Vital Signs, Inc. Announces Year-End and Fourth Quarter Results for Fiscal 2007


TOTOWA, N.J., Dec. 13, 2007 (PRIME NEWSWIRE) -- Vital Signs, Inc. (Nasdaq:VITL) today announced sales and earnings for the year ended September 30, 2007 as well as for the fourth quarter ended September 30, 2007.

For the twelve month period ended September 30, 2007, income from continuing operations decreased 37% to $19.2 million compared with $30.3 million for the comparable fiscal 2006 period. Diluted earnings per share from continuing operations decreased 38% to $1.45 for the twelve month period ended September 30, 2007 compared with $2.32 for the twelve month period ended September 30, 2006.

The decreases principally resulted from four non-cash charges aggregating to $21.0 million recognized during the Company's fourth quarter. These charges consisted of the following:



 * Operating expenses included a goodwill impairment charge of $13.2
   million for the pharmaceutical technology services segment that was
   previously classified as discontinued operations.  As previously
   announced, the Company sought to sell its Stelex subsidiary during
   fiscal 2007.  The Company received no acceptable offers and
   ultimately re-classified the segment to continuing operations
   during the fourth quarter of fiscal 2007.  The offers that were
   received served as the basis to estimate the segment's fair value
   for the impairment write-off.

 * The Company increased its distributor rebate allowance by $4.7
   million after obtaining new information from its two largest
   distributors on their inventory levels.  The increase in allowance
   is reflected as a reduction in sales and gross profit.  While
   increasing the allowance, the Company confirmed that the procedures
   it has utilized for tracking rebates since fiscal 2005 continues to
   accurately reflect rebates taken by distributors.

 * Operating expenses included a long-lived asset impairment of $1.9
   million reflecting a business decline at a sleep disorder company
   acquired in April 2007.  The Company is pursuing legal action
   against the seller asserting fraudulent misrepresentations, breach
   of non-competition agreement, and other substantial claims.

 * Operating expenses included a $1.2 million increase in an allowance
   for unauthorized customer cash payment discounts. The Company is
   currently engaged in a dispute with one of its distributors. The
   Company may commence legal proceedings to resolve this dispute.

These four items resulted in after-tax charges of $13.6 million, or $1.02 per diluted share.

The Company reports its financial results in accordance with generally accepted accounting principles ("GAAP"). However, management believes that certain non-GAAP performance measured used in managing the business may provide users of this financial information additional meaningful comparisons between current results and results in prior operating periods. See the Table below for supplemental financial data and corresponding reconciliations to GAAP financial measures for the years ended September 30, 2007 and 2006. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company's reported results prepared in accordance with GAAP.

Following is a comparison of the Company's results in accordance with GAAP excluding the last three non-cash charges mentioned above. Inasmuch as the Company classified Pharmaceutical Technology Services segment as a discontinued operation for the first three quarters of fiscal 2007, the adjustments in the table below also present the segment as discontinued operations for all of fiscal 2007 and fiscal 2006.



 ---------------------------------------------------------------------
 Year ended   2007          Non-GAAP Adjustments               2007
 September 30,
 2007
                                 Pharm
                                  Tech    Reserve
 (Dollars in         One-time  Presented    for
   thousands,         Rebate   as Discon- Unauthor-   SSA      After
   except per  As   Allowance    tinued     ised   Acquisition Adjust-
   share    Reported Increase  Operation Discounts Impairment  ments
   amounts)  (GAAP)    (1)       (2)        (3)       (4)    (Non-GAAP)
 ---------------------------------------------------------------------
 Condensed
  Consolidated
  statement of
  income data:
 Net revenue  205,257  4,733   (11,487)                       198,503

 Cost of
  goods sold
  and
  services
  performed   101,438           (8,457)                        92,981
              -------                                         -------
 Gross profit 103,819                                         105,522
              -------                                         -------
 Gross Margin    50.6%                                           53.2%
 Operating
  expenses:

  Selling,
   general and
   administra-
   tive        57,134           (3,712)     (1,176)            52,246

  Research and
   development  7,511              (50)                         7,461
  Restructuring
   charge          --                                               0

