
Preferred
stock, $0.01 par value, 1,000,000 shares authorized, no shares
issued
|
- | - | ||||||
Common
stock, $0.01 par value, 75,000,000 shares authorized, 36,692,665
and
|
||||||||
36,637,181
shares issued and outstanding at April 4, 2009 and
|
||||||||
January
3, 2009, respectively
|
366 | 366 | ||||||
Additional
paid-in capital
|
118,499 | 117,985 | ||||||
Accumulated
other comprehensive loss
|
(5,732 | ) | (5,954 | ) | ||||
Accumulated
deficit
|
(11,057 | ) | (9,866 | ) | ||||
Total
stockholders' equity
|
102,076 | 102,531 | ||||||
Total
liabilities and stockholders' equity
|
$ | 156,672 | $ | 157,513 | ||||
The
accompanying notes are an integral part of these consolidated financial
statements.
|
PRESSTEK,
INC. AND SUBSIDIARIES
|
||||||||
(in
thousands, except per-share data)
|
||||||||
(Unaudited)
|
||||||||
Three
months ended
|
||||||||
April
4,
|
March
29,
|
|||||||
2009
|
2008
|
|||||||
Revenue
|
||||||||
Product
|
$ | 26,896 | $ | 41,390 | ||||
Service
and parts
|
7,564 | 9,404 | ||||||
Total
revenue
|
34,460 | 50,794 | ||||||
Cost
of revenue
|
||||||||
Product
|
16,377 | 25,468 | ||||||
Service
and parts
|
5,989 | 6,926 | ||||||
Total
cost of revenue
|
22,366 | 32,394 | ||||||
Gross
profit
|
12,094 | 18,400 | ||||||
Operating
expenses
|
||||||||
Research
and development
|
1,260 | 1,363 | ||||||
Sales,
marketing and customer support
|
6,365 | 7,420 | ||||||
General
and administrative
|
5,972 | 6,973 | ||||||
Amortization
of intangible assets
|
254 | 291 | ||||||
Restructuring
and other charges
|
84 | 635 | ||||||
Total
operating expenses
|
13,935 | 16,682 | ||||||
Operating
income (loss)
|
(1,841 | ) | 1,718 | |||||
Interest
and other income (expense), net
|
460 | (472 | ) | |||||
Income
(loss) from continuing operations before income taxes
|
(1,381 | ) | 1,246 | |||||
Provision
(benefit) for income taxes
|
(275 | ) | 359 | |||||
Income
(loss) from continuing operations
|
(1,106 | ) | 887 | |||||
Loss
from discontinued operations, net of tax
|
(85 | ) | (669 | ) | ||||
Net
income (loss)
|
$ | (1,191 | ) | $ | 218 | |||
Earnings
(loss) per share - basic
|
||||||||
Income
(loss) from continuing operations
|
$ | (0.03 | ) | $ | 0.03 | |||
Loss
from discontinued operations
|
(0.00 | ) | (0.02 | ) | ||||
$ | (0.03 | ) | $ | 0.01 | ||||
Earnings
(loss) per share - diluted
|
||||||||
Income
(loss) from continuing operations
|
$ | (0.03 | ) | $ | 0.03 | |||
Loss
from discontinued operations
|
(0.00 | ) | (0.02 | ) | ||||
$ | (0.03 | ) | $ | 0.01 | ||||
Weighted
average shares outstanding
|
||||||||
Weighted
average shares outstanding - basic
|
36,637 | 36,568 | ||||||
Dilutive
effect of options
|
- | 8 | ||||||
Weighed
average shares outstanding - diluted
|
36,637 | 36,576 | ||||||
The
accompanying notes are an integral part of these consolidated financial
statements.
