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Fox Factory Holding Corp. Announces Fourth Quarter and Full Year 2013 Financial Results

Fox Factory Holding Corp. Announces Fourth Quarter and Full Year 2013
Financial Results

            Fourth Quarter Sales Increased 15.3% to $65.3 Million

Fourth Quarter Net Income Increased 174.9% to $4.9 Million and Adjusted EBITDA
                       Increased 68.1% to $10.8 Million

SCOTTS VALLEY, Calif., March 11, 2014 (GLOBE NEWSWIRE) -- Fox Factory Holding
Corp. (Nasdaq:FOXF) ("FOX") today reported financial results for the fourth
quarter and full year ended December 31, 2013.

Fourth Quarter Fiscal 2013 Highlights

  *Sales increased 15.3% to $65.3 million compared to $56.6 million in the
    same period last fiscal year, driven by strong sales growth for both
    mountain bike and powered vehicle products
  *Gross margin increased 540 basis points to 28.7% compared to 23.3% in the
    same period last fiscal year
  *Net income increased 174.9% to $4.9 million compared to $1.8 million in
    the same period last fiscal year
  *Non-GAAP adjusted net income increased 118.4% to $5.9 million compared to
    $2.7 million in the same period last fiscal year
  *Adjusted EBITDA increased 68.1% to $10.8 million compared to $6.4 million
    in the same period last fiscal year

"We are pleased to deliver a strong financial performance for the fourth
quarter and full year 2013. Our results reflect the demand for our premium
mountain bike and powered vehicle products and improved margins, underscoring
our ability to leverage our infrastructure across higher sales volume," stated
Larry L. Enterline, FOX's Chief Executive Officer. "We are also excited about
our recent announcement to acquire the assets of Sport Truck USA, which will
strengthen our position in the truck suspension aftermarket with the addition
of lift kits."

Mr. Enterline continued, "In fiscal year 2014, we remain focused on executing
our long-term, multi-faceted growth strategy of continued penetration in
existing and potential new vehicle categories, capitalizing on international
growth opportunities, and expanding our brand into relevant adjacencies while
continuing to focus on further margin improvements. We remain confident in our
ability to deliver strong results in fiscal year 2014."

Sales for the fourth quarter of fiscal 2013 were $65.3 million, an increase of
15.3% from sales of $56.6 million in the fourth quarter of fiscal 2012. Sales
of mountain bike and powered vehicle products increased 14.2% and 17.2%,
respectively, for the fourth quarter of fiscal 2013 compared to the prior year
period. Fourth quarter 2013 sales included approximately $3 million of sales
that were originally scheduled to occur in early 2014.

Gross margin was 28.7% for the fourth quarter of fiscal 2013, a 540 basis
point increase from gross margin of 23.3% in the fourth quarter of fiscal
2012. Approximately 220 basis points of the improvement in gross margin
relates to the Company's successful execution of initiatives designed to
improve operating efficiencies. The remaining 320 basis points is largely due
to additional warranty and other related costs incurred in the fourth quarter
of 2012 to upgrade certain dampers contained in the Company's suspension
products which costs did not recur in 2013.

Total operating expenses were $10.9 million, or 16.7% of sales, for the fourth
quarter of fiscal 2013, compared to $9.1 million, or 16.2% of sales, in the
fourth quarter of the prior year. Operating income was $7.8 million for the
fourth quarter of fiscal 2013, a 94.2% increase compared to operating income
of $4 million in the fourth quarter of fiscal 2012.

Net income in the fourth quarter of fiscal 2013 was $4.9 million, an increase
of 174.9% compared to $1.8 million in the fourth quarter of the prior fiscal
year. Earnings per diluted share for the fourth quarter of fiscal 2013 was
$0.13, calculated on 37.6 million weighted average diluted shares outstanding,
compared to $0.05 earnings per diluted share, calculated on 34 million
weighted average diluted shares outstanding in the fourth quarter of fiscal
2012.

Non-GAAP adjusted net income in the fourth quarter of fiscal 2013 was $5.9
million, an increase of 118.4% compared to non-GAAP adjusted net income of
$2.7 million in the fourth quarter of the prior year. Non-GAAP adjusted
earnings per diluted share for the fourth quarter of fiscal 2013 was $0.16,
calculated on 37.6 million weighted average diluted shares outstanding,
compared to non-GAAP adjusted earnings per diluted share of $0.08, calculated
on 34 million weighted average diluted shares outstanding in the fourth
quarter of fiscal 2012. A reconciliation of non-GAAP adjusted net income to
the GAAP measure net income and the calculation of non-GAAP adjusted earnings
per share are provided at the end of this press release.

