TIDMSOM
RNS Number : 0454Z
Somero Enterprises Inc.
15 September 2009
+----------------------------------------------------+------------------------+
| PRESS ANNOUNCEMENT |
+-----------------------------------------------------------------------------+
| 15 September 2009 | |
| | |
+----------------------------------------------------+------------------------+
| Somero Enterprises, Inc |
| ("Somero" or "the Company" or "the Group") |
+-----------------------------------------------------------------------------+
| Interim Results for the six months ended 30 June 2009 |
+----------------------------------------------------+------------------------+
+-----------------+---------------+----+----+----+----+----+----+----+---------+----+----+----+
| Somero Enterprises, Inc. , is pleased to report its interim results for the six months to |
| 30 June 2009. Somero is a North American manufacturer of patented laser guided equipment |
| used for the spreading and levelling of high volumes of concrete for floors in the |
| commercial construction industry. Expanding into new geographic markets, Somero's |
| innovative, proprietary products help contractors worldwide achieve a high level of |
| precision in flat floor construction which reduces construction time and improves cost |
| savings. |
| Financial Highlights |
| § Revenue and operating results in line with managements expectations following 24 June |
| 2009 trading update and equity placing announcement |
| § Group revenue of US$13.4m (H1 2008: US$31.0m) |
| § Pre-tax (loss)/income of US($2.0m) (H1 2008: US$3.1m) |
| § Successful equity placing has reduced adjusted net debt to US$4.8(4)m (31 December 2008 |
| US$9.7m) |
| Business Highlights |
| § Increased focus on opportunities for growth in international markets |
| - Investment in China and the Middle East now producing good interest and response |
| - Latin and South America continue to produce positive results |
| § Balance of cost management and investment for growth |
| - Strategic investment in new products targeted for release in Q4 2009 |
| - Continued commitment to increasing penetration of the Middle and Far East markets |
| § Positive actions keep progress on track |
| - Further cost saving program implemented in June with continued focus on creating |
| additional cost savings across the Group |
| - Placing has reduced adjusted net debt from US$9.7m at end 2008 to US$4.8(4)m at 30 June |
| 2009 |
| - Management retention and incentive plan agreed |
| Commenting, Jack Cooney, President and Chief Executive Officer of Somero, said: |
| "We are pleased to report revenue today that is consistent with our expectations. We |
| believe our markets are at or near their bottom and we are continuing to focus on every |
| sales opportunity, while maintaining tight controls on cost. We are also pursuing the |
| increasing internationalisation of our business and focusing on new product development |
| with new products expected in the second half of 2009. |
| "The recent placing, raising gross proceeds of US$5.5m, was successfully completed |
| alongside lowered covenant requirements from our lending bank. The placing has |
| strengthened our balance sheet considerably and significantly reduced interest payments |
| and we are well placed as our markets rebuild. This along with our aggressive cost cutting |
| policy provides a stable platform from which to address opportunities as the markets start |
| to improve". |
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| |
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| For further information please contact: |
+---------------------------------------------------------------------------------------------+
| | |
+--------------------------------------+------------------------------------------------------+
| Hawkpoint Partners | +44 (0)20 7665 4500 |
+--------------------------------------+------------------------------------------------------+
| Christopher Kemball / Chris Robinson | |
+--------------------------------------+------------------------------------------------------+
| | |
+--------------------------------------+------------------------------------------------------+
| Collins Stewart | +44 (0)20 7523 8000 |
+--------------------------------------+------------------------------------------------------+
| Piers Coombs | |
+--------------------------------------+------------------------------------------------------+
| | |
+--------------------------------------+------------------------------------------------------+
| * References to adjusted EBITDA are to Somero's net (loss)/income plus |
| interest income, interest expense, taxes, depreciation, amortization, |
| foreign exchange, stock based compensation and other expense.* |
| References to adjusted net (loss)/income before amortization are to |
| Somero's net (loss)/income plus amortization expense of intangibles. * |
| Adjusted EBITDA and adjusted net (loss)/income before amortization are |
| not measurements of the Company's financial performance under GAAP and |
| should not be considered as an alternative to net income, operating |
| income or any other performance measures derived in accordance with GAAP |
| or as an alternative to GAAP cash flow from operating activities as a |
| measure of profitability or liquidity. Adjusted EBITDA and adjusted net |
| (loss)/income before amortization are presented herein because |
| management believes they are useful analytical tools for measuring the |
| profitability and cash generation of the business. Adjusted EBITDA is |
| also used to determine pricing and covenant compliance under the |
| Company's credit facility and as a measurement for calculation of |
| management incentive compensation. The Company understands that although |
| adjusted EBITDA is frequently used by securities analysts, lenders and |
| others in their evaluation of companies, its calculation of adjusted |
| EBITDA may not be comparable to other similarly titled measures reported |
| by other companies. See reconciliation of adjusted EBITDA and adjusted |
| net (loss)/income before amortization to net (loss)/income. |
| Adjusted net debt consists of actual net debt of $4.5m plus $0.3m in |
| costs associated with the equity raise that were paid subsequent to 30 |
| June 2009. |
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| |
+---------------------------------------------------------------------------------------------+
| About Somero |
| Somero designs, manufactures and sells equipment that automates the process of spreading |
| and leveling large volumes of concrete for commercial flooring and other horizontal |
| surfaces, such as paved parking lots. Somero's innovative, proprietary products, including |
| the large SXP -D Laser Screed , CopperHead and new Mini Screed(TM), employ laser-guided |
| technology to achieve a high level of precision. |
| Somero's products have been sold primarily to concrete contractors for use in |
| non-residential construction projects in over 60 countries across every time zone around |
| the globe. Laser Screed equipment has been specified for use in constructing warehouses, |
| assembly plants, retail centers and in other commercial construction projects requiring |
| extremely flat concrete slab floors by a variety of companies, such as Costco, Home Depot, |
| B&Q, DaimlerChrysler, various Coca-Cola bottling companies, Westinghouse, the United |
| States Postal Service, Lowe's and Toys 'R' Us. |
| Somero's executive offices and training facility are located in Florida, USA. Its main |
| operations, including manufacturing, are in Michigan, USA. There is also a sales and |
| service office in Chesterfield, England. Somero has 73 employees, and markets and sells |
| its products through a direct sales force, external sales representatives and independent |
| dealers in North America, Latin America, Europe, the Middle East, South Africa, Asia and |
| Australia. Somero is listed on the Alternative Investment Market of the London Stock |
| Exchange and its trading symbol is SOM.L. |
| Chairman's and Chief Executive Officer's Statement |
| While revenues in 1H 2009 were lower than the same period last year, we are pleased to |
| confirm that they are in line with our expectations. |
| Operational Performance |
| As expected, revenues declined in all our end markets but we have responded by |
| dramatically reducing our cost base and by renegotiating our bank covenants to remain |
| compliant through a period of turbulence. We have experienced extensive customer interest |
| in our new Somero As-Is Program offering of used Large Line machines and Small Line |
| machines that opens a new market niche for sales of refurbished inventory. We have also |
| continued product development and expect to introduce new products in the second half of |
| 2009. The new Mini-Screed Commercial has been a highlight, contributing over 6% of year to |
| date revenue. The new SXP-D along with our Somero Total Care warranty program (introduced |
| Q4 2008) has been well received and we expect it to improve significantly the replacement |
| demand for Large Line as concrete contractors regain the confidence to invest in their |
| businesses. |
| Emerging Markets |
| Emerging markets such as Latin and South America, China and the Middle East remain a key |
| area of focus for Somero. We are pleased by the relative strength of Latin and South |
| America, and continue to see increased interest in China and the Middle East. |
| A central component of our business strategy continues to be our entry into emerging |
| international markets where construction demand is expected to recover quickly and demand |
| for ever higher building quality standards continues to rise. We will continue to position |
| ourselves to take advantage of these trends by adding additional resources in these |
| markets. |
| The rollout of our emerging markets' strategy is centered on three core aims:* |
| to identify international blue chip logistics companies, development companies and |
| building owners with a view to ensuring Western floor flatness specifications are carried |
| through to their new markets* |
| to target joint venture relationships with major western contractors and local contractors |
| who are tendering for projects for these major international players* |
| to enhance our current training program to provide a more comprehensive service offering |
| to contractors for the complete floor/slab construction |
| Product Development |
| As well as focusing on emerging market opportunities, we remain committed to developing |
| innovative, state-of-the-art, proprietary, high-margin products that meet the ever |
| changing needs of our customers. Despite overall cost reductions, we have continued to |
| invest 3% of sales in product development and expect to launch new products in Q4 2009. We |
| remain confident that the launch of these products will continue to provide growth |
| opportunities for Somero over the medium and longer term. |
| Interim Dividend |
| While no dividends were declared in the first half of 2009, the Board has reconfirmed its |
| intention to consider using a portion of future surplus free cash generated by the Company |
| to return capital to shareholders, either through dividend payments or a share buy-back |
| program. |