|
PRESSTEK,
INC. AND SUBSIDIARIES
|
||||||||
(in
thousands)
|
||||||||
(Unaudited)
|
||||||||
Three
months ended
|
||||||||
April
4,
|
March
29,
|
|||||||
2009
|
2008
|
|||||||
Operating
activities
|
||||||||
Net
income (loss)
|
$ | (1,191 | ) | $ | 218 | |||
Add
loss from discontinued operations
|
85 | 669 | ||||||
Income
(loss) from continuing operations
|
(1,106 | ) | 887 | |||||
Adjustments
to reconcile net income (loss) to net cash provided by (used in) operating
activities:
|
||||||||
Depreciation
|
937 | 1,321 | ||||||
Amortization
of intangible assets
|
254 | 291 | ||||||
Restructuring
and other charges
|
- | 166 | ||||||
Provision
for warranty costs
|
16 | 207 | ||||||
Provision
for accounts receivable allowances
|
(24 | ) | 105 | |||||
Stock
compensation expense
|
457 | 442 | ||||||
Deferred
income taxes
|
(454 | ) | (75 | ) | ||||
Loss
on disposal of assets
|
- | 3 | ||||||
Changes
in operating assets and liabilities, net of effects from business
acquisitions and divestitures:
|
||||||||
Accounts
receivable
|
1,758 | 4,860 | ||||||
Inventories
|
(683 | ) | (2,811 | ) | ||||
Other
current assets
|
(21 | ) | (668 | ) | ||||
Other
noncurrent assets
|
349 | 35 | ||||||
Accounts
payable
|
2,478 | (669 | ) | |||||
Accrued
expenses
|
(646 | ) | (1,278 | ) | ||||
Restructuring
and other charges
|
84 | 469 | ||||||
Deferred
revenue
|
(777 | ) | (1,435 | ) | ||||
Net
cash provided by operating activities
|
2,622 | 1,850 | ||||||
Investing
activities
|
||||||||
Purchase
of property, plant and equipment
|
(180 | ) | (92 | ) | ||||
Investment
in patents and other intangible assets
|
(33 | ) | (57 | ) | ||||
Net
cash used in investing activities
|
(213 | ) | (149 | ) | ||||
Financing
activities
|
||||||||
Net
proceeds from issuance of common stock
|
57 | 84 | ||||||
Repayments
of term loan and capital lease
|
(1,620 | ) | (1,760 | ) | ||||
Net
borrowings (repayments) under line of credit agreement
|
72 | (5,000 | ) | |||||
Net
cash used in financing activities
|
(1,491 | ) | (6,676 | ) | ||||
Cash
provided by (used in) discontinued operations
|
||||||||
Operating
activities
|
(586 | ) | (682 | ) | ||||
Investing
activities
|
(28 | ) | (261 | ) | ||||
Financing
activities
|
- | - | ||||||
Net
cash used in discontinued operations
|
(614 | ) | (943 | ) | ||||
Effect
of exchange rate changes on cash and cash equivalents
|
220 | (193 | ) | |||||
Net
decrease in cash and cash equivalents
|
524 | (6,111 | ) | |||||
Cash
and cash equivalents, beginning of period
|
4,738 | 12,558 | ||||||
Cash
and cash equivalents, end of period
|
$ | 5,262 | $ | 6,447 | ||||
Supplemental
disclosure of cash flow information
|
||||||||
Cash
paid for interest
|
$ | 120 | $ | 724 | ||||
Cash
paid for income taxes
|
$ | 95 | $ | 51 | ||||
The
accompanying notes are an integral part of these consolidated financial
statements.