  Impairment
   and other
   charges     15,122          (13,180)              (1,942)        0

  Other
   (income)
   expense -
   net            527                1                            528
              -------                                         -------
   Total
    operating
    expenses   80,294                                          60,235
              -------                                         -------
 Operating
  income       23,525                                          45,287
              -------                                         -------

 Interest
  income       (4,909)                                         (4,909)
 Interest
  expense          56                                              56

 Income
  unconsoli-
  dated
  investment   (1,498)                                         (1,498)
              -------                                         -------
  Total other
   (income)
   expense     (6,351)                                         (6,351)
              -------                                         -------

 Income from
  continuing
  operations
  before
  provision
  for income
  taxes and
  non-
  controlling
  interest     29,876                                          51,638

 Provision for
  income taxes  9,985  1,609     4,735         400      660    17,389
              -------                                         -------
 Income from
  continuing
  operations
  before
  non-
  controlling
  interest     19,891                                          34,249

 Non-control-
  ling interest
  in net income
  of subsidiary   683                                   486     1,169

 Income from
  continuing
  operations   19,208                                          33,080
              -------                                         -------
 (Loss)/Income
  from
  discontinuing
  operations,
  net             (49)            (521)                          (570)

 Net Income    19,159                                          32,510
 Earnings
  (loss)
  per common
  share:
 Basic:
   Continuing
    Operations   1.45                                            2.50
   Discontin-
    ued Opera-
    tions       (0.00)                                          (0.04)
   Net
    Earnings     1.45                                            2.46
 Diluted:
   Continuing
    Operations   1.45                                            2.49
   Discontin-
    ued Opera-
    tions       (0.01)                                          (0.04)
   Net
    Earnings     1.44                                            2.45

 Basic
  weighted-
  average
  number of
  shares
  outstanding  13,238                                          13,238

 Diluted
  weighted-
  average
  number of
  shares
  outstanding  13,277                                          13,277
 ---------------------------------------------------------------------

 ----------------------------------------------------------- ---------
                            2006     Non-GAAP      2006       Non-GAAP
                                   Adjustments

                                    Pharm Tech
                                   Presented as
                              As   Discontinued    After
 (Dollars in thousands,    Reported  Operation   Adjustments   Percent
  except per share amounts) (GAAP)      (2)      (Non-GAAP)    Change
 ----------------------------------------------------------- ---------
 Condensed Consolidated
  statement of income
  data:
 Net revenue                202,124     (15,372)     186,752      6.3%

 Cost of goods sold and
  services performed        100,027     (10,127)      89,900      3.4%
                          ---------                --------- ---------
 Gross profit               102,097                   96,852      9.0%
                          ---------                --------- ---------
 Gross Margin                  50.5%                    51.9%
 Operating expenses:

  Selling, general and
   administrative            52,182      (3,977)      48,205      8.4%

  Research and development    7,034          --        7,034      6.1%
  Restructuring charge           --                        0

  Impairment and other
   charges                       --                        0

  Other (income) expense
   - net                        880        (149)         731    -27.8%
                          ---------                --------- ---------
   Total operating
    expenses                 60,096                   55,970      7.6%
                          ---------                --------- ---------
 Operating income            42,001                   40,882     10.8%
                          ---------                --------- ---------

 Interest income             (3,294)                  (3,294)    49.0%
 Interest expense                --                        0

 Income unconsolidated
  investment                 (1,728)                  (1,728)   -13.3%
                          ---------                --------- ---------
   Total other (income)
    expense                  (5,022)                  (5,022)    26.5%
                          ---------                --------- ---------

 Income from continuing
  operations before
  provision for income
  taxes and non-
  controlling interest       47,023                   45,904     12.5%

 Provision for income
  taxes                      15,828        (414)      15,414     12.8%
                          ---------                --------- ---------
 Income from continuing
  operations before non-
  controlling interest       31,195                   30,490     12.3%

 Non-controlling interest
  in net income of
  subsidiary                    911                      911     28.3%