| Stock Appreciation Rights Plan |
| Following our trading update and equity placing in June, Somero's Remuneration Committee |
| has reviewed the alternatives for ensuring that management are appropriately incentivized |
| to rebuild shareholder value and to be retained within the Group. Following a thorough |
| review of a number of schemes, the Remuneration Committee has developed a Stock |
| Appreciation Rights Plan. This plan will provide a retention program for key managers and |
| fully align their efforts with our shareholders' interests. Whilst based on appreciation |
| in equity value, this will be a cash program with no new equity issued and therefore there |
| will be no dilution for shareholders. The program will issue phantom shares in each year |
| of a fixed three year period starting in the future at the discretion of the Board with |
| the number of shares issued based on a percentage of the manager's salary and Somero's |
| share price at time of issue. The cash pay out under the Plan will fall due on the third |
| anniversary of each tranche of the issue provided the manager has met the terms of the |
| Plan, including remaining an employee of the Group. |
| To illustrate the impact of the Stock Appreciation Rights Plan, it is anticipated that, |
| when the first tranche of phantom shares are issued, the aggregate of each manager's |
| salary multiplied by the allocated percentage will be US$1.0m. This is the base from |
| which any stock price appreciation, and therefore cash payments under the Stock |
| Appreciation Rights Plan, will be calculated. |
| Somero's current stock option program for management, under which 2,825,315 options were |
| issued with a strike price of 90p or greater, and 602,885 issued at a strike price of |
| 16.5p, will remain in place. The Stock Appreciation Rights Plan will be capped at 90p per |
| ordinary Somero share, the price at which the majority of the options under the existing |
| incentive scheme would begin to return value. |
| There are currently 56,425,598 ordinary Somero shares in issue. |
| Current Trading and Outlook |
| We are pleased with the performance delivered during the first half considering the |
| unprecedented commercial environment we have experienced. |
| As we enter the second half of the year, trading is continuing in line with management's |
| expectations following the 24 June 2009 trading update. We see our markets in all |
| geographies slowly starting to rebuild and anticipate increasing momentum as we move into |
| next year. We remain committed to maintaining tight cost control with a policy of |
| progressive international expansion. Despite continuing our policy of net debt reduction, |
| we remain committed to continued investment in new product development, and believe we are |
| well placed as our markets rebuild. |
| Stuart Doughty |
| Chairman |
| Jack Cooney |
| President and Chief Executive Officer |
| Business and Financial Review |
| Summary of Financial Results (1) (2) (3) (4) |
+---------------------------------------------------------------------------------------------+
| | For the six months |
| | ended 30 June |
+--------------------------------------------------------------------+------------------------+
| | 2009 | 2008 |
| | US$ | US$ |
| | 000 | 000 |
+--------------------------------------------------------------------+---------+--------------+
| Revenue | 13,429 | 31,016 |
+--------------------------------------------------------------------+---------+--------------+
| Cost of sales | 7,285 | 13,460 |
+--------------------------------------------------------------------+---------+--------------+
| Gross profit | 6,144 | 17,556 |
+--------------------------------------------------------------------+---------+--------------+
| Operating expenses | | |
+--------------------------------------------------------------------+---------+--------------+
| Selling expenses | 3,055 | 6,760 |
+--------------------------------------------------------------------+---------+--------------+
| Engineering expenses | 382 | 981 |
+--------------------------------------------------------------------+---------+--------------+
| General and administrative expenses | 4,174 | 6,459 |
+--------------------------------------------------------------------+---------+--------------+
| Total operating expenses | 7,611 | 14,200 |
+--------------------------------------------------------------------+---------+--------------+
| Operating (loss)/income | (1,467) | 3,356 |
+--------------------------------------------------------------------+---------+--------------+
| Other income (expense) | | |
+--------------------------------------------------------------------+---------+--------------+
| Interest expense | (734) | (457) |
+--------------------------------------------------------------------+---------+--------------+
| Interest income | 2 | 22 |
+--------------------------------------------------------------------+---------+--------------+
| Foreign exchange gain | 150 | 225 |
+--------------------------------------------------------------------+---------+--------------+
| Other | 4 | (22) |
+--------------------------------------------------------------------+---------+--------------+
| (Loss)/income before income taxes | (2,045) | 3,124 |
+--------------------------------------------------------------------+---------+--------------+
| Provision for income taxes | 766 | (1,164) |
+--------------------------------------------------------------------+---------+--------------+
| Net (loss)/income | (1,279) | 1,960 |
+--------------------------------------------------------------------+---------+--------------+
| (Loss)/earnings per share diluted | US | US |
| | ($0.04) | $0.06 |
+--------------------------------------------------------------------+---------+--------------+
| (Loss)/earnings per share diluted - adjusted net (loss)/income | US | US |
| before amortisation | $0.00 | $0.09 |
+--------------------------------------------------------------------+---------+--------------+
| Other data | | |
+--------------------------------------------------------------------+---------+--------------+
| Adjusted EBITDA | 101 | 4,918 |
+--------------------------------------------------------------------+---------+--------------+
| Adjusted net (loss)/income before amortisation | (112) | 3,126 |
+--------------------------------------------------------------------+---------+--------------+
| Depreciation expense | 184 | 184 |
+--------------------------------------------------------------------+---------+--------------+
| Amortisation of intangibles | 1,167 | 1,166 |
+--------------------------------------------------------------------+---------+--------------+
| Capital expenditures | 7 | 347 |
+--------------------------------------------------------------------+---------+--------------+
| |
+---------------------------------------------------------------------------------------------+
| * References to adjusted EBITDA are to Somero's net (loss)/income plus interest income, |
| interest expense, taxes, depreciation, amortization, foreign exchange and other |
| expense.* |
| References to adjusted net (loss)/income before amortization are to Somero's net |
| (loss)/income plus amortization expense of intangibles.* |
| Adjusted EBITDA and adjusted net (loss)/income before amortization are not measurements of |
| the Company's financial performance under GAAP and should not be considered as an |
| alternative to net income, operating income or any other performance measures derived in |
| accordance with GAAP or as an alternative to GAAP cash flow from operating activities as a |
| measure of profitability or liquidity. Adjusted EBITDA and adjusted net (loss)/income |
| before amortization are presented herein because management believes they are useful |
| analytical tools for measuring the profitability and cash generation of the business. |
| Adjusted EBITDA is also used to determine pricing and covenant compliance under the |
| Company's credit facility and as a measurement for calculation of management incentive |
| compensation. The Company understands that although adjusted EBITDA is frequently used by |
| securities analysts, lenders and others in their evaluation of companies, its calculation |
| of adjusted EBITDA may not be comparable to other similarly titled measures reported by |
| other companies. See reconciliation of adjusted EBITDA and adjusted net (loss)/income |
| before amortization to net income.* |
| Diluted (loss)/earnings per share represents (loss)/income available to shareholders |
| divided by the weighted average shares outstanding plus additional common shares that |
| would have been outstanding if dilutive potential common shares had been issued. All |
| common stock equivalents were anti-dilutive at 30 June 2009. Diluted earnings per share on |
| net (loss)/income before amortization is not a GAAP measurement and has been presented |
| because management believes it is a useful analytical tool. |
+---------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------+
| Net (loss)/income to EBITDA reconciliation and net (loss)/income before amortization |
+---------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------+
| | For the six months ended 30 |
| | June |
+----------------------------------------------------------+----------------------------------+
| | 2009 | 2008 |
| | US$ 000 | US$ 000 |
+----------------------------------------------------------+-------------------+--------------+
| Adjusted EBITDA reconciliation | | |
+----------------------------------------------------------+-------------------+--------------+
| Net (loss)/income | (1,279) | 1,960 |
+----------------------------------------------------------+-------------------+--------------+
| Tax provision | (766) | 1,164 |
+----------------------------------------------------------+-------------------+--------------+
| Interest expense | 734 | 457 |
+----------------------------------------------------------+-------------------+--------------+
| Interest income | (2) | (22) |
+----------------------------------------------------------+-------------------+--------------+
| Foreign exchange gain | (150) | (225) |
+----------------------------------------------------------+-------------------+--------------+
| Other | (4) | 22 |
+----------------------------------------------------------+-------------------+--------------+
| Depreciation | 184 | 184 |
+----------------------------------------------------------+-------------------+--------------+
| Amortisation | 1,167 | 1,166 |
+----------------------------------------------------------+-------------------+--------------+
| Stock-based compensation | 217 | 212 |
+----------------------------------------------------------+-------------------+--------------+
| Adjusted EBITDA | 101 | 4,918 |
+----------------------------------------------------------+-------------------+--------------+
| | | |
+----------------------------------------------------------+-------------------+--------------+
| Net (loss)/income before amortisation reconciliation | | |
+----------------------------------------------------------+-------------------+--------------+
| Net (loss)/income | (1,279) | 1,960 |
+----------------------------------------------------------+-------------------+--------------+