|
Three
months ended
|
||||||||
April
4,
2009
|
March
29, 2008
|
|||||||
Revenues
from external customers
|
$ | 1,975 | $ | 1,637 | ||||
Loss
before income taxes
|
(107 | ) | (1,107 | ) | ||||
Benefit
from income taxes
|
(22 | ) | (438 | ) | ||||
Loss
from discontinued operations
|
$ | (85 | ) | $ | (669 | ) | ||
Loss
per share
|
$ | 0.00 | $ | (0.02 | ) |
April
4, 2009
|
January
3, 2009
|
|||||||
Cash
and cash equivalents
|
$ | 59 | $ | 369 | ||||
Receivables,
net
|
2,059 | 2,187 | ||||||
Inventories
|
5,461 | 4,478 | ||||||
Other
current assets
|
115 | 134 | ||||||
Property,
plant & equipment, net
|
5,291 | 5,263 | ||||||
Intangible
assets, net
|
899 | 899 | ||||||
Total
assets
|
$ | 13,884 | $ | 13,330 | ||||
Accounts
payable
|
$ | 930 | $ | 884 | ||||
Accrued
expenses
|
443 | 448 | ||||||
Deferred
gain
|
4,266 | 4,370 | ||||||
Total
Liabilities
|
$ | 5,639 | $ | 5,702 |
April
4,
2009
|
January
3,
2009
|
|||||||
Accounts
receivable
|
$ | 31,562 | $ | 33,233 | ||||
Less
allowances
|
(2,873 | ) | (2,476 | ) | ||||
$ | 28,689 | $ | 30,757 |
April
4,
2009
|
January
3,
2009
|
|||||||
Raw
materials
|
$ | 2,627 | $ | 2,946 | ||||
Work
in process
|
4,927 | 4,950 | ||||||
Finished
goods
|
30,740 | 29,711 | ||||||
$ | 38,294 | $ | 37,607 |
April
4,
2009
|
January
3,
2009
|
|||||||
Land
and improvements
|
$ | 1,301 | $ | 1,301 | ||||
Buildings
and leasehold improvements
|
22,291 | 22,016 | ||||||
Production
and other equipment
|
42,827 | 42,363 | ||||||
Office
furniture and equipment
|
9,538 | 9,402 | ||||||
Construction
in process
|
449 | 1,098 | ||||||
Total
property, plant and equipment, at cost
|
76,406 | 76,180 | ||||||
Accumulated
depreciation and amortization
|
(51,627 | ) | (50,650 | ) | ||||
Net
property, plant and equipment
|
$ | 24,779 | $ | 25,530 |
April
4, 2009
|
January
3, 2009
|
|||||||||||||||
Cost
|
Accumulated
amortization
|
Cost
|
Accumulated
amortization
|
|||||||||||||
Patents
and intellectual property
|
$ | 9,363 | $ | 7,934 | $ | 9,390 | $ | 7,870 | ||||||||
Trade
names
|
2,360 | 2,360 | 2,360 | 2,360 | ||||||||||||
Customer
relationships
|
4,452 | 2,330 | 4,452 | 2,235 | ||||||||||||
Software
licenses
|
450 | 450 | 450 | 450 | ||||||||||||
License
agreements
|
750 | 386 | 750 | 368 | ||||||||||||
Non-compete
covenants
|
100 | 100 | 100 | 100 | ||||||||||||
Loan
origination fees
|
332 | 294 | 332 | 277 | ||||||||||||
$ | 17,807 | $ | 13,854 | $ | 17,834 | $ | 13,660 |
Remainder
of fiscal 2009
|
$ | 763 | ||
Fiscal
2010
|
$ | 906 | ||
Fiscal
2011
|
$ | 720 | ||
Fiscal
2012
|
$ | 405 | ||
Fiscal
2013
|
$ | 386 | ||
Fiscal
2014
|
$ | 317 | ||
Thereafter
|
$ | -- |
April
4,
2009
|
January
3,
2009
|
|||||||
Term
loan
|
$ | 2,454 | $ | 4,074 | ||||
Line
of credit
|
12,487 | 12,415 | ||||||
14,941 | 16,489 | |||||||
Less
current portion
|
(14,941 | ) | (16,489 | ) | ||||
Long-term
debt
|
$ | -- | $ | -- |
April
4,
2009
|
January
3, 2009
|
|||||||
Accrued
payroll and employee benefits
|
$ | 4,345 | $ | 4,085 | ||||
Accrued
warranty
|
1,539 | 2,102 | ||||||
Accrued
restructuring and other charges
|
471 | 799 | ||||||
