Exhibit 99
For Immediate Release
National Patent Development Corporation Reports Fiscal 2007 Third Quarter
and Nine Month Operating Results
NEW YORK, November 14, 2007--National Patent Development Corporation (OTC Bulletin Board: NPDV.OB - News) today reported a net loss of $(1,351,000) for the three months ended September 30, 2007 or $(0.08) per fully diluted share, compared to a net loss of $(95,000) or $(0.01) per fully diluted share, in the corresponding three month period a year ago.
For the nine months ended September 30, 2007, the Company reported net income of $13,492,000 or $0.76 per fully diluted share, compared to a loss of $(650,000) or $(0.04) per fully diluted share, in the corresponding nine month period a year ago.
The net income for the first nine months of the fiscal year is due, primarily, to a gain of $17,031,000 recognized as a result of the merger of Valera Pharmaceuticals, Inc., in which the Company had an approximately 14% interest, and Indevus Pharmaceuticals, Inc. This gain was offset by a realized loss of $1,023,000 based upon the proceeds received by the Company from the post-merger sale of 2,639,482 shares of Indevus stock, which represented the Company’s entire position at the time. The gain includes the May 2007 receipt of the first contingent payment from Indevus based upon achievement of a post-merger milestone. The Company had net proceeds from the sale of the Indevus shares of $17,598,000, and had cash and cash equivalents of $17,026,000 at September 30, 2007. In addition, for the nine months ended September 30, 2007, net operating income of the Company's segments increased by $1,188,000 as compared to the same period in the prior year, due, primarily, to improved operating results for Five Star Products, Inc. (Five Star).
The increased net loss for the three months ended September 30, 2007 of $1,256,000 as compared to the same period last year, is principally attributable to a $710,000 loss recognized on the sale of a portion of the Indevus shares referred to above and an impairment charge of $266,000 related to the Company’s investment in Millenium Cell, Inc., partially offset by increased third quarter operating profit of $518,000 at Five Star.
National Patent's majority owned subsidiary, Five Star, issued a press release on November 14, 2007 announcing its results for the third quarter and nine months ended September 30, 2007, which is attached hereto.
About National Patent Development Corporation
National Patent Development Corporation (OTC Bulletin Board: NPDV.OB - News), is the majority owner of Five Star. National Patent also owns and operates an optical plastics business through its wholly owned subsidiary, MXL Industries, Inc. In addition, National Patent owns certain other non-core assets including real estate.
Safe Harbor Statement
This press release contains certain "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934 and the U.S. Private Securities Litigation Reform Act of 1995, including statements relating to, among other things, future business plans, strategies and financial position, working capital and capital expenditure needs, growth opportunities, and any statements of belief and any statements of assumptions underlying any of the foregoing. Neither the Company nor Five Star Products, Inc. have any material third party commitments with respect to growth plans. There is no assurance that specific plans can be executed or, if executed, will be successful from an operational or financial standpoint. These plans could require capital beyond the funds presently available to the Company.
These forward-looking statements reflect the current view of the management of National Patent Development Corporation with respect to future events and financial performance and are subject to certain risks, uncertainties, assumptions and changes in condition that could cause actual results to differ materially from those in the forward-looking statements, all of which are difficult to predict and many of which are beyond the control of National Patent Development Corporation, including, but not limited to the risks, uncertainties, assumptions and changes in condition detailed National Patents' periodic reports and registration statements filed with the Securities and Exchange Commission.
National Patent Development Corporation does not intend to, and disclaims any duty or obligation to, update or revise any forward-looking statements or industry information set forth in this press release to reflect new information, future events or otherwise.