| Amortisation | 1,167 | 1,166 |
+----------------------------------------------------------+-------------------+--------------+
| Net (loss)/income before amortisation | (112) | 3,126 |
+----------------------------------------------------------+-------------------+--------------+
| |
+---------------------------------------------------------------------------------------------+
| Notes |
| References to adjusted net (loss)/income before amortization in this document are to |
| Somero's net (loss)/income plus amortization of intangibles. Although adjusted net |
| (loss)/income before amortization is not a measure of operating income, operating |
| performance or liquidity under US GAAP, this financial measure is included because |
| management believes it will be useful to investors when comparing Somero's results of |
| operations by eliminating the effects of amortization of intangibles that have occurred as |
| a result of the write-up of assets in connection with the Somero Acquisition. Adjusted net |
| (loss)/income before amortization should not, however, be considered in isolation or as a |
| substitute for operating income as determined by US GAAP, or as an indicator of operating |
| performance, or of cash flows from operating activities as determined in accordance with |
| US GAAP. Since adjusted net (loss)/income before amortization is not a measure determined |
| in accordance with US GAAP and is thus susceptible to varying calculations, adjusted net |
| (loss)/income before amortization, as presented, may not be comparable to other similarly |
| titled measures of other companies. A reconciliation of net (loss)/income to EBITDA and |
| adjusted net (loss)/income before amortization is presented above. |
+---------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------+
| Revenues |
| Somero's consolidated revenues for the six months ended 30 June 2009 were US$13.4m, which |
| represented a 56.8% decrease from US$31.0m in consolidated revenues for the six months |
| ended 30 June 2008. Somero's revenues consist primarily of sales of new Large Line |
| products (the SXP-D Large Laser Screed), sales of new Small Line products (the CopperHead |
| and PowerRake) and other revenues, which consist of, among other things, revenue from |
| sales of spare parts, refurbished machines, topping spreaders, accessories, and the new |
| Mini-Screed Commercial. The overall decrease in revenues for the six months ended 30 June |
| 2009 as compared to the six months ended 30 June 2008 was driven, as expected, by reduced |
| Large Line sales. The table below shows the breakdown between Large Line sales, Small Line |
| sales and other revenues during the six months ended 30 June 2009 and the six months ended |
| 30 June 2008 |
+---------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------+
| | six months ended 30 June | six months ended 30 June 2008 |
| | 2009 | (unaudited) |
| | (unaudited) | |
+-----------------+------------------------------+----------------------------------+
| | In US$ 000 | Percentage | In US$ 000 | Percentage of |
| | | of net sales | | net sales |
+-----------------+---------------+--------------+--------------+-------------------+
| Large Line | 4,106 | 30.6% | 13,197 | 42.5% |
| sales | | | | |
+-----------------+---------------+--------------+--------------+-------------------+
| Small Line | 3,467 | 25.8% | 9,542 | 30.8% |
| sales | | | | |
+-----------------+---------------+--------------+--------------+-------------------+
| Other revenues | 5,856 | 43.6% | 8,277 | 26.7% |
+-----------------+---------------+--------------+--------------+-------------------+
| Total | 13,429 | 100% | 31,016 | 100% |
+-----------------+---------------+--------------+--------------+-------------------+
| |
+---------------------------------------------------------------------------------------------+
| Revenue by Product Line |
| Large Line unit sales were 15 units for the period (43 units comparable period last year). |
| Both North America and EMEA were lower with six units sold each (18 units and 20 units |
| respectively for the comparable period). In addition to lower unit volumes average selling |
| prices were lower due to larger discounts. |
| Small Line unit sales were 76 for the period down from 198 for the comparable period last |
| year. North America units were 41 and 124 for the respective periods, while EMEA |
| contributed 22 and 56 units respectively. |
| Other revenues, including sales of spare parts, refurbished machines, topping spreaders |
| and accessories, decreased from US$8.3m during the six months ended 30 June 2008 to |
| US$5.9m during the six months ended 30 June 2009. Our 3-D product remained strong and the |
| new Mini-Screed contributed $0.9m (38 Units) of new revenue compared to none in the |
| comparable period. |
| Revenue by Geography |
| Sales made in North America totaled $6.9m for the period as compared with $15.0m last year |
| and represented 51.7% of total revenues (prior period was 48.1% of total). Sales in EMEA |
| were $4.5m in H1 2009 compared to $13.1m in H1 2008. |
| Gross Profit |
| Somero's gross profit percentage for H1 2009 was 45.8% as compared to 56.6% in H1 2008. |
| The lower margins were due to larger discounts, a larger mix of lower margin other |
| products, and lower absorption of manufacturing overhead. |
| Operating Expenses |
| Operating expenses excluding depreciation, amortization and stock based compensation for |
| H1 2009 were $6.2m ($12.8m in H1 2008). The reduction has been driven by aggressive cost |
| cutting including the elimination of approximately 100 jobs, and by salary, bonus, benefit |
| and commission reductions. Additionally, the management team was required to reduce costs |
| in all other categories of expense. |
| Placing of new shares |
| The Company placed new shares in a private placement announced 24 June 2009. The effect |
| was to raise approximately $5.5 million before expenses ("the Placing"). A total of |
| 20,606,730 shares of common stock of $0.001 par value each ("New Shares") were placed with |
| institutional investors at a price of 15 pence per New Share, representing a discount of |
| approximately 14.3% to the closing middle market price (derived from the Daily Official |
| List) on 23 June 2009. The senior management team of Somero subscribed for 1,536,900 New |
| Shares at a price of 15 pence per New Share, representing an investment of approximately |
| $0.4 million. The net proceeds available to the Company were approximately $5 million. |
| Debt Restructuring |
| In conjunction with the placing of new shares the Company was able to renegotiate its debt |
| agreement with Citizens Bank New Hampshire, a wholly owned subsidiary of Royal Bank of |
| Scotland, to allow for greater flexibility on the debt service covenant as well as the |
| funded debt to EBITDA covenant. Additionally, the Company used $0.6m of the placing |
| proceeds to break interest rate hedges at approximately 5.15% and 5.20% to allow for |
| reduced interest rates going forward. At 30 June 2009, bank debt was $4.6m as compared |
| with $10.5m at 31 December 2008. (See note 5 to the financial statements). |
| Earnings per Share |
| Basic (loss)/earnings per share represents income available to common stockholders divided |
| by the weighted average number of shares outstanding during the period. Diluted |
| (loss)/earnings per share reflect additional common shares that would have been |
| outstanding if dilutive potential common shares had been issued, as well as any adjustment |
| to (loss)/income that would result from the assumed issuance. |
| Potential common shares that may be issued by the Company relate to outstanding stock |
| options. (Loss)/earnings per common share have been computed based on the following: |
+---------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------+
| | 30June | 30 June 2008 |
| | 2009 | US$ 000 |
| | US$ 000 | |
+-------------------------------------------+---------+----------------------------------+
| (Loss)/income available to shareholders | (1,279) | 1,960 |
+-------------------------------------------+---------+----------------------------------+
| Basic and diluted weighted average shares | 34,894 | 34,282 |
| outstanding | | |
+-------------------------------------------+---------+----------------------------------+
| | | |
+-----------------+---------------+----+----+----+----+----+----+----+---------+----+----+----+
+---------------------------------------+------+------+------+------+------+------+------+
| | 30 June | 30 June |
| | 2009 | 2008 |
+---------------------------------------+--------------------+--------------------+
| Basic and diluted (loss)/earnings per | ($0.04) | $ 0.06 |
| share | | |
+---------------------------------------+--------------------+--------------------+
| | | |
+---------------------------------------+--------------------+--------------------+
| Net (loss)/income before amortization | $0.00 | $0.09 |
| of intangibles earnings per share | | |
+---------------------------------------+--------------------+--------------------+
| (See note attached to the net (loss)/income to EBITDA reconciliation and adjusted net |
| (loss)/income before amortization table for discussion of the non-GAAP measures used). |
+----------------------------------------------------------------------------------------+
| |
+----------------------------------------------------------------------------------------+
| SOMERO ENTERPRISES, INC. AND SUBSIDIARIES |
| CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) |
| AS OF 30 JUNE 2009 AND 31 DECEMBER 2008 (in thousands, except share amounts) |
+----------------------------------------------------------------------------------------+
| |
+----------------------------------------------------------------------------------------+
| | 30 June 2009 | 31December |
| | US$ 000 | 2008 |
| | | US$ 000 |
+-----------------------------------------------------+--------------------+-------------+
| Assets | | |
+-----------------------------------------------------+--------------------+-------------+
| Current assets: | | |
+-----------------------------------------------------+--------------------+-------------+
| Cash and cash equivalents | 158 | 789 |
+-----------------------------------------------------+--------------------+-------------+
| Accounts receivable - net | 2,005 | 2,434 |
+-----------------------------------------------------+--------------------+-------------+
| Inventories - net | 5,536 | 5,819 |
+-----------------------------------------------------+--------------------+-------------+
| Prepaid expenses and other assets | 287 | 800 |
+-----------------------------------------------------+--------------------+-------------+
| Income tax receivable | 945 | 137 |
+-----------------------------------------------------+--------------------+-------------+
| Deferred tax asset | 413 | 466 |
+-----------------------------------------------------+--------------------+-------------+
| Total current assets | 9,344 | 10,445 |
+-----------------------------------------------------+--------------------+-------------+
| Property, plant and equipment - net | 4,073 | 4,260 |
+-----------------------------------------------------+--------------------+-------------+
| Intangible assets - net | 15,705 | 16,872 |