Accrued
royalties
|
146 | 232 | ||||||
Accrued
income taxes and other taxes
|
959 | 282 | ||||||
Accrued
legal
|
2,089 | 2,394 | ||||||
Accrued
professional fees
|
1,321 | 1,122 | ||||||
Other
|
1,929 | 2,245 | ||||||
$ | 12,799 | $ | 13,261 |
Balance
at January 3, 2009
|
$ | 2,102 | ||
Accruals
for warranties
|
(258 | ) | ||
Utilization
of accrual for warranty costs
|
(305 | ) | ||
Balance
at April 4, 2009
|
$ | 1,539 |
April
4,
2009
|
January
3, 2009
|
|||||||
Deferred
service revenue
|
$ | 5,780 | $ | 6,507 | ||||
Deferred
product revenue
|
743 | 793 | ||||||
$ | 6,523 | $ | 7,300 |
Balance
January
3,
2009
|
Charged
to expense
|
Utilization
|
Balance
April
4,
2009
|
|||||||||||||
Executive
contractual obligations
|
$ | 462 | $ | -- | $ | (128 | ) | $ | 334 | |||||||
Severance
and fringe benefits
|
337 | 84 | (284 | ) | 137 | |||||||||||
$ | 799 | $ | 84 | $ | (412 | ) | $ | 471 |
Three
months ended
|
||||||||
Stock
option plan
|
April
4, 2009
|
March
29, 2008
|
||||||
2008
Plan
|
$
|
205
|
$
|
--
|
||||
2003
Plan
|
110
|
257
|
||||||
1998
Plan
|
3
|
43
|
||||||
ESPP
|
10
|
13
|
||||||
Non-plan,
non-qualified
|
129
|
129
|
||||||
Total
|
$
|
457
|
$
|
442
|
||||
Three
months ended
|
Three
months ended
|
|||||||
April
4, 2009
|
March
29, 2008
|
|||||||
Risk-free
interest rate
|
0.00 | % | 1.22 | % | ||||
Volatility
|
162.48 | % | 46.35 | % | ||||
Expected
life (in years)
|
0.25 | 0.25 | ||||||
Dividend
yield
|
-- | -- |
Three
months ended
|
Three
months ended
|
|||||||
April
4, 2009
|
March
29, 2008
|
|||||||
Risk-free
interest rate
|
2.46 | % | 2.72 | % | ||||
Volatility
|
68.48 | % | 52.25 | % | ||||
Expected
life (in years)
|
5.67 | 5.56 | ||||||
Dividend
yield
|
-- | -- |
Shares
|
Weighted
average
exercise
price
|
Weighted
average remaining contractual life
|
Aggregate
intrinsic value
|
|||||||
Outstanding
at January 3, 2009
|
4,344,088 | $ | 7.24 | |||||||
Granted
|
75,000 | $ | 3.21 | |||||||
Exercised
|
-- | -- | ||||||||
Canceled/expired
|
(159,112 | ) | $ | 12.59 | ||||||
Outstanding
at April 4, 2009
|
4,259,976 | $ | 6.97 |
6.56
years
|
$0.0
million
|
|||||
Exercisable
at April 4, 2009
|
2,591,475 | $ | 7.89 |
5.33
years
|
$0.0
million
|
Three
months ended
|
||||||||
April
4,
2009
|
March
29,
2008
|
|||||||
Interest
income
|
$ | 18 | $ | 40 | ||||
Interest
expense
|
(74 | ) | (408 | ) | ||||
Other
income (expense), net
|
516 | (104 | ) | |||||
$ | 460 | $ | (472 | ) |
Three
months ended
|
||||||||
April
4,
2009
|
March
29,
2008
|
|||||||
Net
income (loss)
|
$ | (1,191 | ) | $ | 218 | |||
Changes
in accumulated other comprehensive income:
|
||||||||
Unrealized
foreign currency translation gains (losses)
|
222 | (161 | ) | |||||
Comprehensive
income (loss)
|
$ | (969 | ) | $ | 57 |
·
|
Presstek is primarily
engaged in the development, manufacture, sale and servicing of our
patented digital imaging systems and patented printing plate technologies
as well as traditional, analog systems and related equipment and supplies
for the graphic arts and printing industries, primarily the short-run,
full-color market segment.
