OccuLogix, Inc. Announces Restatements of Financial Statements Relating to Consolidation of OcuSense, Inc.
18 Juin 2008 - 11:30PM
Marketwired
TORONTO, ONTARIO (TSX: OC) announced today that it intends to
restate its unaudited consolidated financial statements for the
quarter ended March 31, 2008, its audited consolidated financial
statements for the financial years ended December 31, 2007 and
December 31, 2006 and its unaudited consolidated financial
statements for each of the first three quarters of the financial
year ended December 31, 2007. The restatements are being made in
order to correct the manner in which OccuLogix has been
consolidating OcuSense since November 30, 2006, the date on which
OccuLogix acquired its majority ownership interest in OcuSense
which consists of voting preferred stock. The Company anticipates
that the restatements will not result in a decline in total assets
in any of the periods to be restated.
Since the date of the acquisition, OccuLogix has consolidated
OcuSense on the basis of a voting control model. OccuLogix has
determined that, as a result of a voting agreement between
OccuLogix and certain founding stockholders of OcuSense, OccuLogix
is not able to exercise voting control as contemplated in ARB 51
"Consolidated Financial Statements" and FAS 94 "Consolidation of
All Majority-Owned Subsidiaries". However, OccuLogix believes that
OcuSense constitutes a "variable interest entity" as defined under
FIN 46� "Consolidation of Variable Interest Entities". Under FIN
46�, consolidation is based on "variable interests" rather than on
voting interests. OccuLogix believes that it would have been
required to consolidate OcuSense under the variable interest model
as OccuLogix would absorb the majority of the expected losses of
OcuSense. While the Company anticipates that it will continue to
consolidate OcuSense, the initial measurement of the related
assets, liabilities and non-controlling interest under FIN 46�
differs from what had been previously reported by OccuLogix using a
voting control model. OccuLogix is in the process of determining
the impact of these differences, which will be reflected in the
restated financial statements.
On a preliminary basis, OccuLogix estimates that the
restatements will affect the previously reported intangible assets,
deferred tax, non-controlling interest, equity balances and
reported net loss. The restatements will not impact the Company's
cash position for any of the affected periods. The Company
estimates that the impact on reported net loss for fiscal 2007 and
2006 will not exceed 5% and 5%, respectively, of the previously
reported net loss.
The Company has not completed all of the work necessary to
determine finally the impact of the restatements of its financial
statements for the affected periods, and the impact described above
reflects only the Company's preliminary estimates based on
currently available information. Due to the anticipated
restatements, the previously issued financial statements for the
affected periods should not be relied upon. In addition, Ernst
& Young LLP, the Company's auditors, has not finished its
review of these restatements. Accordingly, these preliminary
estimates are subject to change, and any changes to these
preliminary estimates, as well as any additional issues that may be
identified in the review process, may be material to the Company's
restated financial statements for the affected periods.
OccuLogix expects to file amended annual and quarterly reports
for the affected periods on or about July 11, 2008.
As previously announced, on May 20, 2008, OccuLogix filed a
preliminary proxy statement to solicit the proxies of its
stockholders for a number of proposed transactions, including,
among others, the acquisition by OccuLogix of the minority
ownership interest in OcuSense that it does not already own. The
Company's preliminary proxy statement is currently the subject of
review by the U.S. Securities and Exchange Commission. Following
the completion of this review and the filing of its amended annual
and quarterly reports for the periods affected by the restatements,
the Company will file and mail its final proxy statement.
About OccuLogix, Inc.
OccuLogix (www.occulogix.com) is a healthcare company focused on
ophthalmic devices for the diagnosis and treatment of age-related
eye diseases.
About OcuSense, Inc.
OcuSense (www.ocusense.com) is an ophthalmic device company
developing and commercializing novel, laboratory-on-a-card
technologies that enable eye care practitioners to test for highly
sensitive and specific biomarkers in tears at the
point-of-care.
Forward-Looking Statements
This press release may contain forward-looking statements. These
statements relate to future events and are subject to risks,
uncertainties and assumptions about the Company. These statements
are only predictions based on our current expectations and
projections about future events. You should not place undue
reliance on these statements. Actual events or results may differ
materially. Many factors may cause our actual results to differ
materially from any forward-looking statement, including the
factors detailed in our filings with the Securities and Exchange
Commission and Canadian securities regulatory authorities,
including but not limited to our Forms 10-K and 10-Q. We do not
undertake to update any forward-looking statements.
Contacts: OccuLogix, Inc. William G. Dumencu (905) 602-0887,
ext. 3910 Email: bill.dumencu@occulogix.com Website:
www.occulogix.com
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