-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RFS7DlXsgMwEV/4CpcBErjrxuW9ndWX6NAR9KLNdbzqXZM3KS2rjXC9axp4jSTZV x6iydmQZVYtORyho/+EnnA== 0000950134-03-012802.txt : 20030916 0000950134-03-012802.hdr.sgml : 20030916 20030916171233 ACCESSION NUMBER: 0000950134-03-012802 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030916 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030916 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDWAVE INC CENTRAL INDEX KEY: 0000876043 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 411493458 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28010 FILM NUMBER: 03898142 BUSINESS ADDRESS: STREET 1: 4382 ROUND LAKE RD WEST STREET 2: STE 6 CITY: ARDEN HILLS STATE: MN ZIP: 55112-3923 BUSINESS PHONE: 6126391227 8-K 1 c79624e8vk.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 ---------------------- Date of Report (date of earliest event reported): September 16, 2003 MEDWAVE, INC. ------------- (Exact Name of Registrant as Specified in Charter) DELAWARE 0-28010 41-1493458 - ----------------------------- ------------------------ ----------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 435 NEWBURY STREET, SUITE 206, DANVERS, MASSACHUSETTS 01923 ----------------------------------------------------------- (Address of Principal Executive Offices) (978) 762-8999 -------------- (Registrant's telephone number, including area code) 4382 ROUND LAKE ROAD WEST, ARDEN HILLS, MINNESOTA 55112 ------------------------------------------------------- (Former Address of Principal Executive Offices) ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits EXHIBIT NO DESCRIPTION 99.1 Press release issued September 16, 2003 ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On September 16, 2003, Medwave, Inc. issued the press release attached to this Form 8-K as Exhibit 99.1. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 16, 2003 MEDWAVE, INC. By: /s/ Timothy J. O'Malley ----------------------- Name: Timothy O'Malley Title: Chief Executive Officer and President 3 EX-99.1 3 c79624exv99w1.txt PRESS RELEASE PRESS RELEASE FOR IMMEDIATE RELEASE: Contact: Investor Relations 978-762-8999 MEDWAVE INC. ANNOUNCES A RECORD FIRST QUARTER SEPTEMBER 16, 2003 - MEDWAVE INC. DANVERS, MASSACHUSETTS (NASDAQ:MDWV) - Tim O'Malley, President and CEO of Medwave, Inc., summarized the company's accomplishments during the first quarter as follows: "We are very proud of our continued accomplishments and the confidence our customers are placing in our technology, as highlighted by recent press releases. We are also very pleased with the recent announcement regarding our newly signed agreement with Novation, bringing Medwave's products into Novation's purchasing contracts with almost 2400 member hospitals. Blood pressure monitoring is one of the vital signs that is monitored throughout the entire healthcare continuum, even in the home environment. Our approach has been, and will continue to be in the near term, to focus on penetrating the hospital market and the various departments within the hospital settings, which could benefit from our advanced technology. We continue to focus on establishing a strong bottom line, along with a growth orientated top line." Medwave, Inc. today reported revenue of $365,015 and a net loss of ($381,331) or $(.04) per share, for its first quarter ended July 31, 2003, compared to revenue of $209,615 and a net loss of ($608,885), or $(.08) per share for the quarter ended July 31, 2002. This represents a revenue growth of 74%, and a bottom line improvement of 37%.
JULY 31 ------- Revenue 2003 2002 - ------- ---- ---- Net Sales $ 365,015 $ 209,615 Operating Expenses: Cost of Sales/Product Develop $ 154,561 $ 160,880 Research and Development $ 85,872 $ 138,164 Sales and Marketing $ 324,039 $ 388,258 General and Administrative $ 185,969 $ 140,071 Operating loss $ (385,426) $ (617,758) Other Income Interest income $ 4,095 $ 8,873 Other income -- -- Net Income (Loss) $ (381,331) $ (608,885) Net income (loss) per share-basic $ (0.04) $ (0.08) Weighted average number of common and Common equivalent shares outstanding 8,653,076 7,250,916
Medwave Inc. Announces a Record First Quarter/Page 1 of 3 Medwave, Inc. Balance Sheets
JULY 31 APRIL 30, 2003 2003 ------------------------------------------- (unaudited) (see note 1) ASSETS Current Assets: Cash and cash equivalents $ 1,951,972 $ 2,597,649 Accounts receivable, net 335,619 294,791 Inventories, net 416,148 270,118 Prepaid expenses 72,423 103,899 ------------------------------------------- Total current assets 2,776,162 3,266,457 Property and equipment: Research and development equipment 31,535 31,535 Office equipment 76,836 76,836 Manufacturing and engineering equipment 247,824 247,824 Sales and marketing equipment 62,365 62,365 Leasehold improvements 31,613 31,613 ------------------------------------------- 450,173 450,173 Accumulated depreciation and amortization (394,168) (387,323) ------------------------------------------- 56,005 62,850 ------------------------------------------- Total assets $ 2,832,167 $ 3,329,307 =========================================== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 215,119 $ 310,180 Accrued expenses 66,699 101,303 Deferred revenue 37,419 38,850 ------------------------------------------- Total current liabilities 319,237 450,333 Stockholders' equity: Common Stock, no par value: Authorized shares--50,000,000 Issued and outstanding shares - 23,464,401 23,449,114 April 30, 2003 - 8,650,916 July 31, 2003 - 8,659,666 Accumulated deficit (20,951,471) (20,570,140) ------------------------------------------- Total stockholders' equity 2,512,930 2,878,974 ------------------------------------------- Total liabilities and stockholders' equity $ 2,832,167 $ 3,329,307 ===========================================
The accompanying notes are an integral part of these unaudited financial statements. Medwave Inc. Announces a Record First Quarter/Page 2 of 3 Medwave Inc. develops, manufactures, and distributes non-invasive blood pressure products. Its Vasotrax(R) Hand Held Monitor, the Vasotrac(R) APM205A NIBP Monitor, and the MJ23 OEM Module are new approaches to non-invasive blood pressure monitoring. Medwave has received the necessary regulatory clearances to market its technology in Europe, Asia, and North America. Medwave is ISO13458/ISO9001/MDD93/42/EEC certified, and all of its products are CE marked. Medwave previously received the Seal of Acceptance from the Alliance of Children's Hospitals, and recently received the Frost and Sullivan Market Engineering Award for Technology Innovation. Medwave has entered into distribution agreements throughout various parts of the world, and Medwave's technology is installed in over 500 hospitals and clinics worldwide. The company trades on the NASDAQ small cap market under the symbol MDWV. Statements made in this release that are stated as expectations, plans, anticipations, prospects or future estimates or which otherwise look forward in time are considered "forward-looking statements" and involve a variety of risks and uncertainties, known and unknown, which are likely to affect the actual results. The following factors, among others, as well as factors discussed in the Company's filings with the SEC, have affected and, in the future, could affect the Company's actual results: resistance to the acceptance of new medical products, the market acceptance of the Vasotrac(R) system and other products of the Company, hospital budgeting cycles, the possibility of adverse or negative results or commentary from clinical researchers or other users or evaluators of the Company's products, the Company's success in creating effective distribution channels for its products, the Company's ability to scale up its manufacturing process, and delays in product development or enhancement or regulatory approval. Consequently, no forward-looking statement can be guaranteed and actual results may vary materially. Medwave(R), Vasotrac(R), and Vasotrax(R) are trademarks of Medwave, Inc. Medwave Inc. Announces a Record First Quarter/Page 3 of 3 -----END PRIVACY-ENHANCED MESSAGE-----