|
·
|
Lasertel manufactures
and develops high-powered laser diodes and related laser products for
Presstek and for sale to external
customers.
|
April
4,
2009
|
January
3,
2009
|
|||||||
Presstek
|
$ | 142,788 | $ | 144,183 | ||||
Lasertel
(assets of discontinued operations)
|
13,884 | 13,330 | ||||||
$ | 156,672 | $ | 157,513 |
Three
months ended
|
||||||||
April
4,
2009
|
March
29,
2008
|
|||||||
United
States
|
$ | 22,106 | $ | 35,563 | ||||
United
Kingdom
|
4,292 | 4,166 | ||||||
Canada
|
1,917 | 1,897 | ||||||
Germany
|
1,805 | 885 | ||||||
Japan
|
1,009 | 542 | ||||||
All
other
|
3,331 | 7,741 | ||||||
$ | 34,460 | $ | 50,794 |
April
4,
2009
|
January
3,
2009
|
|||||||
United
States
|
$ | 57,710 | $ | 58,580 | ||||
United
Kingdom
|
499 | 602 | ||||||
Canada
|
729 | 736 | ||||||
$ | 58,938 | $ | 59,918 |
·
|
provide
advanced digital print solutions through the development and manufacture
of digital laser imaging equipment and advanced technology chemistry-free
printing plates, which we call consumables, for commercial and in-plant
print providers targeting the growing market for high quality, fast
turnaround short-run color
printing;
|
·
|
are
a leading sales and services company delivering Presstek digital solutions
and solutions from other manufacturing partners through our direct sales
and service force and through distribution partners
worldwide;
|
·
|
manufacture
semiconductor solid state laser diodes for Presstek imaging applications
and for use in external applications;
and
|
·
|
manufacture
and distribute printing plates for conventional print
applications.
|
·
|
Presstek is primarily
engaged in the development, manufacture, sale, distribution, and servicing
of our business solutions using patented digital imaging systems and
patented printing plate technologies. We also provide
traditional, analog systems and related equipment and supplies for the
graphic arts and printing
industries.
|
·
|
Lasertel manufactures
and develops high-powered laser diodes and related laser products for
Presstek and for sale to external
customers.
