Devcon International Corp. Files Form 12b-25 with Securities and Exchange Commission
03 Abril 2007 - 6:18PM
PR Newswire (US)
BOCA RATON, Fla., April 3 /PRNewswire-FirstCall/ -- Devcon
International Corp. (NASDAQ:DEVC), a leading regional electronic
security services provider, announced today that it has filed with
the Securities and Exchange Commission, a 12b-25 "Notification of
Late Filing" requesting a 15 calendar day extension to file its
Annual Report on Form 10-K for the period ended December 31, 2006.
The Company is not yet able to file its Annual Report on Form 10-K
for the fiscal year ended December 31, 2006 because it is
experiencing delays in the collection and compilation of certain
financial information required to be included in the Form 10-K,
including, without limitation, information relating to a
Forbearance Agreement executed with holders of a majority of the
outstanding shares of the Registrant's Series A Convertible
Preferred Stock on March 30, 2007 and a review of the valuation and
impairment of certain assets of the Company's Construction Division
in light of the previously disclosed consummation of the sale of
most of the assets of the Construction Division. The Company
intends to file its 10K as soon as practical, but no later than the
expiration of the prescribed 15 day period on April 16th, 2007. In
its Form 12b-25 filing, the Company disclosed among other matters
that based on its financial statements: * The Company currently
expects revenues for its electronic security services segment to
increase approximately $35.5 million for 2006. This increase is
expected to be offset by a decrease of approximately $4.1 million
in revenues in the Company's Construction Division, which resulted
primarily from decreases in both the number and size of
construction contracts in the Bahamas and the US Virgin Islands. *
Revenues for the Company's Materials Division are expected to
increase by approximately $2.6 million, due primarily to higher
pricing for ready-mix cement on the island of Sint. Maarten. *
Gross profit is expected to increase due to growth in the
Electronic Security and Materials Division, however, this will be
offset by decreases in gross profit generated by the Construction
Division, after giving effect to the discontinued operations of the
U.S. Virgin Islands, Antigua and Puerto Rico operations. * The
Company anticipates an increase in operating expenses of
approximately $53.5 million, or 50.7% of anticipated total revenues
for the fiscal year ended December 31, 2006, compared to $28.8
million, or approximately 40.1% of total revenues for the
comparable year in 2005. The anticipated increases in operating
expenses are mainly a result of amortization of customer contract
and customer relationship intangible assets related to electronic
security services acquisitions, increased legal, accounting, and
other advisory and consulting costs incurred with respect to such
acquisitions and the sale of the Company's Construction and
Materials operations. Additionally, included in the operating
expenses for the fiscal year ended December 31, 2006 is an
impairment charge of approximately $2.8 million related to the sale
of most of the assets of the Construction Division on March 20,
2007. * For the full year ended December 31, 2006, assuming total
impairment charges of approximately $4 million, the Company
anticipates recording a net loss from continuing operations of
approximately $32.1 million, compared to a net loss of $15.4
million during the comparable period in 2005, an increase of
approximately $16.7 million. The anticipated increases in net loss
are mainly a result of additional interest expense of $18.2 million
from the issuance and conversion of the $45 million note payable to
preferred stock, and the increase in the revolving credit
agreement, partially offset by $7.3 million of derivative income
associated with the issuance of the $45 million note payable, and
an increase in the operating loss within the Electronic Security
Services division of $6.6 million. * The Company also anticipates
reporting that, during the years ended December 31, 2006 and 2005,
the Company recognized income net of tax from discontinued
operations of $0.3 million and $1.1 million, respectively, as a
result of the U.S. Virgin Islands Sale, Antigua Sale and Puerto
Rico Sale. About Devcon International Devcon has two operating
divisions. The Security Division, (http://www.devcon-security.com/)
which provides electronic security services to commercial and
residential customers in selected markets, is the eleventh largest
security monitoring and alarm company in the U.S. and the second
largest in Florida. The Materials Division, which represents a
small portion of Devcon's business, produces and distributes
crushed stone, ready-mix concrete and concrete block on St. Maarten
in the Netherlands Antilles and on St. Martin in the French West
Indies. Forward-Looking Statements This press release may contain
statements, which are not historical facts and are considered
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements contain projections of Devcon's future results of
operations, financial position or state other forward-looking
information. In some cases you can identify these statements by
forward-looking words such as "anticipate," "believe," "could,"
"estimate," "expect," "intend," "may," "should," "will," and
"would" or similar words. You should not rely on forward-looking
statements because Devcon's actual results may differ materially
from those indicated by these forward-looking statements as a
result of a number of important factors. These factors include, but
are not limited to: general economic and business conditions; our
business strategy for expanding our presence in our industry;
anticipated trends in our financial condition and results of
operation; the impact of competition and technology change;
existing and future regulations effecting our business, and other
risks and uncertainties discussed under the heading "Item 1A - Risk
Factors" in Devcon's Annual Report on Form 10-K for the period
ended December 31, 2005 as filed with the Securities and Exchange
Commission, and other reports Devcon files from time to time with
the Securities and Exchange Commission. Devcon does not intend to
and undertakes no duty to update the information contained in this
press release. DATASOURCE: Devcon International Corp. CONTACT: Stan
Smith, +1-561-955-7300, or , for Devcon International Corp. Web
site: http://www.devcon-security.com/
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