+-----------------------------------------------------+--------------------+-------------+
| Goodwill | 16,400 | 16,400 |
+-----------------------------------------------------+--------------------+-------------+
| Deferred financing costs | 31 | 52 |
+-----------------------------------------------------+--------------------+-------------+
| Other assets | 81 | 75 |
+-----------------------------------------------------+--------------------+-------------+
| Total assets | 45,634 | 48,104 |
+-----------------------------------------------------+--------------------+-------------+
| Liabilities and stockholder's equity | | |
+-----------------------------------------------------+--------------------+-------------+
| Current liabilities | | |
+-----------------------------------------------------+--------------------+-------------+
| Accounts payable | 1,871 | 1,960 |
+-----------------------------------------------------+--------------------+-------------+
| Accrued expenses | 1,329 | 1,279 |
+-----------------------------------------------------+--------------------+-------------+
| Notes payable - current portion | 460 | 1,429 |
+-----------------------------------------------------+--------------------+-------------+
| Other liabilities | 11 | 360 |
+-----------------------------------------------------+--------------------+-------------+
| Total current liabilities | 3,671 | 5,028 |
+-----------------------------------------------------+--------------------+-------------+
| Notes payable, net of current portion | 4,177 | 9,026 |
+-----------------------------------------------------+--------------------+-------------+
| Deferred income taxes | 335 | 239 |
+-----------------------------------------------------+--------------------+-------------+
| Other liabilities, net of current portion | 30 | 422 |
+-----------------------------------------------------+--------------------+-------------+
| Total liabilities | 8,213 | 14,715 |
+-----------------------------------------------------+--------------------+-------------+
| Commitments and contingencies | - | - |
+-----------------------------------------------------+--------------------+-------------+
| Stockholder's equity | | |
+-----------------------------------------------------+--------------------+-------------+
| Preferred stock, US$0.001 par value, 50m shares | - | - |
| authorised, no shares issued and outstanding | | |
+-----------------------------------------------------+--------------------+-------------+
| Common stock, US$0.001 par value, 80m shares | 26 | 4 |
| authorised, 56,425,598 and 34,281,968 shares issued | | |
| and outstanding at 30 June 2009 and 31 December | | |
| 2008, respectively. | | |
+-----------------------------------------------------+--------------------+-------------+
| Additional paid in capital | 27,916 | 22,759 |
+-----------------------------------------------------+--------------------+-------------+
| Retained earnings | 10,449 | 11,728 |
+-----------------------------------------------------+--------------------+-------------+
| Other comprehensive loss | (970) | (1,102) |
+-----------------------------------------------------+--------------------+-------------+
| Total stockholder's equity | 37,421 | 33,389 |
+-----------------------------------------------------+--------------------+-------------+
| | | |
+-----------------------------------------------------+--------------------+-------------+
| Total liabilities and stockholder's equity | 45,634 | 48,104 |
+-----------------------------------------------------+--------------------+-------------+
| See notes to condensed consolidated financial statements. |
+----------------------------------------------------------------------------------------+
| |
+----------------------------------------------------------------------------------------+
| SOMERO ENTERPRISES, INC. AND SUBSIDIARIES |
| CONSOLIDATED STATEMENTS OF OPERATIONS |
| FOR THE SIX MONTHS ENDED 30 JUNE 2009 AND 30 JUNE 2008 |
+----------------------------------------------------------------------------------------+
| |
+----------------------------------------------------------------------------------------+
| | For the six months | For the six months |
| | ended 30 June | ended 30 June |
+----------------------------------------------+--------------------+--------------------+
| | 2009 | 2008 |
+----------------------------------------------+--------------------+--------------------+
| | US$ 000 | US$ 000 |
+----------------------------------------------+--------------------+--------------------+
| Revenue | 13,429 | 31,016 |
+----------------------------------------------+--------------------+--------------------+
| Cost of sales | 7,285 | 13,460 |
+----------------------------------------------+--------------------+--------------------+
| Gross profit | 6,144 | 17,556 |
+----------------------------------------------+--------------------+--------------------+
| Operating expenses | | |
+----------------------------------------------+--------------------+--------------------+
| Selling expenses | 3,055 | 6,760 |
+----------------------------------------------+--------------------+--------------------+
| Engineering expenses | 382 | 981 |
+----------------------------------------------+--------------------+--------------------+
| General and administrative expenses | 4,174 | 6,459 |
+----------------------------------------------+--------------------+--------------------+
| Total operating expenses | 7,611 | 14,200 |
+----------------------------------------------+--------------------+--------------------+
| Operating (loss)/income | (1,467) | 3,356 |
+----------------------------------------------+--------------------+--------------------+
| Other income (expense) | | |
+----------------------------------------------+--------------------+--------------------+
| Interest expense | (734) | (457) |
+----------------------------------------------+--------------------+--------------------+
| Interest income | 2 | 22 |
+----------------------------------------------+--------------------+--------------------+
| Foreign exchange gain | 150 | 225 |
+----------------------------------------------+--------------------+--------------------+
| Other | 4 | (22) |
+----------------------------------------------+--------------------+--------------------+
| (Loss)/income before income taxes | (2,045) | 3,124 |
+----------------------------------------------+--------------------+--------------------+
| Provision for income taxes | 766 | (1,164) |
+----------------------------------------------+--------------------+--------------------+
| Net (loss)/income | (1,279) | 1,960 |
+----------------------------------------------+--------------------+--------------------+
| (Loss)/earnings per common share | | |
+----------------------------------------------+--------------------+--------------------+
| Basic and diluted | US($0.04) | US$0.06 |
+----------------------------------------------+--------------------+--------------------+
| See notes to consolidated financial statements. |
+---------------------------------------+------+------+------+------+------+------+------+
+-----------+--+--------+-----+--+-----+--+--------+---------+--+--+--+--+------------+---------+--+------+-----------------+----+---------------------+--+--+----------------------+--+
| SOMERO ENTERPRISES, INC. AND |
| SUBSIDIARIES |
| CONSOLIDATED STATEMENTS OF |
| CHANGES IN STOCKHOLDERS' EQUITY |
| FOR THE SIX MONTHS ENDED 30 |
| JUNE 2009 |
+--------------------------------------------------+
| Consolidated Statements of Changes in | | | | | | | | |
| Stockholders' Equity | | | | | | | | |
| For the six months ended 30 June 2009 | | | | | | | | |
+------------------------------------------------------------------+--+-------------------------+--+------+-----------------+--------------------------+--+----------------------------+
| | | | | | | | | | Other | | |
+--------------+--------------+--------+---------------------------+--+-------------------------+--+------+-----------------+--------------------------+--+----------------------------+
| | Common | Common | Common Stock |Additional |Retained earnings |Comprehensive income |Total stockholders equity |Comprehensive income |
| | Stock - | Stock - | | paid | | (loss) | | |
| | Series A | Series B | |in capital | | | | |
+--------------+-----------------+-----------------+---------------------+------------+-------------------+----------------------+---------------------------+----------------------+
| |Shares |Amount |Shares |Amount | Shares |Amount | | | | | |
+--------------+--------+--------+--------+--------+------------+--------+------------+-------------------+----------------------+---------------------------+----------------------+
| | | US$ | | US$ | | US$ | US$ | US$ 000 | US$ | US$ | US$ 000 |
| | | 000 | | 000 | | 000 | 000 | | 000 | 000 | |
+--------------+--------+--------+--------+--------+------------+--------+------------+-------------------+----------------------+---------------------------+----------------------+
| Balance | - | - | - | - |34,281,968 | 4 | 22,759 | 11,728 | (1,102) | 33,389 | 803 |
| - 31 | | | | | | | | | | | |
| December | | | | | | | | | | | |
| 2008 | | | | | | | | | | | |
+--------------+--------+--------+--------+--------+------------+--------+------------+-------------------+----------------------+---------------------------+----------------------+
| Cumulative | | | | | | | | | (156) | (156) | (156) |
| translation | | | | | | | | | | | |
| adjustment | | | | | | | | | | | |
+--------------+--------+--------+--------+--------+------------+--------+------------+-------------------+----------------------+---------------------------+----------------------+
| Change | | | | | | | | | 289 | 289 | 289 |
| in | | | | | | | | | | | |
| fair | | | | | | | | | | | |
| value | | | | | | | | | | | |
| of | | | | | | | | | | | |
| derivative | | | | | | | | | | | |
| instruments | | | | | | | | | | | |
+--------------+--------+--------+--------+--------+------------+--------+------------+-------------------+----------------------+---------------------------+----------------------+
| Net | | | | | | | | (1,279) | | (1,279) | (1,279) |
| loss | | | | | | | | | | | |
+--------------+--------+--------+--------+--------+------------+--------+------------+-------------------+----------------------+---------------------------+----------------------+
| Stock | | | | | | | 217 | | | 217 | |
| based | | | | | | | | | | | |
| compensation | | | | | | | | | | | |
+--------------+--------+--------+--------+--------+------------+--------+------------+-------------------+----------------------+---------------------------+----------------------+
| Common | | | | |22,143,630 | 22 | 4,940 | | | 4,962 | |
| stock | | | | | | | | | | | |
| issuance | | | | | | | | | | | |
+--------------+--------+--------+--------+--------+------------+--------+------------+-------------------+----------------------+---------------------------+----------------------+
| Balance | - | - | - | - |56,425,598 | 26 | 27,916 | 10,449 | (969) | 37,422 | (1,146) |
| - 30 | | | | | | | | | | | |
| June | | | | | | | | | | | |
| 2009 | | | | | | | | | | | |
+-----------+--+--------+-----+--+-----+--+--------+---------+--+--+--+--+------------+---------+--+------+-----------------+----+---------------------+--+--+----------------------+--+
