OPT Opticare Health

OptiCare Health Systems Reports Fourth Quarter 2003 Financial Results WATERBURY, Conn., March 30 /PRNewswire-FirstCall/ -- OptiCare Health Systems, Inc. announced today that for the quarter ended December 31, 2003, total net revenue increased 32% to $27.8 million from $21.2 million in the same period in 2002. For the full year, total net revenue increased 37% to $125.7 million from $91.5 million in 2002. These increases were due primarily to revenue generated by Wise Optical, the Yonkers, New York-based optical products distributor that OptiCare acquired in February 2003. OptiCare recorded a net loss of $1.9 million, or $0.07 per share, for the quarter ended December 31, 2003, which includes $0.9 million of non-cash charges. The non-cash charges include a $0.3 million write-off of goodwill and $0.6 million of depreciation and amortization. For the year ended December 31, 2003, OptiCare recorded a $12.4 million net loss, or $0.43 per share, which includes $10.5 million of non-cash charges. The non-cash charges include $4.9 million of income tax expense, primarily to establish a valuation allowance against OptiCare's deferred tax assets, a $1.6 million write-off of goodwill, a $1.9 million loss from early extinguishment of debt and $2.1million of depreciation and amortization. Dean J. Yimoyines, OptiCare's Chairman and Chief Executive Officer, stated, "In 2003 we continued to strengthen our foundation by decreasing debt by $6.8 million and increasing shareholders equity and redeemable preferred stock by $4.5 million." Dr. Yimoyines further commented, "We took important steps in 2003 to increase our revenue while building for our future. We are pleased with our Consumer Vision business that delivered excellent results in 2003. Also in 2003, our Managed Vision division developed a new sales force and successfully launched its direct to employer vision benefits product line, while adding membership in all three of its initial target states. In 2004, management will remain focused on developing its distribution platform through Wise Optical and improving operating results." OptiCare Health Systems, Inc. is an integrated eye care services company focused on vision benefits management (managed vision), the distribution of products and software services to eye care professionals, and consumer vision services, including medical, surgical and optometric services and optical retail. This press release may contain forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. OptiCare's actual results could differ materially from those expressed or indicated by any forward-looking statements. Factors that could cause or contribute to such differences include, butare not limited to, the risk that OptiCare may not be able to improve cash flow, may not be able to successfully integrate its acquisitions, to retain and attract qualified employees, the impact of current and future governmental regulations in existing lines of business, OptiCare's ability to successfully and profitably manage its operations and growth of the operations, if any, the risks related to managed care contracting, and the ability of OptiCare to successfully raise capital on commercially reasonable terms, if at all. Investors are cautioned that all forward-looking statements involve risks and uncertainties, including those risks and uncertainties detailed in OptiCare's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ending December 31, 2003. Forward-looking statements speak only as of the date they are made, and OptiCare undertakes no duty or obligation to update any forward-looking statements in light of new informationor future events. OPTICARE HEALTH SYSTEMS, INC. AND SUBSIDIARIES Consolidated Balance Sheets (Amounts in thousands, except share and per share data) December 31, 2003 2002 ASSETS CURRENT ASSETS: Cash and cash equivalents $1,695 $3,086 Accounts receivable, net 9,369 5,273 Inventories 