R
|
ANNUAL
REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the fiscal year ended December 30, 2006
|
|
or
|
|
£
|
TRANSITION
REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the transition period from
to
|
Delaware
|
02-0415170
|
(State
or other jurisdiction of incorporation or organization)
|
(I.R.S.Employer
Identification No.)
|
Title
of each class
|
|
Name
of each exchange on which registered
|
Common
stock, par value $0.01 per share
|
|
The
NASDAQ Global Market
|
PAGE
|
|||
PART
1
|
|||
Item
|
|||
1.
|
Business
|
3
|
|
1A.
|
Risk
Factors
|
19
|
|
1B.
|
Unresolved
Staff Comments
|
31
|
|
2.
|
Properties
|
32
|
|
3.
|
Legal
Proceedings
|
33
|
|
4.
|
Submission
of Matters to a Vote of Security Holders
|
34
|
|
PART
II
|
|||
Item
|
|||
5.
|
Market
for Registrant’s Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities
|
35
|
|
6.
|
Selected
Financial Data
|
36
|
|
7.
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
38
|
|
7A.
|
Quantitative
and Qualitative Disclosures About Market Risk
|
56
|
|
8.
|
Financial
Statements and Supplementary Data
|
58
|
|
9.
|
Changes
in and Disagreements With Accountants on Accounting and Financial
Disclosure
|
99
|
|
9A.
|
Controls
and Procedures
|
99
|
|
9B.
|
Other
Information
|
104
|
|
PART
III
|
|||
Item
|
|||
10.
|
Directors,
Executive Officers and Corporate Governance
|
104
|
|
11.
|
Executive
Compensation
|
104
|
|
12.
|
Security
Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
|
104
|
|
13.
|
Certain
Relationships and Related Transactions, and Director
Independence
|
104
|
|
14.
|
Principal
Accounting Fees and Services
|
104
|
|
PART
IV
|
|||
Item
|
|||
15.
|
Exhibits
and Financial Statement Schedules
|
105
|
|
· |
provide
advanced digital offset printing solutions through the development
and
manufacture of digital laser imaging equipment and advanced technology
chemistry-free printing plates, which we call consumables, targeting
the
growing market for high quality, fast turnaround color
printing;
|
· |
are
a leading sales and services company delivering Presstek digital
solutions
and solutions from other manufacturing partners through our direct
sales
and service force and through distribution partners
worldwide;
|
· |
manufacture
semiconductor solid state laser diodes for Presstek imaging applications
and for use by external applications;
and
|
· |
distribute
printing plates for conventional print applications through original
equipment manufacturing (OEM) and private-labeling
relationships.
|
· |
invented
on-press Direct Imaging technology;
|
· |
invented
chemistry-free imaging of printing
plates;
|
· |
through
our many innovations, have significantly streamlined the print production
workflow;
|
· |
have
implemented workflows that transition printing from a skilled craft
to a
manufacturing process;
|
· |
continue
to innovate with our recent announcement of the Presstek 52DI, a
highly-automated landscape format DI press that offers a larger sheet
size
for higher production environments.
|
· |
in
the United States., Canada we use a mix of direct sales and service
as
well as a network of graphic arts
dealers;
|
· |
in
the United Kingdom we use our direct sales and service
operation;
|
· |
in
continental Europe and worldwide; we have developed a network of
graphic
art dealers and;
|
· |
we
use OEMs to deliver our products to markets
worldwide.
|
a. |
Commercial
printers that need to adjust their production capacity, level of
productivity and output quality while improving profitability have
demonstrated success with our digital products. These printers are
often
acquiring their first four-color press. 2005 research from InfoTrends
indicates that there are approximately 24,000 print establishments
in the
United States that fall within this
category.
|
b. |
Digital
printers and copy shops, facilities that operate toner-based digital
copier equipment, are acquiring DI presses as complementary devices.
They
are using DI presses for applications that require run lengths greater
than 250 copies. The DI press offers a lower production cost with
a higher
level of quality and the ability to print on a wider range of substrates.
2005 research from InfoTrends indicates that there are approximately
6,500
print establishments in the United States that fall within this
category.
|
c. |
In-plant
print shops that operate within corporations, colleges and universities
and government agencies are attracted to the ease-of-use, compact
footprint and environmentally responsible nature of our solutions.
2005
research from InfoTrends indicates that there are approximately 10,000
in-plant establishments in the United
States.
|
4. |
We
provide solutions that meet the growth demand for short-run, fast
turnaround high-quality color
printing.
|
· |
for
the sourcing of our raw materials, including aluminum and rolled
polyester, which serve as the base of our
plates
|
· |
for
the purpose of purchasing certain plate material that are imaged
in some
of our CTP solutions and in conventional printing applications. The
companies are Kodak, Mitsubishi Imaging (MPM), Inc., which we call
Mitsubishi, and Agfa-Gevaert N.V., who we call
Agfa
|
· |
for
the distribution of our proprietary plates and equipment with other
entities within the graphic arts
industry
|
A1
(8-page)
|
a
printing term referring to a standard paper size capable of printing
eight
8.5” x 11” pages on a sheet of paper
|
A2
(4-page)
|
a
printing term referring to a standard paper size capable of printing
four
8.5” x 11” pages on a sheet of paper
|
A3/B3
(2-page)
|
a
printing term referring to a standard paper size capable of printing
two
8.5” x 11” pages on a sheet of paper
|
Ablation
|
a
controlled detachment/vaporization caused by a thermal event, this
process
is used during the imaging of Presstek’s PEARL and Anthem Pro
consumables
|
Anthem
Pro
|
Presstek’s
line of wet offset digital plates with a unique polymer-ceramic
construction
|
Computer-to-plate
(CTP)
|
a
general term referring to the exposure of lithographic plate material
from
a digital database, off-press
|
Creo,
Inc.
|
A
company acquired by Kodak
|
Direct
Imaging (DI)
|
Presstek’s
registered trademark for digital imaging systems that allow image
carriers
(film and plates) to be imaged from a digital database, on and
off-press
|
Dots
per inch (dpi)
|
a
measurement of the resolving power or the addressability of an imaging
device
|
Heidelberg
|
Heidelberger
Druckmaschinen AG, one of the world’s largest printing press
manufacturers, headquartered in Heidelberg, Germany
|
Infrared
|
light
lying outside of the visible spectrum beyond its red-end, characterized
by
longer wavelengths; used in our thermal imaging process
|
KBA
|
Koenig
& Bauer, AG, one of the world’s largest printing press manufacturers,
headquartered in Wurzburg, Germany
|
Kodak
|
Eastman
Kodak Company, a leading supplier of digital, conventional and business
solutions for the graphic arts industry, headquartered in Rochester,
New
York
|
Lithography
|
printing
from a single plane surface under the principle that the image area
carries ink and the non-image area does not, and that ink and water
do not
mix
|
Off-press
|
making
a printing plate from either an analog or digital source independent
of
the press on which it will be used
|
On-press
|
the
use of Presstek’s direct imaging technologies to make a plate directly
from a digital file on the press
|
PEARL
|
the
name associated with Presstek’s first generation laser imaging
technologies and related products and consumables
|
ProFire
and ProFire Excel
imaging
systems
|
the
Presstek components required to convert a conventional printing press
into
a direct imaging press, including laser diode arrays, computers,
electronics
|
Dimension
|
Presstek’s
product line of CTP off-press platemaking equipment
|
Platemaking
|
the
process of applying a printable image to a printing
plate
|
Prepress
|
graphic
arts operations and methodologies that occur prior to the printing
process; typically these include photography, scanning, image assembly,
color correction, exposure of image carriers (film and/or plate),
proofing
and processing
|
Quickmaster
DI
|
the
second generation of direct imaging, waterless presses, highly automated
with roll-fed PearlDry Plus plate material, a joint development effort
between Heidelberg and Presstek
|
Ryobi
|
Ryobi
Limited of Japan, a printing press manufacturer headquartered in
Japan
|
Ryobi
3404DI
|
an
A3 format size four-color sheetfed press, incorporating Presstek’s dual
plate cylinder concept and PearlDry Plus spooled plates, a joint
development effort between Ryobi and Presstek
|
Semiconductor
laser diode
|
a
high-powered, infrared imaging technology employed in the DI imaging
systems
|
Short-run
markets/printing
|
a
graphic arts classification used to denote an emerging growth market
for
lower print quantities. InfoTrends, Inc. has examined the market
to better
understand which run lengths are increasing and which are decreasing.
The
findings: run lengths above 10,000 sheets are clearly in decline.
Run
lengths between 5,000 and 9,999 are essentially stable with a slight
increase. Run lengths below 5,000 show significant increases, especially
in the range of 500 - 999 sheets.
|
Thermal
|
a
method of digitally exposing a material via the heat generated from
a
laser beam
|
Vacuum
deposition process
|
a
technology to accurately, uniformly coat substrates in a controlled
environment
|
Waterless
|
a
lithographic printing method that uses dry offset printing plates
and inks
and does not require a dampening
system
|
· |
our
expectations for our financial and operating performance in 2007
and
beyond;
|
· |
the
adequacy of internal cash and working capital for our
operations;
|
· |
our
ability to supply sufficient product for anticipated demand and production
delays associated with such demand;
|
· |
availability
of component materials;
|
· |
management’s
plans and goals with regard to our shipping and production capabilities,
including the adequacy of our facilities for present and expected
future
operations;
|
· |
the
availability of alternative suppliers and
manufacturers;
|
· |
manufacturing
constraints or difficulties;
|
· |
the
introduction of competitive products into the
marketplace;
|
· |
management’s
plans and goals for our
subsidiaries;
|
· |
the
ability of our subsidiaries to generate positive cash flows in the
near-term;
|
· |
our
subsidiaries’ ability to produce commercially competitive
products;
|
· |
the
strength of our various strategic partnerships both on manufacturing
and
distribution;
|
· |
our
ability to secure other strategic alliances and
relationships;
|
· |
our
expectations regarding our strategy for growth, including statements
regarding our expectations for continued product mix
improvement;
|
· |
our
expectations regarding the balance, independence and control of our
business;
|
· |
the
resulting and expected effects and benefits from our transformation
efforts;
|
· |
our
expectations regarding the strength and improvement of our fundamentals,
including management of our financial
controls;
|
· |
our
expectations and plans regarding market penetration, including the
strength and scope of our distribution channels and our expectations
regarding sales of DI presses or CTP
devices;
|
· |
the
expansion of our products and
technology;
|
· |
the
status of our technology leadership in our
market/industry;
|
· |
the
commercialization and marketing of our
technology;
|
· |
our
expectations regarding the sale of our products and use of our
technology;
|
· |
our
current plans for product development and the expected market acceptance
of recently introduced products and the likely acceptance of planned
future products;
|
· |
the
expected growth in market share;
|
· |
the
effects, market acceptance or pricing of competitive products, including
the possibility of a competitive plate product being introduced by
a
strategic partner;
|
· |
the
placement of orders for direct imaging
kits;
|
· |
our
expectations regarding reductions in warranty
costs;
|
· |
statements
regarding the profitability of process-free
CTP;
|
· |
the
adequacy of our intellectual property protections and our ability
to
protect and enforce our intellectual property rights;
and
|
· |
the
expected effect of adopting recently issued accounting standards,
among
others.
|
· |
The
integration process could disrupt the activities of the businesses
that
are being combined. The combination of the businesses or plants may
require, among other things, coordination of administrative and other
functions and consolidation of production capacity. Plant consolidation
may strain our ability to deliver products of acceptable quality
in a
timely manner from consolidated facilities. We may experience attrition
among the skilled labor force at the companies acquired in reaction
to
being acquired and in reaction to our consolidation of
plants.
|
· |
The
execution of our integration plans may divert the attention of our
management from operating our existing
business.
|
· |
We
may assume known and unanticipated liabilities and
contingencies.
|
· |
Future
acquisitions could cause a reduction of our reported earnings because
of
the use of capital, the issuance of additional securities or debt,
increased interest expense, goodwill write-offs and an increased
income
tax rate.