+----------+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+
| SOMERO ENTERPRISES, INC. AND SUBSIDIARIES |
| CONSOLIDATED STATEMENTS OF CASH FLOWS |
| FOR THE 6 MONTHS ENDED 30 JUNE 2009 AND THE 6 MONTHS ENDED 30 JUNE 2008 |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| Consolidated Statements of Cash Flows | |
+------------------------------------------------------------+------------------------+
| For the six months ended 30 June 2009 and the six | |
| months ended 30 June 2008 | |
+------------------------------------------------------------+------------------------+
| | |
+------------------------------------------------------------+------------------------+
| | Six months ended | Six months ended |
| | 30 June 2009 | 30 June 2008 |
| | (unaudited) | (unaudited) |
| | US$ 000 | US$ 000 |
+------------------------------------------------------------+------------------------+-------------------+
| Cash flows from operating activities: | | |
+------------------------------------------------------------+------------------------+-------------------+
| Net (loss)/income | (1,279) | 1,960 |
+------------------------------------------------------------+------------------------+-------------------+
| Adjustments to reconcile net (loss)/income to net | | |
| cash provided by operating activities: | | |
+------------------------------------------------------------+------------------------+-------------------+
| Deferred taxes | 149 | (19) |
+------------------------------------------------------------+------------------------+-------------------+
| Depreciation and amortization | 1,178 | 1,350 |
+------------------------------------------------------------+------------------------+-------------------+
| Amortisation of deferred financing costs | 21 | 21 |
+------------------------------------------------------------+------------------------+-------------------+
| Loss on sale of assets | (4) | 22 |
+------------------------------------------------------------+------------------------+-------------------+
| Realised gain (loss) on currency exchange | 0 | 0 |
+------------------------------------------------------------+------------------------+-------------------+
| Share based compensation | 217 | 212 |
+------------------------------------------------------------+------------------------+-------------------+
| Working capital changes: | | |
+------------------------------------------------------------+------------------------+-------------------+
| Accounts receivable | 561 | (221) |
+------------------------------------------------------------+------------------------+-------------------+
| Inventories | 283 | 94 |
+------------------------------------------------------------+------------------------+-------------------+
| Prepaid expenses and other assets | 775 | 145 |
+------------------------------------------------------------+------------------------+-------------------+
| Income taxes receivable | 0 | 0 |
+------------------------------------------------------------+------------------------+-------------------+
| Other assets | (6) | (148) |
+------------------------------------------------------------+------------------------+-------------------+
| Accounts payable and other liabilities | (917) | (338) |
+------------------------------------------------------------+------------------------+-------------------+
| Income taxes payable | (737) | (229) |
+------------------------------------------------------------+------------------------+-------------------+
| Net cash provided by operating activities | 241 | 2,849 |
+------------------------------------------------------------+------------------------+-------------------+
| | | |
+------------------------------------------------------------+------------------------+-------------------+
| Cash flows from investing activities: | | |
+------------------------------------------------------------+------------------------+-------------------+
| Proceeds from sale of property and equipment | 11 | 637 |
+------------------------------------------------------------+------------------------+-------------------+
| Property and equipment purchases | (7) | (347) |
+------------------------------------------------------------+------------------------+-------------------+
| Net cash used in investing activities | 4 | 290 |
+------------------------------------------------------------+------------------------+-------------------+
| | | |
+------------------------------------------------------------+------------------------+-------------------+
| Cash flows from financing activities: | | |
+------------------------------------------------------------+------------------------+-------------------+
| Repayment of notes payable | (5,818) | (3,714) |
+------------------------------------------------------------+------------------------+-------------------+
| Payment of dividends | 0 | (1,029) |
+------------------------------------------------------------+------------------------+-------------------+
| Proceeds from offering of common stock, net of | 5,233 | 0 |
| costs | | |
+------------------------------------------------------------+------------------------+-------------------+
| Net cash used in financing activities | (585) | (4,743) |
+------------------------------------------------------------+------------------------+-------------------+
| | | |
+------------------------------------------------------------+------------------------+-------------------+
| Effect of exchange rates on cash and cash | (291) | (1) |
| equivalents | | |
+------------------------------------------------------------+------------------------+-------------------+
| | | |
+------------------------------------------------------------+------------------------+-------------------+
| Net decrease in cash and cash equivalents | (631) | (1,605) |
+------------------------------------------------------------+------------------------+-------------------+
| | | |
+------------------------------------------------------------+------------------------+-------------------+
| Cash and cash equivalents: | | |
+------------------------------------------------------------+------------------------+-------------------+
| Beginning of period | 789 | 3,842 |
+------------------------------------------------------------+------------------------+-------------------+
| End of period | 158 | 2,237 |
+------------------------------------------------------------+------------------------+-------------------+
| See notes to consolidated financial statements. |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| SOMERO ENTERPRISES, INC. AND SUBSIDIARIES |
| NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) |
| FOR THE 6 MONTHS ENDED 30 JUNE 2009 AND 30 JUNE 2008 |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 1.Organization and Description of Business |
| Nature of Business Somero Enterprises, Inc. (the "Company" or "Somero") |
| designs, manufactures, refurbishes, sells and distributes concrete leveling, |
| contouring and placing equipment, related parts and accessories, and training |
| services worldwide. The operations are conducted from a corporate office in |
| Houghton, Michigan, executive offices in Fort Myers, Florida, a European |
| distribution office in the United Kingdom, and sales offices in Canada, |
| Germany, Italy, Spain, Dubai and China. |
| 2.Summary of Significant Accounting Policies |
| Basis of Presentation The interim financial data as of 30 June 2009 and the six |
| months ended 30 June 2009 and 30 June 2008 is unaudited. The condensed |
| consolidated financial statements, in the opinion of Somero management, |
| includes all normal recurring adjustments necessary for a fair presentation of |
| the statement of results for the interim periods. The statements have been |
| prepared in accordance with accounting principles generally accepted in the |
| United States of America ("US GAAP") but do not include all of the information |
| and note disclosures required by US GAAP. The condensed consolidated financial |
| statements should be read in conjunction with the audited consolidated |
| financial statements and notes thereto included in Somero's Annual Report and |
| filing with the AIM exchange for the year ended 31 December 2008. The results |
| for the six month period ended 30 June 2009 are not necessarily indicative of |
| the results to be expected for the year ending 31 December 2009 or for any |
| other interim period. |
| Principles of Consolidation The consolidated financial statements include the |
| accounts of Somero Enterprises, Inc. and its subsidiaries. All significant |
| intercompany transactions and accounts have been eliminated in consolidation. |
| Cash and Cash Equivalents Cash includes cash on hand, cash in banks, and |
| temporary investments with a maturity of three months or less when purchased. |
| Accounts Receivable and Allowances for Doubtful Accounts Financial instruments |
| which potentially subject the Company to concentrations of credit risk consist |
| primarily of accounts receivable. The Company's accounts receivable are derived |
| from revenue earned from a diverse group of customers primarily located in the |
| United States. The Company performs credit evaluations of its commercial |
| customers and maintains an allowance for doubtful accounts receivable based |
| upon the expected ability to collect accounts receivable. Allowances, if |
| necessary, are established for amounts determined to be uncollectible based on |
| specific identification and historical experience. As of 30 June 2009 and 31 |
| December 2008, the allowance for doubtful accounts was approximately US$514,000 |
| and US$650,000, respectively. |
| Inventories Inventories are stated at the lower of cost, using the first in, |
| first out ("FIFO") method, or market. Provision for potentially obsolete or |
| slow-moving inventory is made based on management's analysis of inventory |
| levels and future sales forecasts. |
| Deferred Financing Costs Deferred financing costs incurred in relation to |
| long-term debt, are reflected net of accumulated amortization and are amortized |
| over the expected repayment term of the debt instrument, which was four years |
| from the debt inception date. These financing costs are being amortized using |
| the effective interest method. |
| Intangible Assets Intangible assets consist principally of customer |
| relationships and patents, and are carried at their fair value, less |
| accumulated amortization. Intangible assets are amortized using the |
| straight-line method over a period of three to twelve years, which is their |
| estimated period of economic benefit. The Company evaluates the carrying value |
| of long-lived assets, excluding goodwill, whenever events and circumstances |
| indicate the carrying amount of an asset may not be recoverable. For the |
| periods ended 30 June 2009 and 31 December 2008, no such events or |
| circumstances were identified. The carrying value of a long-lived asset is |
| considered impaired when the anticipated undiscounted cash flows from such |
| asset (or asset group) are separately identifiable and less than the asset's |
| (or asset group's) carrying value. In that event, a loss is recognized to the |
| extent that the carrying value exceeds the fair value of the long-lived asset. |
