Exhibit 99.1
| | |
Contact: | | Steve Reichenbach |
| | Chief Financial Officer |
| | 253-850-3500 |
FLOW INTERNATIONAL COMPLETES RESTATEMENT AND
FILES AMENDED 10-K/A FOR YEAR ENDED APRIL 30, 2004
KENT, Wash., December 20, 2004 – Flow International Corporation (Nasdaq: FLOW), the world’s leading developer and manufacturer of ultrahigh-pressure waterjet technology equipment used for cutting, cleaning (surface preparation) and food safety applications, today announced that it has filed with the Securities and Exchange Commission, a Form 10-K/A amending its Form 10-K for the fiscal year ended April 30, 2004.
The amendment includes corrections to the Company’s financial statements for the fiscal years ended April 30, 2004, 2003 and 2002 resulting from the completion of reconciliations of historical inter-company account balances, review of the treatment of foreign currency gains and losses on inter-company balances, reclassification of the senior credit facility and a correction in the value ascribed to the warrants issued to our subordinated debt lender in May 2001.
The amended Form 10-K/A reflects foreign currency adjustments in Other Income / (Expense), net, as well as correction of entries originally recorded as foreign currency revaluation that should have been recorded to Cost of Sales and Provision for Income Taxes in the Consolidated Statement of Operations. The correction of the warrant valuation resulted in a reduction in interest expense in subsequent periods. In addition to these entries, an associated entry to the tax provision was also calculated. The Company corrected its Consolidated Statement of Cash Flows for all three years to reflect the effects of foreign exchange rate changes in the appropriate categories. The Company revised the classification of its senior credit facility to current on the Consolidated Balance Sheets due to the existence of a subjective acceleration clause in the credit agreement and the use of current cash receipts to directly reduce the liability. Note 2 to the Consolidated Financial Statements in the Form 10-K/A includes a complete description of the adjustments. See the attached table for a summary of the restatements in the Consolidated Statements of Operations, Consolidated Statements of Cash Flows and Consolidated Balance Sheets.
The Company intends to file its first quarter Form 10-Q and its second quarter Form 10-Q as soon as practicable. The Company does not intend to amend prior Form 10-Q’s for the restated items above. Rather the Company will restate, as appropriate, the prior-year quarter’s financial information in prospective Form 10-Q’s to reflect the adjustments in the Form 10-K/A. Accordingly, these historical financial statements and other communications related to such periods should no longer be relied upon.
About Flow International
Flow provides total system solutions for various industries, including automotive, aerospace, paper, job shop, surface preparation, and food production. For more information, visit www.flowcorp.com.
This press release contains forward-looking statements relating to future events or future financial performance that involve risks and uncertainties. The words “believe,” “expect,” “intend,” “anticipate,” variations of such words and similar expressions identify forward-looking statements but their absence does not mean that the statement is not forward-looking. These statements are only predictions and actual results could differ materially from those anticipated in these statements based on a number of risk factors, including those set forth in the December 20, 2004, Flow International Corporation Form 10-K/A Report filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date of this announcement.
Table to follow
Flow International Corporation
Table of Items Have Been Restated in Our Form 10-K/A:
Dollars in thousands, except per share data
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Year Ended April 30, 2004
| | | Year Ended April 30, 2003
| | | Year Ended April 30, 2002
| |
| | As previously reported
| | | Restated
| | | As previously reported
| | | Restated
| | | As previously reported
| | | Restated
| |
Consolidated Statement of Operations | | | | | | | | | | | | | | | | | | | | | | | | |
