FREMONT, Calif., March 6, 1996 - Aureal Semiconductor
(OTC Bulletin Board: MVSN) announced today financial results for its
fourth quarter and year ended December 31, 1995. A $3.8 million
loss for the fourth quarter largely reflects the company's exit from
the retail PC multimedia products market, as well as continued R&D
efforts in the audio solutions arena. This loss compares with a
loss in the third quarter of $5.6 million before restructuring
charges of $8 million. Having effectively exited the retail market
in the third quarter, the company recorded $487,000 of sales in the
fourth quarter as it continued limited sales of its previously
developed audio chip sets.
Total operating expenses for the fourth quarter were
approximately $3.0 million as the company continued its audio
technology development efforts. R&D expenditures increased slightly
to $1.7 million in the fourth quarter, from $1.6 million in the
third quarter. SG&A costs continued to decline from $2.7 million in
the third quarter to $659,000 in the fourth quarter, as the last of
the retail products support costs were eliminated.
"The fourth quarter results reflect the fact that our operations
now resemble a development stage company, looking to bring our first
products to the market in the second half of 1996," said David
Domeier, V.P.-Finance and CFO. "This is exactly the position we had
planned for year-end 1995 when we announced the restructuring of the
business last August. We expect the financial results for the first
half of 1996 to reflect the continuation of spending on R&D as well
as costs to commence manufacturing marketing and sales efforts for
our new products."
The funding outlook for these continuing development efforts has
been strengthened of late as the company recently announced a
private placement of $5 million of common stock to two of its
largest existing shareholders in the first quarter of 1996. The
company is continuing to explore potential further equity infusions.
In addition, the company's $22 million line of credit has been
extended for two additional years through March, 1998.
Forward-looking statements in this release are made pursuant to
the safe harbor provisions of the Private Securities Litigation Act
of 1995. Investors are cautioned that such forward-looking
statements involve risks and uncertainties, including, without
limitation, dependence on new technology, on foundries, on the PC
industry and on a single product line; dependence on a new
management team; competition and pricing pressures; and other risks
detailed from time to time in the company's periodic reports filed
with the Securities and Exchange Commission.
Aureal Semiconductor designs, develops and markets advanced
audio solutions for the PC market, as well as the consumer
electronics and musical instrument industry. The company's initial
products are targeted to implement physical modeling audio
synthesis, FM and Wavetable synthesis, true positional 3-D audio,
Windows Direct Sound acceleration, digital mixing and a wide range
of other sound-processing effects and algorithms.
AUREAL SEMICONDUCTOR
Year-End Financial Information
(dollars in thousands, except per share amounts)
Statement of Operations: 1995
Quarter 4 Full Year
Net Sales $ 487 $ 47,747
Gross Profit 5 (6,055)
Operating Expenses:
Research and Development 1,704 6,730
Selling, General and Administrative 659 17,790
Amortization of Reorganization Asset 625 8,596
Restructuring Charges -- 61,626
Total Operating Expenses 2,988 94,742
Operating Loss (2,983) (100,797)
Interest Expense and Other 799 3,036
Net Loss $ (3,782) $(103,833)
Loss per Share $ (0.19) $ (5.19)
1995
Balance Sheet: Year-End
Current Assets $ 1,767
Property, Equipment and Other Assets 1,181
Reorganization Asset 5,000
Total Assets $ 7,948
Current Liabilities $ 7,305
TCW Credit Facility 19,300
Other Long-term portion of obligations 5,176
Total Liabilities 31,781
Stockholders' Deficit (23,833)
Total Liabilities and Stockholders' Deficit $ 7,948
WALLINGFORD, Conn., March 6, 1996 - PolyVision
Corporation (AMEX: PLI) today reported results for the quarter and
nine months ended January 31, 1996.
Revenues for the third quarter ended January 31, 1996 were
$7,354,000 compared with revenues of $3,447,000 for the same period
a year ago, an increase of 113%. The Company reported an operating
loss of $1,667,000 for the quarter ended January 31, 1996 compared
with an operating loss of $1,293,000 for the quarter which ended
January 31, 1995.