Adjusted EBITDA in the fourth quarter of fiscal 2013 was $10.8 million, a
68.1% increase compared to $6.4 million in the fourth quarter of the prior
year. Adjusted EBITDA margin in the fourth quarter of fiscal 2013 improved 520
basis points to 16.6%, compared to 11.4% in the fourth quarter of fiscal 2012,
reflecting the Company's ability to leverage its operating platform and the
aforementioned damper warranty issue. A reconciliation of adjusted EBITDA to
the GAAP measure net income and the calculation of adjusted EBITDA margin are
provided at the end of this press release.

Fiscal Year 2013 Results

Sales for the full year ended December 31, 2013, were $272.7 million, an
increase of 15.6% compared to fiscal 2012. Sales of mountain bike and powered
vehicle products increased 14.4% and 18.2%, respectively, for the fiscal 2013
full year compared to the prior year.

Gross margin was 29.4% in fiscal 2013, a 280 basis point improvement compared
to gross margin of 26.6% in fiscal 2012. Approximately 160 basis points of the
improvement in gross margin relates to the Company's successful execution of
initiatives designed to improve operating efficiencies and the remaining 120
basis points is largely due to the aforementioned damper warranty issue.

Net income in fiscal 2013 was $24.1 million, an increase of 69.6% compared to
$14.2 million in the prior year. Earnings per diluted share for fiscal 2013
was $0.68, calculated on 35.7 million weighted average diluted shares
outstanding, compared to $0.44 earnings per diluted share, calculated on 32.5
million weighted average diluted shares outstanding in fiscal 2012.

Non-GAAP adjusted net income in fiscal 2013 was $29.2 million, an increase of
63.3% compared to non-GAAP adjusted net income of $17.9 million in the prior
year. Non-GAAP adjusted earnings per diluted share for fiscal 2013 was $0.82,
calculated on 35.7 million weighted average diluted shares outstanding,
compared to non-GAAP adjusted earnings per diluted share of $0.55, calculated
on 32.5 million weighted average shares outstanding in fiscal 2012.

Adjusted EBITDA increased 37.9% to $49.6 million in fiscal 2013, compared to
$36 million in fiscal 2012. Adjusted EBITDA margin in fiscal 2013 improved 290
basis points to 18.2% compared to 15.3% in fiscal 2012.

Balance Sheet Highlights

As of December 31, 2013, the Company had cash and cash equivalents of $1.7
million. Total debt was $8.0 million, compared to $59.3 million as of December
31, 2012. Inventory was $42.8 million as of December 31, 2013, compared to
$34.3 million as of December 31, 2012 primarily due to the increased level of
business during the year ended December 31, 2013. As of December 31, 2013,
accounts receivable and accounts payable were $33.8 million and $24.3 million,
respectively, compared to $25.2 million and $19.6 million as of December 31,
2012, respectively, also primarily due to the increased level of business
during the three months ended December 31, 2013, in which the latter part of
the quarter was significantly stronger.

Company Acquisitions

On March 5, 2014, the Company entered into a definitive agreement to acquire
the assets of Sport Truck USA ("Sport Truck"), a full service, globally
recognized distributor of aftermarket suspension solutions. Sport Truck
primarily designs, markets, and distributes high quality lift kit solutions
through its brands, BDS Suspension and Zone Offroad Products. The transaction
is subject to approval by the employee stock ownership plan shareholders of
Sport Truck and is also subject to customary closing conditions. The Company
will acquire the assets of Sport Truck in an asset purchase transaction for
approximately $44 million due at closing. The transaction is being financed
with debt and includes a potential earn-out opportunity of up to a maximum of
$29.3 million payable over the next three years contingent upon the
achievement of certain performance based financial targets. The transaction is
expected to close by the end of March 2014. The transaction is expected to be
slightly accretive to FOX's full year fiscal 2104 earnings excluding
transaction related costs with the majority of the financial benefit to be
realized in full year fiscal 2015.