| Fair value is determined primarily using the anticipated cash flows discounted |
| at a rate commensurate with the risk involved. |
| Goodwill Goodwill is not amortized but is subject to impairment tests on an |
| annual basis or more frequently if events and circumstances indicate that the |
| value of goodwill may not be recoverable. The Company has chosen 31 December as |
| its periodic assessment date. The Company considers factors including continued |
| economic developments and the overall macro-economic environment and determined |
| that a triggering event occurred at 30 June 2009. During the six months ended |
| 30 June 2009, based on a combination of factors including the current economic |
| environment, the operating results of the Company's business, and the Company's |
| market capitalization, the Company concluded that there were sufficient |
| indicators to require the Company to perform an interim goodwill impairment |
| analysis. Accordingly, in the six months ended 30 June 2009, the Company |
| compared the fair value of the reporting unit with its carrying value and |
| determined that the estimated fair value exceeded the carrying value. As part |
| of the analysis, the Company computed fair value by preparing a discounted cash |
| flow analysis, a comparison of its market capitalization to that of other |
| comparable companies and a weighted average fair value. Under each method, the |
| analysis resulted in the fair value of the Company exceeding the carrying value |
| of the Company. Goodwill represents the excess cost of the business combination |
| over the Group's interest in the fair value of the identifiable assets and |
| liabilities. Goodwill arose from the Company's prior sale from Dover |
| Corporation to The Gores Group in 2005. |
| Revenue Recognition The Company recognizes revenue on sales of equipment, parts |
| and accessories when persuasive evidence of an arrangement exists, delivery has |
| occurred or services have been rendered, the price is fixed or determinable, |
| and collectability is reasonably assured. For product sales where shipping |
| terms are F.O.B. shipping point, revenue is recognized upon shipment. For |
| arrangements which include F.O.B. destination shipping terms, revenue is |
| recognized upon delivery to the customer. Standard products do not have |
| customer acceptance criteria. Revenues for training are deferred until the |
| training is completed unless the training is deemed inconsequential or |
| perfunctory. |
| Warranty Liability The Company provides warranties on all equipment sales |
| ranging from three months to three years, depending on the product. Warranty |
| liabilities are estimated net of the warranty passed through to the Company |
| from vendors, based on specific identification of issues and historical |
| experience. |
| Property, Plant and Equipment Property, plant and equipment is stated at |
| estimated market value based on an independent appraisal at the acquisition |
| date or at cost for subsequent acquisitions, net of accumulated depreciation |
| and amortization. Land is not depreciated. Depreciation is computed on |
| buildings using the straight-line method over the estimated useful lives of the |
| assets, which is 31.5 to 40 years for buildings (depending on the nature of the |
| building), 15 years for improvements, and 2 to 10 years for machinery and |
| equipment. |
| Income Taxes The Company accounts for income taxes in accordance with Statement |
| of Financial Accounting Standards ("SFAS") No. 109, Accounting for Income |
| Taxes. Deferred tax assets and liabilities are recognized for the future tax |
| consequences attributable to temporary differences between the financial |
| statement carrying amounts of existing assets and liabilities and their |
| respective tax basis and operating loss and tax credit carryforwards. Deferred |
| tax assets and liabilities are measured using enacted tax rates expected to |
| apply to taxable income in the years in which those temporary differences are |
| expected to be recovered or settled. The effect on deferred tax assets and |
| liabilities of a change in tax rates is recognized in income in the period that |
| includes the enactment date. Deferred tax assets are reduced by a valuation |
| allowance, if necessary, to the extent that it appears more likely than not, |
| that such assets will be unrecoverable. |
| The Company accounts for uncertainty in income taxes in accordance with FIN 48, |
| Accounting for Uncertainty in Income Taxes - an interpretation of FASB |
| Statement No. 109, Accounting for Income Taxes ("FIN 48"). |
| Use of Estimates The preparation of financial statements in conformity with |
| accounting principles generally accepted in the United States of America |
| requires management to make estimates and assumptions that affect the amounts |
| reported in the financial statements and accompanying notes. Actual results |
| could differ from those estimates. |
| Stock Based Compensation The Company accounts for its stock option issuance |
| under SFAS No. 123R, Share Based Payment ("SFAS 123R"). SFAS 123R requires |
| recognition of the cost of employee services received in exchange for an award |
| of equity instruments in the financial statements over the period the employee |
| is required to perform the services in exchange for the award (presumptively |
| the vesting period). SFAS 123R also requires measurement of the cost of |
| employee services in exchange for an award based on the grant-date fair value |
| of the award. Compensation expense related to share based payments was US$ |
| 217,000 and US$ 212,000 for the six month periods ended 30 June 2009 and 30 |
| June 2008, respectively. |
| Transactions in and Translation of Foreign Currency The functional currency for |
| the Company's subsidiaries outside the United States is the applicable local |
| currency. Balance sheet amounts are translated at 30 June exchange rates and |
| historical exchange rates for capital assets. Statement of operations accounts |
| are translated at average rates. The resulting gains or losses are charged |
| directly to accumulated other comprehensive income. The Company is also exposed |
| to market risks related to fluctuations in foreign exchange rates because some |
| sales transactions, and some assets and liabilities of its foreign |
| subsidiaries, are denominated in foreign currencies other than the designated |
| functional currency. Gains and losses from transactions are included as foreign |
| exchange gain (loss) in the accompanying consolidated statements of income. |
| Comprehensive (loss)/income Comprehensive (loss)/income is the combination of |
| reported net (loss)/income and other comprehensive income ("OCI"). OCI consists |
| of changes in equity of a business enterprise during a period from transactions |
| and other events and circumstances from non-owner sources not included in net |
| income. OCI was composed of the following for the six months ended 30 June 2009 |
| and 30 June 2008. Total comprehensive (loss)/income for the periods was |
| approximately US$(1,146,000) and US$1,965,000, respectively. |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| | 2009 | 2008 |
| | US$ 000 | US$ 000 |
+----------------------------------------------------------------------+--------------+--------------+
| Net (loss)/Income | (1,279) | 1,960 |
+----------------------------------------------------------------------+--------------+--------------+
| Cumulative Translation Adjustment | (156) | (1) |
+----------------------------------------------------------------------+--------------+--------------+
| Change in fair value of derivative instruments - net of income | 289 | 6 |
| taxes | | |
+----------------------------------------------------------------------+--------------+--------------+
| Total Comprehensive (loss)/Income | (1,146) | 1,965 |
+----------------------------------------------------------------------+--------------+--------------+
| |
+---------------------------------------------------------------------------------------------------------+
| (Loss)/earnings Per Share Basic earnings per share represents income available to |
| common stockholders divided by the weighted average number of shares outstanding |
| during the year. Diluted earnings per share reflect additional common shares that |
| would have been outstanding if dilutive potential common shares had been issued. |
| Potential common shares that may be issued by the Company relate to outstanding |
| stock options. All common stock equivalents were anti-dilutive at 30 June 2009. |
| Earnings per common share have been computed based on the following: |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| | 2009 | 2008 |
+--------------------------------------------------+-----------------------------+-------------------+
| Net (loss)/income | US$ 000 | US$ 000 |
| | (1,279) | 1,960 |
+--------------------------------------------------+-----------------------------+-------------------+
| Basic and diluted weighted average shares | 34,893,670 | 34,281,968 |
| outstanding | | |
+--------------------------------------------------+-----------------------------+-------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| Fair Value Measurements Effective 1 January 2008, the Company adopted SFAS No. 157. |
| This standard establishes a consistent framework for measuring fair value and |
| expands disclosure requirements about fair value measurements of financial assets |
| and financial liabilities. The Company recorded no change to 1 January 2008 |
| retained earnings as a result of adopting SFAS No. 157. |
| These valuation techniques may be based upon observable and unobservable inputs. |
| Observable inputs reflect market data obtained from independent sources, while |
| unobservable inputs reflect the Company's market assumptions. These two types of |
| inputs create the following fair value hierarchy.* |
| Level 1 - Quoted prices for identical instruments in active markets.* |
| Level 2 - Quoted prices for similar assets and liabilities in active markets; |
| quoted prices for identical or similar assets and liabilities in markets that are |
| not active; and model-derived other inputs that are observable or can be |
| corroborated by observable market data for substantially the full term of the |
| assets and liabilities.* |
| Level 3 -Unobservable inputs for the asset or liability which are supported by |
| little or no market activity and reflect the Company's assumptions that a market |
| participant would use in pricing the asset or liability. |
| Fair Value of Financial Instruments |
| Fair value is the price that would be received to sell an asset or paid to transfer |
| a liability in an orderly transaction between market participants at the |
| measurement date. Fair value estimates are made at a specific point in time, based |
| on relevant market information about the financial instrument. These estimates are |
| subjective in nature and involve uncertainties and matters of significant judgment |
| and therefore cannot be determined with precision. The assumptions used have a |
| significant effect on the estimated amounts reported. The amounts reported in the |
| accompanying consolidated balance sheets approximate fair value due to the nature |