 Income from continuing
  operations                 30,284                   29,579     11.8%
                          ---------                --------- ---------
 (Loss)/Income from
  discontinuing
  operations, net                           705          705

 Net Income                  30,284                   30,284
 Earnings (loss) per
  common share:
 Basic
   Continuing Operations:      2.34                     2.28
   Discontinued
    Operations:                0.00                     0.05
   Net Earnings:               2.34                     2.34
 Diluted
   Continuing Operations:      2.32                     2.27
   Discontinued
    Operations:                0.00                     0.05
   Net Earnings:               2.32                     2.32

 Basic weighted-average
  number of shares
  outstanding                12,966                   12,966

 Diluted weighted-average
  number of shares
  outstanding                13,040                   13,040
 ----------------------------------------------------------- ---------

 (1) The Company increased its distributor rebate allowance by an 
     additional $4.7 million after obtaining new information from our 
     two largest distributors on their inventory levels.  The increase 
     in allowance is reflected as a reduction in sales and gross 
     profit.  While increasing the allowance the Company confirmed 
     that the procedures it has utilized for tracking rebates since 
     fiscal 2005 continues to accurately reflect rebates taken by 
     distributors.

 (2) For the first 3 quarters of fiscal 2007 the company reported its 
     Pharmaceutical Technology Services segment as a discontinued 
     operation.  Earnings guidance was provided under the assumption 
     that the segment will not contribute to earnings from continuing 
     operations.  This pro forma adjustment shows the effect of the 
     segment as a discontinued operation for all of fiscal 2007 and 
     fiscal 2006.

 (3) Operating expenses included a $1.2 million increase in an 
     allowance for unauthorized customer cash payment discounts. The 
     Company is currently engaged in a dispute with one of its 
     distributors.  The Company may commence legal proceedings to 
     resolve this dispute

 (4) Operating expenses included a long-lived asset impairment of $1.9
     million reflecting a business decline at a sleep disorder segment
     acquisition made in April 2007.  The Company is pursuing legal
     action against the seller asserting fraudulent
     misrepresentations, breach of non-competition agreement, and
     other substantial claims

GAAP net revenues for the twelve months of fiscal 2007 increased 1.6% to $205,257,000 compared to $202,124,000 in the comparable period last year. As adjusted to exclude the $4.7 million rebate adjustments and effect of Pharmaceutical Technology Services segment reclassified as discontinued operation in fiscal 2006 and 2007 as described in the table above, net revenues for the twelve months of fiscal 2007 increased 6.3% to $198,503,000. Increases in the Company's core segments were partially offset by a decline in the Company's Pharmaceutical Technology Services segment.

Following are the net revenues by business segment for the twelve months ended September 30, 2007 and 2006 (in thousands of dollars):



                                                NET REVENUES BY 
                                                BUSINESS SEGMENT
                                          -----------------------------
                                               FOR THE YEARS ENDED
                                                  SEPTEMBER 30,
                                          -----------------------------
                                             2007      2006     PERCENT
                                                                CHANGE
                                          -----------------------------
 Anesthesia                                 $74,800   $73,794     1.4%
 Respiratory/Critical Care                   46,296    44,571     3.9%
 Sleep Disorder                              48,770    42,850    13.8%
 Interventional Cardiology/Radiology(1)      28,637    25,538    12.1%
 Pharmaceutical Technology Services          11,487    15,371   (25.3)%
 Rebate allowance adjustment                 (4,733)       --  (100.0)%
                                          -----------------------------
 Net Revenues                              $205,257  $202,124     1.6%
                                          =============================

GAAP income/(loss) from continuing operations decreased 165% to ($5,347,000) for the fourth quarter of fiscal 2007 compared to $8,252,000 for the fourth quarter of fiscal 2006. GAAP earnings/(loss) from continuing operations per diluted share decreased 165% to ($0.40) per share, for the fourth quarter of fiscal 2007 compared to $0.62 per share for the fourth quarter of fiscal 2006.

GAAP net revenues for the fourth quarter of fiscal 2007 decreased 3.5% to $50,484,000 compared to $52,334,000 in the comparable period last year. Anesthesia, Respiratory Critical/Care and Sleep net revenues increased 3.0% to $43,279,000 compared to $42,032,000 in the comparable period last year.