Fiscal 2014 Guidance

The Company is reaffirming guidance previously provided on February 3, 2014.
For the fiscal 2014 first quarter the Company expects sales in the range of
$53 million to $57 million and earnings per diluted share in the range of
$0.07 to $0.10 and non-GAAP adjusted earnings per diluted share in the range
of $0.09 to $0.12. For the fiscal year 2014 the Company expects net sales in
the range of $275 million to $295 million and earnings per diluted share in
the range of $0.70 to $0.80 and non-GAAP adjusted earnings per diluted share
in the range of $0.79 to $0.89 based on 38 to 39 million weighted average
diluted shares outstanding. The guidance excludes the after tax impact of
approximately $0.02 per share of transaction costs related to the acquisition
of Sport Truck. The Company expects to incur these costs in the first quarter
of 2014. If completed, this transaction is anticipated to close by the end of
March. Upon successful completion of the transaction, the Company will provide
updated guidance for fiscal 2014.

Conference Call & Webcast

The Company will hold an investor conference call today at 1:30 p.m. Pacific
time (4:30 p.m. Eastern Time). The conference call dial-in number for North
America listeners is (877) 407-4018, and international listeners may dial
(201) 689-8471; the conference ID is 13576989. Live audio of the conference
call will be simultaneously webcast in the investor relations section of the
Company's website at http://www.ridefox.com.

An audio replay will be available following the completion of the conference
call by dialing (877) 870-5176 for North America listeners or (858) 384-5517
for international listeners; the conference ID is 13576989. The webcast of the
teleconference will be archived and available on the Company's website.

About Fox Factory Holding Corp. (Nasdaq:FOXF)

Headquartered in Scotts Valley, CA, FOX designs and manufactures
high-performance suspension products primarily for mountain bikes,
side-by-side vehicles, on-road and off-road vehicles and trucks, all-terrain
vehicles, snowmobiles, specialty vehicles and applications, and motorcycles.
For more than three decades, FOX's team of enthusiasts and professional
athletes has been improving vehicle performance through a unique commitment to
redefining ride dynamics.

FOX is a registered trademark of Fox Factory, Inc. NASDAQ Global Select Market
is a registered trademark of The NASDAQ OMX Group, Inc. All rights reserved.

Non-GAAP Financial Measures

In addition to reporting financial measures in accordance with generally
accepted accounting principles ("GAAP"), FOX is including in this press
release "Non-GAAP Adjusted net income", "Non-GAAP Adjusted earnings per
diluted share", "Adjusted EBITDA", and "Adjusted EBITDA margin", which are
non-GAAP financial measures. FOX defines Non-GAAP Adjusted net income as net
income adjusted for amortization of purchased intangibles, net of tax,
acquisition expenses, net of tax and the management fee which was previously
payable to an affiliate of its majority stockholder, net of tax, and the
write-off of unamortized loan origination fees in connection with the August
2013 termination of the Company's prior credit facility, net of tax, and
Non-GAAP Adjusted earnings per diluted share as Non-GAAP Adjusted net income
divided by the number of diluted shares of common stock outstanding. FOX
defines Adjusted EBITDA as net income adjusted for interest expense, other
income (expense), net, provision for income taxes, amortization of purchased
intangibles, depreciation, stock-based compensation, acquisition expenses, and
the management fee which was previously payable to an affiliate of its
majority stockholder and Adjusted EBITDA margin as Adjusted EBITDA divided by
sales. FOX includes these non-GAAP financial measures because it believes they
allow investors to understand and evaluate the Company's core operating
performance and trends. In particular, the exclusion of certain expenses in
calculating adjusted EBITDA and Non-GAAP Adjusted net income (and accordingly,
Adjusted EBITDA margin and Non-GAAP Adjusted earnings per diluted share) can
provide a useful measure for period-to-period comparisons of the Company's
core business. These non-GAAP financial measures have limitations as
analytical tools, including the fact that such non-GAAP financial measures may
not be comparable to similarly titled measures presented by other companies
and other companies may calculate Non-GAAP Adjusted net income, Non-GAAP
Adjusted earnings per diluted share, Adjusted EBITDA and Adjusted EBITDA
margin differently than FOX does. For more information regarding these
non-GAAP financial measures, see the tables included at the end of this press
release.