|
· |
a
long and unpredictable sales cycle;
|
· |
changes
in demand for our products and consumables, including seasonal
differences; and
|
· |
changes
in the mix of our products and
consumables.
|
· |
use
leading technologies effectively;
|
· |
continue
to develop our technical expertise and patented
position;
|
· |
enhance
our current products and develop new products that meet changing
customer
needs;
|
· |
time
new product introductions in a way that minimizes the impact of customers
delaying purchases of existing products in anticipation of new product
releases;
|
· |
adjust
the prices of our existing products to increase customer
demand;
|
· |
successfully
advertise and market our products; and
|
· |
influence
and respond to emerging industry standards and other technological
changes.
|
· |
actual
or anticipated variations in our quarterly operating
results;
|
· |
significant
announcements by us or other industry participants;
|
· |
changes
in national or regional economic conditions;
|
· |
changes
in securities analysts’ estimates for us, our competitors or our industry,
or our failure to meet analysts’ expectations;
and
|
· |
general
market conditions.
|
Location
|
Functions
|
Square
footage (approximate)
|
Ownership
status/
lease
expiration
|
|||
Hudson,
New Hampshire
|
Corporate
headquarters, manufacturing, research and development, marketing,
demonstration activities, administrative and customer
support
|
165,000
|
Owned
|
|||
South
Hadley, Massachusetts (two buildings)
|
Manufacturing,
research and development, administrative support
|
100,000
|
Owned
|
|||
Tucson,
Arizona
|
Manufacturing,
research and development, administrative supports
|
75,000
|
Owned
|
|||
Des
Plaines, Illinois
|
Distribution
center
|
127,000
|
Lease
expires in February 2008
|
|||
Des
Plaines, Illinois
|
Sales,
service
|
10,000
|
Lease
expires in October 2007
|
|||
Fresno,
California
|
Distribution
center
|
13,000
|
Lease
expires in July 2007
|
|||
Harrisburg,
Pennsylvania
|
Distribution
center
|
15,000
|
Lease
expires in June 2007
|
|||
Mississauga,
Ontario
|
Sales,
service
|
28,000
|
Lease
expires in March 2010
|
|||
Vancouver,
British Columbia
|
Sales,
service
|
10,500
|
Lease
expires in December 2007
|
|||
Heathrow,
United Kingdom
|
European
headquarters, sales, service
|
20,000
|
Lease
expires in November 2020, with an option to cancel in November
2010
|
|||
High
|
Low
|
||
Fiscal
year ended December 30, 2006
|
|||
First
quarter
|
$
12.72
|
$
8.90
|
|
Second
quarter
|
$
12.05
|
$
8.93
|
|
Third
quarter
|
$
10.62
|
$
4.83
|
|
Fourth
quarter
|
$
6.89
|
$
5.09
|
|
Fiscal
year ended December 31, 2005
|
|||
First
quarter
|
$
10.75
|
$
7.27
|
|
Second
quarter
|
$
11.75
|
$
7.05
|
|
Third
quarter
|
$
13.74
|
$
11.14
|
|
Fourth
quarter
|
$
13.20
|
$
8.73
|
(in
thousands, except per-share data)
|
||||||||||||||||
|
Fiscal
year ended
|
|||||||||||||||
|
December
30,
|
December
31,
|
January
1,
|
January
3,
|
December
28,
|
|||||||||||
2006
|
2005
|
2005
(1)
|
|
2004
(2)
|
|
2002
(3)
|
|
|||||||||
Revenue
|
$
|
265,694
|
$
|
259,134
|
$
|
121,453
|
$
|
87,232
|
$
|
83,453
|
||||||
Cost
of revenue
|
186,716
|
176,814
|
78,180
|
51,151
|
54,639
|
|||||||||||
Gross
profit
|
78,978
|
82,320
|
43,273
|
36,081
|
28,814
|
|||||||||||
Operating
expenses
|
||||||||||||||||
Research
and development
|
6,409
|
7,335
|
6,460
|
7,061
|
9,303
|
|||||||||||
Sales,
marketing and customer support
|
39,970
|
40,241
|
17,574
|
12,272
|
10,767
|
|||||||||||
General
and administrative
|
19,938
|
20,970
|
12,399
|
8,399
|
9,345
|
|||||||||||
Amortization
of intangible assets
|
2,980
|
2,595
|
1,261
|
964
|
867
|
|||||||||||
Restructuring
and special charges (credits)
|
5,481
|
874
|
(392
|
)
|
550
|
5,961
|
||||||||||
Total
operating expenses
|
74,778
|
72,015
|
37,302
|
29,246
|
36,243
|
|||||||||||
Operating
income
|
4,200
|
10,305
|
5,971
|
6,835
|
(7,429
|
)
|
||||||||||
Other
income (expense), net
|
(1,826
|
)
|
(2,220
|
)
|
(870
|
)
|
(167
|
)
|
(851
|
)
|
||||||
Income
(loss) from continuing operations
|
||||||||||||||||
before
income taxes
|
2,374
|
8,085
|
5,101
|
6,668
|
(8,280
|
)
|
||||||||||
Provision
(benefit) for income taxes
|
(10,643
|
)
|
1,164
|
166
|
-
|
-
|
||||||||||
Income
(loss) from continuing operations
|
13,017
|
6,921
|
4,935
|
6,668
|
(8,280
|
)
|
||||||||||
Income
(loss) from discontinued operations, net of income tax
|
(3,273
|
)
|
(835
|
)
|
(1,070
|
)
|
1,429
|
-
|
||||||||
Net
income (loss)
|
$
|
9,744
|
$
|
6,086
|
$
|
3,865
|
$
|
8,097
|
$
|
(8,280
|
)
|
|||||
Earnings
(loss) per share - basic
|
||||||||||||||||
Income
(loss) from continuing operations
|
$
|
0.36
|
$
|
0.20
|
$
|
0.14
|
$
|
0.20
|
$
|
(0.24
|
)
|
|||||
Income
(loss) from discontinued operations
|
(0.09
|
)
|
(0.03
|
)
|
(0.03
|
)
|
0.04
|
-
|
||||||||
$
|
0.27
|
$
|
0.17
|
$
|
0.11
|
$
|
0.24
|
$
|
(0.24
|
)
|
||||||
Earnings
(loss) per share - diluted
|
||||||||||||||||
Income
(loss) from continuing operations
|
$
|
0.36
|
$
|
0.19
|
$
|
0.14
|
$
|
0.20
|
$
|
(0.24
|
)
|
|||||
Income
(loss) from discontinued operations
|
(0.09
|
)
|
(0.02
|
)
|
(0.03
|
)
|
0.04
|
-
|
||||||||
$
|
0.27
|
$
|
0.17
|
$
|
0.11
|
$
|
0.24
|
$
|
(0.24
|
)
|
||||||
Weighted
average shares outstanding
|
||||||||||||||||
Basic
|
35,565
|
35,153
|
34,558
|
34,167
|
34,124
|
|||||||||||
Diluted
|
35,856
|
35,572
|
35,357
|
34,400
|
34,124
|
|||||||||||
|
As
of
|
|||||||||||||||
|
December
30,
|
December
31,
|
January
1,
|
January
3,
|
December
28,
|
|||||||||||
2006
|
2005
|
2005
|
2004
|
2002
|
||||||||||||
Working
capital
|
$
|
47,498
|
$
|
41,392
|
$
|
41,117
|
$
|
42,512
|
$
|
28,572
|
||||||
Total
assets
|
$
|
198,014
|
$
|
181,487
|
$
|
171,318
|
$
|
106,528
|
$
|
101,796
|
||||||
Total
debt and capital lease obligations
|
$
|
37,572
|
$
|
35,643
|
$
|
41,822
|
$
|
14,464
|
$
|
16,707
|
||||||
Stockholders'
equity
|
$
|
111,237
|
$
|
98,633
|
$
|
89,402
|
$
|
80,183
|
$
|
71,766
|
||||||
(1)
Amounts include results of operations of ABD International, Inc.
(which
acquired certain assets and assumed certain liabilities of
|
||||||||||||||||
The
A.B. Dick Company on November 5, 2004) and Precision Lithograining
Corp.
(acquired July 30, 2004) for the periods subsequent
|
||||||||||||||||
to
their respective acquisitions.
|
||||||||||||||||
(2)
The income from discontinued operations amount relates to the operations
of Delta V Technologies, Inc., which were shut down
|
||||||||||||||||
in
fiscal 1999.
|
||||||||||||||||
(3)
The cost of revenue amount reported for the fiscal year ended December
28,
2002 includes $3.7 million of inventory writedowns and
|
||||||||||||||||
other
charges related to discontinued programs.
|
· |
provide
advanced print solutions through the development and manufacture
of
digital laser imaging equipment and advanced technology chemistry-free
printing plates, which we call consumables, for commercial and in-plant
print providers targeting the growing market for high quality, fast
turnaround short-run color
printing;
|
· |
are
a leading sales and services company delivering Presstek digital
solutions
and solutions from other manufacturing partners through our direct
sales
and service force and through distribution partners
worldwide;
|
· |
manufacture
semiconductor solid state laser diodes for Presstek imaging applications
and for use in external applications;
and
|
· |
distribute
printing plates for conventional print
applications.