For the nine months ended January 31, 1996, revenues were
$28,417,000 compared with $5,947,000 for the same period a year ago,
an increase of 378%. The Company reported an operating loss of
$2,346,000 for the nine months ended January 31, 1996 compared with
a loss of $3,066,000 for the same period a year ago.
Ivan Berkowitz, Chief Executive Officer of PolyVision, stated
that, "Third quarter and year-to-date operating results demonstrate
the success of our continuing efforts to strengthen the Company's
existing business operations. At PolyVision Corporation we have
experienced significant year-over-year revenue growth. This revenue
increase will be accompanied in the future by continued margin
improvements.
"Reducing operating costs and integrating sales and marketing
functions have been key restructuring accomplishments achieved over
the past nine months. Management reporting systems throughout the
operating divisions have been refined to facilitate better control
of business activity and provide vital benchmarks for planning.
Manufacturing consolidations and the successful negotiation of a
labor / management collaboration agreement have created a business
structure that can aggressively compete in our established market
sectors. In the last quarter of fiscal 1996, we expect to continue
to strengthen our financial and organizational foundation in our
constant effort to enhance shareholder value.
"PolyVision's product development process in our proprietary
display technology has proceeded with increased focus. Our emphasis
on achieving commercialization remains a priority. As a product of
the Company's continuing technology development effort, we have
scheduled the installation of prototypes at key point-of-purchase
sites for beta testing during the next three weeks."
PolyVision Corporation is an information display company with
operations encompassing its Greensteel division, a leading
manufacturer of custom-designed and engineered writing, projection
and other display surfaces for educational and institutional
markets; Posterloid, a custom manufacturer of point-of-sale display
products for fast food systems and financial services institutions;
and its proprietary PolyVision display technology.
POLYVISION CORPORATION
Summary Income Statement
(Dollars in Thousands, Except Share and Per Share)
Three Months Ended Nine Months Ended
January 31, January 31,
1996 1995 1996 1995
Net sales $7,354 $3,447 $28,417 $5,947
Cost of goods sold 5,962 2,779 21,606 4,356
Gross profit 1,392 668 6,811 1,591
Research and development 735 848 2,131 2,488
Selling, general and
administrative 2,334 1,113 7,026 2,169
Operating (loss) (1,677) (1,293) (2,346) (3,066)
Other income (expense):
Interest & other income
(expense) --- --- 71 ---
Interest expense (161) (46) (384) (129)
(Loss) before income taxes (1,838) (1,339) (2,659) (3,195)
Income taxes (benefit) --- --- --- ---
Net (loss) (1,838) (1,339) (2,659) (3,195)
Preferred stock dividends 508 112 1,530 366
Loss applicable to
common stock $(2,346) $(1,451) $(4,189) $(3,561)
Loss per share of
common stock $(0.28) $(0.14) $(0.50) $(0.35)
Average common shares
outstanding 8,301,033 10,241,922 8,301,033 10,241,922
NEW YORK -- March 6, 1996 -- RJR Nabisco (NYSE: RN)
said that the company is mailing the following letter to its
shareholders today, accompanied by the proxy materials for the
company's annual meeting.
March 6, 1996
Dear Fellow Shareholder:
Enclosed is your copy of RJR Nabisco's proxy materials, which
includes important information concerning the company's annual
meeting of shareholders on April 17, 1996.
As you know, a group controlled by corporate raiders Bennett
LeBow and Carl Icahn has nominated an alternate slate of directors
to replace your company's board and give the LeBow/Icahn group
control of RJR Nabisco. We do not believe that electing the
LeBow/Icahn slate of directors is in your interest. There are a
number of well- known companies where LeBow or Icahn gained control
only to bankrupt them, use corporate assets for their personal gain
or take other actions that benefited themselves but not other
shareholders.