                                                                   
FOX FACTORY HOLDING CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
                                                                   
                                                          As of December31,
Assets                                                     2013      2012
Current assets:                                                     
Cash and cash equivalents                                  $ 1,683   $ 15
Accounts receivable (net of allowance for doubtful
accounts of $366 and $440 at December31, 2013 and2012,   33,781    25,224
respectively)
Inventory                                                  42,783    34,255
Prepaids and other current assets                          2,648     2,242
Deferred tax assets                                        3,490     3,405
                                                                   
Total current assets                                       84,385    65,141
Property and equipment, net                                13,418    11,789
Loan fees, net                                             717       —
Loan fees, net—related party                               —         1,665
Goodwill                                                   31,925    31,372
Intangibles, net                                           27,284    32,153
                                                                   
Total assets                                               $ 157,729 $ 142,120
                                                                   
Liabilities and stockholders' equity                                
Current liabilities:                                                
Accounts payable                                           $ 24,254  $ 19,551
Accrued expenses                                           12,451    10,156
Liability reserve for uncertain tax positions              7,796     7,292
Current portion of long-term debt—related party            —         3,000
                                                                   
Total current liabilities                                  44,501    39,999
Line of credit                                             8,000     —
Line of credit—related party                               —         750
Long-term debt, less current portion—related party         —         55,500
Deferred rent                                              931       1,132
Deferred tax liabilities                                   12,005    15,155
                                                                   
Total liabilities                                          65,437    112,536
                                                                   
Commitments and contingencies                                       
Stockholders' equity                                                
Preferred stock, $0.001 par value—10,000,000 shares
authorized and no shares issued or outstanding as of       —         —
December31, 2013 and 2012
Common stock, $0.001 par value—90,000,000 shares
authorized as of December31, 2013 and 2012; 36,317,087    36        33
and 33,459,944 shares issued and outstanding as of
December31, 2013 and 2012, respectively;
Additional paid-in capital                                 87,788    49,169
Accumulated other comprehensive income (loss)              (15)      1
Retained earnings (deficit)                                4,483     (19,619)
                                                                   
Total stockholders' equity                                 92,292    29,584
                                                                   
Total liabilities and stockholders' equity                 $157,729  $142,120
                                                                   

                                      

                                                       
FOX FACTORY HOLDING CORP.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
                                                       
                                   Forthethree months Fortheyear
                                    ended December31,   ended December31,
                                   2013      2012       2013       2012
Sales                               $ 65,259  $ 56,613   $ 272,746 $ 235,869
Cost of sales                       46,543   43,448    192,617   173,040
                                                                
Gross profit                        18,716   13,165    80,129    62,829
Operating expenses:                                              
Sales and marketing                 3,771    3,282     14,153    12,570
Research and development            2,967    2,531     10,409    9,727
General and administrative          2,820    1,994     11,408    9,063
Amortization of purchased           1,355    1,341     5,378     5,315
intangibles
                                                                
Total operating expenses            10,913   9,148     41,348    36,675
                                                                
Income from operations              7,803    4,017     38,781    26,154
Other expense, net:                                              
Interest expense                    (157)    (1,192 )  (4,125)   (3,486 )
Other income (expense), net         (7)    10        12       (277)
                                                                
Other expense, net                  (164 )   (1,182 )  (4,113 )  (3,763 )
                                                                
Income before income taxes          7,639    2,835     34,668    22,391
Provision for income taxes          2,732    1,050     10,566    8,181
                                                                
Net income                          $4,907   $1,785    $24,102   $14,210
                                                                
Earnings per share:                                              
Basic                               $0.14    $0.05     $0.70     $0.44
Diluted                             $0.13    $0.05     $0.68     $0.44
Weighted average shares used to                                  
compute earnings per share:
Basic                               36,317   33,463    34,571    32,059
Diluted                             37,612   33,962    35,705    32,515
                                                                

                          FOX FACTORY HOLDING CORP.
NET INCOME TO NON-GAAP ADJUSTED NET INCOME AND NON-GAAP ADJUSTED EARNINGS PER
                             SHARE RECONCILIATION
                    (In thousands, except per share data)
                                 (Unaudited)

The following table provides a reconciliation of Non-GAAP Adjusted Net Income,
a non-GAAP financial measure, to net income, the most directly comparable
financial measure calculated and presented in accordance with GAAP, and the
calculation of Non-GAAP Adjusted Earnings per Share for the three-months and
year ended December 31, 2013 and 2012. These non-GAAP financial measures are
provided in addition to, and not as alternatives for, the Company's reported
GAAP results.

