EX-99 2 ex99.htm PRESS RELEASE OF NATIONAL PATENT DEVELOPMENT CORPORATION, DATED MARCH 31, 2008 ex99.htm
Exhibit 99
For Immediate Release

National Patent Development Corporation Reports Year End Operating Results

NEW YORK, March 31, 2008--National Patent Development Corporation (OTC Bulletin Board: NPDV.OB - News) today reported net income of $11,722,000, or $0.67 per basic and  diluted share, for the year ended December 31, 2007, compared to a net loss of $(1,207,000) or $(0.07) per basic share, for the year ended December 31, 2006.
 
The net income in 2007 is due, primarily, to a gain of $17,031,000 recognized as a result of the merger of Valera Pharmaceuticals, Inc., in which the Company had an approximately 14% interest, and Indevus Pharmaceuticals, Inc. This gain was offset by a realized loss of $1,023,000 based upon the proceeds received by the Company from the post-merger sale of all the Indevus shares received on the exchange. The gain includes the May 2007 receipt of the first contingent payment from Indevus based upon achievement of a post-merger milestone. The Company had cash and cash equivalents of $15,698,000 at December 31, 2007.  In addition, for the year ended December 31, 2007, net operating income of the Company's segments excluding corporate and other expenses increased by $1,543,000 as compared to the prior year, due, primarily, to improved operating results for Five Star Products, Inc. (Five Star).
 
National Patent's majority owned subsidiary, Five Star, issued a press release on March 31, 2008 announcing its results for the year ended December 31, 2007, which is attached hereto.
 
About National Patent Development Corporation
 
National Patent Development Corporation (OTC Bulletin Board: NPDV.OB - News), is the majority owner of Five Star. National Patent also owns and operates an optical plastics business through its wholly owned subsidiary, MXL Industries, Inc. In addition, National Patent owns certain other non-core assets including real estate.
 
 

 
 

 
 
 

 
 

 
 
Safe Harbor Statement
 
This press release contains certain "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934 and the U.S. Private Securities Litigation Reform Act of 1995, including statements relating to, among other things, future business plans, strategies and financial position, working capital and capital expenditure needs, growth opportunities, and any statements of belief and any statements of assumptions underlying any of the foregoing. Neither the Company nor Five Star Products, Inc. have any material third party commitments with respect to growth plans. There is no assurance that specific plans can be executed or, if executed, will be successful from an operational or financial standpoint. These plans could require capital beyond the funds presently available to the Company.
 
These forward-looking statements reflect the current view of the management of National Patent Development Corporation with respect to future events and financial performance and are subject to certain risks, uncertainties, assumptions and changes in condition that could cause actual results to differ materially from those in the forward-looking statements, all of which are difficult to predict and many of which are beyond the control of National Patent Development Corporation, including, but not limited to the risks, uncertainties, assumptions and changes in condition detailed National Patents' periodic reports and registration statements filed with the Securities and Exchange Commission.
 
National Patent Development Corporation does not intend to, and disclaims any duty or obligation to, update or revise any forward-looking statements or industry information set forth in this press release to reflect new information, future events or otherwise.
 

 
Contact:
National Patent Development Corporation
John Belknap, 646-742-1627
 
 
 
Tables Follow:
 
 
 
 

 
 

 

NATIONAL PATENT DEVELOPMENT CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS DATA
(in thousands, except per share data)
 
   
Year Ended December 31,
 
   
2007
   
2006
 
             
Sales
  $ 132,887     $ 117,084  
Cost of sales
    109,220       97,605  
Gross margin
    23,667       19,479  
Selling, general and administrative expenses
    (23,983 )     (18,678 )
     Operating  profit (loss)
    (316 )     801  
Interest expense
    (1,630 )     (1,565 )
Gain on exchange of Valera for Indevus shares
    17,031          
Investment and other loss, net
    (1,580 )     (13 )
     Income (loss) before income taxes and
     minority interest
    13,505       (777 )
Income tax expense
    ( 1,269 )     ( 327 )
Income (loss) before minority interest
    12,236       (1,104 )
Minority interest
    (514 )     (103 )
     Net income (loss)
  $ 11,722     $ (1,207 )
Net income (loss) per share
               
Basic and diluted
  $ 0.67     $ (0.07 )
                 
Basic weighted average shares outstanding
    17,450       17,829  
Diluted weighted average shares outstanding
    17,463       17,829  


 
 

 

 NATIONAL PATENT DEVELOPMENT CORPORATION
CONSOLIDATED BALANCE SHEETS DATA
(in thousands)

   
December 31,
 
   
2007
   
2006
 
Assets
           
Current assets
           
Cash and cash equivalents
  $ 15,698     $ 4,485  
Accounts and other receivables, less allowance for doubtful accounts of $412 and $566
    12,755       11,939  
Inventories
    27,720       22,535  
Receivable from GP Strategies Corporation
            251  
Deferred tax asset
    470       791  
Prepaid expenses and other current assets
    1,326       724  
Total current assets
    57,969       40,725  
Marketable securities available for sale
    109       343  
Investment in Valera, including available for sale securities of $4,823
            5,955  
Property, plant and equipment, net
    3,534       2,925  
Other assets
    3,293       3,286  
Total assets
  $ 64,905     $ 53,234  
                 