|
Fiscal
year ended
|
|||||||||||||||||||
December
30, 2006 1
|
December
31, 20051
|
January
1, 20051
|
|||||||||||||||||
%
of
revenue
|
%
of
revenue
|
%
of
revenue
|
|||||||||||||||||
Revenue
|
|||||||||||||||||||
Product
|
$
|
220,724
|
83.1
|
$
|
210,613
|
81.3
|
$
|
108,390
|
89.2
|
||||||||||
Service
and parts
|
44,970
|
16.9
|
48,521
|
18.7
|
13,063
|
10.8
|
|||||||||||||
Total
revenue
|
265,694
|
100.0
|
259,134
|
100.0
|
121,453
|
100.0
|
|||||||||||||
Cost
of revenue
|
|||||||||||||||||||
Product
|
154,250
|
58.1
|
143,952
|
55.5
|
69,045
|
56.9
|
|||||||||||||
Service
and parts
|
32,466
|
12.2
|
32,862
|
12.7
|
9,135
|
7.5
|
|||||||||||||
Total
cost of revenue
|
186,716
|
70.3
|
176,814
|
68.2
|
78,180
|
64.4
|
|||||||||||||
Gross
profit
|
78,978
|
29.7
|
82,320
|
31.8
|
43,273
|
35.6
|
|||||||||||||
Operating
expenses
|
|||||||||||||||||||
Research
and development
|
6,409
|
2.4
|
7,335
|
2.8
|
6,460
|
5.3
|
|||||||||||||
Sales,
marketing and customer support
|
39,970
|
15.0
|
40,241
|
15.6
|
17,574
|
14.5
|
|||||||||||||
General
and administrative
|
19,938
|
7.5
|
20,970
|
8.1
|
12,399
|
10.2
|
|||||||||||||
Amortization
of intangible assets
|
2,980
|
1.1
|
2,595
|
1.0
|
1,261
|
1.0
|
|||||||||||||
Restructuring
and other charges (credits)
|
5,481
|
2.1
|
874
|
0.3
|
(392
|
)
|
(0.3
|
)
|
|||||||||||
Total
operating expenses
|
74,778
|
28.1
|
72,015
|
27.8
|
37,302
|
30.7
|
|||||||||||||
Operating
income
|
4,200
|
1.6
|
10,305
|
4.0
|
5,971
|
4.9
|
|||||||||||||
Interest
and other expense, net
|
(1,826
|
)
|
(0.7
|
)
|
(2,220
|
)
|
(0.9
|
)
|
(870
|
)
|
(0.7
|
)
|
|||||||
Income
from continuing operations before income taxes
|
2,374
|
0.9
|
8,085
|
3.1
|
5,101
|
4.2
|
|||||||||||||
Provision
(benefit) for income taxes
|
(10,643
|
)
|
(4.0
|
)
|
1,164
|
0.4
|
166
|
0.1
|
|||||||||||
Income
from continuing operations
|
13,017
|
4.9
|
6,921
|
2.7
|
4,935
|
4.1
|
|||||||||||||
Loss
from discontinued operations
|
(3,273
|
)
|
(1.2
|
)
|
(835
|
)
|
(0.3
|
)
|
(1,070
|
)
|
(0.9
|
)
|
|||||||
Net
income
|
$
|
9,744
|
3.7
|
$
|
6,086
|
2.4
|
$
|
3,865
|
3.2
|
December
30, 2006
|
December
31, 2005
|
January
1, 2005
|
|
Revenue
|
$
10,816
|
$
15,006
|
$
8,398
|
Loss
before income taxes
|
(2,267)
|
(825)
|
(1,036)
|
Provision
(benefit) for income taxes
|
(771)
|
10
|
34
|
Loss
from discontinued operations
|
(1,496)
|
(835)
|
(1,070)
|
Loss
from disposal of discontinued operations, net of tax benefit of $915
for
the year ended December 30, 2006
|
(1,777)
|
--
|
--
|
Net
loss from discontinued operations
|
$
(3,273)
|
$
(835)
|
$
(1,070)
|
Loss
per diluted share
|
$
(0.09)
|
$
(0.02)
|
$
(0.03)
|
Payments
due by period
|
|||||
Total
|
Less
than one year
|
One
to three years
|
Three
to five years
|
Five
or more years
|
|
Senior
Secured Credit Facilities
|
$
37,500
|
$
22,000
|
$
15,500
|
$
--
|
$
--
|
Estimated
interest payments on Senior Secured Credit Facilities
|
3,855
|
2,499
|
1,356
|
--
|
--
|
Capital
lease, including contractual interest
|
72
|
37
|
35
|
--
|
--
|
Royalty
obligation
|
7,616
|
880
|
1,604
|
1,320
|
3,812
|
Executive
contractual obligations
|
2,532
|
1,532
|
1,000
|
--
|
--
|
Operating
leases
|
5,293
|
2,463
|
2,444
|
386
|
--
|
Total
contractual obligations
|
$
56,868
|
$
29,411
|
$
21,939
|
$
1,706
|
$
3,812
|
Trade
names
|
2
-
3 years
|
Customer
relationships
|
7
-
10 years
|
Software
licenses
|
3
years
|
Non-compete
covenants
|
5
years
|
Page
|
|
Reports
of Independent Registered Public Accounting Firms
|
59
|
Consolidated
Balance Sheets as of December 30, 2006 and December 31,
2005
|
61
|
Consolidated
Statements of Income for the fiscal years ended December 30, 2006,
December 31, 2005 and January 1, 2005
|
62
|
Consolidated
Statements of Changes in Stockholders’ Equity and Comprehensive Income for
the fiscal years ended December 30, 2006, December 31, 2005 and January
1,
2005
|
63
|
Consolidated
Statements of Cash Flows for the fiscal years ended December 30,
2006,
December 31, 2005 and January 1, 2005
|
64
|
Notes
to Consolidated Financial Statements
|
65
|
ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|||||||
PRESSTEK,
INC. AND SUBSIDIARIES
|
|||||||
CONSOLIDATED
BALANCE SHEETS
|
|||||||
(in
thousands, except share data)
|
|||||||
|
December
30,
|
December
31,
|
|||||
2006
|
2005
|
||||||
ASSETS
|
|||||||
Current
assets
|
|||||||
Cash
and cash equivalents
|
$
|
9,449
|
$
|
5,615
|
|||
Accounts
receivable, net
|
53,158
|
42,194
|
|||||
Inventories,
net
|
46,050
|
48,463
|
|||||
Assets
of discontinued operations
|
3,321
|
3,514
|
|||||
Deferred
income taxes
|
4,162
|
-
|
|||||
Other
current assets
|
2,600
|
1,175
|
|||||
Total
current assets
|
118,740
|
100,961
|
|||||
Property,
plant and equipment, net
|
42,194
|
45,147
|
|||||
Intangible
assets, net
|
8,741
|
11,303
|
|||||
Goodwill
|
20,280
|
23,089
|
|||||
Assets
of discontinued operations
|
-
|
774
|
|||||
Deferred
income taxes
|
7,515
|
-
|
|||||
Other
noncurrent assets
|
544
|
213
|
|||||
Total
assets
|
$
|
198,014
|
$
|
181,487
|
|||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
|||||||
Current
liabilities
|
|||||||
Current
portion of long-term debt and capital lease obligation
|
$
|
7,037
|
$
|
7,037
|
|||
Line
of credit
|
15,000
|
6,036
|
|||||
Accounts
payable
|
27,126
|
20,114
|
|||||
Accrued
expenses
|
10,471
|
16,570
|
|||||
Deferred
revenue
|
7,901
|
8,579
|
|||||
Liabilities
of discontinued operations
|
3,707
|
1,233
|
|||||
Total
current liabilities
|
71,242
|
59,569
|
|||||
Long-term
debt and capital lease obligation, less current portion
|
15,535
|
22,570
|
|||||
Deferred
income taxes
|
-
|
715
|
|||||
Total
liabilities
|
86,777
|
82,854
|
|||||
Commitments
and contingencies (See Note 20)
|
|||||||
Stockholders'
equity
|
|||||||
Preferred
stock, $0.01 par value, 1,000,000 shares authorized, no shares
issued
|
-
|
-
|
|||||
Common
stock, $0.01 par value, 75,000,000 shares authorized, 35,662,318
and
|
|||||||
35,366,024
shares issued and outstanding at December 30, 2006 and
|
|||||||
December
31, 2005, respectively
|
357
|
354
|
|||||
Additional
paid-in capital
|
108,769
|
106,268
|
|||||
Accumulated
other comprehensive income (loss)
|
297
|
(59
|
)
|
||||
Retained
earnings (accumulated deficit)
|
1,814
|
(7,930
|
)
|
||||
Total
stockholders' equity
|
111,237
|
98,633
|
|||||
Total
liabilities and stockholders' equity
|
$
|
198,014
|
$
|
181,487
|
|||
The
accompanying notes are an integral part of these consolidated financial
statements.
|
PRESSTEK,
INC. AND SUBSIDIARIES
|
||||||||||
CONSOLIDATED
STATEMENTS OF INCOME
|
||||||||||
(in
thousands, except per-share data)
|
||||||||||
|
Fiscal
year ended
|
|||||||||
|
December
30,
|
December
31,
|
January
1,
|
|||||||
2006
|
2005
|
2005
|
||||||||
Revenue
|
||||||||||
Product
|
$
|
220,724
|
$
|
210,613
|
$
|
108,390
|
||||
Service
and parts
|
44,970
|
48,521
|
13,063
|
|||||||
Total
revenue
|
265,694
|
259,134
|
121,453
|
|||||||
Cost
of revenue
|
||||||||||
Product
|
154,250
|
143,952
|
69,045
|
|||||||
Service
and parts
|
32,466
|
32,862
|
9,135
|
|||||||
Total
cost of revenue
|
186,716
|
176,814
|
78,180
|
|||||||
Gross
profit
|
78,978
|
82,320
|
43,273
|
|||||||
Operating
expenses
|
||||||||||
Research
and development
|
6,409
|
7,335
|
6,460
|
|||||||
Sales,
marketing and customer support
|
39,970
|
40,241
|
17,574
|
|||||||
General
and administrative
|
19,938
|
20,970
|
12,399
|
|||||||
Amortization
of intangible assets
|
2,980
|
2,595
|
1,261
|
|||||||
Restructuring
and other charges (credits)
|
5,481
|
874
|
(392
|
)
|
||||||
Total
operating expenses
|
74,778
|
72,015
|
37,302
|
|||||||
Operating
income
|
4,200
|
10,305
|
5,971
|
|||||||
Interest
and other income (expense), net
|
(1,826
|
)
|
(2,220
|
)
|
(870
|
)
|
||||
Income
from continuing operations before income taxes
|
2,374
|
8,085
|
5,101
|
|||||||
Provision
(benefit) for income taxes
|
(10,643
|
)
|
1,164
|
166
|
||||||
Income
from continuing operations
|
13,017
|
6,921
|
4,935
|
|||||||
Loss
from discontinued operations, net of income taxes
|
(3,273
|
)
|
(835
|
)
|
(1,070
|
)
|
||||
Net
income
|
$
|
9,744
|
$
|
6,086
|
$
|
3,865
|
||||
Earnings
per common share - basic
|
||||||||||
Income
from continuing operations
|
$
|
0.36
|
$
|
0.20
|
$
|
0.14
|
||||
Loss
from discontinued operations
|
(0.09
|
)
|
(0.03
|
)
|
(0.03
|
)
|
||||
$
|
0.27
|
$
|
0.17
|
$
|
0.11
|
|||||
Earnings
per common share - diluted
|
||||||||||
Income
from continuing operations
|
$
|
0.36
|
$
|
0.19
|
$
|
0.14
|
||||
Loss
from discontinued operations
|
(0.09
|
)
|
(0.02
|
)
|
(0.03
|
)
|
||||
$
|
0.27
|
$
|
0.17
|
$
|
0.11
|
|||||
Weighted
average shares outstanding
|
||||||||||
Weighted
average shares outstanding - basic
|
35,565
|
35,153
|
34,558
|
|||||||
Dilutive
effect of stock options
|
291
|
419
|
799
|
|||||||
Weighed
average shares outstanding - diluted
|
35,856
|
35,572
|
35,357
|
|||||||
The
accompanying notes are an integral part of these consolidated financial
statements.
