FARO Announces Second Quarter Financial Results

  • Revenue of $88.2 million, up 10% year over year, exceeded expectations
  • Implemented cost reduction activities to realize targeted expense levels in third quarter
  • Significant improvement in cash flow results in positive second quarter Free Cash Flow

LAKE MARY, Fla., Aug. 2, 2023 /PRNewswire/ -- FARO® Technologies, Inc. (Nasdaq: FARO), a global leader in 4D digital reality solutions, today announced its financial results for the second quarter ended June 30, 2023.

"Second quarter revenue of $88.2 million, increased 10% year over year or 6% excluding the impact of prior year acquisitions, exceeded our expectations and was enabled by improved shipments of Quantum Max Arms and Vantage Laser Trackers," said Yuval Wasserman, Executive Chairman. "Further,  we were able to execute our cost reduction activities one quarter ahead of plan and now expect to realize our lower cost base in the third quarter. We remain focused on the execution of our hardware and software enabled strategy of providing 4D digital reality solutions to our customers in the large and growing 3D Metrology, AECO and Public Safety Analytics end markets."

Second Quarter 2023 Financial Summary

  • Total sales of $88.2 million, up 10% year over year or 6% excluding the impact of prior year acquisitions
  • Software sales of $10.8 million, up 2% compared to the prior year period
  • Recurring revenue of $16.4 million, down 4% year on year
  • Gross margin of 37.8%, compared to 50.6% in the prior year period with the reduction primarily as a result of inventory write-offs that resulted from a sharper focus on core hardware products and material cost increases
  • Non-GAAP gross margin of 48.0%, compared to 51.0% in the prior year period
  • Operating expenses of $58.7 million, compared to $49.4 million in the prior year period with the increase primarily a result of $8.8 million in restructuring and other one-time charges
  • Non-GAAP operating expenses of $44.1 million, compared to $43.2 million in the prior year period
  • Net loss of $28.2 million, or $(1.49) per share compared to net loss of $8.6 million, or $(0.47) per share in the prior year period
  • Non-GAAP net loss of $2.6 million, or $(0.14) per share compared to non-GAAP net loss of $0.6 million, or $(0.03) per share in the prior year period
  • Adjusted EBITDA of $0.9 million, or 1.0% of total sales compared to an approximate $0.5 million, or 0.6% of total sales in the prior year period
  • Cash and short-term investments of $88.5 million, compared to $88.6 million as of March 31, 2023

* A reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures is provided in the financial schedules portion at the end of this press release. An additional explanation of these measures is included below under the heading "Non-GAAP Financial Measures".

Outlook for the Third Quarter 2023

For the third quarter ending September 30, 2023, FARO currently expects:

  • Revenue in the range of $76 to $84 million
  • Gross margin in the range of 45% to 47%. Non-GAAP gross margin in the range of 46% to 48%
  • Operating expenses in the range of $50.9 to $53.4 million. Non-GAAP operating expenses in the range of $41.0 to $42.5 million
  • Net loss per share in the range of ($1.25) to ($0.71). Non-GAAP net loss per share in the range of ($0.35) to ($0.10)

Conference Call

The Company will host a conference call to discuss these results on Wednesday, August 2, 2023, at 5:00 p.m. ET. Interested parties can access the conference call by dialing (800) 245-3047 (U.S.) or +1 (203) 518-9765 (International) and using the passcode FARO. A live webcast will be available in the Investor Relations section of FARO's website at: https://www.faro.com/en/About-Us/Investor-Relations/Financial-Events-and-Presentations

A replay webcast will be available in the Investor Relations section of the Company's web site approximately two hours after the conclusion of the call and will remain available for approximately 30 calendar days.

About FARO

For 40 years, FARO has provided industry-leading technology solutions that enable customers to measure their world, and then use that data to make smarter decisions faster. FARO continues to be a pioneer in bridging the digital and physical worlds through data-driven reliable accuracy, precision, and immediacy. For more information, visit www.faro.com.

Non-GAAP Financial Measures

This press release contains information about our financial results that are not presented in accordance with U.S. generally accepted accounting principles ("GAAP"). These non-GAAP financial measures, including non-GAAP gross margin, non-GAAP operating expenses, non-GAAP net loss and non-GAAP net loss per share, exclude the impact of purchase accounting intangible amortization expense and fair value adjustments, stock-based compensation, inventory reserve charge, restructuring and other charges, and other tax adjustments, and are provided to enhance investors' overall understanding of our historical operations and financial performance.