| and short-term maturities of such assets and liabilities, including cash and cash |
| equivalents, accounts receivable, accounts payable, and accrued liabilities. |
| New Accounting Pronouncements |
| In September 2006, the Financial Accounting Standards Board ("FASB") issued |
| Financial Accounting Standard No. 157, Fair Value Measurements ("SFAS 157"). SFAS |
| 157 defines fair value, establishes a framework for measuring fair value in |
| generally accepted accounting principles and expands disclosures about fair value |
| measurements. SFAS 157 is effective for financial assets and liabilities for fiscal |
| years beginning after 15 November 2007. In February 2008, the FASB also issued FSP |
| FAS 157-2, Effective Date of FASB Statement No. 157, which delayed the effective |
| date of SFAS 157 to fiscal years beginning after 15 November 2008, for |
| non-financial assets and liabilities, except for items that are recognized or |
| disclosed at fair value in the financial statements on a recurring basis. Certain |
| aspects of SFAS 157 were effective as of 1 January 2008 and affected certain note |
| disclosures. |
| In March 2008, the FASB issued SFAS No. 161, Disclosures about Derivative |
| Instruments and Hedging Activities. This statement requires companies to provide |
| enhanced disclosures about (a) how and why they use derivative instruments, (b) how |
| derivative instruments and related hedged items are accounted for under SFAS No. |
| 133 and its related interpretations, and (c) how derivative instruments and related |
| hedged items affect a company's financial position, financial performance, and cash |
| flows. SFAS No.161 is effective for financial statements for fiscal years and |
| interim periods beginning after 15 November 2008. The Company adopted the new |
| disclosure requirements in the period beginning 1 January 2009 and the adoption had |
| no impact on the Company's financial position, results of operations and cash |
| flows. |
| In June 2008, the FASB ratified EITF Issue No. 08-3, Accounting for Lessees for |
| Maintenance Deposits Under Lease Arrangements (EITF 08-3). EITF 08-3 provides |
| guidance for accounting for nonrefundable maintenance deposits. It also provides |
| revenue recognition accounting guidance for the lessor. EITF 08-3 is effective for |
| fiscal years beginning after 15 December 2008. The Company adopted the new standard |
| in the period beginning 1 January 2009 and there was no impact upon its financial |
| statements. |
| In December 2007, the FASB issued SFAS No. 141R, Business Combinations ("SFAS |
| 141R"), which replaces SFAS No. 141. This statement retains the acquisition method |
| of accounting for acquisitions but establishes principles and requirements for how |
| an acquirer entity recognizes and measures in its financial statements the |
| identifiable assets acquired (including intangibles), the liabilities assumed and |
| any non-controlling interests in the acquired entity. This statement also changes |
| the recognition of assets acquired and liabilities assumed arising from |
| contingencies and requires the expensing of acquisition-related costs as incurred. |
| We adopted SFAS 141R on 1 January 2009, which did not have any impact on our |
| consolidated financial statements upon adoption. However, we expect that SFAS 141R |
| will have an impact on our future consolidated financial statements, but the nature |
| and magnitude of the specific effects will depend upon the nature of any future |
| transactions. |
| In April 2008, the FASB issued FSP No. 142-3, Determination of the Useful Life of |
| Intangible Assets ("FSP 142-3"). FSP 142-3 amends the factors that should be |
| considered in developing renewal or extension assumptions used to determine the |
| useful life of a recognized intangible asset under FASB Statement No. 142, Goodwill |
| and Other Intangible Assets, and requires enhanced disclosures relating to: (a) the |
| entity's accounting policy on the treatment of costs incurred to renew or extend |
| the term of a recognized intangible asset; (b) in the period of acquisition or |
| renewal, the weighted-average period prior to the next renewal or extension (both |
| explicit and implicit), by major intangible asset class; and (c) for an entity that |
| capitalizes renewal or extension costs, the total amount of costs incurred in the |
| period to renew or extend the term of a recognized intangible asset for each period |
| for which a statement of financial position is presented, by major intangible asset |
| class. FSP 142-3 must be applied prospectively to all intangible assets acquired as |
| of and subsequent to fiscal years beginning after 15 December 2008, and interim |
| periods within those fiscal years. |
| In May 2008, the FASB issued Statement of Financial Accounting Standards No. 162 |
| (SFAS 162), The Hierarchy of Generally Accepted Accounting Principles. SFAS 162 |
| identifies the sources of accounting principles and the framework for selecting the |
| principles to be used in the preparation of financial statements of nongovernmental |
| entities that are presented in conformity with U.S. GAAP. |
| In June 2009, the FASB issued SFAS No. 168, The FASB Accounting Standards |
| Codification(TM) and the Hierarchy of Generally Accepted Accounting Principles - a |
| replacement of SFAS No. 162 ("the Codification"). For financial statements issued |
| for periods ending after 15 September 2009, the Codification will become the single |
| source of all authoritative GAAP recognized by the FASB. The Codification does not |
| change GAAP and will not have an effect on our financial position, results of |
| operations or liquidity. The Codification will change references to GAAP sections |
| in future filings. |
| On 30 June 2009, we adopted the provisions of SFAS No. 165, Subsequent Events |
| ("SFAS 165"). SFAS 165 establishes general standards of accounting for and |
| disclosure of events that occur after the balance sheet date but before financial |
| statements are issued. It requires the disclosure of the date through which an |
| entity has evaluated subsequent events and the basis for using that date. The |
| adoption of SFAS 165 did not have a significant impact on the accompanying |
| unaudited condensed consolidated financial statements. We evaluated all events or |
| transactions that occurred subsequent to 30 June 2009 and through the time of |
| filing this report and on 15 September 2009. |
| On 30 June 2009, we adopted the provisions of FASB Staff Position No. FAS 107-1 and |
| APB 28-1, Interim Disclosures about Fair Value of Financial Instruments ("FSP FAS |
| 107-1 and APB 28-1"). FSP FAS 107-1 and APB 28-1 requires disclosure about fair |
| value of financial instruments for interim and annual reporting periods of publicly |
| traded companies. The adoption did not have a material impact on the consolidated |
| financial statements. |
| 3.Inventories |
| Inventories consisted of the following at 30 June 2009 and 31 December 2008: |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| | 2009 | 2008 |
| | US$ 000 | US$ 000 |
+--------------------------------------------------+------------------------+--------------+
| Raw materials | 2,075 | 2,078 |
+--------------------------------------------------+------------------------+--------------+
| Finished goods and work in process | 2,281 | 3,231 |
+--------------------------------------------------+------------------------+--------------+
| Refurbished | 1,180 | 510 |
+--------------------------------------------------+------------------------+--------------+
| Total | 5,536 | 5,819 |
+--------------------------------------------------+------------------------+--------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 4.Property, Plant and Equipment |
| Property, plant and equipment consist of the following at 30 June 2009 and 31 |
| December 2008: |
+---------------------------------------------------------------------------------------------------------+
| | 2009 | 2008 |
| | US$ 000 | US$ 000 |
+--------------------------------------------------+------------------------+--------------+
| Land | 207 | 207 |
+--------------------------------------------------+------------------------+--------------+
| Buildings and improvements | 3,637 | 3,572 |
+--------------------------------------------------+------------------------+--------------+
| Machinery and equipment | 1,324 | 1,410 |
+--------------------------------------------------+------------------------+--------------+
| Sub-total | 5,168 | 5,189 |
+--------------------------------------------------+------------------------+--------------+
| Less: accumulated depreciation and | (1,095) | (929) |
| amortization | | |
+--------------------------------------------------+------------------------+--------------+
| | 4,073 | 4,260 |
+--------------------------------------------------+------------------------+--------------+
| Depreciation expense for the six months ended 30 June 2009 and 30 June 2008 was |
| approximately US$184,000 and US$184,000, respectively. |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 5.Notes Payable |
| Summary The Company renegotiated bank covenants associated with its credit facility |
| in June 2009. Company's debt obligations consisted of the following at 30 June 2009 |
| and 31 December 2008: |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| | 2009 | 2008 |
+--------------------------------------------------+------------------------+--------------+
| | US$ 000 | US$ 000 |
+--------------------------------------------------+------------------------+--------------+
| Bank debt: | | |
+--------------------------------------------------+------------------------+--------------+
| Five year secured reducing revolving | 2,337 | 2,954 |
| line of credit | | |
+--------------------------------------------------+------------------------+--------------+
| Five year secured term loan | 2,300 | 7,501 |
+--------------------------------------------------+------------------------+--------------+
| Less debt obligations due within one year | (460) | (1,429) |
+--------------------------------------------------+------------------------+--------------+
| | | |
+--------------------------------------------------+------------------------+--------------+
| Obligations due after one year | 4,177 | 9,026 |
+--------------------------------------------------+------------------------+--------------+
| |
+---------------------------------------------------------------------------------------------------------+
| Credit Facility The Company has a credit facility with a bank dated 16 March 2007 |
| that was amended in June 2009 and composed of the following at 30 June 2009:* |
| US$8,000,000 five year secured reducing revolving line of credit* |
| US$2,300,000 five year secured reducing term loan |
| In January 2009 the Company renegotiated its loan agreements with the bank to |
| obtain concessions on its debt service covenant and its funded debt to EBITDA |
| covenant. In return, the Company agreed to an immediate increase of 1.6% in its |
| interest rate with a changed pricing grid that allowed for a further maximum |
| increase of 1.75%. The Company's maximum revolving line of credit was set at |
| US$8,000,000. |