|
PRESSTEK,
INC. AND SUBSIDIARIES
|
|||||||||||||||||||
CONSOLIDATED
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
|
|||||||||||||||||||
AND
COMPREHENSIVE INCOME
|
|||||||||||||||||||
(in
thousands)
|
|||||||||||||||||||
Accumulated
|
Retained
|
||||||||||||||||||
Additional
|
other
|
earnings
|
|||||||||||||||||
Common
stock
|
paid-in
|
comprehensive
|
(accumulated
|
||||||||||||||||
Shares
|
Par
value
|
capital
|
income
(loss)
|
deficit)
|
Total
|
||||||||||||||
Balance
at January 3, 2004
|
34,202
|
$
|
342
|
$
|
97,769
|
$
|
(47
|
)
|
$
|
(17,881
|
)
|
$
|
80,183
|
||||||
Issuance
of common stock
|
695
|
7
|
5,193
|
-
|
-
|
5,200
|
|||||||||||||
Realization
of loss related to interest rate swaps
|
-
|
-
|
-
|
47
|
-
|
47
|
|||||||||||||
Foreign
currency translation adjustments
|
-
|
-
|
-
|
107
|
-
|
107
|
|||||||||||||
Net
income
|
-
|
-
|
-
|
-
|
3,865
|
3,865
|
|||||||||||||
Balance
at January 1, 2005
|
34,897
|
349
|
102,962
|
107
|
(14,016
|
)
|
89,402
|
||||||||||||
Issuance
of common stock
|
469
|
5
|
3,306
|
-
|
-
|
3,311
|
|||||||||||||
Foreign
currency translation adjustments
|
-
|
-
|
-
|
(166
|
)
|
-
|
(166
|
)
|
|||||||||||
Net
income
|
-
|
-
|
-
|
-
|
6,086
|
6,086
|
|||||||||||||
Balance
at December 31, 2005
|
35,366
|
354
|
106,268
|
(59
|
)
|
(7,930
|
)
|
98,633
|
|||||||||||
Issuance
of common stock
|
296
|
3
|
2,127
|
-
|
-
|
2,130
|
|||||||||||||
Foreign
currency translation adjustments
|
-
|
-
|
-
|
356
|
-
|
356
|
|||||||||||||
Share
based compensation under SFAS No. 123(R)
|
-
|
-
|
374
|
-
|
-
|
374
|
|||||||||||||
Net
income
|
-
|
-
|
-
|
-
|
9,744
|
9,744
|
|||||||||||||
Balance
at December 30, 2006
|
35,662
|
$
|
357
|
$
|
108,769
|
$
|
297
|
$
|
1,814
|
$
|
111,237
|
||||||||
Comprehensive
income is calculated as follows:
|
|||||||||||||||||||
|
Year
ended
|
||||||||||||||||||
|
December
30,
|
December
31,
|
January
1,
|
||||||||||||||||
2006
|
2005
|
2005
|
|||||||||||||||||
Net
income
|
$
|
9,744
|
$
|
6,086
|
$
|
3,865
|
|||||||||||||
Adjustments
to accumulated other comprehensive income (loss)
|
356
|
(166
|
)
|
154
|
|||||||||||||||
Comprehensive
income
|
$
|
10,100
|
$
|
5,920
|
$
|
4,019
|
|||||||||||||
PRESSTEK,
INC. AND SUBSIDIARIES
|
||||||||||
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
||||||||||
(in
thousands)
|
||||||||||
|
Fiscal
year ended
|
|||||||||
|
December
30,
|
December
31,
|
January
1,
|
|||||||
2006
|
2005
|
2005
|
||||||||
Operating
activities
|
||||||||||
Net
income
|
$
|
9,744
|
$
|
6,086
|
$
|
3,865
|
||||
Add
loss from discontinued operations
|
3,273
|
835
|
1,070
|
|||||||
Income
from continuing operations
|
13,017
|
6,921
|
4,935
|
|||||||
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
||||||||||
Depreciation
|
6,964
|
8,132
|
7,762
|
|||||||
Amortization
of intangible assets
|
2,953
|
2,595
|
1,261
|
|||||||
Restructuring
and other charges (credits)
|
5,481
|
874
|
(392
|
)
|
||||||
Provision
for warranty costs
|
3,400
|
1,558
|
1,109
|
|||||||
Provision
for accounts receivable allowances
|
391
|
1,604
|
2,474
|
|||||||
Stock
compensation expense
|
374
|
148
|
-
|
|||||||
Deferred
income taxes
|
(11,677
|
)
|
715
|
120
|
||||||
Loss
on disposal of assets
|
72
|
153
|
24
|
|||||||
Changes
in operating assets and liabilities, net of effects from business
acquisitions and divestures:
|
||||||||||
Accounts
receivable
|
(10,947
|
)
|
(8,588
|
)
|
(6,474
|
)
|
||||
Inventories
|
2,214
|
(7,707
|
)
|
(4,939
|
)
|
|||||
Other
current assets
|
(1,445
|
)
|
214
|
324
|
||||||
Other
noncurrent assets
|
39
|
(43
|
)
|
(304
|
)
|
|||||
Accounts
payable
|
9,163
|
7,516
|
(4,633
|
)
|
||||||
Accrued
expenses
|
(6,522
|
)
|
(3,390
|
)
|
7,454
|
|||||
Deferred
revenue
|
(692
|
)
|
(1,940
|
)
|
1,039
|
|||||
Net
cash provided by operating activities
|
12,785
|
8,762
|
9,760
|
|||||||
Investing
activities
|
||||||||||
Purchase
of property, plant and equipment
|
(4,033
|
)
|
(6,100
|
)
|
(2,087
|
)
|
||||
Business
acquisitions, net of cash acquired
|
(832
|
)
|
(3,467
|
)
|
(57,317
|
)
|
||||
Investment
in patents and other intangible assets
|
(2,791
|
)
|
(2,176
|
)
|
(387
|
)
|
||||
Proceeds
from the sale of long-lived assets
|
-
|
124
|
5
|
|||||||
Net
cash used in investing activities
|
(7,656
|
)
|
(11,619
|
)
|
(59,786
|
)
|
||||
Financing
activities
|
||||||||||
Net
proceeds from issuance of common stock
|
2,130
|
3,113
|
5,200
|
|||||||
Proceeds
from term loan
|
-
|
-
|
35,000
|
|||||||
Repayments
of term loan and capital lease
|
(7,035
|
)
|
(5,503
|
)
|
(14,464
|
)
|
||||
Net
borrowings (repayments) under line of credit agreement
|
8,964
|
(786
|
)
|
6,822
|
||||||
Debt
financing costs
|
-
|
-
|
(332
|
)
|
||||||
Net
cash provided by (used in) financing activities
|
4,059
|
(3,176
|
)
|
32,226
|
||||||
Cash
provided by (used in) discontinued operations
|
||||||||||
Operating
activities
|
(4,531
|
)
|
2,968
|
(3,399
|
)
|
|||||
Investing
activities
|
(396
|
)
|
(29
|
)
|
1,742
|
|||||
Financing
activities
|
-
|
-
|
-
|
|||||||
Net
cash used in discontinued operations
|
(4,927
|
)
|
2,939
|
(1,657
|
)
|
|||||
Effect
of exchange rate changes on cash and cash equivalents
|
(427
|
)
|
(30
|
)
|
-
|
|||||
Net
increase (decrease) in cash and cash equivalents
|
3,834
|
(3,124
|
)
|
(19,457
|
)
|
|||||
Cash
and cash equivalents, beginning of period
|
5,615
|
8,739
|
28,196
|
|||||||
Cash
and cash equivalents, end of period
|
$
|
9,449
|
$
|
5,615
|
$
|
8,739
|
||||
Supplemental
disclosure of cash flow information
|
||||||||||
Cash
paid for interest
|
$
|
2,364
|
$
|
2,459
|
$
|
923
|
||||
Cash
paid for income taxes
|
$
|
1,252
|
$
|
327
|
$
|
-
|
||||
The
accompanying notes are an integral part of these consolidated financial
statements.
|
Buildings
and improvements
|
25
- 30 years
|
Production
equipment and other
|
5
-
10 years
|
Office
furniture and equipment
|
3
-
7 years
|
Trade
names
|
2
-
3 years
|
Customer
relationships
|
7
-
10 years
|
Software
licenses
|
3
years
|
Non-compete
covenants
|
5
years
|
December
31, 2005
|
January
1, 2005
|
||||||
Net
income, as reported
|
$
|
6,086
|
$
|
3,865
|
|||
Add:
stock-based compensation expense recognized
|
148
|
--
|
|||||
Deduct:
total stock-based employee compensation determined under the
fair-value-based method for all awards, net of related tax
effects
|
(4,011
|
)
|
(2,074
|
)
|
|||
Pro
forma net income
|
$
|
2,223
|
$
|
1,791
|
|||
Earnings
per common share, as reported:
|
|||||||
Basic
|
$
|
0.17
|
$
|
0.11
|
|||
Diluted
|
$
|
0.17
|
$
|
0.11
|
|||
Pro
forma earnings per common share:
|
|||||||
Basic
|
$
|
0.06
|
$
|
0.05
|
|||
Diluted
|
$
|
0.06
|
$
|
0.05
|
December
30, 2006
|
December
31, 2005
|
January
1, 2005
|
||||||||
Revenue
|
$
|
10,816
|
$
|
15,006
|
$
|
8,398
|
||||
Loss
before income taxes
|
(2,267
|
)
|
(825
|
)
|
(1,036
|
)
|
||||
Provision
(benefit) for income taxes
|
(771
|
)
|
10
|
34
|
||||||
Loss
from discontinued operations
|
(1,496
|
)
|
(835
|
)
|
(1,070
|
)
|
||||
Loss
from disposal of discontinued operations, net of tax benefit of $915
for
the year ended December 30, 2006
|
(1,777
|
)
|
--
|
--
|
||||||
Net
loss from discontinued operations
|
$
|
(3,273
|
)
|
$
|
(835
|
)
|
$
|
(1,070
|
)
|
|
Loss
per diluted share
|
$
|
(0.09
|
)
|
$
|
(0.02
|
)
|
$
|
(0.03
|
)
|
December
30, 2006
|
December
31, 2005
|
||||||
Receivables,
net
|
$
|
1,875
|
$
|
1,894
|
|||
Inventories,
net
|
1,446
|
1,620
|
|||||
Total
current assets
|
$
|
3,321
|
$
|
3,514
|
|||
Property,
plant and equipment, net
|
$
|
--
|
$
|
103
|
|||
Intangible
assets, net
|
--
|
671
|
|||||
Total
noncurrent assets
|
$
|
--
|
$
|
774
|
|||
Accounts
payable
|
$
|
2,126
|
$
|
1,085
|
|||
Accrued
expenses
|
1,581
|
148
|
|||||
Total
current liabilities
|
$
|
3,707
|
$
|
1,233
|
|||
Consideration
|
||||
Net
cash paid
|
$
|
40,000
|
||
Transaction
costs
|
5,121
|
|||
Integration
costs
|
3,029
|
|||
Total
consideration
|
48,150
|
|||
Allocation
of consideration to assets acquired (liabilities assumed)
|
||||
Accounts
receivable
|
16,930
|
|||
Inventories
|
21,172
|
|||
Other
current assets
|
646
|
|||
Property,
plant and equipment
|
1,375
|
|||
Other
noncurrent assets
|
109
|
|||
Accounts
payable and accrued expenses
|
(7,472
|
)
|
||
Deferred
revenue
|
(8,899
|
)
|
||
Fair
value of net tangible assets acquired
|
23,861
|
|||
Excess
of consideration over fair value of net tangible assets