In addition, we present EBITDA, which is calculated as net loss before interest (income) expense, net, income tax expense and depreciation and amortization, and Adjusted EBITDA, which is calculated as EBITDA, excluding other (income) expense, net, stock-based compensation, inventory reserve charge, and restructuring and other charges, as measures of our operating profitability. The most directly comparable GAAP measure to EBITDA and Adjusted EBITDA is net loss.

Free Cash Flow represents cash from operating activities less capital spending. Adjusted Free Cash Flow represents free cash flow further adjusted to exclude restructuring cash payments.

Management believes that these non-GAAP financial measures provide investors with relevant period-to-period comparisons of our core operations using the same methodology that management employs in its review of the Company's operating results. These financial measures are not recognized terms under GAAP and should not be considered in isolation or as a substitute for a measure of financial performance prepared in accordance with GAAP.

These non-GAAP financial measures have limitations that should be considered before using these measures to evaluate a company's financial performance. These non-GAAP financial measures, as presented, may not be comparable to similarly titled measures of other companies due to varying methods of calculation. The financial statement tables that accompany this press release include a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties, such as statements about the outlook for the third quarter of 2023, demand for and customer acceptance of FARO's products, FARO's product acquisitions, development and product launches, and FARO's growth, investment, strategic and restructuring plans and initiatives, including but not limited to the timing and amount of cost savings and other benefits expected to be realized from our strategic initiatives. Statements that are not historical facts or that describe the Company's plans, objectives, projections, expectations, assumptions, strategies, or goals are forward-looking statements. In addition, words such as "is," "will," "intend," "continue," "believe," "expect," "may," "could" or "should,"  and similar expressions or discussions of FARO's plans or other intentions identify forward-looking statements. Forward-looking statements are not guarantees of future performance and are subject to various known and unknown risks, uncertainties, and other factors that may cause actual results, performances, or achievements to differ materially from future results, performances, or achievements expressed or implied by such forward-looking statements. Consequently, undue reliance should not be placed on these forward-looking statements.

Factors that could cause actual results to differ materially from what is expressed or forecasted in such forward-looking statements include, but are not limited to:

  • the Company's ability to realize the intended benefits of its undertaking to transition to a company that is reorganized around functions to improve the efficiency of its sales organization and to improve operational effectiveness;
  • the Company's inability to successfully execute its new strategic plan and restructuring plan, including but not limited to additional impairment charges and/or higher than expected severance costs and exit costs, and its inability to realize the expected benefits of such plans;
  • the outcome of the U.S. Government's review of, or investigation into, the GSA Matter;
  • any resulting penalties, damages, or sanctions imposed on the Company and the outcome of any resulting litigation to which the Company may become a party;
  • loss of future government sales;
  • potential impacts on customer and supplier relationships and the Company's reputation;
  • development by others of new or improved products, processes or technologies that make the Company's products less competitive or obsolete;
  • the Company's inability to maintain its technological advantage by developing new products and enhancing its existing products;
  • declines or other adverse changes, or lack of improvement, in industries that the Company serves or the domestic and international economies in the regions of the world where the Company operates and other general economic, business, and financial conditions;
  • the effect of general economic and financial market conditions, including in response to public health concerns;
  • assumptions regarding the Company's financial condition or future financial performance may be incorrect;
  • the impact of fluctuations in foreign exchange rates and inflation rates; and
  • other risks and uncertainties discussed in Part I, Item 1A. Risk Factors in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission on February 15, 2023, as supplemented by the Company's Quarterly Reports on Form 10-Q, and in other SEC filings.

Forward-looking statements in this release represent the Company's judgment as of the date of this release. The Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise, unless otherwise required by law. 

 

FARO TECHNOLOGIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)



Three Months Ended


Six Months Ended

(in thousands, except share and per share data)

June 30, 2023


June 30, 2022


June 30, 2023


June 30, 2022

Sales








Product

$            67,603


$            59,702


$          132,843


$          116,432

Service

20,608


20,215


40,335


40,141

Total sales

88,211


79,917


173,178


156,573

Cost of sales








Product

44,094


28,169


78,051


52,504

Service

10,794


11,311


22,088


22,607

Total cost of sales

54,888


39,480


100,139


75,111

Gross profit

33,323


40,437


73,039


81,462

Operating expenses








Selling, general and administrative

38,561


36,018


79,937


71,508

Research and development

11,662


12,042


24,380


24,170

Restructuring costs

8,450


1,333


12,688


1,932

Total operating expenses

58,673


49,393


117,005


97,610

Loss from operations

(25,350)