                                                                           
                                            For the three For the year
                                            months ended  ended
                                            December 31,  December 31,
                                            2013   2012   2013    2012
Net income                                   $4,907 $1,785 $24,102 $14,210
Amortization of purchased intangibles (net   882    848    3,739   3,373
of tax)^(1)
Acquisition expenses (net of tax) ^ (1) (2)  135    --     206     --
Management fee (net of tax) ^ (1) (3)        --     79     214     317
Non-cash expense for un-amortized loan       --     --     977     --
origination fees (net of tax) ^(4)
Non-GAAP adjusted net income ^(5)            $5,924 $2,712 $29,238 $17,900
                                                               
Non-GAAP adjusted EPS                                           
Basic                                        $0.16  $0.08  $0.85   $0.56
Diluted                                      $0.16  $0.08  $0.82   $0.55
                                                               
Weighted average shares used to compute                         
Non-GAAP adjusted EPS                                           
Basic                                        36,317 33,463 34,571  32,059
Diluted                                      37,612 33,962 35,705  32,515

(1) The net of tax amounts were calculated using the respective annual
effective tax rate.

(2) Represents costs incurred in connection with the acquisition of certain
assets of Toxoholics GmbH.

(3) Represents management fees paid to an affiliate of the Company's majority
stockholder pursuant to a management services agreement that terminated in
August 2013 upon the consummation of the Company's initial public offering.
The Company discontinued paying management fees in August 2013.

(4) Represents a non-cash expense, net of tax, for unamortized loan
origination fees expensed in connection with the termination of our Prior
Credit Facility.

(5) Included in the Company's results for the year ended December 31, 2013
were a total of approximately $349,000 of expenses incurred by the Company
which relates to the (i) payment by the Company in April 2013 of a bonus to an
executive officer in the amount of approximately $251,000, the after tax
proceeds of which were used by such officer to repay in full a loan from the
Company prior to the Company's filing of its registration statement in
connection with its initial public offering, and (ii) legal and other costs of
approximately $98,000 incurred in connection with defense and settlement of an
employee related matter. These expenses have not been added back to Non-GAAP
Adjusted Net Income.

                          FOX FACTORY HOLDING CORP.
                 ADJUSTED EBITDA TO NET INCOME RECONCILIATION
                                (In thousands)
                                 (Unaudited)

The following table provides a reconciliation of Adjusted EBITDA, a non-GAAP
financial measure, to net income, the most directly comparable financial
measure calculated and presented in accordance with GAAP, and the calculation
of Adjusted EBITDA Margin for the three-months and year ended December 2013
and 2012. These non-GAAP financial measures are provided in addition to, and
not as alternatives for, the Company's reported GAAP results.


                                     For the three  For the
                                     months ended   year ended
                                     December 31,   December 31,
                                     2013    2012   2013    2012
Net income                            $4,907  $1,785 $24,102 $14,210
Interest expense                      157     1,192  4,125   3,486
Other (income) expense, net ^(1)      7       (10)   (12)    277
Provision for income taxes            2,732   1,050  10,566  8,181
Amortization of purchased intangibles 1,355   1,341  5,378   5,315
Depreciation                          646     543    2,380   1,889
Stock-based compensation ^ (2)        825     415    2,500   2,148
Acquisition expenses ^ (3)            197     --     297     --
Management fee ^ (4)                  --      125    308     500
Adjusted EBITDA ^ (5)                 $10,826 $6,441 $49,644 $36,006

(1) Other (income) expense, net includes gain or loss on the disposal of fixed
assets, foreign currency transaction gain or loss, and other miscellaneous
items.

(2) Represents non-cash, stock-based compensation.

(3) Represents costs incurred in connection with the acquisition of certain
assets of Toxoholics GmbH.

(4) Represents management fees paid to an affiliate of the Company's majority
stockholder pursuant to a management services agreement that terminated in
August 2013 upon the consummation of the Company's initial public
offering.The Company discontinued paying management fees in August 2013.

(5) Included in the Company's results for the year ended December 31, 2013
were a total of approximately $349,000 of expenses incurred by the Company
which relates to the (i) payment by the Company in April 2013 of a bonus to an
executive officer in the amount of approximately $251,000, the after tax
proceeds of which were used by such officer to repay in full a loan from the
Company prior to the Company's filing of its registration statement in
connection with its initial public offering, and (ii) legal and other costs of
approximately $98,000 incurred in connection with defense and settlement of an
employee related matter. These expenses have not been added back to Non-GAAP
Adjusted Net Income.