acquired
|
24,289
|
|||
Allocation
of excess consideration to identifiable intangible assets
|
||||
Trade
names (estimated life of 3 years)
|
2,100
|
|||
Customer
relationships (estimated life of 10 years)
|
3,800
|
|||
Software
license (estimated life of 3 years)
|
450
|
|||
6,350
|
||||
Allocation
of excess consideration to goodwill
|
$
|
17,939
|
Fiscal
2006 Activity
|
|||||||||||||
Balance
December
31,
2005
|
Utilization
|
Currency
Translation
|
Balance
December
30,
2006
|
||||||||||
Severance
and fringe benefits
|
$
|
1,242
|
$
|
(761
|
)
|
$
|
6
|
$
|
487
|
||||
Lease
termination and other costs
|
95
|
(71
|
)
|
--
|
24
|
||||||||
$
|
1,337
|
$
|
(832
|
)
|
$
|
6
|
$
|
511
|
Fiscal
2005 Activity
|
||||||||||||||||
Purchase
accounting
adjustments
offset to goodwill
|
||||||||||||||||
Balance
January
1,
2005
|
Additions
|
Reversals
- changes in estimate
|
Utilization
|
Balance
December
31,
2005
|
||||||||||||
Severance
and fringe benefits
|
$
|
795
|
$
|
2,340
|
$
|
(380
|
)
|
$
|
(1,513
|
)
|
$
|
1,242
|
||||
Lease
termination and other costs
|
703
|
75
|
(504
|
)
|
(179
|
)
|
95
|
|||||||||
$
|
1,498
|
$
|
2,415
|
$
|
(884
|
)
|
$
|
(1,692
|
)
|
$
|
1,337
|
Fiscal
2004 Activity
|
|||||||||||||
Balance
January
3,
2004
|
Purchase
accounting
adjustments
offset to goodwill
|
Utilization
|
Balance
January
1,
2005
|
||||||||||
Severance
and fringe benefits
|
$
|
--
|
$
|
795
|
$
|
--
|
$
|
795
|
|||||
Lease
termination and other costs
|
--
|
703
|
--
|
703
|
|||||||||
|
$ |
--
|
$
|
1,498
|
$
|
--
|
$
|
1,498
|
Consideration
|
||||
Net
cash paid
|
$
|
12,127
|
||
Integration
costs
|
400
|
|||
Total
consideration
|
12,527
|
|||
Allocation
of consideration to assets acquired (liabilities assumed)
|
||||
Accounts
receivable
|
2,636
|
|||
Inventories
|
2,695
|
|||
Property,
plant and equipment
|
6,065
|
|||
Accounts
payable and accrued expenses
|
(5,279
|
)
|
||
Fair
value of net tangible assets acquired
|
6,117
|
|||
Excess
of consideration over fair value of net tangible assets
acquired
|
6,410
|
|||
Allocation
of excess consideration to identifiable intangible assets
|
||||
Customer
relationships (estimated life of 7 years)
|
900
|
|||
Trade
names (estimated life of 2 years)
|
260
|
|||
Non-compete
covenants (estimated life of 5 years)
|
100
|
|||
1,260
|
||||
Allocation
of excess consideration to goodwill (deductible for tax
purposes)
|
$
|
5,150
|
Fiscal
2004
|
||||
Revenue
|
$
|
271,990
|
||
Net
income from continuing operations
|
$
|
3,433
|
||
Earnings
per share from continuing operations (basic)
|
$
|
0.10
|
||
Earnings
per share from continuing operations (diluted)
|
$
|
0.10
|
December
30,
2006
|
December
31,
2005
|
||||||
Accounts
receivable
|
$
|
56,152
|
$
|
45,488
|
|||
Less
allowances
|
(2,994
|
)
|
(3,294
|
)
|
|||
$
|
53,158
|
$
|
42,194
|
Fiscal
2006
|
Fiscal
2005
|
Fiscal
2004
|
||||||||
Balance
at beginning of period
|
$
|
3,294
|
$
|
4,304
|
$
|
1,892
|
||||
Charged
to costs and expenses
|
391
|
1,604
|
2,474
|
|||||||
Charged
to other accounts:
|
||||||||||
Purchase
accounting adjustments
|
--
|
(30
|
)
|
--
|
||||||
Acquired
balance in business combinations
|
--
|
--
|
1,964
|
|||||||
Deductions
and write-offs
|
(691
|
)
|
(2,584
|
)
|
(2,026
|
)
|
||||
Balance
at end of period
|
$
|
2,994
|
$
|
3,294
|
$
|
4,304
|
December
30,
2006
|
December
31,
2005
|
||||||
Raw
materials
|
$
|
3,434
|
$
|
6,325
|
|||
Work
in process
|
7,102
|
8,953
|
|||||
Finished
goods
|
35,514
|
33,185
|
|||||
$
|
46,050
|
$
|
48,463
|
December
30,
2006
|
December
31,
2005
|
||||||
Land
and improvements
|
$
|
2,286
|
$
|
2,241
|
|||
Buildings
and leasehold improvements
|
29,428
|
28,902
|
|||||
Production
and other equipment
|
56,462
|
51,879
|
|||||
Office
furniture and equipment
|
7,263
|
6,668
|
|||||
Construction
in process
|
1,886
|
3,882
|
|||||
Total
property, plant and equipment, at cost
|
97,325
|
93,572
|
|||||
Accumulated
depreciation and amortization
|
(55,131
|
)
|
(48,425
|
)
|
|||
Net
property, plant and equipment
|
$
|
42,194
|
$
|
45,147
|
Balance
at January 1, 2005
|
$
|
18,888
|
||
Purchase
accounting adjustments for prior period acquisitions
|
4,201
|
|||
Balance
at December 31, 2005
|
$
|
23,089
|
||
Purchase
accounting adjustments for prior period acquisitions
|
--
|
|||
Impairment
adjustments
|
(2,809
|
)
|
||
Balance
at December 30, 2006
|
$
|
20,280
|
December
30, 2006
|
December
31, 2005
|
||||||||||||
Cost
|
Accumulated
amortization
|
Cost
|
Accumulated
amortization
|
||||||||||
Patents
and intellectual property
|
$
|
11,277
|
$
|
7,206
|
$
|
10,840
|
$
|
6,173
|
|||||
Trade
names
|
2,360
|
1,776
|
2,360
|
1,001
|
|||||||||
Customer
relationships
|
4,583
|
1,443
|
4,641
|
705
|
|||||||||
Software
licenses
|
450
|
325
|
450
|
175
|
|||||||||
License
agreements
|
750
|
169
|
750
|
11
|
|||||||||
Non-compete
covenants
|
100
|
48
|
100
|
28
|
|||||||||
Loan
origination fees
|
332
|
144
|
332
|
77
|
|||||||||
$
|
19,852
|
$
|
11,111
|
$
|
19,473
|
$
|
8,170
|
Fiscal
2007
|
$
|
2,252
|
||
Fiscal
2008
|
1,275
|
|||
Fiscal
2009
|
1,129
|
|||
Fiscal
2010
|
961
|
|||
Fiscal
2011
|
744
|
|||
Thereafter
|
1,664
|
December
30, 2006
|
December
31, 2005
|
||||||
Term
loan
|
$
|
22,500
|
$
|
29,500
|
|||
Line
of credit
|
15,000
|
6,036
|
|||||
Capital
lease
|
72
|
107
|
|||||
37,572
|
35,643
|
||||||
Less
current portion
|
(22,037
|
)
|
(13,073
|
)
|
|||
Long-term
debt
|
$
|
15,535
|
$
|
22,570
|
2007
|
$
|
22,037
|
||
2008
|
7,035
|
|||
2009
|
8,500
|
December
30,
2006
|
December
31,
2005
|
||||||
Accrued
payroll and employee benefits
|
$
|
5,642
|
$
|
8,184
|
|||
Accrued
warranty
|
1,729
|
1,481
|
|||||
Accrued
integration costs
|
511
|
1,337
|
|||||
Accrued
restructuring and other charges
|
233
|
482
|
|||||
Accrued
royalties
|
276
|
344
|
|||||
Accrued
income taxes
|
--
|
312
|
|||||
Other
|
2,080
|
4,430
|
|||||
$
|
10,471
|
$
|
16,570
|
Fiscal
2006
|
Fiscal
2005
|
Fiscal
2004
|
||||||||
Balance
at beginning of period
|
$
|
1,481
|
$
|
1,466
|
$
|
935
|
||||
Accruals
for warranties
|
3,400
|
1,558
|
1,109
|
|||||||
Assumed
warranty liabilities - business acquisitions
|
--
|
--
|
795
|
|||||||
Utilization
of accrual for warranty costs
|
(3,152
|
)
|
(1,543
|
)
|
(1,373
|
)
|
||||
Balance
at end of period
|
$
|
1,729
|
$
|
1,481
|
$
|
1,466
|
December
30,
2006
|
December
31,
2005
|
||||||
Deferred
service revenue
|
$
|
7,505
|
$
|
7,951
|
|||
Deferred
product revenue
|
396
|
628
|
|||||
$
|
7,901
|
$
|
8,579
|
December
30,
2006
|
December
31,
2005
|
January
1, 2005
|
||||||||
Asset
impairment - goodwill
|
$
|
2,809
|
$
|
--
|
$
|
--
|
||||
Impairment
of intangible assets - patent defense costs
|
2,297
|
--
|
--
|
|||||||
Impairment
of other assets
|
260
|
--
|
--
|
|||||||
Severance
and fringe benefits
|
115
|
592
|
(316
|
)
|
||||||
Executive
contractual obligations
|
--
|
282
|
(76
|
)
|
||||||
Total
net restructuring and other charges
|
$
|
5,481
|
$
|
874
|
$
|
(392
|
)
|
Fiscal
2006 Activity
|
||||||||||||||||
Balance
December
31,
2005
|
Charged
to
Expense
|
Reversals
|
Utilization
|
Balance
December
30,
2006
|
||||||||||||
Severance
and fringe benefits
|
482
|
324
|
(390
|
)
|
(183
|
)
|
233
|
|||||||||
$
|
482
|
$
|
324
|
$
|
(390
|
)
|
$
|
(183
|
)
|
$
|
233
|
Fiscal
2005 Activity
|
||||||||||||||||
Balance
January
1,
2005
|
Charged
to
Expense
|
Reversals
|
Utilization
|
Balance
December
31,
2005
|
||||||||||||
Executive
contractual obligations
|
$
|
154
|
$
|
282
|
$
|
--
|
$
|
(436
|
)
|
$
|
--
|
|||||
Severance
and fringe benefits
|
--
|
700
|
(
108
|
)
|
(110
|
)
|
482
|
|||||||||
$
|
154
|
$
|
982
|
$
|
(108
|
)
|
$
|
(546
|
)
|
$
|
482
|
Fiscal
2004 Activity
|
||||||||||||||||
Balance
January
3,
2004
|
Charged
to
Expense
|
Reversals
|
Utilization
|
Balance
January
1,
2005
|
||||||||||||
Executive
contractual obligations
|
$
|
699
|
$
|
--
|
$
|
(76
|
)
|
$
|
(469
|
)
|
$
|
154
|
||||
Severance
and fringe benefits
|
356
|
--
|
(316
|
)
|
(40
|
)
|
--
|
|||||||||
$
|
1,055
|
$
|
--
|
$
|
(392
|
)
|
$
|
(509
|
)
|
$
|
154
|
Fiscal
2006
|
Fiscal
2005
|
Fiscal
2004
|
||||||||
Interest
expense
|
$
|
(2,364
|
)
|
$
|
(2,459
|
)
|
$
|
(923
|
)
|
|
Interest
income
|
119
|
130
|
318
|
|||||||
Other
income (expense), net
|
419
|
109
|
(265
|
)
|
||||||
$
|
(1,826
|
)
|
$
|
(2,220
|
)
|
$
|
(870
|
)
|
Fiscal
2006
|
Fiscal
2005
|
Fiscal
2004
|
||||||||
U.S.