|
Three
months ended
|
||||||||||||||||
April 4, 2009
|
March 29, 2008
|
|||||||||||||||
%
of
revenue
|
%
of
revenue
|
|||||||||||||||
Revenue
|
||||||||||||||||
Product
|
$ | 26,896 | 78.1 | $ | 41,390 | 81.5 | ||||||||||
Service
and parts
|
7,564 | 21.9 | 9,404 | 18.5 | ||||||||||||
Total
revenue
|
34,460 | 100.0 | 50,794 | 100.0 | ||||||||||||
Cost
of revenue
|
||||||||||||||||
Cost
of product
|
16,377 | 47.5 | 25,468 | 50.2 | ||||||||||||
Cost
of service and parts
|
5,989 | 17.4 | 6,926 | 13.6 | ||||||||||||
Total
cost of revenue
|
22,366 | 64.9 | 32,394 | 63.8 | ||||||||||||
Gross
profit
|
12,094 | 35.1 | 18,400 | 36.2 | ||||||||||||
Operating
expenses
|
||||||||||||||||
Research
and product development
|
1,260 | 3.7 | 1,363 | 2.7 | ||||||||||||
Sales,
marketing and customer support
|
6,365 | 18.5 | 7,420 | 14.6 | ||||||||||||
General
and administrative
|
5,972 | 17.3 | 6,973 | 13.7 | ||||||||||||
Amortization
of intangible assets
|
254 | 0.7 | 291 | 0.6 | ||||||||||||
Restructuring
and other charges
|
84 | 0.2 | 635 | 1.2 | ||||||||||||
Total
operating expenses
|
13,935 | 40.4 | 16,682 | 32.8 | ||||||||||||
Operating
income (loss)
|
(1,841 | ) | (5.3 | ) | 1,718 | 3.4 | ||||||||||
Interest
and other income (expense), net
|
460 | 1.3 | (472 | ) | (0.9 | ) | ||||||||||
Provision
(benefit) for income taxes
|
(275 | ) | (0.8 | ) | 359 | 0.7 | ||||||||||
Income
(loss) from continuing operations
|
(1,106 | ) | (3.2 | ) | 887 | 1.8 | ||||||||||
Loss
from discontinued operations, net of tax
|
(85 | ) | (0.2 | ) | (669 | ) | (1.3 | ) | ||||||||
Net
income (loss)
|
$ | (1,191 | ) | (3.4 | ) | $ | 218 | 0.5 |
Three
months ended
|
||||||||
April
4 , 2009
|
March
29 , 2008
|
|||||||
Revenues
from external customers
|
$ | 1,975 | $ | 1,637 | ||||
Loss
before income taxes
|
(107 | ) | (1,107 | ) | ||||
Benefit
from income taxes
|
(22 | ) | (438 | ) | ||||
Loss
from discontinued operations
|
$ | (85 | ) | $ | (669 | ) | ||
Loss
per share
|
$ | 0.00 | $ | (0.02 | ) |
April
4, 2009
|
January
3, 2009
|
|||||||
Cash
and cash equivalents
|
$ | 59 | $ | 369 | ||||
Receivables,
net
|
2,059 | 2,187 | ||||||
Inventories
|
5,461 | 4,478 | ||||||
Other
current assets
|
115 | 134 | ||||||
Property,
plant & equipment, net
|
5,291 | 5,263 | ||||||
Intangible
assets, net
|
899 | 899 | ||||||
Total
assets
|
$ | 13,884 | $ | 13,330 | ||||
Accounts
payable
|
$ | 930 | $ | 884 | ||||
Accrued
expenses
|
443 | 448 | ||||||
Deferred
revenue
|
-- | -- | ||||||
Deferred
gain
|
4,266 | 4,370 | ||||||
Total
Liabilities
|
$ | 5,639 | $ | 5,702 |
•
|
our
expectations of our financial and operating performance in 2009 and
beyond;
|
||
•
|
the
adequacy of internal cash and working capital for our operations, and the
need to obtain adequate financing following the expiration of our existing
credit facilities in November 2009;
|
||
•
|
manufacturing
constraints and difficulties;
|
||
•
|
the
introduction of competitive products into the
marketplace;
|
||
•
|
management’s
plans and goals for our subsidiaries;
|
||
•
|
the
ability of the Company and its divisions to generate positive cash flows
in the near-term, or to otherwise be profitable;
|
||
•
|
our
ability to produce commercially competitive products;
|
||
•
|
the
strength of our various strategic partnerships, both on manufacturing and
distribution;
|
||
•
|
our
ability to secure other strategic alliances and
relationships;
|
||
•
|
our
expectations regarding the Company’s strategy for growth, including
statements regarding the Company’s expectations for continued product mix
improvement;
|
||
•
|
our
expectations regarding the balance, independence and control of our
business;
|
||
•
|
our
expectations and plans regarding market penetration, including the
strength and scope of our distribution channels and our expectations
regarding sales of Direct Imaging presses or computer-to-plate
devices;
|
||
•
|
the
commercialization and marketing of our technology;
|
||
•
|
our
expectations regarding performance of existing, planned and recently
introduced products;
|
||
•
|
the
adequacy of our intellectual property protections and our ability to
protect and enforce our intellectual property rights;
and
|
||
•
|
the
expected effect of adopting recently issued accounting standards, among
others.
