-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LLMAxo9IYGcWCVI9IbjvaFpGpzrEHbUJ3i8j04++kmkGY+92uSbuclMihljFK9CH qtgRjQwi3857Ci40fjDlig== 0001104659-04-005680.txt : 20040225 0001104659-04-005680.hdr.sgml : 20040225 20040225094745 ACCESSION NUMBER: 0001104659-04-005680 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040225 ITEM INFORMATION: FILED AS OF DATE: 20040225 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PLC SYSTEMS INC CENTRAL INDEX KEY: 0000879682 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 043153858 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11388 FILM NUMBER: 04626258 BUSINESS ADDRESS: STREET 1: 10 FORGE PK CITY: FRANKLIN STATE: MA ZIP: 02038 BUSINESS PHONE: 5085418800 MAIL ADDRESS: STREET 1: 10 FORGE PARK CITY: FRANKLIN STATE: MA ZIP: 02038 8-K 1 a04-2837_18k.htm 8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported):  February 25, 2004

 

PLC Systems Inc.

(Exact name of registrant as specified in charter)

 

Yukon Territory, Canada

 

1-11388

 

04-3153858

(State or other jurisdiction
of incorporation

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

10 Forge Park, Franklin, Massachusetts

 

02038

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (508) 541-8800

 

Not applicable

(Former name or former address, if changed since last report)

 

 



 

Item 12.   Results of Operations and Financial Condition

 

On February 25, 2004, PLC Systems Inc. announced its financial results for the quarter and year ended December 31, 2003.  The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date:  February 25, 2004

PLC SYSTEMS INC.

 

 

 

 

By:

/s/ James G. Thomasch

 

 

 

James G. Thomasch, Senior Vice
President, Finance and Administration
and Chief Financial Officer

 

 

 

 

3



 

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated February 25, 2004

 

4


EX-99.1 3 a04-2837_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Contact:

John Jordan, Director of Investor Relations

508-541-8800, ext. 145

 

PLC SYSTEMS REPORTS PROFITABLE FOURTH QUARTER AND YEAR

- - More Than 35 Percent Annual Growth in Heart Laser 2 Installed Base - -

 

Franklin, MA, February 25, 2004 – PLC Systems Inc. (AMEX: PLC), a worldwide leader in cardiac laser technologies, today reported positive financial results for the three months and year ended December 31, 2003.  The Company also announced that it earned a profit for the seventh consecutive quarter, which led to PLC achieving its second consecutive profitable year.

 

In a separate news release PLC Systems and Edwards Lifesciences Corporation (NYSE:EW) announced today that the two companies have entered into an exclusive, multi-year agreement to develop and manufacture Edwards’ Optimaze surgical ablation system, a cardiac laser technology that treats cardiac arrhythmias. Edwards is the exclusive U.S. sales and marketing partner of PLC’s TMR Heart Laser system for cardiac revascularization.

 

Total revenues for the fourth quarter of 2003 increased four percent to $2,335,000 compared with $2,244,000 for the fourth quarter of 2002.  PLC generated fourth quarter 2003 operating income of $309,000, which is a record for PLC since the Company entered into its TMR partnership with Edwards Lifesciences in January 2001.  PLC’s fourth-quarter net income was affected by the Company’s decision to liquidate one of its international subsidiaries.  In closing its Swiss subsidiary, the company realized a non-recurring foreign translation currency loss of $257,000.  Fourth quarter 2003 net income, after giving effect to this non-recurring foreign currency charge, was $74,000 compared with fourth quarter 2002 net income of $210,000.

 

Total revenues for the year ended December 31, 2003 were $8,334,000 compared to total revenues of $8,838,000 for the year ended December 31, 2002.  Net income for the year ended December 31, 2003 was $517,000 compared to net income of $305,000 for the year ended December 31, 2002.  During the year, PLC improved its cash position by approximately $450,000 and ended 2003 with cash and cash equivalents totaling approximately $6.4 million.

 

“PLC’s profitable fourth quarter and full year are important achievements,” stated Mark R. Tauscher, president and CEO of PLC Systems.  “With Edwards’ clinical and educational capabilities behind our TMR technology, we believe it has the potential to become the technology of choice for surgeons and cardiologists who want to achieve more complete revascularization for their patients.”

- more -

 



 

PLC Reports Seventh Consecutive Profitable Quarter/2

 

During the fourth quarter of 2003, PLC shipped 10 CO2 Heart Lasers worldwide.  Nine next-generation CO2 Heart Lasers (HL2) were delivered to United States hospitals through Edwards.  Additionally, PLC shipped one first generation CO2 Heart Laser (HL1) to an international hospital.

