IMPCO Announces Results of Review of Non-Cash Expenses in Prior Period and Impairment Of Deferred Tax Asset
09 Novembre 2005 - 10:05PM
PR Newswire (US)
Company Will Amend and Restate Prior Period Financial Statements;
Files Extension for Reporting Third Quarter 2005 Results CERRITOS,
Calif., Nov. 9 /PRNewswire-FirstCall/ -- IMPCO Technologies, Inc.
(NASDAQ:IMCO) today announced that it is reviewing previously
reported financial statements as a result of errors discovered by
management relating to non-cash charges and adjustments to
goodwill, investment in affiliates and minority interest in a prior
period. After a preliminary assessment, management estimates the
cumulative effect of these adjustments to be approximately $1.6
million, which will be reflected in a Form 10-K/A for the year
ended December 31, 2004 to be filed with the U.S. Securities and
Exchange Commission. Accordingly, the Company also anticipates
filing amended Form 10-Q's for the quarterly periods ended March
31, 2005 and June 30, 2005, reflecting the effect of the 2004
restatement on subsequent balance sheets. The adjustments will have
no impact on the Company's statements of operations for the first
and second quarters of 2005. IMPCO indicated that while this review
is nearing completion, it expects to submit later today a Form
12b-25 with the SEC to extend the deadline for filing its Form 10-Q
for the third quarter ended September 30, 2005. The Company expects
to report results for the third quarter by November 14, 2005,
followed by an investor conference call. "It is important to note
that all of these charges are non-cash and in no way detract from
the progress our new management team is making," said Mariano
Costamagna, President and Chief Executive Officer. "In fact, it was
the new management team that uncovered the past year's errors and
brought them to the attention of our independent auditors and board
of directors." Costamagna added: "IMPCO's third quarter operating
performance remains on track with our expectations, although our
results will be impacted by an increase in the valuation allowance
for deferred tax assets related to domestic operations in the
amount of $8.7 million. We continue to realize operating
efficiencies and move forward toward our goal of achieving
sustainable profitability." The expected restatement to 2004
financial statements primarily includes 1) correction to the 2004
impairment of goodwill associated with the Company's subsidiaries
in Mexico and Japan; 2) corrections to classifications of certain
items previously recorded as investment in affiliates and minority
interest; and 3) consulting expenses improperly recorded as
goodwill. The 2004 changes will be recorded on the statement of
operations, with offsets to goodwill, investment in affiliates and
minority interest on the balance sheet. The effect of the 2004
restatement will also result in changes to those same balance sheet
accounts and retained earnings for the first and second quarters of
2005, with no changes to the statements of operations for those
quarterly periods. The restatement adjustment to fiscal year 2004
financial results is anticipated to increase the reported net loss
of $14.2 million by approximately $1.6 million and reduce the
reported shareholders' equity of $46.5 million by the same amount.
The basic and diluted net losses per share for the fourth quarter
and fiscal year 2004 are anticipated to be restated from $0.88 and
$0.77 per share to $0.96 and $0.85 per share, respectively. "The
integrity of our financial statements is of paramount importance to
everyone on IMPCO's management team," said Thomas M. Costales,
IMPCO's new Chief Financial Officer, who was appointed in May 2005.
"We are continually working to improve our accounting processes and
controls to enhance the accuracy and clarity of our financial
statements." As a result of the potential restatement adjustment,
the company's previously issued consolidated financial statements
contained in the following filings should no longer be relied upon:
Annual Report on Form 10-K for the year ended December 31, 2004 and
Quarterly Reports on Form 10-Q for the quarters ended March 31,
2005 and June 30, 2005. About IMPCO Technologies: IMPCO designs,
manufactures, markets and supplies advanced product and systems to
enable internal combustion engines to run on clean burning gaseous
fuels such as natural gas, propane and biogas. IMPCO is a leader in
the heavy duty, industrial, power generation and stationary engines
sectors. Headquartered in Cerritos, California, IMPCO has offices
throughout Asia, Europe, Australia and North America. More
information can be found at IMPCO's web site, http://www.impco.ws/
About BRC Gas Equipment: BRC produces a complete range of systems
for converting vehicles to gaseous fuel to meet market
requirements. BRC is a leader in the light duty and automobile
alternative fuel sectors and has established alliances with several
major car-makers for OEM projects. Headquartered in Cherasco,
Italy, BRC has offices throughout Asia, Europe and South America.
More information can be found at BRC's web site,
http://www.brc.it/. Except for historical or factual information,
other matters discussed in this news release, including estimates
in the amount of accounting corrections, the statement of
operations and balance sheet captions to be included in the
restatements, the periods covered by the restatement, anticipated
improvements in operating efficiencies and performance, expected
timing for reporting 2005 third quarter financial results and
anticipated improvements to accounting processes and controls are
forward-looking statements that involve risks and uncertainties.
Actual results could differ materially from those discussed in any
forward-looking statement. Factors that could cause or contribute
to such differences included, but are not limited to, completion of
a review of past financial statements; prevailing market and global
economic conditions; changes in environmental regulations that
impact the demand for the company's products; the company's ability
to manage its leverage and address operating covenant restrictions
relating to its indebtedness; the company's ability to negotiate
and comply with waivers pertaining to existing loan covenant
defaults; the company's ability to design and market advanced fuel
metering, fuel storage and electronic control products; the
company's ability to meet OEM specifications; and the level and
success of the company's development programs with OEMs. Readers
also should consider the risk factors set forth in the company's
reports filed with the Securities and Exchange Commission,
including, but not limited to, those contained in "Management's
Discussion & Analysis of Financial Condition and Results of
Operation -- Risk Factors" section of the company's Annual Report
on Form 10-K for the fiscal year ended December 31, 2004. The
company does not undertake to update or revise any of its
forward-looking statements even if experience or future changes
show that the indicated results or events will not be realized. For
further information, please contact Dale L. Rasmussen, Vice
President, Investor Relations. Phone: +1-206-315-8242 DATASOURCE:
IMPCO CONTACT: Dale L. Rasmussen, Vice President, Investor
Relations of IMPCO, +1-206-315-8242 Web site: http://www.brc.it/
Web site: http://www.impco.ws/
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