|
||
•
|
our
expectations in selling the Lasertel subsidiary;
|
||
•
|
the
recoverability of our intangible assets and other long-lived
assets;
|
•
|
market
acceptance of and demand for our products and resulting
revenues;
|
||||
•
|
any
inability to obtain adequate financing following the expiration of our
existing credit facilities in November 2009;
|
||||
•
|
our
ability to meet our stated financial objectives;
|
||||
•
|
our
dependency on our strategic partners, both on manufacturing and
distribution;
|
||||
•
|
the
introduction of competitive products into the marketplace;
|
||||
•
|
shortages
of critical or sole-source component supplies;
|
||||
•
|
the
availability and quality of Lasertel’s laser diodes;
|
||||
•
|
the
performance and market acceptance of our recently-introduced products, and
our ability to invest in new product development;
|
||||
•
|
manufacturing
constraints or difficulties (as well as manufacturing difficulties
experienced by our sub-manufacturing partners and their capacity
constraints); and
|
||||
•
|
the
impact of general market factors in the print industry in
general;
|
||||
•
|
current
capital and credit market conditions and its potentially adverse affect on
our access to capital, cost of capital and business
operations;
|
||||
•
|
Current
economic conditions and its affects on the Company’s business and results
from operations;
|
·
|
The
Company improved the accounting resources by hiring a new Vice President
and Corporate Controller, Assistant Controller, European Finance Director,
and Cost Accounting Manager.
|
·
|
The
Company has implemented a process designed to ensure the timely analysis
and documentation of all significant or non-routine accounting
transactions by qualified accounting personnel. In addition, the analysis
and related documentation must be reviewed and approved by senior
management.
|
·
|
A
new Director of Tax was appointed in January 2009, and will focus on
building a knowledgeable tax department in the Greenwich, Connecticut
office.
|
·
|
Effective
March 17, 2009, the Company established a Financial Resources Steering
Committee to develop and implement a corrective action plan to complete
remediation of the material weakness. The Steering Committee is
headed by the Chief Financial Officer, Vice President and Corporate
Controller, and the Vice President of Human
Resources.
|
·
|
A
new Financial Reporting Manager will be appointed to oversee accounting
for significant or non-routine transactions and to prepare SEC
filings.
|
·
|
The
Assistant Controller, under the direction of the Chief Financial Officer
and Vice President and Corporate Controller, has commenced a process to
recruit and train new accounting personnel for the accounting functions
being transferred to the Greenwich, Connecticut
office.
|
Exhibit
No.
|
Description
|
Certification
of the Chief Executive Officer pursuant to Rule 13a-14(a) under the
Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
|
Certification
of the Chief Financial Officer pursuant to Rule 13a-14(a) under the
Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
|
Certification
of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
|
Certification
of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
|
Amended
Employment Agreement by and between Presstek, Inc. and Jeffrey Jacobson
dated May 14, 2009.
|
PRESSTEK,
INC.
(Registrant)
|
|
Date: May
14, 2009
|
/s/
Jeffrey A. Cook
|
Jeffrey
A. Cook
Executive
Vice President and Chief Financial Officer
(Duly
Authorized Officer and Principal Financial Officer)
|
Exhibit
No.
|
Description
|
Certification
of the Chief Executive Officer pursuant to Rule 13a-14(a) under the
Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
|
Certification
of the Chief Financial Officer pursuant to Rule 13a-14(a) under the
Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
|
Certification
of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
|
Certification
of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
|
Amended
Employment Agreement by and between Presstek, Inc. and Jeffrey Jacobson
dated May 14, 2009
|
|