Contact:
National Patent Development Corporation
Dean Heine, 646-742-1630
Tables Follow:
NATIONAL PATENT DEVELOPMENT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share data)
| | Three Months Ended | | | Nine Months Ended | |
| | September 30, | | | September 30, | |
| | 2007 | | | 2006 | | | 2007 | | | 2006 | |
| | | | | | | | | | | | |
Sales | | $ | 35,205 | | | $ | 30,125 | | | $ | 105,270 | | | $ | 92,491 | |
Cost of sales | | | 28,691 | | | | 25,265 | | | | 86,876 | | | | 76,884 | |
Gross margin | | | 6,514 | | | | 4,860 | | | | 18,394 | | | | 15,607 | |
| | | | | | | | | | | | | | | | |
Selling, general and administrative expenses | | | (6,076 | ) | | | (4,679 | ) | | | (17,047 | ) | | | (14,474 | ) |
| | | | | | | | | | | | | | | | |
Operating profit | | | 438 | | | | 181 | | | | 1,347 | | | | 1,133 | |
| | | | | | | | | | | | | | | | |
Interest expense | | | (448 | ) | | | (391 | ) | | | (1,280 | ) | | | (1,234 | ) |
Gain on exchange of Valera for Indevus shares | | | | | | | | | | | 17,031 | | | | | |
Investment and other income (loss), net | | | (963 | ) | | | 180 | | | | (1,732 | ) | | | (2 | ) |
| | | | | | | | | | | | | | | | |
Income (loss) before income taxes and minority interest | | | (973 | ) | | | (30 | ) | | | 15,366 | | | | (103 | ) |
| | | | | | | | | | | | | | | | |
Income tax expense | | | (236 | ) | | | (54 | ) | | | (1,296 | ) | | | (400 | ) |
| | | | | | | | | | | | | | | | |
Income (loss) before minority interest | | | (1,209 | ) | | | (84 | ) | | | 14,070 | | | | (503 | ) |
| | | | | | | | | | | | | | | | |
Minority interest | | | (142 | ) | | | (11 | ) | | | (578 | ) | | | (147 | ) |
| | | | | | | | | | | | | | | | |
Net income (loss) | | $ | (1,351 | ) | | $ | (95 | ) | | $ | 13,492 | | | $ | (650 | ) |
| | | | | | | | | | | | | | | | |
Net income (loss) per share | | | | | | | | | | | | | | | | |
Basic | | $ | (0.08 | ) | | $ | (0.01 | ) | | $ | 0.76 | | | $ | (0.04 | ) |
Diluted | | $ | (0.08 | ) | | $ | (0.01 | ) | | $ | 0.76 | | | $ | (0.04 | ) |
NATIONAL PATENT DEVELOPMENT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
| | September 30, | | | December 31, | |
| | 2007 | | | 2006 | |
Assets | | (unaudited) | | | | |
Current assets | | | | | | |
Cash and cash equivalents | | $ | 17,026 | | | $ | 4,485 | |
Accounts receivable, less allowance | | | | | | | | |
for doubtful accounts of $529 and $566 | | | 17,669 | | | | 11,939 | |
Receivable from GP Strategies Corporation | | | | | | | 251 | |
Inventories | | | 25,840 | | | | 22,535 | |
Prepaid expenses and other current assets | | | 471 | | | | 724 | |
Deferred tax asset | | | 597 | | | | 791 | |
Total current assets | | | 61,603 | | | | 40,725 | |
| | | | | | | | |
Property, plant and equipment, net | | | 3,403 | | | | 2,925 | |
Investment in Valera including available for sale securities of $4,823 at December 31, 2006 | | | | | | | 5,955 | |
Other marketable securities available for sale | | | 226 | | | | 343 | |
Deferred tax asset | | | 193 | | | | | |
Other assets | | | 3,686 | | | | 3,286 | |
Total assets | | $ | 69,111 | | | $ | 53,234 | |
| | | | | | | | |
Liabilities and stockholders’ equity | | | | | | | | |
Current liabilities | | | | | | | | |
Current maturities of long-term debt | | $ | 257 | | | $ | 151 | |
Short term borrowings | | | 19,974 | | | | 18,414 | |
Accounts payable and accrued expenses | | | 16,112 | | | | 9,978 | |
Payable to GP Strategies Corporation | | 74 | | | - | |
Total current liabilities | | | 36,417 | | | | 28,543 | |
| | | | | | | | |
Long-term debt less current maturities | | | 1,506 | | | | 1,332 | |
Deferred tax liability | | | 279 | | | | 279 | |
Other liabilities | | 1 | | | 247 | |
| | | | | | | | |
Total liabilities | | | 38,203 | | | | 30,401 | |
Minority interest | | | 2,960 | | | | | |
