PMTI's S-3 share registration filed with the SEC on 12 Dec 97 contains some significant news. Here are the highlights:
CTI Does Not Yet Derive Revenue! --------------------------------
The S-3 has provided what I believe to be the first officical statement on CTI's laser centre shared revenues:
"To date, CTI has established fourteen sites. CTI does not yet derive revenue from its operations."
This confirms suspicions raised by myself and several others on various stock boards, that the CTI laser centres roll-out has not gone well at all. Reporting a loss would be bad enough, but perhaps understandable; however, ZERO REVENUES requires an explanation by PMTI. This certainly is at great variance with the impression of a successful business created in past conference calls.
Here is how CTI's CEO, Thomas O'Brien, answered some relevant questions in the 18 Mar 97 conference call:
Q. If you could just give me some guidance. Once these facilities with Columbia are operational, could you give me a low-end to high-end, in terms of how much revenue you can anticipate moving forward, each year?
A. Each of these centres are very specialized, specific centres, and the only revenue that I would even want to guess at is what we're doing now in our typical centres, and not what we're doing with Columbia. In our typical centres, right now, we do anywhere from a million-and-a-half to 2 million dollars of revenue, in each centre. So again, and you heard what Steve's [Georgiev] goals and my goals are for how many centres we're going to open, and clearly until we get fully operational with Columbia, we don't want to make any claims on what the revenue might be in those centres.
Q. As of today, how many centres do you have?
A. We have as of today about 10 centres now operational, and contracts for many, many more, as you know.
Q. Okay, and how many are we going to be adding on a monthly basis?
A. Again, as we grow and beef up the organization - right now from March forward, we're typically ready to open 2 to 4 a month, with the kind of staff that we have, and obviously now we're gearing up and beefing up that staff and interviewing people every day.
Q. And the numbers you are projecting: anywhere from a million to 3 million - are you basing these numbers on what you're seeing already from the 10 centres, or are these numbers that you obtained early last year?
A. With the typical ramp-up of centres - and again we're very conservative, we don't expect in the first three months or so, to be at anywhere more than at say a 25 percent ramp-up, and we ramp-up pretty conservatively. What we've seen so far, you know, 4 to 6 months now into some centre's operational, the numbers that, depending where they are, and depending on the type of advertsing and marketing that's been done, and right now we're doing absolutely everything we need to do, these numbers are still right on target.
In the conference call of 15 May 97, O'Brien pulled back on the number of operational sites:
"We currently have five sites operational, Scottsdale, Arizona; West L.A.; Washington D.C.; one in Australia; and one in British Columbia."
However, he remained bullish:
"The operational sites are performing on schedule, according to our models, and we've have proved right now to be on target. This an exciting business. Its an exploding business, as we all knew it would be, and we anticipate other contractual opportunities worldwide. I currently have in excess of a couple of hundred contracts, and now we're putting together the operational support groups to launch and perform on those contracts."
The BIG QUESTION is how did CTI manage in only 7 months to go from an "exploding business" that had been "performing on schedule", with "typical centres [doing] anywhere from a million-and-a-half to 2 million dollars of revenue [anually], in each centre", to one that they now report "does not yet derive revenue from its operations"?
Even if the once "exploding business" only recently became the imploding business, where is the revenue from last spring? How does one ramp-up and still manage to produce zero revenue?
And what became of the "couple of hundred contracts" of 15 May? Why are there barely half the number of centres that were projected in the 30 July conference call?
Dilution Accelerates In November --------------------------------
As of 30 Nov, outstanding shares had grown to 43,116,141. Referring to the following table, there has been a 48 percent increase in a little more than one year; 30 percent in just the past 4 months:
7 Oct 96 28,409,007 14 Nov 96 28,930,357 16 Dec 96 29,474,776 31 Dec 96 30,596,812 30 Jul 97 33,149,170 30 Sep 97 39,750,574 31 Oct 97 40,276,310 30 Nov 97 43,116,141
The 10Q of 14 Nov revealed that on 13 Nov, the Swiss Franc Debenture was converted into common shares:
"As of November 13, 1997, acting under appropriate provisions of the indentures, the Company notified the holders of the Swiss Franc Debentures that is is causing the conversion of all of the Debentures into an aggregate of 914,024 shares of the Company's Common Stock."
Earlier, I had reported my assumption that these were outstanding shares; however, the S-3 clarifies that they remain reserved shares, since the Debentures are still outstanding.
Big Increase in Reserved Shares -------------------------------
The S-3 reports that on 30 Nov 97, there were 34,505,015 reserved shares, as tabulated below. Of those, 20.2 million were attached to convertible debentures and preferred stock, much of them likely to be converted within the next year.
As the table shows, since 30 Sep, the number of reserved shares is growing more rapidly than the number of outstanding shares. This is due in large part to that rapid decline in share price, which determines the number of shares issued upon conversion.
11 July 30 Sep 30 Nov ---------- ---------- ---------- Convertible debentures 7,073,958 7,353,599 11,407,322 Stock option plans 3,872,500 3,709,504 3,709,504 Warrants 9,577,940 9,577,940 9,412,940 Employee 401(k) plan 212,600 212,690 212,690 Employee stock purchase plan 997,586 991,606 984,623 Convertible preferred stock 9,937,176 6,395,151 8,777,936 ---------- ---------- ---------- Total Reserved 31,671,850 28,240,490 34,505,015
Total Outstanding 33,123,190 39,750,574 43,116,141
Divestiture News: Dynaco Buyout Terms Revealed ----------------------------------------------
The 10 Q issued 14 Nov 97 had reported:
"Subsequent to quarter end, the Company entered into two non-binding letters of intent with the management of TTI and the management of Dynaco setting forth terms of a potential management buy-out of TTI and of Dynaco and its subsidiaries, respectively. The divestiture of TTI is not anticipated to have a material impact on the Company's financial statements; the divestiture of Dynaco and its subsidiaries may have a material impact on the Company's results of operations."
The S-3 had no news on the Tissue buyout, but did provide the following new information on the Dynaco buyout:
"The Company has signed an agreement with the current management of Dynaco to sell to them Dynaco and its subsidiaries in a two phase transaction; the first phase begins with the immediate sale of Comtel and Dynamem and, in the second phase, Dynaco will be sold by June 30, 1998 at the latest. The overall sale price for both phases is approximately ten million dollars in notes, common stock and warrants, payable over time."
Given these subsidiaries' history of significant losses, I suspect PMTI sharholders would have preferred to see some up-front cash from this deal.
StarLite Diode Hair Removal Laser ---------------------------------
The S-3 appears to have provided the first public reference by name to the diode laser hair removal device:
"The Company's StarLite(TM) diode hair-removal laser has not yet received FDA clearance, and is currently under an Investigative Device Exemption."
It would not surprise me in the least to see this, and similar competing devices, receive fairly speedy FDA-clearance, since all that is required is to demonstrate substantial equivalence with a predicate device, along with clinical data conforming to Thermolase's rather minimal SoftLight protocol.
I strongly doubt that diode laser hair removal efficacy will be any better than that of the present devices, since all that appears to be changing is the method of generating the laser pulses. As long as wavelength, fluence and pulse width fall within the range of the present devices, then the same poor efficacy will be realized.
Diode's principal advantages appear to be potentially lower cost and a smaller physical size. It will be interesting to see how they are received in a market that has already been glutted with perhaps 1,000 of the various previously FDA-cleared devices.
Ted Molczan molczan@fox.nstn.ca |