-----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, Uln9uH8QKXY2bP8eTv4HaSFYVu2AQ1thV2raqrjZiFw0aJy3UR6McbwflBDWU2XT pCg12idtT3j2VjrL2tN7+Q== 0000910680-05-000495.txt : 20050729 0000910680-05-000495.hdr.sgml : 20050729 20050728173142 ACCESSION NUMBER: 0000910680-05-000495 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050727 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050729 DATE AS OF CHANGE: 20050728 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OPHTHALMIC IMAGING SYSTEMS CENTRAL INDEX KEY: 0000885317 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 943035367 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11140 FILM NUMBER: 05982200 BUSINESS ADDRESS: STREET 1: 221 LATHROP WAY STREET 2: SUITE 1 CITY: SACRAMENTO STATE: CA ZIP: 95815 BUSINESS PHONE: 9166462020 MAIL ADDRESS: STREET 1: 221 LATHROP WAY STREET 2: SUITE 1 CITY: SACRAMENTO STATE: CA ZIP: 95815 FORMER COMPANY: FORMER CONFORMED NAME: OPHTHALMIC IMAGING SYSTEMS INC DATE OF NAME CHANGE: 19930328 8-K 1 f8k072705.txt CURRENT REPORT 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): July 27, 2005 OPHTHALMIC IMAGING SYSTEMS -------------------------- (Exact Name of Registrant as Specified in its Charter) CALIFORNIA 1-11140 94-3035367 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 221 Lathrop Way, Suite I Sacramento, California 95815 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (Registrant's telephone number, including area code): (916) 646-2020 Not Applicable - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) - -2- ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On July 27, 2005, Ophthalmic Imaging Systems (the "Registrant") issued a press release announcing financial results for the fiscal quarter ended June 30, 2005, attached hereto as Exhibit 99.1. ITEM 7.01. REGULATION FD DISCLOSURE. On July 27, 2005, the Registrant issued the press release attached hereto as Exhibit 99.1. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits Exhibit Number Description -------------- ----------- 99.1 Press Release of the Registrant dated July 27, 2005. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: July 28, 2005 OPHTHALMIC IMAGING SYSTEMS By: /s/ Ariel Shenhar ------------------------------------- Name: Ariel Shenhar Title: Chief Financial Officer EX-99 2 ex99_1-f8k072705.txt EX-99.1; PRESS RELEASE EXHIBIT 99.1 Ophthalmic Imaging Systems Announces Record Second Quarter Results Company Reports 22.7% Increase in Revenues and 65.9% Increase in Net Income Compared to Second Quarter of 2004 15th Consecutive Profitable Quarter SACRAMENTO, Calif.--(BUSINESS WIRE)--July 27, 2005--Ophthalmic Imaging Systems (OIS) (OTCBB:OISI - News) today reported record financial results for the second quarter ended June 30, 2005. The Company reported net revenues of $2,950,000 for the second quarter of 2005 compared with net revenues of $2,403,000 for the second quarter of 2004, an increase of 22.7%. Net income for the second quarter of 2005 climbed 65.9% to $406,000 or $0.03 earnings per basic and diluted share, compared with net income of $245,000, or $0.02 earnings per basic and diluted share, for the second quarter of 2004. For the first six months of 2005, the Company reported net revenues of $5,790,000 compared with net revenues of $4,800,000 for the first six months of 2004, an increase of 20.6%. Net income for the first six months of 2005 climbed 52.8% to $740,000, or $0.05 earnings per basic and diluted share, compared with net income of $484,000, or $0.03 earnings per basic and diluted share, for the first six months of 2004. "We are pleased to report that OIS has delivered another quarter of strong financial results, driven by continued sales growth of our digital imaging and our informatics products," stated Gil Allon, Chief Executive Officer of the Company. "We continue to execute our aggressive growth strategy which has lead to increased sales and sustainable earnings." Mr. Allon concluded, "Our focus on technical innovation with advanced new products such as our WinStation 3200(TM) and Ophthalmology Office(TM) continues to strengthen our sales and sustain OIS as a leading provider of digital imaging systems and informatics solutions for the eye-care field. Our strong growth provides shareholders with expanding returns and cash flow." About Ophthalmic Imaging Systems Ophthalmic Imaging Systems, a majority-owned subsidiary of MediVision, is the leading provider of ophthalmic digital imaging systems. The Company designs, develops, manufactures and markets digital imaging systems and informatics solutions for the eye care market. With over twenty years in the ophthalmic imaging business, the Company has consistently introduced new, innovative technology. The Company, together with MediVision, co-market and support their products through an extensive network of dealers, distributors, and direct representatives. OPHTHALMIC IMAGING SYSTEMS Selected Financial Data Condensed Statements of Operations
THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, ----------------------------- ----------------------------- 2005 2004 2005 2004 ------------ ------------ ------------ ------------ (UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED) NET REVENUES $ 2,949,579 $ 2,403,040 $ 5,789,604 $ 4,800,109 ------------ ------------ ------------ ------------ COST OF SALES 1,210,145 914,399 2,376,013 1,871,945 ------------ ------------ ------------ ------------ GROSS PROFIT 1,739,434 1,488,641 3,413,592 2,928,164 SALES AND MARKETING 686,390 696,325 1,414,395 1,356,007 GENERAL AND ADMINISTRATIVE 325,636 258,340 638,632 505,805 RESEARCH AND DEVELOPMENT 265,404 229,950 507,812 477,186 ------------ ------------ ------------ ------------ TOTAL OPERATING EXPENSES 1,277,430 1,184,615 2,560,839 2,338,998 ------------ ------------ ------------ ------------ INCOME FROM OPERATIONS 462,004 304,026 852,753 589,166 INTEREST AND OTHER EXPENSE, NET (51,029) (59,342) (103,618) (104,667) ------------ ------------ ------------ ------------ NET INCOME BEFORE INCOME TAXES 410,975 244,684 749,135 484,499 INCOME TAXES (5,024) -- (9,024) -- ------------ ------------ ------------ ------------ NET INCOME $ 405,951 $ 244,684 $ 740,111 $ 484,499 ============ ============ ============ ============ INCOME PER BASIC SHARE $ 0.03 $ 0.02 $ 0.05 $ 0.03 ============ ============ ============ ============ SHARES USED IN THE CALCULATION OF NET INCOME PER BASIC SHARE 15,071,607 14,639,300 15,056,374 14,537,924 ============ ============ ============ ============ INCOME PER DILUTED SHARE $0.03 $0.02 $0.05 $0.03 ============ ============ ============ ============ SHARES USED IN THE CALCULATION OF NET INCOME PER DILUTED SHARE 16,136,823 15,700,475 16,229,367 15,583,163 ============ ============ ============ ============
Statements in this press release which are not historical data are forward-looking statements which involve known and unknown risks, uncertainties, or other factors not under the Company's control, which may cause actual results, performance, or achievements of the Company to be materially different from the results, performance, or other expectations implied by these forward-looking statements. These factors include, but are not limited to, those detailed in the Company's periodic filings with the Securities and Exchange Commission. Contact: Ophthalmic Imaging Systems Gil Allon, CEO, 916-646-2020 Ariel Shenhar, CFO, 916-646-2020 or KCSA Worldwide Todd Fromer, 212-896-1215 (Investor Relations) Garth Russell, 212-896-1250 (Investor Relations) -----END PRIVACY-ENHANCED MESSAGE-----