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CYTOMEDIX TO RESTATE PREVIOUSLY
ISSUED FINANCIAL STATEMENTS FOR STOCK-OPTION RELATED COMPENSATION
Correction to Result in Reduced
Net Losses; No Effect on Underlying Performance of Company’s
Business
ROCKVILLE, Md., Nov. 7, 2007 – Cytomedix, Inc. (AMEX:
GTF) today announced that it will restate certain previously
issued financial statements to correct for errors related to
stock-based compensation. On November 5, 2007, Cytomedix determined
that the financial statements for the fiscal year ended December 31,
2006, and for each of the quarters in 2006 and 2007, should no
longer be relied upon because of errors in such financial
statements. The Board of Directors has discussed this determination
with the Company’s management, outside counsel, its current
registered public accounting firm, PricewaterhouseCoopers LLP, and
its prior registered public accounting firm, L J Soldinger
Associates, LLC.
Cytomedix plans to restate the financial statements listed above. It
will file the restated annual financial statements in an amended
2006 Annual Report for the fiscal year ended December 31, 2006.
Within this amended 2006 Annual Report, Cytomedix will also restate
its 2005 and 2004 annual financial statements for immaterial
compensation errors. It will file the restated quarterly financial
statements by amending its respective Quarterly Reports for the
quarters ended March 31, June 30, and September 30, 2006, and March
31 and June 30, 2007.
The Company expects all amendments and restatements to the financial
statements affected, which are non-cash in nature, to result in
reduced net losses for fiscal years 2005 through 2006, and for the
first six months of 2007. However, restatements due to an
understatement of compensation expense and net loss in 2004 will
result in a larger, but immaterial, net loss for that year. None of
the restatements are expected to reflect any changes in the
underlying performance of the Company’s business.
The errors were discovered through the Company’s efforts to address
the previously disclosed material weaknesses in internal controls.
In its Annual Report on Form 10-K filed on February 26, 2007, the
Company identified two material weaknesses in its internal controls
over financial reporting. One of these material weaknesses related
to recording stock-based compensation expense, primarily related to
SFAS 123R, Share-Based Payment. As noted in the Annual Report, the
Company was evaluating these issues and planned to take remedial
action in 2007. As part of its remedial action, the Company began
implementing certain procedures and systems in connection with
stock-based compensation expenses. In so doing, the Company
discovered the errors that give rise to the Company’s decision to
restate the financial statements listed above.
The nature of the accounting errors and the effect on the financial
statements and earnings per share for the relevant periods are
discussed in the Form 8-K that the Company filed with the Securities
and Exchange Commission on November 7, 2007. For the first quarter
of 2006, the errors resulted in an overstatement of compensation
expense and net loss of approximately $155,000. For the second
quarter of 2006, this overstatement was approximately $108,000. In
the third quarter of 2006, the errors resulted in an overstatement
of compensation expense and net loss of approximately $334,000. For
the fourth quarter of 2006, the errors resulted in an understatement
of compensation expense and net loss of approximately $342,000. On
an annual basis, the errors discovered by the Company resulted in an
overstatement of compensation expense and net loss for 2006 totaling
approximately $255,000.
The errors resulted in an aggregate overstatement of compensation
expense and net loss for the first two quarters of 2007 totaling
approximately $69,000; an overstatement of compensation expense and
net loss for 2005 totaling approximately $98,000; and an
understatement of compensation expense and net loss for 2004
totaling approximately $53,000.
The Company intends to file its amended and restated financial
statements with the SEC as soon as possible. Until such time,
investors and other users of the Company’s SEC’s filings, including
specifically the selling shareholders identified on the Company’s
registration statement on Form S-3 and persons selling under the
Company’s registration statement on Form S-8, should not rely on the
Company’s quarterly and annual financial statements for 2006 and
quarterly financial statements for 2007, or any communications
relating to such periods.
ABOUT CYTOMEDIX
Cytomedix, Inc. is a biotechnology company specializing in processes
and products derived from autologous platelet releasates for uses
with wounds and other applications. The current offering is
AutoloGel™ System, a process that utilizes an autologous platelet
gel composed of multiple growth factors, other platelet releasates,
and fibrin matrix. The Company has announced favorable results from
its blinded, prospective, multi-center clinical trial on the use of
its technology with diabetic foot ulcers. Additional information
regarding Cytomedix is available at: http://www.cytomedix.com
SAFE HARBOR STATEMENT
Statements contained in this press release not relating to historical facts are forward-looking
statements that are intended to fall within the safe harbor rule for such statements
under the Private Securities Litigation Reform Act of 1995. The information contained in the
forward-looking statements is inherently uncertain, and Cytomedix's actual results may
differ materially due to a number of factors, many of which are beyond Cytomedix's ability
to predict or control, including among others, the success of new sales initiatives,
governmental regulation, acceptance by the medical community and competition.
There is no guarantee that the Company will be able to file the aforementioned financial
statements within any predictable time frame. Further, the Securities and Exchange Commission
may have further comments to any of the reports to be filed by the Company. The Company’s
efforts to file the amended and restated financial statements, and to respond to any regulatory
inquiries associated therewith, may command resources that would otherwise be devoted to the
Company’s operations. Further, the failure to timely file all periodic reports with the Securities
and Exchange Commission could have a negative effect on the Company’s continuing ability to
utilize the most cost-effective method of growing the Company and raising additional capital.
These forward-looking statements are subject to known and unknown risks and uncertainties that
could cause actual events to differ from the forward-looking statements. More information about
some of these risks and uncertainties may be found in the reports filed with the Securities and
Exchange Commission by Cytomedix, Inc. Except as is expressly required by the federal
securities laws, Cytomedix undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, changed circumstances or future events or for
any other reason. |
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