Refac (AMEX:REF)
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From May 2019 to May 2024
Refac Optical Group (AMEX: REF) today announced results
for the fourth quarter and the fiscal year ended December 31, 2005,
which reflect the Company's operations prior to the completion of the
acquisitions of U.S. Vision, Inc. ("U.S. Vision") and OptiCare Health
Systems, Inc. ("OptiCare"), which occurred on March 6, 2006. As a
result of these acquisitions, the Company's results for 2005 are not
indicative of the results to be expected for any future periods.
Acquisitions of U.S. Vision and OptiCare
On March 6, 2006, the Company acquired U.S. Vision and OptiCare.
As a result of these mergers, the Company has become a leader in the
retail optical industry and the sixth largest retail optical chain in
the United States. It operates at 543 locations in 47 states and
Canada, consisting of 517 licensed departments, eight freestanding
stores, 18 eye health centers and professional optometric practices,
two surgery centers, one of which is a laser correction center, and
two manufacturing laboratories. Of the 517 licensed departments, 351
are located at J.C. Penney stores, 67 at Sears, 49 in regional
department stores, 30 at The Bay, a division of Hudson's Bay Company,
Canada's oldest and largest traditional department store retailer, 13
departments at Meijer, and, most recently, seven at Macy's. These
licensed departments are full-service retail vision care stores that
offer an extensive selection of designer brands and private label
prescription eyewear, contact lenses, sunglasses, ready-made readers
and accessories.
Financial Results for the Pre-Merger Company
Revenues for the three months ended December 31, 2005, were
$55,000 as compared with $366,000 for the same period in 2004. The
revenue decline of $311,000 in the fourth quarter of 2005 was
primarily due to the absence of revenues from Patlex Corporation
(which concluded the Gould laser licensing program in the third
quarter of 2005) and related party consulting income, which accounted
for revenues of $281,000 and $25,000, respectively, during the same
period of 2004. Expenses for the three months ended December 31, 2005,
were $1.4 million as compared to $878,000 for the same period in 2004.
The $506,000 increase was primarily due to costs incurred in
connection with the acquisitions of U.S. Vision and OptiCare, which
totaled $427,000.
For the fiscal year ended December 31, 2005, the Company had a net
loss of $925,000, or $0.13 per share, on a diluted basis, attributable
entirely to its continuing operations. During the comparable period in
2004, the Company had a net loss of $225,000, or $0.03 per share, on a
diluted basis, which consists of a net loss from continuing operations
of $239,000, or $0.03 per share, and income, net of tax, from
discontinued operations of $14,000, or less than $0.01 per share.
Revenues for fiscal 2005 were $2.4 million as compared with $1.8
million in fiscal 2004. The revenue increase of $630,000 was
principally attributable to non-recurring licensing-related income of
$1.5 million, offset by a decline in income from the Company's
contract with Patlex Corporation of $759,000 and a reduction in
related party consulting income of $105,000. Expenses for fiscal 2005
were $4.3 million as compared with $2.7 million for the same period in
2004. The $1.6 million increase in expenses in fiscal 2005 over fiscal
2004 was primarily due to acquisition costs of $1.2 million and
increases in rent expense and salaries of $258,000 and $82,000,
respectively.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This News Release includes certain statements of the Company that
may constitute "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended, and which are made
pursuant to the Private Securities Litigation Reform Act of 1995.
These forward-looking statements and other information relating to the
Company are based upon the beliefs of management and assumptions made
by and information currently available to the Company. Forward-looking
statements include statements concerning plans, objectives, goals,
strategies, future events, or performance, as well as underlying
assumptions and statements that are other than statements of
historical fact. When used in this document, the words "expects,"
"anticipates," "estimates," "plans," "intends," "projects,"
"predicts," "believes," "may" or "should," and similar expressions,
are intended to identify forward-looking statements. These statements
reflect the current view of the Company's management with respect to
future events. Many factors could cause the actual results,
performance or achievements of the Company to be materially different
from any future results, performance, or achievements that may be
expressed or implied by such forward-looking statements, including,
but not limited to, whether the mergers with OptiCare and U.S. Vision
will prove to be beneficial acquisitions for the Company. Investors
are cautioned that all forward-looking statements involve those risks
and uncertainties detailed in the Company's filings with the
Securities and Exchange Commission, including its Annual Report on
Form 10-K for the fiscal year ended December 31, 2005. Forward-looking
statements speak only as of the date they are made and the Company
undertakes no duty or obligation to update any forward-looking
statements in light of new information or future events.