| In June 2009, in conjunction with a private placement of $5,463,000 of new equity, |
| the Company again renegotiated its loan agreements with the bank to obtain |
| concessions on its debt service covenant and its funded debt to EBITDA covenant and |
| paid off the remaining liability on its interest rate swaps at a cost of $615,000. |
| As a result of the renegotiation and pay down of debt, $328,000 of loss on cash |
| flow hedges was recognized in the statement of operations as interest expense and |
| removed from other comprehensive income. The remaining $287,000 in other |
| comprehensive income will be amortized over the term of the amounts outstanding |
| under the credit facility. The interest rates on the revolver and term loan are |
| Libor 1-month and Libor 3-month, respectively, plus an amount determined by the |
| ratio of "funded debt/last 12 months EBITDA," as defined in the loan agreement. The |
| interest rates were 4.57% and 4.87% on the revolver and term loan at 30 June 2009. |
| The interest rates were 6.05% and 6.10% on the revolver and term loan at December |
| 31, 2008. The credit facilities are secured by substantially all of the Company's |
| assets and contain a number of restrictive covenants that among other things limit |
| the ability of the Company to incur debt, issue capital stock, change ownership and |
| dispose of certain assets. The revolving line of credit available reduces over the |
| five year term and as of 30 June 2009 the borrowed balance is below the credit line |
| available. At 30 June 30 2009, the Company had $5,663,000 additional funds |
| available on its revolver |
| Future Payments The future payments by year under the Company's debt obligations |
| are as follows: |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| | 30 June |
| | US$ 000 |
+-------------------------+---------+
| 2009 | 230 |
+-------------------------+---------+
| 2010 | 460 |
+-------------------------+---------+
| 2011 | 460 |
+-------------------------+---------+
| 2012 | 3,487 |
+-------------------------+---------+
| | |
+-------------------------+---------+
| Total payments | 4,637 |
+-------------------------+---------+
| |
+---------------------------------------------------------------------------------------------------------+
| Interest Interest expense on the credit facility for the six months ended 30 June |
| 2009 and 30 June 2008 was approximately US$406,000 and US$454,000, respectively, |
| related to the debt obligation. Additionally, there was $328,000 charged to |
| interest expense as a result of the modification to the term loan. |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 6.Equity raise |
| The Company successfully raised $5.5m through a private placement in June 2009. The |
| Company incurred approximately $517,000 in costs for the equity raise which were |
| netted against the gross proceeds. |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 7.Operating Leases |
| The Company leases property, vehicles and office equipment under leases accounted |
| for as operating leases without renewal options. Future minimum payments by year |
| under non cancellable operating leases with initial terms in excess of one year |
| were as follows: |
+---------------------------------------------------------------------------------------------------------+
| | |
+---------------+--------------+
| | 30 June |
| | US$ 000 |
+---------------+--------------+
| 2009 | 172 |
+---------------+--------------+
| 2010 | 296 |
+---------------+--------------+
| 2011 | 196 |
+---------------+--------------+
| 2012 | 162 |
+---------------+--------------+
| 2013 | 82 |
+---------------+--------------+
| Total | 908 |
+---------------+--------------+
| |
+---------------------------------------------------------------------------------------------------------+
| Total rent expense under operating leases for the periods ended 30 June 2009 and 30 |
| June 2008 was approximately US$184,000 and US$318,000. |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 8.Commitments and Contingencies |
| The Company has entered into employment agreements with certain members of senior |
| management. The terms of these agreements range from six months to one year and |
| include non-compete and nondisclosure provisions as well as providing for defined |
| severance payments in the event of termination or change in control. |
| The Company entered into a 5 year or minimum purchase obligation of US$625,000 with |
| a supplier as of 31 December 2007. There is a related contingent liability of |
| US$38,000 to cancel the contract as of 30 June 2009 which declines over 5 years on |
| a pro-rated basis. |
| The Company is subject to various unresolved legal actions which arise in the |
| normal course of its business. Although it is not possible to predict with |
| certainty the outcome of these unresolved legal actions or the range of possible |
| losses, the Company believes these unresolved legal actions will not have a |
| material effect on its financial statements. |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 9.Income Taxes |
| Somero adopted FIN 48 on 1 January 2007. FIN 48 clarifies the accounting for |
| uncertainty in income taxes recognized in an enterprise's financial statements in |
| accordance with FASB Statement No. 109, Accounting for Income Taxes. FIN 48 |
| prescribes a recognition threshold and measurement attribute for the financial |
| statement recognition and measurement of a tax position taken or expected to be |
| taken in a tax return. This pronouncement also provides guidance on derecognition, |
| classification, interest and penalties, accounting in interim periods, disclosure |
| and transition. |
| The Company's effective tax rate for the six months ended 30 June 2009 was 37.5% |
| compared to the federal statutory rate of 34.0%. The effective tax rate is greater |
| than the statutory rate mainly due to the effect of state and foreign taxes. |
| As of 30 June 2009, the Company had a gross unrecognized tax benefit (including |
| interest and penalties) of $4,000. Accrued interest and penalties related to |
| unrecognized tax benefits are not included in tax expense. |
| Somero is subject to US federal income tax as well as income tax of multiple state |
| jurisdictions. The Company began business in 2005 and therefore the statute of |
| limitations for all federal, foreign and state income tax matters for tax years |
| from 2005 forward is still open. Somero has no federal, foreign or state income tax |
| returns currently under examination. |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 10.Supplemental Cash Flow and Non-Cash Financing Disclosures |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| | 2009 | 2008 |
| | US$ 000 | US$ 000 |
+----------------------------------------+--------------+--------------+
| Cash paid for interest | 734 | 457 |
+----------------------------------------+--------------+--------------+
| Cash paid for taxes | (86) | 1,568 |
+----------------------------------------+--------------+--------------+
| Non-cash financing activities - | 289 | 6 |
| Change in fair value of | | |
| derivative instruments | | |
+----------------------------------------+--------------+--------------+
| Accrued stock issuance costs | 271 | 0 |
+----------------------------------------+--------------+--------------+
| |
+---------------------------------------------------------------------------------------------------------+
| 11.Intangible Assets |
+---------------------------------------------------------------------------------------------------------+
| The following table reflects intangible assets that are subject to amortization |
| under |
| the provisions of SFAS No. 142, Goodwill and Other Intangible Assets: |
+---------------------------------------------------------------------------------------------------------+
| |
+---------------------------------------------------------------------------------------------------------+
| | Weighted average | 30 June 2009 | 31 December 2008 |
| | amortization | US$ 000 | US$ 000 |
| | period | | |
+---------------+------------------------+-------------------+-----------------------------+
| Capitalized | | | |
| cost | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Customer | 8 years | 6,300 | 6,300 |
| relationships | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Patents | 12 years | 18,538 | 18,538 |
+---------------+------------------------+-------------------+-----------------------------+
| Other | 3 years | 4 | 4 |
| intangibles | | | |
+---------------+------------------------+-------------------+-----------------------------+
| | | 24,842 | 24,842 |
+---------------+------------------------+-------------------+-----------------------------+
| | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Accumulated | | | |
| amortization | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Customer | 8 years | 3,084 | 2,691 |
| relationships | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Patents | 12 years | 6,051 | 5,278 |
+---------------+------------------------+-------------------+-----------------------------+
| Other | 3 years | 2 | 1 |
| intangibles | | | |
+---------------+------------------------+-------------------+-----------------------------+
| | | 9,137 | 7,970 |
+---------------+------------------------+-------------------+-----------------------------+
| | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Net | | | |
| carrying | | | |
| costs | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Customer | 8 years | 3,216 | 3,609 |
| relationships | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Patents | 12 years | 12,487 | 13,260 |
+---------------+------------------------+-------------------+-----------------------------+
| Other | 3 years | 2 | 3 |
| intangibles | | | |
+---------------+------------------------+-------------------+-----------------------------+
| | | 15,705 | 16,872 |
+---------------+------------------------+-------------------+-----------------------------+
| | | | |
+---------------+------------------------+-------------------+-----------------------------+
| Amortization expense for the six months ended 30 June 2009 and 30 June 2008 was |
| US$1,167,000 and US$1,166,000, respectively. |
+------------------------------------------------------------------------------------------+
| Estimated amortization expense on intangibles for the remainder of 2009 is |
| US$1,165,000 and US$2,332,000 for each of the years ending 2010, 2011, 2012 and |
| 2013. |
+------------------------------------------------------------------------------------------+
| |
+------------------------------------------------------------------------------------------+
| 12.Intangible Assets |
| As of 15 September 2009, Somero's Remuneration Committee has |
| reviewed the alternatives for ensuring that management are |
| appropriately incentivized to rebuild shareholder value and to be |
| retained within the Group. The Remuneration Committee has agreed |
| to the terms of a Stock Appreciation Rights Plan and no awards |
| have been granted as of 15 September 2009. |
+----------+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+----+
This information is provided by RNS
The company news service from the London Stock Exchange
END
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