Common stock subject to exchange rights | | | 498 | | | | 1,696 | |
| | | | | | | | |
Stockholders’ equity | | | | | | | | |
Common Stock | | | 180 | | | | 178 | |
Additional paid-in capital | | | 26,120 | | | | 25,990 | |
Retained earnings (deficit) | | | 4,315 | | | | (9,177 | ) |
Accumulated other comprehensive income | | | 44 | | | | 4,334 | |
Treasury stock | | | (3,209 | ) | | | (188 | ) |
Total stockholders’ equity | | | 27,450 | | | | 21,137 | |
Total liabilities and stockholders’ equity | | $ | 69,111 | | | $ | 53,234 | |
For Immediate Release
Five Star Products, Inc., Reports Third Quarter and Nine Month Results
Third Quarter Revenue Increases by 19%; Nine Month Revenue Increases by 15%
NEW YORK, November 14, 2007 -- Five Star Products, Inc. (OTC Bulletin Board: FSPX.OB - News), a leading distributor of paint sundry and hardware products in the Northeast and Middle-Atlantic states, today announced that its revenue in the third quarter ended September 30, 2007, was $32.9 million compared to $27.7 million in the same period last year. Net income was $316,000 or $0.02 per diluted share, compared to net income of $30,000 or $0.00 per diluted share, in the corresponding period a year ago. The Company reported revenue of $98.7 million for the first nine months of 2007, a 15.4% increase over the $85.6 million reported for the same period last year. Net income of $1,343,000 for the first nine months ($0.08 per fully diluted share) increased 229% as compared to net income of $408,000 ($.03 per fully diluted share) for the nine month period ended September 30, 2006. The Company reported that results for the first nine months of fiscal year 2007 include six months of contribution from the Right-Way Dealer Warehouse, Inc., business which was acquired on April 5, 2007.
Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization), as stated before stock compensation expense of $141,000 which affects only 2007 results, was $1,242,000 for the third quarter of 2007, an increase of 141% compared to $515,000 for the same period last year. For the nine months of 2007, Adjusted EBITDA, before stock compensation expense of $321,000 which affects only 2007 results, was $4,151,000, an increase of 88% compared to $2,202,000 for the first nine months of 2006.
Leslie Flegel, Five Star Chairman, said, “Our record third quarter sales and the resulting Adjusted EBITDA reflect integrating the strategic Right-Way acquisition we made last spring directly into Five Star’s infrastructure. We were able to combine organic growth and sales from that acquisition without a proportional increase in overall expenses, realizing substantial operating economies. Historically, sales in the fourth quarter are lower, but we expect to see gains year over year. Based on our performance to date, we anticipate a record year in 2007.
“Based on our market experience, we believe our customer base, composed primarily of independent retail operators, is not so dependent on new home building as the big box stores and is, generally, more resistant to the type of market slowdown which we are currently experiencing. In this environment, we believe there is an opportunity to leverage our distribution advantage with dealers and broaden our base to more independent paint and hardware retailers. We also see unique opportunities to grow and improve our business beyond acquisitions. Expanding Five Star’s private label program and upgrading our online ordering capabilities are two priorities that we believe will improve service to our customers. The Company’s culture and vision have changed dramatically. Energized and determined to do more, we are enjoying a great year in a volatile economy which is a testimonial to our plan and management team,” Flegel concluded.