 

PLC ended the fourth quarter of 2003 with 156 CO2 Heart Lasers located at heart centers throughout the U.S., comprised of 106 HL2 customers and 50 HL1 customers.  As of December 31, 2003, PLC’s U.S. total laser base (HL1 and HL2) had increased by 18 percent during the preceding twelve months.  More significantly, PLC’s U.S. HL2 installed base grew to 106 lasers as of December 31, 2003, up 39 percent from December 31, 2002.

 

PLC believes that a leading indicator for the adoption rate of the CO2 TMR therapy is disposable kit shipments to hospitals.  During the fourth quarter of 2003, a total of 476 disposable kits were shipped worldwide.  Edwards Lifesciences delivered 471 disposable kits to United States hospitals and PLC shipped an additional 5 disposable kits to International hospitals.  The 471 domestic kits delivered by Edwards Lifesciences represents a 41 percent increase over the comparable fourth quarter a year ago.  A total of 452 disposable kits were delivered worldwide during the fourth quarter of 2002.

 

In conjunction with these financial results and the announcement of a new partnership with Edwards Lifesciences, PLC Systems will be hosting a conference call today, February 25, at 11:00 a.m. Eastern Time.  The call may be joined via telephone by dialing (800) 884-5695 or (617) 786-2960 (for international participants) at least five minutes prior to the start of the call.  The passcode is: 27824330.  A live Webcast of the call will be available and accessible at the investor relations section of the Company’s website at www.plcmed.com.   A recording of the conference call will be available for 30 days on PLC’s website.

 

PLC Systems Inc. is a medical device company specializing in the design and manufacturing of lasers and related disposable components to treat cardiovascular diseases.  For more information on PLC and its products, please visit the Company’s Web site at www.plcmed.com.

 

This press release contains “forward-looking” statements. For this purpose, any statements contained in this press release that relate to prospective events or developments are deemed to be forward-looking statements. Words such as “believes,” “anticipates,” “plans,” “expects,” “will” and similar expressions are intended to identify forward-looking statements. While we may elect to update forward-looking statements in the future, we specifically disclaim any obligation to do so, even if our estimates change, and you should not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release.  Actual results could differ materially from those indicated by such forward-looking statements as a result of a variety of important factors, including we may be unable to successfully develop products under our new agreement with Edwards and Edwards may be unsuccessful in distributing these products, operational changes, competitive developments may affect the market for our products, regulatory approval requirements may affect the market for our products, we may be unable to convince health care professionals and third party payers of the medical and economic benefits of the CO2 Heart Lasers and the Optimaze System, and there can be no assurance that all payers will reimburse health care providers who perform TMR procedures or that reimbursement, if provided, will be adequate, and additional risk factors described in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2003, and our other SEC reports.

 

- more -

 



 

PLC Reports Seventh Consecutive Profitable Quarter/3

 

PLC SYSTEMS INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2003

 

2002

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Product sales

 

$

2,015

 

$

1,878

 

$

6,899

 

$

7,425

 

Placement and service fees

 

320

 

366

 

1,435

 

1,413

 

Total revenues

 

2,335

 

2,244

 

8,334

 

8,838

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues:

 

 

 

 

 

 

 

 

 

Product sales

 

927

 

868

 

2,824

 

3,560

 

Placement and service fees

 

144

 

135

 

519

 

532

 

Total cost of revenues

 

1,071

 

1,003

 

3,343

 

4,092

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

1,264

 

1,241

 

4,991

 

4,746

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

719

 

836

 

3,297

 

3,626

 

Research and development

 

236

 

224

 

980

 

889

 

Total operating expenses

 

955

 

1,060

 

4,277

 

4,515

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

309

 

181

 

714

 

231

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

Liquidation of subsidiary: Foreign currency loss

 

(257

)

 

(257

)

 

Other income, net

 

22

 

29

 

60

 

74

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

74

 

$

210

 

$

517

 

$

305

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings per share

 

$

0.00

 

$

0.01

 

$

0.02

 

$

0.01

 

 

 

 

 

 

 

 

 

 

 

Average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

29,860

 

29,758

 

29,826

 

29,696

 

Diluted

 

31,294

 

29,887

 

30,414

 

29,784

 

 

CONDENSED BALANCE SHEET

 

 

 

December 31,
2003

 

December 31,
2002

 

Cash and cash equivalents

 

$

6,377

 

$

5,932

 

Total current assets

 

9,367

 

9,412

 

Total assets

 

9,849

 

10,328

 

Total current liabilities

 

1,962

 

2,942

 

Shareholders’ equity

 

7,556

 

6,725

 

 

# # #

 


-----END PRIVACY-ENHANCED MESSAGE-----