Following are the net revenues by business segment for the fourth quarter of fiscal 2007 compared to the fourth quarter of fiscal 2006 (in thousands of dollars):



                                                NET REVENUES BY
                                                BUSINESS SEGMENT
                                          -----------------------------
                                           FOR THE THREE MONTHS ENDED
                                                  SEPTEMBER 30,
                                          -----------------------------
                                             2007      2006     PERCENT
                                                                CHANGE
                                          -----------------------------
 Anesthesia                                 $18,348   $19,925    (7.9)%
 Respiratory/Critical Care                   11,515    11,626    (1.0)%
 Sleep Disorder                              13,416    10,481    28.0%
 Interventional Cardiology/Radiology          8,841     7,239    22.1%
 Pharmaceutical Technology Services           3,097     3,063    1.11%
 Rebate allowance adjustment                 (4,733)       --  (100.0)%
                                          -----------------------------
 Net Revenues                               $50,484   $52,334    (3.5)%
                                          =============================

The reduction in Anesthesia and Respiratory/Critical Care net revenues in the fourth quarter was primarily caused by a temporary disruption in supply of facemasks from Respironics due to a delay between the termination of the 26 year supply agreement and the start-up of the current six month transition agreement. As of August 2007 Respironics sold all of its tooling, equipment, know-how, and intellectual property for manufacturing air-filled cushion masks to the Company, agreed to continue manufacturing masks during the transition process, and agreed to cooperate with the startup of the Company's Chinese joint venture. The joint venture is ramping up mask production and is currently supplying 40% to 50% of the Company's mask needs.

Net revenues in the Company's sleep segment increased 28.0% for the three months ended September 30, 2007. At Breas, the Company's manufacturer of personal ventilators and CPAP devices, revenues increased 20.7%.

Net revenue for the fourth quarter in the Company's interventional cardiology/radiology segment increased 22.1% to $8,841,000 due to strong demand for its flagship products.

Net revenues in the Company's Pharmaceutical technology services segment for the fourth quarter increased 1.1% to $3,097,000 million.

On December 10, 2007, the Board approved a quarterly dividend of $0.10 per share payable on January 2, 2008 to shareholders of record on December 21, 2007.

Terry Wall, President and CEO of Vital Signs, commented "We are issuing guidance of $2.80-$2.85, fully diluted EPS for Fiscal 2008. We foresee this growth to be back-end loaded, as a result of the timing of new product introductions and cost savings projects which we have included in our estimates.

"We expect approximately 7% growth in net revenues from the Company's Anesthesia and Respiratory/Critical Care segments as a result of the introductions of enFlow(tm), SteeLite(tm) and Redi-Tube(tm) and the continued success of our patented Limb-O circuit. We are expecting approximately 10% growth in our Interventional Cardiovascular/Radiology segment and 15% growth in Sleep (The percentage growth is based upon the fiscal 2007 results after non-GAAP adjustments)."

The company has not yet completed its audit review process. The Company expects to file its audited financial statements as part of its Annual Report on Form 10-K by December 14, 2007.

All statements in this press release (including our guidance for fiscal 2008) other than historical statements, constitute Forward Looking Statements under the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from such statements as a result of a variety of risks and uncertainties, including unanticipated delays in bringing products to market, regulatory approval of new products, market conditions, and competitive responses, as well as other factors referred to by Vital Signs in its Annual Report on Form 10-K for the year ended September 30, 2006.

Vital Signs, Inc. and its subsidiaries design, manufacture and market primarily single-use medical products for the anesthesia, respiratory/critical care and sleep/ventilation markets, achieving the number one market share position in five of its major product categories. In addition, Vital Signs provides single use products for interventional cardiology/radiology and pharmaceutical technology services to the pharmaceutical and medical device industry. Vital Signs is ISO 13485 certified and has CE Mark approval for its products. In 2006, Forbes Magazine named Vital Signs, Inc. as "one of the 200 Best Small Companies in America" based on financial criteria.