John Belknap, Five Star President and CEO, added, "I am proud of Bruce Sherman’s and the rest of our team’s accomplishments through the first nine months, but we must remain focused on what we have yet to do. We are building a platform for growth: improving current IT systems, creating a new web site, and designing efficiencies for our planned state-of-the-art facilities, to mention a few."
About Five Star Products, Inc.
Five Star Products, Inc. (OTC Bulletin Board: FSPX.OB - News) is engaged in the wholesale distribution of paint sundry and hardware products in the Northeast and Middle-Atlantic states with particular strength in the greater New York metropolitan area. The Company distributes products to approximately 3,000 independent retail dealers, which include paint stores, independent hardware stores, lumber yards, and do-it yourself centers. The Company distributes a range of private label products sold under the "Five Star" name. Five Star operates two distribution centers, the primary one located in East Hanover, NJ and another in Newington, CT.
Safe Harbor Statement
This press release contains certain "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934 and the U.S. Private Securities Litigation Reform Act of 1995, including statements relating to, among other things, future business plans, strategies and financial position, working capital and capital expenditure needs, growth opportunities, and any statements of belief and any statements of assumptions underlying any of the foregoing. The Company has no material third party commitments with respect to growth plans. There is no assurance that specific plans can be executed or, if executed, will be successful from an operational or financial standpoint. These plans could require capital beyond the funds presently available to the Company.
These forward-looking statements reflect current views of the management of Five Star Products, Inc. with respect to future events and financial performance and are subject to certain risks, uncertainties, assumptions and changes in condition that could cause actual results to differ materially from those in the forward-looking statements, all of which are difficult to predict and many of which are beyond the control of Five Star Products including, but not limited to the risks, uncertainties, assumptions and changes in condition detailed in Five Star Products' periodic reports and registration statements filed with the Securities and Exchange Commission.
Five Star Products, Inc. does not intend to, and disclaims any duty or obligation to, update or revise any forward-looking statements or industry information set forth in this press release to reflect new to reflect new information, future events or otherwise.
Contact:
Five Star Products, Inc.
Dean Heine, 646-742-1630
Tables Follow:
FIVE STAR PRODUCTS, INC. AND SUBSIDIARIES
Non- GAAP Reconciliation- EBITDA and Adjusted EBITDA
(in thousands)
(unaudited)
| | Three months ended | | | Nine months ended | |
| | September 30, | | | September 30, | |
| | 2007 | | | 2006 | | | 2007 | | | 2006 | |
Net income | | $ | 316 | | | $ | 30 | | | $ | 1,343 | | | $ | 408 | |
Interest expense, net | | | 451 | | | | 374 | | | | 1,281 | | | | 1,237 | |
Income tax expense | | | 234 | | | | 25 | | | | 934 | | | | 321 | |
Depreciation and amortization | | | 100 | | | | 86 | | | | 272 | | | | 236 | |
| | | | | | | | | | | | | | | | |
EBITDA | | | 1,101 | | | | 515 | | | | 3,830 | | | | 2,202 | |
Stock compensation expense | | | 141 | | | | 0 | | | | 321 | | | | 0 | |
| | | | | | | | | | | | | | | | |
Adjusted EBITDA | | $ | 1,242 | | | $ | 515 | | | $ | 4,151 | | | $ | 2,202 | |
EBITDA is a widely used non-GAAP financial measure of operating performance. It is presented as supplemental information that the Company believes is useful to investors to evaluate its results because it excludes certain items that are not directly related to the Company's core operating performance. EBITDA is calculated by adding back net interest expense, income tax expense, and depreciation and amortization to net income. EBITDA should not be considered as a substitute either for net income, as an indicator of the Company's operating performance, or cash flow, as a measure of the Company's liquidity. In addition, because EBITDA may not be calculated identically by all companies, the presentation here may not be comparable to other similarly titled measures of other companies. Adjusted EBITDA is calculated as EBITDA prior to non-cash stock compensation expense.