                                                                   
FOX FACTORY HOLDING CORP.
(In thousands)
(Unaudited)

The calculation of Adjusted EBITDA Margin is as
follows:

                                  For the three               For the year
                                  months ended                ended
                                  December 31,                December 31,
                                  2013                 2012   2013    2012
Adjusted EBITDA                    $10,826              $6,441 $49,644 $36,006
Divided by Sales                   65,259               56,613 272,746 235,869
Adjusted EBITDA Margin             16.6%                11.4%  18.2%   15.3%

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this press release may be deemed to be forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as
amended and Section 21E of the Securities Exchange Act of 1934, as amended.
The Company intends that all such statements be subject to the "safe-harbor"
provisions contained in those sections. Forward-looking statements generally
relate to future events or the Company's future financial or operating
performance. In some cases, you can identify forward-looking statements
because they contain words such as "may," "might," "will," "would," "should,"
"expect," "plan," "anticipate," "could," "intend," "target," "project,"
"contemplate," "believe," "estimate," "predict," "likely," "potential" or
"continue" or other similar terms or expressions and such forward-looking
statements include, but are not limited to, statements about the Company's
continued growing demand for its products, the Company's execution on its
strategy to improve operating efficiencies, the Company's optimism about its
operating results and future growth prospects, the Company's belief that its
acquisition of Toxoholics GmbH provides FOX with a proven understanding of the
European market for FOX products and offers it an accelerated path for
improving customer service and customer relations in Europe as well as
opportunities for future expansion ofFOX's European operations and
infrastructure; the Company'sexpected future sales and futureearnings per
share, and any other statements in this press release that are not of a
historical nature; Company's belief that its acquisition of the assets of
Sport Truck USA will enhance the Company's operations; and the Company's
ability to complete its acquisition of the assets of Sport Truck USA . Many
important factors may cause the Company's actual results, events or
circumstances to differ materially from those discussed in any such
forward-looking statements, including but not limited to: the Company's
ability to obtain satisfaction of customary closing requirements by Sport
Truck USA in Company's purchase of the assets of Sport Truck USA; Sport Truck
USA's ability to obtain approval from its ESOP of the sale of its assets to
the Company; the Company's ability to improve operating and supply chain
efficiencies; the Company's future financial performance, including its sales,
cost of sales, gross profit or gross margins, operating expenses, ability to
generate positive cash flow and ability to maintain profitability; factors
which impact the calculation of the weighted average number of diluted shares
of common stock outstanding, including the market price of the Company's
common stock, grants of equity-based awards and the vesting schedules of
equity-based awards; the Company's ability to develop new and innovative
products in its current end-markets and to leverage its technologies and brand
to expand into new categories and end-markets; the Company's ability to
increase its aftermarket penetration; the possibility that the Company could
experience a disruption in its planned transition of the majority of the
Company's mountain bike manufacturing operations to Taiwan or unexpected
difficulties in connection with such transition; the possibility that the
Company may not be able to accelerate its international growth; the Company's
ability to maintain its premium brand image and high-performance products; the
Company's ability to maintain relationships with the professional athletes and
race teams that it sponsors; the possibility that the Company may not be able
to selectively add additional dealers and distributors in certain geographic
markets; the overall growth of the markets in which the Company competes, the
Company's expectations regarding consumer preferences and its ability to
respond to changes in consumer preferences; changes in demand for high-end
suspension and ride dynamics products; the Company's ability to successfully
identify, evaluate and manage potential acquisitions and to benefit from such
acquisitions; future economic or market conditions; and the other risks and
uncertainties described in "Risk Factors" contained in Item 1A of Part II of
the Company's Quarterly Report on Form 10-Q for the period ended June 30, 2013
and filed with the SEC on September 19, 2013 and in any subsequently filed
Annual Report on Form 10-K or Quarterly Reports on Form 10-Q or otherwise
described in the Company's other filings with the Securities and Exchange
Commission. New risks and uncertainties emerge from time to time and it is not
possible for the Company to predict all risks and uncertainties that could
have an impact on the forward-looking statements contained in this press
release. In light of the significant uncertainties inherent in the
forward-looking information included herein, the inclusion of such information
should not be regarded as a representation by the Company or any other person
that the Company's expectations, objectives or plans will be achieved in the
timeframe anticipated or at all. Investors are cautioned not to place undue
reliance on the Company's forward-looking statements and the Company
undertakes no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise, except as required by law.

CONTACT: ICR
         Katie Turner
         646-277-1228
         Katie.Turner@icrinc.com
 
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