Liabilities and stockholders’ equity
               
Current liabilities
               
Current maturities of long-term debt
  $ 257     $ 151  
Short term borrowings
    19,928       18,414  
Accounts payable and accrued expenses
    13,530       9,978  
Total current liabilities
    33,715       28,543  
Long-term debt less current maturities
    1,441       1,332  
Deferred tax liability
    279       279  
Other liabilities
            247  
Minority interest
    2,902       1,696  
Common stock subject to exchange rights
    493          
                 
Commitments and contingencies
               
                 
Stockholders’ equity
               
Preferred stock, par value $0.01 per share authorized 10,000,000 shares;
  issued none
    -       -  
Common stock, par value $0.01 per share authorized 30,000,000 shares;
  issued 18,086,006 shares in 2007 and 17,861,670 shares in 2006
    180       178  
Additional paid-in capital
    26,825       25,990  
Retained earnings (deficit)
    2,545       (9,177 )
Treasury stock, at cost (1,528,462 shares in 2007 and 100,000 shares in 2006)
    (3,458 )     (188 )
Accumulated other comprehensive income (loss)
    (17 )     4,334  
Total stockholders’ equity
    26,075       21,137  
Total liabilities and stockholders’ equity
  $ 64,905     $ 53,234  





 
 

 
 
For Immediate Release

Five Star Products, Inc. Reports Year End Results

 
·
Revenue of $123.7 million for 2007, up $15.6 million or 14.5% compared to 2006
 
·
Adjusted EBITDA of $4,546,000 for 2007, up $2,113,000 or 87% compared to 2006
 
·
Net income of $1,199,000 for 2007, up $914,000 or 321% compared to 2006

NEW YORK, March 31, 2008 -- Five Star Products, Inc. (OTC Bulletin Board: FSPX.OB - News), a leading distributor of paint sundry and hardware products in the Northeast and Middle-Atlantic states, today announced its revenue of $123.7 million for the year ended December 31, 2007, a 14.5% increase over the $108.1 million reported for last year. Net income of $1,199,000 for the year, $0.08 per basic share and $0.07 per diluted share, increased 321% as compared to net income of $285,000, $.02 per basic and diluted share, for the year ended December 31, 2006. The Company reported that results for the year ended December 31, 2007 include nine months of contribution from the Right-Way Dealer Warehouse, Inc., business which was acquired on April 5, 2007.
 
Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization), as stated before stock compensation expense of $463,000, which affects only 2007 results, was $4,546,000, an increase of $2,113,000 or 87% compared to $2,433,000 for 2006.
 
Five Star announced the resignation of Leslie Flegel, the Company’s Chairman of the Board, who has left the Company to pursue other interests.  We wish Mr. Flegel great success in his new business.  Our President & CEO, John Belknap, will assume the additional duties and title of Chairman of the Board.
 
John Belknap commented, “The Five Star operating team turned in an outstanding performance in 2007, increasing Adjusted EBITDA to a record $4.5 million on a sales increase of $15.6 million.   The results benefited from solid organic growth and the successful integration of the Right-Way acquisition.  Right-Way validates our plan to leverage Five Star’s management organization and infrastructure with strategic acquisitions.”

Mr. Belknap also struck a cautionary tone, noting, “Our customers are facing a challenging economic environment in 2008, and Five Star is not immune to its effects.  From a cost and control perspective, our business is well positioned to cope with current market conditions and, also, to capitalize on opportunities that may arise from it.”

Bruce Sherman, Five Star Group’s CEO, commenting on 2007 said, “This was a year of growth and growth at Five Star always means finding opportunities to better serve our customers.  Our people are to be commended for consistently performing at the highest levels for our customers.  We are excited, too, by the opportunity to improve service through our updated website as well as other planned technology and infrastructure investments.”

 
 

 

About Five Star Products, Inc.
 
Five Star Products, Inc. (OTC Bulletin Board: FSPX.OB - News) is engaged in the wholesale distribution of paint sundry and hardware products in the Northeast and Middle-Atlantic states with particular strength in the greater New York metropolitan area. The Company distributes products to approximately 3,500 independent retail dealers, which include paint stores, independent hardware stores, lumber yards, and do-it yourself centers. The Company distributes a range of private label products sold under the "Five Star" name. Five Star operates two distribution centers, the primary one located in East Hanover, NJ and another in Newington, CT.
 
Safe Harbor Statement

This press release contains certain "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934 and the U.S. Private Securities Litigation Reform Act of 1995, including statements relating to, among other things, future business plans, strategies and financial position, working capital and capital expenditure needs, growth opportunities, and any statements of belief and any statements of assumptions underlying any of the foregoing. The Company has no material third party commitments with respect to growth plans. There is no assurance that specific plans can be executed or, if executed, will be successful from an operational or financial standpoint. These plans could require capital beyond the funds presently available to the Company.
 