                          VITAL SIGNS, INC.
                        FINANCIAL HIGHLIGHTS 
                         STATEMENT OF INCOME
                         -------------------

              (In Thousands, Except Per Share Amounts)
              ---------------------------------------- 
                             (Unaudited)
                                THREE MONTHS ENDED   FISCAL YEAR ENDED
                                   SEPTEMBER 30        SEPTEMBER 30,
                                ------------------   -----------------
                                  2007      2006      2007      2006
                                --------  --------  --------  --------
 Gross revenues                 $ 73,404  $ 70,634  $283,364  $271,182
  Rebates                        (22,467)  (17,176)  (74,798)  (64,642)
  Other deductions                  (453)   (1,124)   (3,309)   (4,416)
                                --------  --------  --------  --------

 Net revenues                     50,484    52,334   205,257   202,124
 Cost of goods sold and
  services performed              26,815    26,056   101,438   100,027
                                --------  --------  --------  --------
 Gross profit                     23,669    26,277   103,819   102,097

 Expenses:

  Selling, general and
   administrative                 16,025    12,660    57,135    52,182
  Research and development         1,860     1,740     7,511     7,034
  Impairment charge               15,121        --    15,121        --
  Interest and other (income)/
   expense, net                   (1,615)     (871)   (5,824)   (4,142)
                                --------  --------  --------  --------
 Income/(loss) from continuing
  operations before provision
  for income taxes and
  non-controlling interest        (7,722)   12,748    29,876    47,023
 Provision for income taxes       (2,285)    4,248     9,985    15,828
                                --------  --------  --------  --------
 Income/(loss) from continuing
  operations before
  non-controlling interest
                                  (5,437)    8,500    19,891    31,195
 Non-controlling share in net
  income of subsidiary               (90)      247       683       911
                                --------  --------  --------  --------
 Income/(loss) from continuing
  operations                      (5,347)    8,253    19,208    30,284
 Income/(loss) from discontinued
  operations, net                    (14)     (208)      (49)     (167)
                                --------  --------  --------  --------
 Net income/(loss)              $ (5,361) $  8,045  $ 19,159  $ 30,117
                                ========  ========  ========  ========

 Earnings (loss) per common
  share:
 Basic:
  Income/(loss) per share from
   continuing operations        $  (0.40) $   0.62  $   1.45  $   2.34
  Discontinued operations          (0.00)    (0.01)    (0.01)    (0.01)
                                --------  --------  --------  --------
  Net earnings                  $  (0.40) $   0.61  $   1.44  $   2.33
                                ========  ========  ========  ========
 Diluted:
  Income/(loss) per share from
   continuing operations        $  (0.40) $   0.62  $   1.45  $   2.32
  Discontinued operations          (0.00)    (0.01)    (0.01)    (0.01)
                                --------  --------  --------  --------
  Net earnings                  $  (0.40) $   0.61  $   1.44  $   2.31
                                ========  ========  ========  ========

 Basic weighted average number
  of shares                       13,275    13,217    13,238    12,966
 Diluted weighted average
  number of shares                13,289    13,273    13,277    13,040


                          VITAL SIGNS, INC.
                        FINANCIAL HIGHLIGHTS

                      BALANCE SHEET HIGHLIGHTS:
                      -------------------------

                                                     (In Thousands)
                                                      ------------
                                                       (Unaudited)
                                                      September 30,
                                                   -------------------
                                                     2007       2006
                                                   -------------------
 Cash and cash equivalents                         $ 51,720   $ 41,242
 Short Term Investments                              86,671     85,565
 Accounts Receivable                                 36,915     34,284
 Inventory                                           19,778     19,006
 Current Assets                                     206,989    185,146
 Non-Current Assets                                 124,946    120,708
 Total Assets                                      $331,935   $305,854
                                                   ========   ========

 Current Liabilities                               $ 17,825   $ 15,355
 Total Liabilities                                   19,302     15,355
 Shareholders' equity                               306,582    285,813
 Total Liabilities and Shareholders' equity        $331,935   $305,854
                                                   ========   ========

            

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