This year's annual meeting vote requires you to make an
important choice: between a board slate that was hand-picked by
Bennett LeBow and Carl Icahn, whose careers are marked by self-
dealing transactions (LeBow), greenmailing activities (Icahn), and
self-enrichment (both), or your current board of directors, a board
committed to maximizing value for all shareholders and to managing
RJR Nabisco responsibly, for your benefit. We strongly urge you NOT
to sign or return the BLUE proxy cards sent to you by the
LeBow/Icahn group or its agents, including Brooke Group.
The company has finally gotten out from under billions of
dollars of debt from the leveraged buy-out in 1989 and is focused on
delivering the solid operating and financial performances which are
essential to improving the company's share price. The board has
adopted a policy to return increased levels of RJR Nabisco's free
cash flows to shareholders. This policy will result in two
immediate actions:
o A 23 percent increase in the company's annual common dividend,
to $1.85 per common share from $1.50 per common share ($.4625 per
common share from $.375 per common share on a quarterly basis,
effective as of the April 1, 1996 dividend payment). The increase
in the dividend rate is equivalent to the amount of dividend income
the company currently receives from its 80.5 percent interest in
Nabisco Holdings Corp. We believe this approach is the responsible
means of allowing shareholders to participate in the dividend income
the company receives from Nabisco until we can achieve a spin-off.
o The adoption of a share repurchase objective of approximately
10 million common shares over the next several years based on the
achievement of performance targets, and the authorization by the
board for the company to repurchase up to $100 million of stock in
1996. The board intends to regularly review repurchases to
determine appropriate additional activity, based on improving cash
flows.
We took these actions because we recognize the tremendous
earnings potential our company has that can be put to work
immediately for shareholders. In recent months, we've met with and
heard from many of our shareholders, large and small. Many told us
they took the opportunity to vote in the recent consent solicitation
to tell RJR Nabisco in no uncertain terms to take immediate action
to improve the performance of their investment, including finding a
responsible way to spin off Nabisco as soon as we can.
The dividend and share repurchase actions mark an important step
in our effort to add value to your investment in RJR Nabisco but we
want you to know that this is not the last step. Your board of
directors is committed to spinning off Nabisco as soon as we believe
that it can be done successfully. A spin-off remains a front-burner
issue for RJR Nabisco. Overall, we believe these actions allow us
to be responsive to our shareholders' needs while managing the
company in a responsible manner.
Over the past 18 months, RJR Nabisco has evolved from a company
controlled by one leveraged buy-out investment group to a company
with broad common stock ownership. The board recently voted to form
a new corporate governance and nominating committee to provide a
formal means to determine what additional steps are necessary to
complete the company's transition as well as to step up efforts to
recruit additional outstanding outside directors.
The new committee assumes responsibility for recruiting and
nominating new directors, reviewing corporate governance issues,
and, in coordination with the company's compensation committee,
recommending changes to director compensation and incentives. Only
outside directors of the company will be members of the committee,
which will be chaired by Ambassador Rozanne Ridgway, co-chair of the
Atlantic Council of the United States.
The steps the board is taking to add immediate value to your
investment, along with the progress the company is making in its
operating performance, underscore our commitment to managing RJR
Nabisco for the benefit of all shareholders. We also are firmly
committed to a Nabisco spin-off as soon as it can be done
responsibly.
We do not believe that a board hand-picked by Bennett LeBow and
Carl Icahn will represent your interests versus their personal
financial interests. LeBow and Icahn have well-publicized records
of imposing self-serving policies that enrich them but leave other
shareholders out in the cold.
We strongly urge you to vote for the company's current board at
the annual meeting and to vote on the other proposals in the manner
recommended by your board of directors. We ask you to sign, date
and return the accompanying WHITE card, using the enclosed postage-
paid envelope, indicating your support of the company's board and
management. If you have any questions or need assistance in
completing the enclosed WHITE card, please call our solicitors:
MacKenzie Partners, Inc., toll free, at 1-800-322-2885 or D.F. King
& Co., Inc., toll free, at 1-800-290-6430.