Cost of Sales | | $ | 111,970 | | | $ | 112,382 | | | | * | | | | * | | | $ | 107,819 | | | $ | 109,129 | |
Gross Margin | | | 65,639 | | | | 65,227 | | | | * | | | | * | | | | 69,071 | | | | 67,761 | |
Operating (Loss) Income | | | (1,471 | ) | | | (1,883 | ) | | | * | | | | * | | | | 1,422 | | | | 112 | |
Interest Expense, net | | | (12,995 | ) | | | (12,785 | ) | | $ | (11,319 | ) | | $ | (11,162 | ) | | | (8,823 | ) | | | (8,707 | ) |
Other Income (Expense), net | | | 4,413 | | | | 7,817 | | | | (4,333 | ) | | | 958 | | | | (2,276 | ) | | | (2,772 | ) |
Loss Before Provision for Income Taxes | | | (10,053 | ) | | | (6,851 | ) | | | (62,309 | ) | | | (56,861 | ) | | | (9,677 | ) | | | (11,367 | ) |
(Provision) Benefit for Income Taxes | | | (5,099 | ) | | | (5,197 | ) | | | (7,180 | ) | | | (12,603 | ) | | | 3,290 | | | | 3,123 | |
Loss Before Discontinued Operations, Net of Tax | | | (15,152 | ) | | | (12,048 | ) | | | (69,489 | ) | | | (69,464 | ) | | | (6,387 | ) | | | (8,244 | ) |
Net Loss | | | (14,626 | ) | | | (11,522 | ) | | | (70,012 | ) | | | (69,987 | ) | | | (5,996 | ) | | | (7,853 | ) |
Loss per Share: | | | | | �� | | | | | | | | | | | | | | | | | | | |
Basic and Diluted | | | | | | | | | | | | | | | | | | | | | | | | |
Loss Before Discontinued Operations | | | (.98 | ) | | | (.78 | ) | | | * | | | | * | | | | (.42 | ) | | | (.54 | ) |
Net Loss | | | (.95 | ) | | | (.75 | ) | | | * | | | | * | | | | (.39 | ) | | | (.52 | ) |
Consolidated Statement of Cash Flows | | | | | | | | | | | | | | | | | | | | | | | | |
Cash Provided by Operating Activities | | | 12,331 | | | | 12,237 | | | | 8,400 | | | | 10,256 | | | | 6,851 | | | | 6,391 | |
Cash Used in Investing Activities | | | * | | | | * | | | | * | | | | * | | | | (8,055 | ) | | | (8,121 | ) |
Effect of Exchange Rate Changes | | | (635 | ) | | | (541 | ) | | | 1,464 | | | | (392 | ) | | | (1,670 | ) | | | (1,144 | ) |
| | | | |
| | As of April 30, 2004
| | | As of April 30, 2003
| | | | | | | |
| | As previously reported
| | | Restated
| | | As previously reported
| | | Restated
| | | | | | | |
Consolidated Balance Sheets: | | | | | | | | | | | | | | | | | | | | | | | | |
Restricted Cash | | | 2,156 | | | | 1,101 | | | | * | | | | * | | | | | | | | | |
Deferred Income Taxes | | | 536 | | | | 970 | | | | 957 | | | | 1,616 | | | | | | | | | |
Other Current Assets | | | 5,606 | | | | 5,562 | | | | 7,464 | | | | 7,646 | | | | | | | | | |
Total Current Assets | | | 91,276 | | | | 90,611 | | | | 100,140 | | | | 100,981 | | | | | | | | | |
Goodwill | | | 10,664 | | | | 11,260 | | | | 10,141 | | | | 10,737 | | | | | | | | | |
Other Assets | | | 3,694 | | | | 4,749 | | | | * | | | | * | | | | | | | | | |
Total Assets | | | 134,085 | | | | 135,071 | | | | 146,264 | | | | 147,701 | | | | | | | | | |
Notes Payable | | | 9,887 | | | | 8,687 | | | | * | | | | * | | | | | | | | | |
Current Portion of Long-Term Obligations | | | 60 | | | | 40,040 | | | | 23 | | | | 56,446 | | | | | | | | | |
Taxes Payable and Other Accrued Taxes | | | * | | | | * | | | | 1,590 | | | | 1,943 | | | | | | | | | |
Total Current Liabilities | | | 60,891 | | | | 99,671 | | | | 50,914 | | | | 107,690 | | | | | | | | | |
Long-Term Obligations | | | 75,400 | | | | 38,081 | | | | 83,775 | | | | 29,023 | | | | | | | | | |
Total Liabilities | | | 140,802 | | | | 142,263 | | | | 138,480 | | | | 140,504 | | | | | | | | | |
Capital in Excess of Par | | | 56,629 | | | | 54,686 | | | | 55,869 | | | | 53,925 | | | | | | | | | |
(Accumulated Deficit) Retained Earnings | | | (55,432 | ) | | | (59,965 | ) | | | (40,806 | ) | | | (48,443 | ) | | | | | | | | |
Accumulated Other Comprehensive Loss | | | (10,431 | ) | | | (4,429 | ) | | | (9,758 | ) | | | (764 | ) | | | | | | | | |
Total Shareholders’ (Deficit) Equity | | | (9,077 | ) | | | (9,552 | ) | | | 5,459 | | | | 4,872 | | | | | | | | | |
Total Liabilities and Shareholder’s (Deficit) Equity | | | 134,085 | | | | 135,071 | | | | 146,264 | | | | 147,701 | | | | | | | | | |
* | The restatements described above did not result in a restatement of this line item in this fiscal year in the Company’s previously reported financial statements. |