|
$
|
3,198
|
$
|
7,603
|
$
|
4,990
|
||||
Foreign
|
(824
|
)
|
482
|
111
|
||||||
$
|
2,374
|
$
|
8,085
|
$
|
5,101
|
Fiscal
2006
|
Fiscal
2005
|
Fiscal
2004
|
||||||||
Current:
|
||||||||||
Federal
|
$
|
129
|
$
|
175
|
$
|
40
|
||||
State
|
545
|
176
|
6
|
|||||||
Foreign
|
37
|
218
|
--
|
|||||||
$
|
711
|
$
|
569
|
$
|
46
|
|||||
Deferred:
|
||||||||||
Federal
|
(10,274
|
)
|
475
|
96
|
||||||
State
|
(802
|
)
|
120
|
24
|
||||||
Foreign
|
(278
|
)
|
--
|
--
|
||||||
(11,354
|
)
|
595
|
120
|
|||||||
Provision
for income taxes
|
$
|
(10,643
|
)
|
$
|
1,164
|
$
|
166
|
Fiscal
2006
|
Fiscal
2005
|
Fiscal
2004
|
||||||||
Federal
statutory tax rate
|
34.0
|
%
|
34.0
|
%
|
34.0
|
%
|
||||
State
tax, net of federal benefit
|
(7.2
|
)
|
3.6
|
0.6
|
||||||
Alternative
minimum tax
|
--
|
2.2
|
0.8
|
|||||||
Other
|
(2.5
|
)
|
0.7
|
(0.7
|
)
|
|||||
Change
in valuation allowance
|
(472.6
|
)
|
(26.1
|
)
|
(31.4
|
)
|
||||
(448.3)
|
%
|
14.4
|
%
|
3.3
|
%
|
December
30,
2006
|
December
31,
2005
|
January
1,
2005
|
||||||||
Deferred
tax assets
|
||||||||||
Net
operating loss carryforwards
|
$
|
5,751
|
$
|
26,500
|
$
|
29,000
|
||||
Tax
credits
|
3,757
|
5,300
|
4,900
|
|||||||
Warranty
provisions, litigation and other accruals
|
4,162
|
5,900
|
4,400
|
|||||||
Gross
deferred tax assets
|
13,670
|
37,700
|
38,300
|
|||||||
Valuation
allowance
|
(261
|
)
|
(35,700
|
)
|
(34,200
|
)
|
||||
Total
assets
|
13,409
|
2,000
|
4,100
|
|||||||
Deferred
tax liabilities
|
||||||||||
Amortizable
and depreciable assets
|
(136
|
)
|
(715
|
)
|
(320
|
)
|
||||
Accumulated
depreciation and amortization
|
(1,596
|
)
|
(2,000
|
)
|
(3,900
|
)
|
||||
Total
liabilities
|
(1,732
|
)
|
(2,715
|
)
|
(4,220
|
)
|
||||
|
||||||||||
Net
deferred tax assets (liabilities)
|
$
|
11,677
|
$
|
(715
|
)
|
$
|
(120
|
)
|
Stock
purchase right assumptions
|
Fiscal
2006
|
|||
Risk-free
interest rate
|
4.74
|
%
|
||
Volatility
|
52.05
|
%
|
||
Expected
life (in years)
|
0.25
|
|||
Dividend
yield
|
--
|
Stock
option assumptions
|
Fiscal
2006
|
|||
Risk-free
interest rate
|
5.05
|
%
|
||
Volatility
|
57.16
|
%
|
||
Expected
life (in years)
|
4.51
|
|||
Dividend
yield
|
--
|
Fiscal
2005
|
Fiscal
2004
|
||||||
Risk-free
interest rate
|
4.55
|
%
|
3.71
|
%
|
|||
Volatility
|
55.05
|
%
|
63.38
|
%
|
|||
Expected
option life (in years)
|
4.27
|
5.10
|
|||||
Dividend
yield
|
--
|
--
|
Shares
|
Weighted
average
exercise
price
|
Weighted
average remaining contractual term
|
Aggregate
intrinsic value
|
||||||||||
Outstanding
at January 3, 2004
|
3,452,476
|
$
|
8.36
|
||||||||||
Granted
|
76,750
|
$
|
10.08
|
||||||||||
Exercised
|
(663,450
|
)
|
$
|
7.53
|
|||||||||
Canceled/expired
|
(112,550
|
)
|
$
|
9.25
|
|||||||||
Outstanding
at January 1, 2005
|
2,753,226
|
$
|
8.57
|
||||||||||
Granted
|
1,104,667
|
$
|
8.83
|
||||||||||
Exercised
|
(477,654
|
)
|
$
|
6.51
|
|||||||||
Canceled/expired
|
(278,764
|
)
|
$
|
9.92
|
|||||||||
Outstanding
at December 31, 2005
|
3,101,475
|
$
|
8.86
|
||||||||||
Granted
|
143,333
|
$
|
9.12
|
||||||||||
Exercised
|
(246,883
|
)
|
$
|
6.82
|
|||||||||
Canceled/expired
|
(41,575
|
)
|
$
|
11.30
|
|||||||||
Outstanding
at December 30, 2006
|
2,956,350
|
$
|
9.01
|
5.6
|
$
|
4.5
million
|
|||||||
Exercisable
at December 30, 2006
|
2,813,017
|
$
|
9.00
|
5.4
|
$
|
4.5
million
|
Outstanding
|
Exercisable
|
|||||||||||||||||||||
Range
of exercise prices
|
Shares
|
Weighted
average
remaining
contractual
life
(years)
|
Weighted
average exercise price
|
Shares
|
Weighted
average
exercise
price
|
|||||||||||||||||
$
|
2.88
|
-
|
$
|
5.22
|
127,267
|
5.4
|
$
|
4.24
|
127,267
|
$
|
4.24
|
|||||||||||
$
|
5.23
|
-
|
$
|
6.00
|
575,400
|
5.1
|
$
|
5.27
|
575,400
|
$
|
5.27
|
|||||||||||
$
|
6.01
|
-
|
$
|
6.75
|
248,925
|
5.2
|
$
|
6.35
|
248,925
|
$
|
6.35
|
|||||||||||
$
|
6.76
|
-
|
$
|
8.00
|
340,133
|
5.5
|
$
|
7.39
|
301,800
|
$
|
7.36
|
|||||||||||
$
|
8.01
|
-
|
$
|
10.00
|
790,325
|
8.5
|
$
|
8.98
|
685,325
|
$
|
8.88
|
|||||||||||
$
|
10.01
|
-
|
$
|
15.00
|
659,800
|
3.5
|
$
|
12.71
|
659,800
|
$
|
12.71
|
|||||||||||
$
|
15.01
|
-
|
$
|
23.00
|
214,500
|
3.4
|
$
|
16.17
|
214,500
|
$
|
16.17
|
|||||||||||
$
|
2.88
|
-
|
$
|
23.00
|
2,956,350
|
5.6
|
$
|
9.01
|
2,813,017
|
$
|
9.00
|
Shares
|
Weighted
average
exercise
price
|
Weighted
average remaining contractual term
|
Aggregate
intrinsic value
|
||||||||||
Outstanding
at January 3, 2004
|
543,437
|
$
|
0.17
|
||||||||||
Granted
|
12,750
|
$
|
0.15
|
||||||||||
Exercised
|
--
|
$
|
--
|
||||||||||
Canceled/expired
|
(312,487
|
)
|
$
|
0.13
|
|||||||||
Outstanding
at January 1, 2005
|
243,700
|
$
|
0.21
|
||||||||||
Granted
|
15,000
|
$
|
0.15
|
||||||||||
Exercised
|
(250
|
)
|
$
|
0.15
|
|||||||||
Canceled/expired
|
(8,376
|
)
|
$
|
0.60
|
|||||||||
Outstanding
at December 31, 2005
|
250,074
|
$
|
0.20
|
||||||||||
Granted
|
--
|
$
|
--
|
||||||||||
Exercised
|
--
|
$
|
--
|
||||||||||
Canceled/expired
|
(12,874
|
)
|
$
|
0.15
|
|||||||||
Outstanding
and exercisable at December 30, 2006
|
237,200
|
$
|
0.20
|
4.47
|
$
|
0.05
million
|
Fiscal
2006
|
Fiscal
2005
|
Fiscal
2004
|
||||||||
Revenue
|
||||||||||
Presstek
|
$
|
258,936
|
$
|
255,344
|
$
|
118,576
|
||||
Lasertel
|
11,469
|
7,760
|
7,765
|
|||||||
Total
revenue, including inter-segment
|
270,405
|
263,104
|
126,341
|
|||||||
Inter-segment
revenue
|
(4,711
|
)
|
(3,970
|
)
|
(4,888
|
)
|
||||
$
|
265,694
|
$
|
259,134
|
$
|
121,453
|
|||||
Revenues
from external customers
|
||||||||||
Presstek
|
$
|
258,936
|
$
|
255,344
|
$
|
118,576
|
||||
Lasertel
|
6,758
|
3,790
|
2,877
|
|||||||
$
|
265,694
|
$
|
259,134
|
$
|
121,453
|
Income
(loss) from continuing operations
|
||||||||||
Presstek
|
$
|
5,310
|
$
|
13,965
|
$
|
9,609
|
||||
Lasertel
|
(1,110
|
)
|
(3,660
|
)
|
(3,638
|
)
|
||||
$
|
4,200
|
$
|
10,305
|
$
|
5,971
|
|||||
Depreciation
and amortization
|
||||||||||
Presstek
|
$
|
8,288
|
$
|
8,374
|
$
|
6,530
|
||||
Lasertel
|
1,629
|
2,353
|
2,493
|
|||||||
$
|
9,917
|
$
|
10,727
|
$
|
9,023
|
|||||
Capital
expenditures and other additions to
property,
plant and equipment
|
||||||||||
Presstek
|
||||||||||
Capital
expenditures
|
$
|
3,391
|
$
|
3,416
|
$
|
1,106
|
||||
Equipment
obtained under capital lease
|
--
|
110
|
--
|
|||||||
Total
Presstek
|
3,391
|
3,526
|
1,106
|
|||||||
Lasertel
|
642
|
2,684
|
981
|
|||||||
$
|
4,033
|
$
|
6,210
|
$
|
2,087
|
December
30,
2006
|
December
31,
2005
|
||||||
Presstek
|
$
|
184,510
|
$
|
169,677
|
|||
Lasertel
|
13,504
|
11,810
|
|||||
$
|
198,014
|
$
|
181,487
|
Fiscal
2006
|
Fiscal
2005
|
Fiscal
2004
|
||||||||
United
States
|
$
|
173,585
|
$
|
159,907
|
$
|
83,232
|
||||
United
Kingdom
|
29,744
|
34,726
|
7,747
|
|||||||
Canada
|
14,699
|
14,543
|
3,849
|
|||||||
Germany
|
8,775
|
13,138
|
13,541
|
|||||||
Japan
|
6,168
|
8,096
|
6,209
|
|||||||
All
other
|
32,723
|
28,724
|
6,875
|
|||||||
$
|
265,694
|
$
|
259,134
|
$
|
121,453
|
December
30,
2006
|
December
31,
2005
|
||||||
United
States
|
$
|
78,077
|
$
|
79,462
|
|||
United
Kingdom
|
894
|
682
|
|||||
Canada
|
303
|
382
|
|||||
$
|
79,274
|
$
|
80,526
|
Fiscal
2007
|
$
|
2,463
|
||
Fiscal
2008
|
1,572
|
|||
Fiscal
2009
|
872
|
|||
Fiscal
2010
|
386
|
First
Quarter
|
Second
Quarter
|
Third
Quarter
|
Fourth
Quarter
(2)(3)(4)(5)
|
||||||||||
(in
thousands, except per-share data)
|
|||||||||||||
Fiscal
2006
|
|||||||||||||
Revenue
|
$
|
67,327
|
$
|
70,882
|
$
|
61,419
|
$
|
66,066
|
|||||
Gross
profit
|
$
|
20,785
|
$
|
20,763
|
$
|
18,044
|
$
|
19,386
|
|||||
Income
from continuing operations
|
2,978
|
2,579
|
(40
|
)
|
7,500
|
||||||||
Income
(loss) from discontinued operations
|
(254
|
)
|
167
|
(383
|
)
|
(2,803
|
)
|
||||||
Net
income
|
$
|
2,724
|
$
|
2,746
|
$
|
(423
|
)
|
$
|
4,697
|
||||
Earnings
per share from continuing operations - basic
|
0.09
|
0.07
|
0.00
|
0.21
|
|||||||||
Earnings
per share from discontinued operations - basic
|
(0.01
|
)
|
0.01
|
(0.01
|
)
|
(0.08
|
)
|
||||||
Earnings
per share - basic (1)
|
$
|
0.08
|
$
|
0.08
|
$
|
(0.01
|
)
|
$
|
0.13
|
||||
Earnings
per share from continuing operations - diluted
|
0.09
|
0.07
|
0.00
|
0.21
|
|||||||||
Earnings
per share from discontinued operations - diluted
|
(0.01
|
)
|
0.01
|
(0.01
|
)
|
(0.08
|
)
|
||||||
Earnings
per share - diluted (1)
|
$
|
0.08
|
$
|
0.08
|
$
|
(0.01
|
)
|
$
|
0.13
|
||||
Fiscal
2005
|
|||||||||||||
Revenue
|
$
|
66,097
|
$
|
65,897
|
$
|
61,294
|
$
|
65,846
|
|||||
Gross
profit
|
$
|
20,554
|
$
|
21,206
|
$
|
19,740
|
$
|
20,820
|
|||||
Income
from continuing operations
|
1,047
|
2,411
|
1,024
|
2,439
|
|||||||||
Income
(loss) from discontinued operations
|
(566
|
)
|
(72
|
)
|
(201
|
)
|
4
|
||||||
Net
income
|
$
|
481
|
$
|
2,339
|
$
|
823
|
$
|
2,443
|
|||||
Earnings
per share from continuing operations - basic
|
0.03
|
0.07
|
0.03
|
0.07
|
|||||||||
Earnings
per share from discontinued operations - basic
|
(0.02
|
)
|
(0.00
|
)
|
(0.01
|
)
|
0.00
|
||||||
Earnings
per share - basic (1)
|
$
|
0.01
|
$
|
0.07
|
$
|
0.02
|
$
|
0.07
|
|||||
Earnings
per share from continuing operations - diluted
|
0.03
|
0.07
|
0.03
|
0.07
|
|||||||||
Earnings
per share from discontinued operations - diluted
|
(0.02
|
)
|
(0.00
|
)
|
(0.01
|
)
|
0.00
|
||||||
Earnings
per share - diluted (1)
|
$
|
0.01
|
$
|
0.07
|
$
|
0.02
|
$
|
0.07
|
PRESSTEK,
INC. AND SUBSIDIARIES
|
|||||||||||||||||||
SCHEDULE
II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
|
|||||||||||||||||||
Additions
|
|||||||||||||||||||
Balance
at
|
Charged
to
|
Charged
to
|
Deductions
|
Balance
at
|
|||||||||||||||
beginning
|
costs
and
|
other
|
and
|
end
|
|||||||||||||||
of
period
|
expenses
|
accounts
|
write-offs
|
of
period
|
|||||||||||||||
Allowance
for losses on accounts receivable
|
|||||||||||||||||||
Fiscal
year
|
|||||||||||||||||||
2006
|
$
|
3,294
|
$
|
391
|
$
|
-
|
$
|
(691
|
)
|
$
|
2,994
|
||||||||
2005
|
$
|
4,304
|
$
|
1,604
|
$
|
(30
|
)
|
(1) |
|
$
|
(2,584
|
)
|
$
|
3,294
|
|||||
2004
|
$
|
1,892
|
$
|
2,474
|
$
|
1,964
|
(2) |
|
$
|
(2,026
|
)
|
$
|
4,304
|
||||||
Reserves
for excess and obsolete inventory
|
|||||||||||||||||||
Fiscal
year
|
|||||||||||||||||||
2006
|
$
|
16,507
|
$
|
1,346
|
$
|
-
|
$
|
(3,858
|
)
|
$
|
13,995
|
||||||||
2005
|
$
|
17,707
|
$
|
2,912
|
$
|
(3,074
|
)
|
(1) |
$
|
(1,038
|
)
|
$
|
16,507
|
||||||
2004
|
$
|
4,217
|
$
|
205
|
$
|
13,716
|
(2) |
$
|
(431
|
)
|
$
|
17,707
|
|||||||
(1)
Purchase accounting adjustments
|
|||||||||||||||||||
(2)
Acquired balance in business combinations
|
· |
A
new Senior Vice President and Chief Financial Officer was appointed,
effective February 28, 2007.