On Behalf of your Board of Directors,
Charles M. Harper Steven F. Goldstone
Chairman President and
Chief Executive Officer
CONTACT: RJR Nabisco, New York;
Carol Makovich,
(212) 258-5785
NEW YORK, March 6, 1996 - Marvel Entertainment Group,
Inc. (NYSE: MRV) announced that it is revamping its Fleer/SkyBox
business by concentrating the distribution of its sports trading
card products in hobby specialty stores and selected mass market
accounts. Principally in anticipation of product returns from the
points of distribution being eliminated by today's action and
because of the obsolescence of certain 1995 product in the
marketplace, Marvel has taken a reserve of $70 million as of the end
of 1995. This decision will allow the Company to start 1996 with
its new distribution strategy in place.
"By selling through trading card specialty stores and targeted
mass retailers, Fleer/SkyBox will focus its sales efforts directly
on retailers and distributors with strong performance histories,"
said William C. Bevins, President and CEO of Marvel. "With their
focused customer base and proven efficiencies, these distribution
channels should allow the Company to realize significant bottom line
improvement in this business. We anticipate greatly increased gross
profit margins and a marked reduction in product returns."
After accounting for the reserve, Marvel reported a loss for the
year of $48.4 million or $0.46 per share, compared to net income of
$61.8 million and $0.60 per share in 1994. Revenues for 1995, which
for the first time included SkyBox, Toy Biz and a full year of
Panini, were $829 million compared to $515 million in 1994.
"With this move, Marvel will have simplified and re-focused its
trading card unit in much the same way it has done with its
publishing unit by concentrating on the strongest elements of the
business, delivering popular products to a motivated customer base
and using the most efficient available channels of distribution,"
Mr. Bevins continued. "Our other businesses - character licensing
and promotions, childrens activity stickers and toys - performed
well in 1995 and are anticipated to perform well in 1996. We expect
results to strengthen through the year with a small loss during the
first half and a healthy performance in the second half with results
which should approximate $0.40-$0.55 per share in 1996.
"We continue to be confident that the diversity of our products
and the enduring strength of our characters will result in a return
to strong growth for the Company over the long run."
MARVEL ENTERTAINMENT GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in millions, except per share data)
(Unaudited)
Quarter Ended Year ended
Dec 31 Dec 31
1995 1994 1995 (A) 1994
Net revenues $232.4 $163.9 $829.3 $514.8
Cost of sales 183.8 95.2 538.3 275.3
Selling, general & administrative
expense 70.4 39.4 231.3 119.7
Restructuring charges 25.0 -- 25.0
Amortization of goodwill, intangibles and
deferred charges 11.3 3.1 29.5 10.9
Interest expense, net 13.0 6.6 43.2 16.5
Other income -- -- 14.3 1.7
Equity in net income of
unconsolidated subsidiaries 0.1 4.9 1.7 10.2
(Loss) income before (benefit) provision
for income taxes, minority interest and
extraordinary item (71.0) 24.5 (22.0) 104.3
(Benefit) provision for income
taxes (19.9) 10.0 5.7 42.5
(Loss) income before minority interest
and extraordinary item (51.1) 14.5 (27.7) 61.8
Minority interest 7.4 -- 17.4 --
(Loss) income before extraordinary
item (58.5) 14.5 (45.1) 61.8
Extraordinary item, net of taxes -- -- (3.3) --
Net (loss) income ($58.5) $14.5 ($48.4) $61.8
(Loss) earnings per share:
(Loss) income before extraordinary
item ($0.56) $0.14 ($0.43) $0.60
Extraordinary item, net of taxes -- -- ($0.03) --
Net (loss) income ($0.56) $0.14 ($0.46) $0.60
Weighted average number of common
and common equivalent shares outstanding
(in millions) 103.9 103.8 104.0 103.7
(A) Includes pre-tax charges of $70 million in the quarter ended
December 31, 1995 and of $40 million in the quarter ended June 30,
1995 for additional reserves for returns and inventory obsolescence
related to trading cards. The extraordinary item relates to writing
off deferred financing costs in connection with reconfiguring debt
in the quarter ended June 30, 1995.