5,918 2,000 Deferred income taxes, current - 1,660 Notes receivable 105 516 Other current assets 462 369 Total Current Assets 17,549 12,904 Property and equipment, net 4,683 3,337 Goodwill 19,195 20,516 Intangible assets, net 1,179 1,353 Deferred income taxes, non-current - 3,140 Deferred debt issuance costs, net 398 1,187 Notes receivable, less current portion 791 838 Restricted cash 1,158 252 Other assets 902 1,578 TOTAL ASSETS $45,855 $45,105 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable 5,644 2,902 Claims payable and claims incurred but not reported 1,534 2,143 Accrued salaries and related expenses 2,609 1,838 Accrued expenses 1,364 1,274 Current portion of long-term debt 1,124 1,266 Current portion of capital lease obligations 10 61 Unearned revenue 993 1,053 Other current liabilities 549 131 Total Current Liabilities 13,827 10,668 NON-CURRENT LIABILITIES: Long-term debt - related party - 15,588 Other long-term debt, less current portion 11,469 2,564 Capital lease obligations, less current portion - 7 Other liabilities 512 608 Total Non-Current Liabilities 11,981 18,767 COMMITMENTS AND CONTINGENCIES SERIES B 12.5% REDEEMABLE, CONVERTIBLE PREFERRED STOCK AT AGGREGATE LIQUIDATION PREFERENCE-RELATED PARTY 5,635 5,018 STOCKHOLDERS' EQUITY: Series C Preferred Stock, $.001 par value ($16,251 aggregate liquidation preference); 406,158 shares issued and outstanding at December 31, 2003; No shares authorized, issued or outstanding at December 31, 2002 1 - Common Stock, $0.001 par value; 150,000,000 shares authorized; 30,386,061 and 28,913,990 shares issued and outstanding at December 31, 2003 and 2002, respectively 30 29 Additional paid-in-capital 79,700 63,589 Accumulated deficit (65,319) (52,966) TOTAL STOCKHOLDERS' EQUITY 14,412 10,652 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $45,855 $45,105 OPTICARE HEALTH SYSTEMS, INC. AND SUBSIDIARIES Consolidated Statements of Operations (Amounts in thousands, except share and per share data) Three Months Year Ended Ended December 31, December 31, 2003 2002 2003 2002 (unaudited) NET REVENUES: Managed vision $6,105 $7,456 $28,111 $29,426 Product sales 15,873 7,836 72,834 39,409 Other services 5,813 4,864 22,035 20,350 Other income 2 1,029 2,722 2,346 Total net revenues 27,793 21,185 125,702 91,531 OPERATING EXPENSES: Medical claims expense 4,750 5,519 22,000 22,326 Cost of product sales 12,002 5,946 56,253 31,064 Cost of services 2,349 2,020 9,034 8,158 Selling, general and administrative 9,249 7,182 38,174 26,298 (Gain) loss from early extinguishment of debt 49 - 1,896 (8,789) Goodwill impairment 339 - 1,639 - Depreciation 528 449 1,899 1,851 Amortization 42 47 174 181 Interest 330 748 2,059 3,048 Total operating expenses 29,638 21,911 133,128 84,137 Income (loss) from continuing operations before income taxes (1,845) (726) (7,426) 7,394 Income tax expense (benefit) 16 (747) 4,927 2,528 Income (loss) from continuing operations (1,861) 21 (12,353) 4,866 Income from discontinued operations, net of income tax - - -313 Loss on disposal of discontinued operations, net of income tax - (342) - (4,434) Net income (loss) (1,861) (321) (12,353) 745 Preferred stock dividends (159) (143) (618) (531) Net income (loss) available to common stockholders $(2,020) $(464) $(12,971) $214 EARNINGS (LOSS) PER SHARE: Income (loss) from continuing operations: Basic $(0.07) $(0.01) $(0.43) $0.35 Diluted $(0.07) $(0.01) $(0.43) $0.10 Income (loss) from discontinued operations: Basic - $(0.03) - $(0.33) Diluted - $(0.03) - $(0.33) Net income (loss): Basic $(0.07) $(0.04) $(0.43) $0.02 Diluted $(0.07) $(0.04) $(0.43) $0.01 DATASOURCE: OptiCare Health Systems, Inc. CONTACT: Christopher J. Walls, General Counsel of OptiCare Health Systems, Inc., +1-203-596-2236; or Jody Burfening or Harriet Fried, both of Lippert-Heilshorn & Associates, +1-212-838-3777, for OptiCare Health Systems, Inc.

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