|
· |
The
Audit Committee of the Board of Directors, effective April 3, 2007,
established a Financial Reporting Task Force to immediately develop
a
corrective action plan to ensure full remediation of the material
weakness. This task force will report directly to the Audit Committee
and
be led by the Senior Vice President & Chief Financial Officer.
|
· |
The
Senior Vice President and Chief Financial Officer has been authorized
to
engage third party professionals to advise the Company in connection
with
the remediation of existing
deficiencies.
|
· |
During
March 2007, a new Financial Reporting Manager was appointed to manage
all
SEC related activities including accounting guidance and periodic
reporting.
|
· |
Since
December 30, 2006, the Finance organization has been strengthened
by the
addition of four personnel in the Financial Analysis and General
Accounting areas. The Company plans to continue to enhance the staffing
and competency level within the Finance organization.
|
· |
A
Director of Internal Audit position, reporting directly to the Audit
Committee, will be filled as quickly as possible. In addition to
other
duties, this position will be responsible for reviewing and validating
compliance with all remedial
actions.
|
· |
Require
all significant or non-routine transactions to be thoroughly researched,
analyzed, and documented by qualified accounting personnel, and to
provide
for complete review of the resulting proposed accounting treatment
by the
Principal Accounting Officer prior to recording the transactions.
In
addition, all major transactions will require the additional review
and
approval of the Senior Vice President & Chief Financial
Officer.
|
· |
In
addition to the review performed by the Company’s management, implement an
additional review by subject matter experts for complex accounting
estimates and accounting treatments, where
appropriate.
|
· |
Develop
and implement focused monitoring controls and other procedures in
the
Internal Audit organization.
|
PRESSTEK,
INC.
|
/s/
Edward J. Marino
|
Edward
J. Marino
|
President
and Chief Executive Officer
|
/s/
Edward J. Marino
|
President,
Chief Executive Officer and Director
|
April
24, 2007
|
Edward
J. Marino
|
||
/s/
Gerald N. Herman
|
Vice-President
and Corporate Controller
|
April
24, 2007
|
Gerald
N. Herman
|
(Principal
Accounting Officer)
|
|
/s/
John W. Dreyer
|
Chairman
of the Board
|
April
24, 2007
|
John
W. Dreyer
|
||
/s/
Daniel S. Ebenstein
|
Director
|
April
24, 2007
|
Daniel
S. Ebenstein, Esq.
|
||
/s/
Dr. Lawrence Howard
|
Director
|
April
24, 2007
|
Dr.
Lawrence Howard
|
||
/s/
Michael d. Moffitt
|
Director
|
April
24, 2007
|
Michael
D. Moffitt
|
||
/s/
Brian Mullaney
|
Director
|
April
24, 2007
|
Brian
Mullaney
|
||
/s/
Steven N. Rappaport
|
Director
|
April
24, 2007
|
Steven
N. Rappaport
|
||
/s/
Donald C. Waite, III
|
Director
|
April
24, 2007
|
Donald
C. Waite, III
|
Exhibit
Number
|
Description
|
3(a)
|
Amended
and Restated Certificate of Incorporation of Presstek, Inc., as amended.
(Previously filed as Exhibit 3 to Presstek’s Quarterly Report on Form 10-Q
for the Quarter ended June 29, 1996, hereby incorporated by
reference.)
|
3(b)
|
By-laws
of Presstek, Inc. (Previously filed as an exhibit with Presstek’s Form
10-K for the fiscal year ended December 30, 1995, filed March 29,
1996,
hereby incorporated by reference.)
|
2(a)
|
Stock
Purchase Agreement among Presstek, Inc., Precision Lithograining,
Inc. and
SDK Realty Co. dated June 2, 2004 (Previously filed as Exhibit 2.1
to
Presstek’s Form 8-K filed on July 30, 2004, hereby incorporated by
reference)
|
2(b)
|
Asset
Purchase Agreement among Presstek, Inc., Silver Acquisitions Corp.,
Paragon Corporate Holdings, Inc., A.B. Dick Company, A.B. Dick Company
of
Canada, Ltd. And Interactive Media Group, Inc., dated July 13, 2004
(Previously filed as Exhibit 2.1 to Presstek’s Form 8-K filed on July 13,
2004, hereby incorporated by reference)
|
2(c)
|
Second
Amendment to Asset Purchase Agreement between the Company and A.B.
Dick
Company dated November 5, 2004 (Previously filed as Exhibit 2.1 to
Presstek’s Form 8-K filed on November 12, 2004, hereby incorporated by
reference)
|
2(d)
|
Amendment
to Asset Purchase Agreement between the Company and A.B. Dick Company
dated August 20, 2004 (Previously filed as Exhibit 2.2 to Presstek’s Form
8-K filed on November 12, 2004, hereby incorporated by
reference)
|
10(a)
|
Confidentiality
Agreement between Presstek, Inc. and Heidelberger Druckmaschinen
A.G.,
effective December 7, 1989 as amended. (Previously filed as Exhibit
10(i)
of Presstek’s Annual Report on Form 10-K for the fiscal year ended
December 31, 1989, hereby incorporated by reference.)
|
10(b)
|
Master
Agreement effective January 1, 1991, by and between Heidelberger
Druckmaschinen Aktiengesellschaft and Presstek, Inc. (Previously
filed as
an exhibit to Presstek’s Form 8-K, dated January 1, 1991, hereby
incorporated by reference.)
|
10(c)
|
Technology
License effective January 1, 1991, by and between Heidelberger
Druckmaschinen Aktiengesellschaft and Presstek, Inc. (Previously
filed as
an exhibit to Presstek’s Form 8-K, dated January 1, 1991, hereby
incorporated by reference.)
|
10(d)
|
Memorandum
of Performance No. 3 dated April 27, 1993, to the Master Agreement,
Technology License, and Supply Agreement between Presstek, Inc. and
Heidelberger Druckmaschinen Aktiengesellschaft. (Previously filed
as an
exhibit to Presstek’s Quarterly Report on Form 10-Q for the quarter ended
June 30, 1993, hereby incorporated by reference.)
|
10(e)
|
Modification
to Memorandum of Performance No. 3 dated April 27, 1993, to the Master
Agreement, Technology License, and Supply Agreement between Presstek,
Inc.
and Heidelberger Druckmaschinen Aktiengesellschaft. (Previously filed
as
an exhibit to Presstek’s Annual report on Form 10-K for the fiscal year
ended December 31, 1994, hereby incorporated by reference.)
|
10(f)*
|
Memorandum
of Understanding No. 4 dated November 9, 1995, to the Master Agreement
and
Technology License and Supply Agreement between Presstek, Inc. and
Heidelberger Druckmaschinen Aktiengesellschaft. (Previously filed
as
Exhibit 10.k to Presstek’s Form 10-K for the fiscal year ended December
30, 1995, filed March 29, 1996, hereby incorporated by
reference.)
|
10(g)**
|
1991
Stock Option Plan. (Previously filed as an exhibit to Presstek’s Annual
report on Form 10-K for the fiscal year ended December 31, 1991,
hereby
incorporated by reference.)
|
10(h)**
|
1994
Stock Option Plan. (Previously filed as an exhibit to Presstek’s Annual
report on Form 10-K for the fiscal year ended December 31, 1994,
hereby
incorporated by reference.)
|
10(i)**
|
Non-Employee
Director Stock Option Plan. (Previously filed as Exhibit 10.0 to
Presstek’s Form 10-K for the fiscal year ended January 2, 1999, filed
March 2, 1999, hereby incorporated by reference.)
|
Exhibit
Number
|
Description
|
10(j)**
|
1997
Interim Stock Option Plan. (Previously filed as Exhibit 10.1 to Presstek’s
Quarterly report on Form 10-Q for the quarter ended September 27,
1997,
filed November 7, 1997, hereby incorporated by reference.)
|
10(k)**
|
1998
Stock Incentive Plan. (Previously filed as Exhibit A to Presstek’s April
23, 1998 Proxy Statement, filed April 24, 1998, hereby incorporated
by
reference.)
|
10(l)*
|
Memorandum
of Understanding No. 5 dated March 7, 1997 between Presstek, Inc.
and
Heidelberger Druckmaschinen Aktiengesellschaft. (Previously filed
as
Exhibit 10(T) to Presstek’s Annual Report on Form 10-K for the fiscal year
ended December 28, 1996 filed March 31, 1997, hereby incorporated
by
reference.)
|
10(m)*
|
Master
Supply and Distribution Agreement by and between Presstek, Inc. and
Xerox
Corporation dated September 22, 2000. (Previously filed as Exhibit
10.1 to
Presstek’s Quarterly Report on Form 10-Q for the quarter ended September
30, 2000, filed November 14, 2000, hereby incorporated by
reference.)
|
10(n)
|
Amended
Master Supply and Distribution Agreement by and between Presstek,
Inc. and
Xerox Corporation dated May 11, 2001. (Previously filed as Exhibit
10.1 to
Presstek’s Quarterly Report on Form 10-Q for the quarter ended June 30,
2001, filed August 14, 2001, hereby incorporated by
reference.)
|
10(o)*
|
Agreement
between Presstek, Inc. and Adamovski Strojírny a.s. dated as of April 24,
2001. (Previously filed as Exhibit 10.2 to Presstek’s Quarterly Report on
Form 10-Q for the quarter ended June 30, 2001, filed August 14, 2001
hereby incorporated by reference.)
|
10(p)*
|
Settlement
Agreement made as of July 13, 2001 by and between Heidelberger
Druckmaschinen Aktiengesellschaft and Presstek, Inc. (Previously
filed as
Exhibit 10.3 to Presstek’s Quarterly Report on Form 10-Q for the quarter
ended September 29, 2001, filed November 13, 2001, hereby incorporated
by
reference.)
|
10(q)*
|
Letter
Agreement dated September 19, 2001 between Xerox Corporation and
Presstek,
Inc. amending the Amended Master Supply and Distribution Agreement
by and
among, Presstek, Inc. and Xerox Corporation dated May 11, 2001.