VANCOUVER, March 6, 1996 - Goldrush Casino & Mining
Corporation announces that the transaction between Cambria Partners,
LLC, Cambria Entertainment, LLC, and Goldrush has been delayed due
to documentation.
Beyond this, there are no anticipated or foreseeable delays
between the parties. Cambria LLC is working diligently to expedite
the agreement being placed into escrow.
Colorado. Goldrush is pleased to announce that it has received
official notification from the United States bankruptcy court that
it has been dismissed from bankruptcy on its Central City Casino
Project.
Goldrush has held meetings on its Central City Casino Project
with its architects and contractor to develop the casino site
located on the border of Central City and Blackhawk Colorado. It has
met with the city manager and planning department and is submitting
an amended design for approval. The amended design will enable the
company to move forward immediately upon receipt of construction
funds.
The company, together with its subsidiaries, is principally
engaged in the development of casino/hotel entertainment facilities.
For further information: John Yee, (604) 936-2829
MARKHAM, Ontario -- March 6, 1996 -- LEGACY STORAGE
(TSE: LEG) The agreement between Rexon Inc. of Longmont, Colorado,
and Legacy Storage Systems International Inc. of Markham, Ontario,
which was finalized on March 5, 1996 when Legacy acquired the shares
of Rexon Incorporated, has created a
major new player in the global
data storage industry. The purchase price for the acquisition is
U.S. $20 million.
Rexon, established in 1978, is one of the longest-established
manufacturers of high-performance tape drives for the PC-LAN
environment. In the 1980s and early 1990s, the company developed a
comprehensive distributor network in the U.S. and Europe for its
products, as well as extensive manufacturing and R&D facilities.
Legacy, established in 1983, is an innovative developer of high-
end mass data storage systems incorporating RAID disk array, CD-ROM
and tape technologies. Legacy launched the world's first "hot
swappable" RAID disk array in 1991. Last year, Legacy acquired
Quasarmetrics Inc. with its unique new 12mm tape technology called
VAST HSS.
"Rexon has been a valued, long-standing supplier of backup tape
products to Legacy for over 11 years," said David Killins, President
& CEO of Legacy. "The agreement between our two companies enables
Rexon to emerge from its Chapter XI bankruptcy filing to be reborn
as part of a completely debt-free, financially-healthy and product-
rich company with a leading market share of the worldwide data
storage market."
He stated that Rexon will continue to manufacture and distribute
Wangtek, WangDAT and Tecmar brand products and sell these products,
as well as Legacy-manufactured SmartARRAY RAID and CD Server
products, through Rexon's established channel partners in North
America and Europe. Meanwhile, Legacy will concentrate on expanding
sales of its breakthrough VAST HSS mass storage system.
Legacy's VAST HSS (Hierarchical Storage Server) employs 12mm
tape and stores from 100 GB to 1,500 GB of data and images near on-
line. VAST HSS uses no robotics or mechanical loading devices.
Each tape stores up to 50 GB of uncompressed data. Each system
comes with a 4-GB cache and appears to the user to be a large disk
drive. It is this seamless and transparent interface that makes the
VAST HSS truly unique. The system works in standard client/server
environments and is compatible with any system that supports NFS,
including UNIX, Macintosh, Windows NT, Windows 95, OS/2 and DOS.
Legacy Storage Systems International Inc. is a global leader in
the design, development and manufacture of data storage systems
incorporating the latest advances in hard disk, CD-ROM and tape
technologies. Founded in 1983, the company is well known for its
pioneering work in the development of mass storage. Legacy launched
the world's first SCSI multiple-disk storage system in 1988, and the
first "hot-swap" RAID in 1991. The company is now leading the way
in hierarchical storage server technology with the introduction of
VAST HSS. Legacy sells its products to Fortune 500 companies
through high-end distributors and systems integrators throughout
North America, Europe and the Pacific Rim.
CONTACT: Legacy Storage Systems International Inc.
David Killins, 905/475-1077
or
Legacy Storage Systems International Inc.
Press Contact: Bill Robertson, 905/475-1077
905/475-1088 (Fax)
Legacy Web Site - http://www.Legacy.ca/Legacy