FIVE STAR PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands)
| | September 30, | | | December 31, | |
| | 2007 | | | 2006 | |
| | (unaudited) | | | | |
ASSETS | | | | | | |
| | | | | | |
Current assets | | | | | | |
| | | | | | | | |
Cash | | $ | 3 | | | $ | 3 | |
Accounts receivable, net | | | 16,432 | | | | 10,520 | |
Inventory | | | 25,090 | | | | 21,744 | |
Deferred income taxes | | | 623 | | | | 652 | |
Prepaid expenses and other current assets | | | 449 | | | | 520 | |
Total current assets | | | 42,597 | | | | 33,439 | |
| | | | | | | | |
Machinery and equipment, net | | | 664 | | | | 530 | |
Deferred income taxes | | | 193 | | | | 166 | |
Other assets | | | 638 | | | | 362 | |
Total assets | | $ | 44,092 | | | $ | 34,497 | |
| | | | | | | | |
LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | |
Current liabilities | | | | | | | | |
Short-term borrowings | | $ | 19,339 | | | $ | 17,664 | |
Accounts payable and accrued expenses (including due to affiliates of $70 and $79) | | | 15,071 | | | | 9,313 | |
Note payable to National Patent Development Corporation | | | 2,800 | | | | 2,800 | |
Total current liabilities | | | 37,210 | | | | 29,777 | |
| | | | | | | | |
Interest rate collar | | | 0 | | | | 6 | |
Total Liabilities | | | 37,210 | | | | 29,783 | |
| | | | | | | | |
Stockholders' equity | | | | | | | | |
Common stock | | | 195 | | | | 173 | |
Additional paid-in capital | | | 9,462 | | | | 8,552 | |
Accumulated deficit | | | (2,152 | ) | | | (3,495 | ) |
Accumulated other comprehensive income | | | 77 | | | | 184 | |
Treasury stock, at cost | | | (700 | ) | | | (700 | ) |
Total stockholders' equity | | | 6,882 | | | | 4,714 | |
Total liabilities and stockholders’ equity | | $ | 44,092 | | | $ | 34,497 | |
FIVE STAR PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share data)
| | Three Months Ended | | | Nine Months Ended | |
| | September 30 | | | September 30 | |
| | 2007 | | | 2006 | | | 2007 | | | 2006 | |
| | | | | | | | | | | | |
Sales | | $ | 32,939 | | | $ | 27,666 | | | $ | 98,726 | | | $ | 85,556 | |
Cost of goods sold | | | 26,955 | | | | 23,382 | | | | 81,758 | | | | 71,772 | |
Gross margin | | | 5,984 | | | | 4,284 | | | | 16,968 | | | | 13,784 | |
| | | | | | | | | | | | | | | | |
Selling, general and administrative expenses | | | (4,983 | ) | | | (3,855 | ) | | | (13,410 | ) | | | (11,818 | ) |
| | | | | | | | | | | | | | | | |
Operating income | | | 1,001 | | | | 429 | | | | 3,558 | | | | 1,966 | |
| | | | | | | | | | | | | | | | |
Other income | | | 6 | | | | 42 | | | | 34 | | | | 48 | |
| | | | | | | | | | | | | | | | |
Interest expense | | | (457 | ) | | | (416 | ) | | | (1,315 | ) | | | (1,285 | ) |
| | | | | | | | | | | | | | | | |
Income before income taxes | | | 550 | | | | 55 | | | | 2,277 | | | | 729 | |
| | | | | | | | | | | | | | | | |
Income tax expense | | | (234 | ) | | | (25 | ) | | | (934 | ) | | | (321 | ) |
| | | | | | | | | | | | | | | | |
Net income | | $ | 316 | | | $ | 30 | | | $ | 1,343 | | | $ | 408 | |
Net income (loss) per share | | | | | | | | | | | | | | | | |
Basic | | $ | .02 | | | $ | .00 | | | $ | .09 | | | $ | .03 | |
Diluted | | $ | .02 | | | $ | .00 | | | $ | .08 | | | $ | .03 | |