(Previously filed as Exhibit 10.1 to Presstek’s Quarterly Report on Form
10-Q for the quarter ended September 29, 2001, filed November 13,
2001,
hereby incorporated by reference.)
|
10(r)**
|
Resignation
Agreement and General Release by and between Presstek, Inc. and Neil
M.
Rossen, dated November 14, 2001 and effective as of December 31,
2001.
(Previously filed as Exhibit 10.1 to Presstek’s Quarterly Report on Form
10-Q for the quarter ended March 30, 2002, filed May 14, 2002, hereby
incorporated by reference.)
|
10(s)**
|
Separation
Agreement by and between Presstek, Inc. and Robert W. Hallman dated
as of
April 26, 2002, and effective as of April 30, 2002. (Previously filed
as
Exhibit 10.1 to Presstek’s Quarterly Report on Form 10-Q for the quarter
ended June 29, 2002, filed August 13, 2002, hereby incorporated by
reference.)
|
10(t)*
|
Agreement
for Manufacture & Sale of “Sun Press” between Presstek, Inc. and Ryobi
Limited, dated as of April 5, 2002. (Previously filed as Exhibit
10.4 to
Presstek’s Quarterly Report on Form 10-Q for the quarter ended June 29,
2002, filed on August 13, 2002, hereby incorporated by
reference.)
|
10(u)**
|
2002
Employee Stock Purchase Plan of Presstek, Inc. (Previously filed
as
Exhibit 4.3 to Presstek’s Registration Statement on Form S-8 filed with
the Commission on August 9, 2002, hereby incorporated by
reference.)
|
10(v)**
|
Description
of Presstek’s Non-Employee Director Compensation Arrangements approved by
Presstek’s Board of Directors on July 17, 2002 and amended by Presstek’s
Board of Directors on December 17, 2002. (Previously filed as Exhibit
10(hh) to Presstek’s Form 10-K for the fiscal year ended December 28,
2002, filed March 28, 2003, hereby incorporated by
reference.)
|
Exhibit
Number
|
Description
|
10(w)**
|
Retirement
Agreement by and between Presstek, Inc. and Richard A. Williams dated
January 7, 2003. (Previously filed as Exhibit 10(ll) to Presstek’s Form
10-K for the fiscal year ended December 28, 2002, filed March 28,
2003,
hereby incorporated by reference.)
|
10(x)
|
Distribution
Agreement by and between Presstek, Inc. and Kodak Polychrome Graphics
LLC
dated March 18, 2003. (Previously filed as Exhibit 10.1 to Presstek’s
Quarterly Report on Form 10-Q for the quarter ended March 29, 2003,
filed
May 13, 2003, hereby incorporated by reference.)
|
10(y)
|
Restated
Amended Master Supply and Distribution Agreement by and between Presstek,
Inc. and Xerox Corporation dated March 18, 2003. (Previously filed
as
Exhibit 10.1 to Presstek’s Quarterly Report on Form 10-Q for the quarter
ended March 29, 2003, filed May 13, 2003, hereby incorporated by
reference.)
|
10(z)**
|
2003
Stock Option and Incentive Plan of Presstek, Inc. (Previously filed
as
Exhibit 10.1 to Presstek’s Quarterly Report on Form 10-Q for the quarter
ended June 28, 2003, filed August 12, 2003, hereby incorporated by
reference.)
|
10(aa)*
|
OEM
Consumables Supply Agreement by and between Presstek, Inc. and Heidelberg
Druckmaschinen, AG., dated July 1, 2003. (Previously filed as Exhibit
10.1
to Presstek’s Quarterly Report on Form 10-Q for the quarter ended
September 27, 2003, filed November 12, 2003, hereby incorporated
by
reference.)
|
10(bb)*
|
OEM
Consumables Supply Agreement by and between Presstek, Inc. and Heidelberg
U.S.A., Inc. dated July 1, 2003. (Previously filed as Exhibit 10.2
to
Presstek’s Quarterly Report on Form 10-Q for the quarter ended September
27, 2003, filed November 12, 2003, hereby incorporated by
reference.)
|
10(cc)
|
Credit
Agreement by and among Presstek, Inc., Lasertel Inc., Citizens Bank
New
Hampshire and Keybank National Association dated October 15, 2003.
(Previously filed as Exhibit 10.3 to Presstek’s Quarterly Report on Form
10-Q for the quarter ended September 27, 2003, filed November 12,
2003,
hereby incorporated by reference.)
|
10(dd)
|
Revolving
Note dated October 15, 2003 made by Presstek, Inc. in favor of Citizens
Bank New Hampshire. (Previously filed as Exhibit 10.4 to Presstek’s
Quarterly Report on Form 10-Q for the quarter ended September 27,
2003,
filed November 12, 2003, hereby incorporated by reference.)
|
10(ee)
|
Revolving
Note dated October 15, 2003 made by Presstek, Inc. in favor of Keybank
National Association. (Previously filed as Exhibit 10.5 to Presstek’s
Quarterly Report on Form 10-Q for the quarter ended September 27,
2003,
filed November 12, 2003, hereby incorporated by reference.)
|
10(ff)
|
Term
Note dated October 15, 2003 made by Presstek, Inc. in favor of Citizens
Bank New Hampshire. (Previously filed as Exhibit 10.6 to Presstek’s
Quarterly Report on Form 10-Q for the quarter ended September 27,
2003,
filed November 12, 2003, hereby incorporated by reference.)
|
10(gg)
|
Term
Note dated October 15, 2003 made by Presstek, Inc. in favor of Keybank
National Association. (Previously filed as Exhibit 10.7 to Presstek’s
Quarterly Report on Form 10-Q for the quarter ended September 27,
2003,
filed November 12, 2003, hereby incorporated by reference.)
|
10(hh)
|
Swing
Line Note dated October 15, 2003 made by Presstek, Inc. in favor
of
Citizens Bank New Hampshire. (Previously filed as Exhibit 10.8 to
Presstek’s Quarterly Report on Form 10-Q for the quarter ended September
27, 2003, filed November 12, 2003, hereby incorporated by
reference.)
|
10(ii)
|
Security
Agreement by and between Presstek, Inc. and Citizens Bank New Hampshire
dated October 15, 2003. (Previously filed as Exhibit 10.9 to Presstek’s
Quarterly Report on Form 10-Q for the quarter ended September 27,
2003,
filed November 12, 2003, hereby incorporated by reference.)
|
10(jj)
|
Security
Agreement by and between Lasertel, Inc. and Citizens Bank New Hampshire
dated October 15, 2003. (Previously filed as Exhibit 10.10 to Presstek’s
Quarterly Report on Form 10-Q for the quarter ended September 27,
2003,
filed November 12, 2003, hereby incorporated by reference.)
|
Exhibit
Number
|
Description
|
10(kk)
|
Security
Agreement (Intellectual Property) by and between Presstek, Inc. and
Citizens Bank New Hampshire dated October 15, 2003. (Previously filed
as
Exhibit 10.11 to Presstek’s Quarterly Report on Form 10-Q for the quarter
ended September 27, 2003, filed November 12, 2003, hereby incorporated
by
reference.)
|
10(ll)
|
Security
Agreement (Intellectual Property) by and between Lasertel, Inc. and
Citizens Bank New Hampshire dated October 15, 2003. (Previously filed
as
Exhibit 10.12 to Presstek’s Quarterly Report on Form 10-Q for the quarter
ended September 27, 2003, filed November 12, 2003, hereby incorporated
by
reference.)
|
10(mm)
|
Mortgage
and Security Agreement between Presstek, Inc. and Citizens Bank New
Hampshire dated October 15, 2003. (Previously filed as Exhibit 10.13
to
Presstek’s Quarterly Report on Form 10-Q for the quarter ended September
27, 2003, filed November 12, 2003, hereby incorporated by
reference.)
|
10(nn)
|
Deed
of Trust, Assignment of Rents, Security Agreement and Fixture Filing
by
and among Presstek, Inc., First American Title Insurance Company
and
Citizens Bank New Hampshire dated October 15, 2003. (Previously filed
as
Exhibit 10.14 to Presstek’s Quarterly Report on Form 10-Q for the quarter
ended September 27, 2003, filed November 12, 2003, hereby incorporated
by
reference.)
|
10(oo)**
|
Employment
Agreement by and between Presstek, Inc. and Moosa E. Moosa dated
December
31, 2003 (Previously filed as Exhibit 10(pp) to Presstek’s Form 10-K for
the fiscal year ended January 3, 2004, filed March 18, 2004, hereby
incorporated by reference.)
|
10(pp)
|
Amendment
to Employment Agreement by and between Presstek, Inc. and Moosa E.
Moosa
dated January 10, 2004 (Previously filed as Exhibit 10(qq) to Presstek’s
Form 10-K for the fiscal year ended January 3, 2004, filed March
18, 2004,
hereby incorporated by reference.)
|
10(qq)
|
Debtor-in-Possession
Revolving Credit Agreement by and among A.B. Dick Company, Paragon
Corporate Holdings, Inc., KeyBank National Association and Presstek,
Inc.
dated July 13, 2004 (Previously filed as Exhibit 10.1 to Presstek’s Form
8-K filed on July 13, 2004, hereby incorporated by reference)
|
10(rr)
|
Amended
and Restated Credit Agreement among the Company, the Guarantors,
Citizens
Bank New Hampshire, KeyBank National Association and Bank North N.A.
dated
November 5, 2004 (Previously filed as Exhibit 99.1 to Presstek’s Form 8-K
filed on November 12, 2004, hereby incorporated by reference)
|
10(ss)**
|
Employment
Agreement by and between Presstek, Inc. and Susan A. McLaughlin dated
January 24, 2005 (Previously filed as Exhibit 99.1 to Presstek’s Form 8-K,
filed January 28, 2005, hereby incorporated by reference.)
|
10(tt)**
|
Employment
Agreement by and between Presstek, Inc. and Edward J. Marino dated
February 2, 2005 (Previously filed as Exhibit 99.1 to Presstek’s Form 8-K
, filed February 8, 2005, hereby incorporated by reference.)
|
10(uu)**
|
Employment
Agreement by and between Presstek, Inc. and Moosa E. Moosa dated
February
2, 2005 (Previously filed as Exhibit 99.2 to Presstek’s Form 8-K , filed
February 8, 2005, hereby incorporated by reference.)
|
10(vv)**
|
Employment
Agreement by and between Presstek, Inc. and Michael McCarthy dated
February 2, 2005 (Previously filed as Exhibit 10.4 to Presstek’s Form
10-Q, filed May 12, 2005, hereby incorporated by reference.)
|
10(ww)**
|
Employment
Agreement by and between Presstek, Inc. and Peter E. Bouchard dated
July
1, 2005 (Previously filed as Exhibit 99.1 to Presstek’s Form 8-K, filed
July 8, 2005, hereby incorporated by reference.)
|
10(xx)**
|
Employment
Agreement by and between Presstek, Inc. and William C. Keller dated
July
27, 2006 (Previously filed as Exhibit 99.1 to Presstek’s Form 8-K, filed
July 28, 2006, hereby incorporated by reference.)
|
Exhibit
Number
|
Description
|
10(yy)**
|
Employment
Agreement by and between Presstek, Inc. and Jeffrey Cook dated February
27, 2007 (Previously filed as Exhibit 99.1 to Presstek’s Form 8-K, filed
March 2, 2007, hereby incorporated by reference.)
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21.1
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Subsidiaries
of the Registrant (filed herewith.)
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23.1
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Consent
of KPMG LLP (filed herewith.)
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23.2
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Consent
of BDO Seidman, LLP (filed herewith.)
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31.1
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Certification
of Chief Executive Officer Pursuant to Section 240.13a-14 or Section
240.15d-14 of the Securities Exchange Act of 1934, as amended (filed
herewith.)
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31.2
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Certification
of Chief Financial Officer Pursuant to Section 240.13a-14 or Section
240.15d-14 of the Securities Exchange Act of 1934, as amended (filed
herewith.)
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32.1
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Certification
Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002 (filed herewith.)
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32.2
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Certification
Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section
906 of
the Sarbanes-Oxley Act of 2002 (filed herewith.)
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