These forward-looking statements reflect current views of the management of Five Star Products, Inc. with respect to future events and financial performance and are subject to certain risks, uncertainties, assumptions and changes in condition that could cause actual results to differ materially from those in the forward-looking statements, all of which are difficult to predict and many of which are beyond the control of Five Star Products including, but not limited to the risks, uncertainties, assumptions and changes in condition detailed in Five Star Products' periodic reports and registration statements filed with the Securities and Exchange Commission.
 
Five Star Products, Inc. does not intend to, and disclaims any duty or obligation to, update or revise any forward-looking statements or industry information set forth in this press release to reflect new to reflect new information, future events or otherwise.


Contact:
Five Star Products, Inc.
John Belknap, 646-742-1627







Tables Follow:

 
 

 
 
FIVE STAR PRODUCTS, INC. AND SUBSIDIARIES
Non- GAAP Reconciliation- EBITDA and Adjusted EBITDA
(in thousands)
(unaudited)

   
Year ended December 31,
 
   
2007
   
2006
 
Net income
  $ 1,199     $ 285  
Interest expense, net
    1,636       1,565  
Income tax expense
    888       261  
Depreciation and amortization
    360       322  
EBITDA
    4,083       2,433  
Stock compensation expense
    463          
Adjusted EBITDA
  $ 4,546     $ 2,433  

 
EBITDA is a widely used non-GAAP financial measure of operating performance. It is presented as supplemental information that the Company believes is useful to investors to evaluate its results because it excludes certain items that are not directly related to the Company's core operating performance. EBITDA is calculated by adding back net interest expense, income tax expense, and depreciation and amortization to net income. EBITDA should not be considered as a substitute either for net income, as an indicator of the Company's operating performance, or cash flow, as a measure of the Company's liquidity. In addition, because EBITDA may not be calculated identically by all companies, the presentation here may not be comparable to other similarly titled measures of other companies. Adjusted EBITDA is calculated as EBITDA prior to non-cash stock compensation expense.
 
 
 
 
 

 
 

 

 FIVE STAR PRODUCTS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DATA

(in thousands, except share and per share data)

   
December 31,
   
December 31,
 
   
2007
   
2006
 
Assets
           
Current assets
           
Cash
  $ 3     $ 3  
Accounts receivable, less allowance
               
 for doubtful accounts of $361 and $547, respectively
    11,254       10,520  
Inventory
    26,965       21,744  
Deferred income taxes
    469       652  
Prepaid expenses and other current assets
    1,151       520  
Total current assets
    39,842       33,439  
Property and equipment, net
    833       530  
Deferred income taxes
    24       166  
Other assets
    391       362  
Total Assets
  $ 41,090     $ 34,497  
                 
Liabilities and Stockholders’ Equity
               
Current liabilities
               
Short-term borrowings
  $ 19,303     $ 17,664  
Note payable to NPDC
            2,800  
Accounts payable and accrued expenses
               
  (including due to affiliates of $129 and $79, respectively)
    12,211       9,313  
Total current liabilities
    31,514       29,777  
                 
Convertible note payable to NPDC
    2,800          
Interest rate collar
            6  
Total liabilities
    34,314       29,783  
                 
Commitments
               
                 
Stockholders’ equity
               
Common stock, authorized 30,000,000 shares,
               
  par value $.01 per share; 19,493,098 shares issued and
               
  16,509,577 outstanding in 2007  and 17,293,098 shares
               
  issued and 14,309,577 outstanding in 2006
    195       173  
Additional paid-in capital
    9,544       8,552  
Accumulated deficit
    (2,296 )     (3,495 )
Accumulated other comprehensive income
    33       184  
Treasury stock, at cost 2,983,521 shares in 2007 and 2,983,521
shares in 2006
    (700 )     (700 )
Total stockholders’ equity
    6,776       4,714  
    $ 41,090     $ 34,497  

 
 

 

FIVE STAR PRODUCTS, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF OPERATIONS DATA
 
(in thousands, except per share data)

   
Year Ended December 31,
 
   
2007
   
2006
 
             
Sales
  $ 123,713     $ 108,088  
Cost of goods sold
    102,246       90,877  
Gross margin
    21,467       17,211  
                 
Selling, general and
               
 administrative expenses
    (17,744 )     (15,100 )
                 
Operating income
    3,723       2,111  
                 
Other income
    45       62  
                 
Interest expense (including $252 and 280
               
  to affiliates)
    (1,681 )     (1,627 )
                 
 Income before income taxes
    2,087       546  
                 
Income tax expense
    (888 )     (261 )
                 
Net income
  $ 1,199     $ 285  
                 
Net income per share
               
 Basic
  $ .08     $ .02  
 Diluted
  $ .07     $ .02  
                 
Basic weighted average shares outstanding
    15,944       14,396  
Diluted weighted average shares outstanding
    18,327       14,699