Dyadic Updates Progress of Its Independent Investigation
21 Mai 2007 - 10:35PM
Business Wire
Dyadic International, Inc. (AMEX:DIL) today provided an update on
the progress of its independent investigation into the potentially
material operational and financial improprieties at its Hong Kong
and mainland China operations announced on April 24, 2007.
Following the recent death of the managing director of the
Company's Asian subsidiaries, the Company received anonymous
"whistleblower" communications alleging a number of improprieties
perpetrated against the subsidiaries by the subsidiaries'
management. The Company's investigation, which is being conducted
under the direction of independent legal counsel engaged by the
Audit Committee, thus far has revealed that the Asian subsidiaries'
largest customer was secretly controlled by the Asian subsidiaries'
management, including the deceased managing director. This
customer, which represented approximately 25% of the Asian
subsidiaries' reported net sales for 2006 of approximately $6.1
million and approximately 33% of their net accounts receivable of
approximately $1.7 million as of December 31, 2006, purchased
products from the Asian subsidiaries which it subsequently re-sold
on a cash basis to businesses in mainland China, apparently
allowing these businesses to avoid Chinese reporting and sales tax
requirements. The Company's Board of Directors has authorized the
Company to abandon its Asian operations. To that end, the Company
is currently working with its independent registered public
accounting firm, Ernst & Young LLP, to determine the proper
accounting treatment to record the effect of abandoning these
operations. As of December 31, 2006, the assets of its Asian
subsidiaries were approximately $4.7 million, consisting of
approximately $1.8 million of goodwill and approximately $2.9
million of receivables and other assets, and liabilities were
approximately $1.0 million. The Asian subsidiaries reported a net
loss for 2006 of approximately $43,000. Mark A. Emalfarb, the
Company's Chief Executive Officer and Chairman of its Board of
Directors, remains on a leave of absence from all of his positions
and offices with the Company pending completion of the independent
investigation. The Company expects to complete the independent
investigation and finalize the accounting treatment for abandoning
the operations of its Asian subsidiaries by September 1, 2007,
although there can be no assurances in this regard. The Company
intends to provide further updates as the investigation progresses.
As previously announced, the Company's financial statements,
including those contained in its Annual Reports on Form 10-KSB and
Quarterly Reports on Form 10-QSB, as previously filed with the SEC,
should no longer be relied upon. The Company has suspended
indefinitely the use of its previously filed registration statement
on Form S-3 covering the resale of shares of its common stock by
investors who participated in the Company's private placement
completed on December 1, 2006. During this suspension period, the
Company is obligated to pay liquidated damages of approximately
$130,000 per month beginning on May 23, 2007, up to a maximum of
$1.3 million. On May 17, 2007, the Company received notice from the
American Stock Exchange that the Company is currently in violation
of the Exchange's continuing listing standards specified in
Sections 134 and 1101 of the Exchange's Company Guide because the
Company has yet to file with the SEC its quarterly report on Form
10-QSB for the quarter ended March 31, 2007. The notice further
indicates that the Company must submit a plan to the Exchange by
June 18, 2007, advising the Exchange of action it has taken, or
will take, that will enable the Company to regain compliance with
these continued listing standards by no later than November 16,
2007. The Company intends to submit such a plan to the Exchange in
a timely manner and take such actions necessary to regain
compliance with these continued listing standards. The Exchange
will evaluate such plan and determine whether or not the Company
has made a reasonable demonstration of an ability to regain
compliance with these continued listing standards. If the plan is
accepted by the Exchange, the Company will remain listed during the
plan period, during which time the Company will be subject to the
Exchange's periodic review to determine whether it is making
progress consistent with the plan. If the Company does not submit a
plan or submits a plan that is not accepted by the Exchange, or if
it does not regain compliance with the continued listing standards
or make progress consistent with the plan, the Company will become
subject to delisting proceedings. The halt on trading in the
Company�s shares that went into effect, at the request of the
Registrant, on April 23, 2007, has been and, at the direction of
the Exchange, will continue to be in effect until such time as the
Company has filed with the SEC its quarterly report on Form 10-QSB
for the quarter ended March 31, 2007. About Dyadic Dyadic
International, Inc. is a biotechnology company that uses its
patented and proprietary technologies to conduct research and
development activities for the discovery, development, and
manufacture of products and enabling solutions to the bioenergy,
industrial enzyme and pharmaceutical industries. Cautionary
Statement for Forward-Looking Statements Certain statements
contained in this press release are "forward-looking statements."
These forward-looking statements involve risks and uncertainties
that could cause our actual results, performance or achievements to
be materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements. For a discussion of these risks and uncertainties,
please see our filings from time to time with the Securities and
Exchange Commission, which are available free of charge on the
SEC's web site at http://www.sec.gov, including our Annual Report
on Form 10-KSB for the year ended December 31, 2006, and our
subsequent filings with the SEC. Except as required by law, we
expressly disclaim any intent or obligation to update any
forward-looking statements.
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