(8,956)


(43,966)


(16,148)

Other (income) expense








Interest expense (income)

1,003


(12)


1,838


(4)

Other expense (income), net

476


(1,636)


256


(1,649)

Loss before income tax

(26,829)


(7,308)


(46,060)


(14,495)

Income tax expense

1,416


1,266


3,349


3,766

Net loss

$          (28,245)


$            (8,574)


$          (49,409)


$          (18,261)

Net loss per share - Basic

$              (1.49)


$              (0.47)


$              (2.62)


$              (1.00)

Net loss per share - Diluted

$              (1.49)


$              (0.47)


$              (2.62)


$              (1.00)

Weighted average shares - Basic

18,920,675


18,266,747


18,871,007


18,267,783

Weighted average shares - Diluted

18,920,675


18,266,747


18,871,007


18,267,783

 

FARO TECHNOLOGIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

 


(in thousands, except share and per share data)

June 30,
2023


December 31,
2022

ASSETS




Current assets:




Cash and cash equivalents

$                 68,228


$                 37,812

Short-term investments

20,240


Accounts receivable, net

88,293


90,326

Inventories, net

41,560


50,026

Prepaid expenses and other current assets

38,551


41,201

Total current assets

256,872


219,365

Non-current assets:




Property, plant and equipment, net

23,247


19,720

Operating lease right-of-use assets

13,315


18,989

Goodwill

108,883


107,155

Intangible assets, net

48,643


48,978

Service and sales demonstration inventory, net

23,063


30,904

Deferred income tax assets, net

24,221


24,192

Other long-term assets

4,039


4,044

Total assets

$               502,283


$               473,347

LIABILITIES AND SHAREHOLDERS' EQUITY




Current liabilities:




Accounts payable

$                 21,241


$                 27,286

Accrued liabilities

29,979


23,345

Income taxes payable

10,056


6,767

Current portion of unearned service revenues

35,767


36,407

Customer deposits

5,584


6,725

Lease liabilities

5,140


5,709

Total current liabilities

107,767


106,239

Loan - 5.50% Convertible Senior Notes

72,491


Unearned service revenues - less current portion

21,017


20,947

Lease liabilities - less current portion

12,463


14,649

Deferred income tax liabilities

11,928


11,708

Income taxes payable - less current portion

5,292


8,706

Other long-term liabilities

39


49

Total liabilities

230,997


162,298

Commitments and contingencies




Shareholders' equity:




Common stock - par value $0.001, 50,000,000 shares authorized; 20,321,490 and 20,156,233 issued, respectively; 18,946,798 and 18,780,013 outstanding, respectively

20


20

Additional paid-in capital

336,534


328,227

Retained earnings

(2,621)


46,788

Accumulated other comprehensive loss

(31,992)


(33,331)

Common stock in treasury, at cost - 1,374,692 and 1,376,220 shares held, respectively

(30,655)


(30,655)

Total shareholders' equity

271,286


311,049

Total liabilities and shareholders' equity

$               502,283


$               473,347

 

FARO TECHNOLOGIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)



Six Months Ended June 30,

(in thousands)

2023


2022

Cash flows from:




Operating activities:




Net loss

$          (49,409)


$          (18,261)

Adjustments to reconcile net loss to net cash used in operating activities:




Depreciation and amortization

7,925


6,655

Stock-based compensation

8,584


6,358

Inventory write-downs

8,132


Asset impairment charges

4,571


Deferred income tax expense (benefit) and other non-cash charges

(41)


80

Provision for excess and obsolete inventory

1,033


82

Amortization of debt discount and issuance costs

181


Loss on disposal of assets

130


6

Provisions for bad debts, net of recoveries

408


(48)

Change in operating assets and liabilities:




Decrease (Increase) in:




Accounts receivable

3,280


5,102

Inventories

1,587


4,311

Prepaid expenses and other current assets

3,105


(6,101)

(Decrease) Increase in:




Accounts payable and accrued liabilities

(277)


(2,398)

Income taxes payable

(263)


1,007

Customer deposits

(1,210)


1,769

Unearned service revenues

(750)


(1,822)

Other liabilities

(193)


Net cash used in operating activities

(13,207)


(3,260)

Investing activities:




Purchases of property and equipment

(4,312)


(3,481)

Purchases of short-term investments

(20,024)


Cash paid for technology development, patents and licenses

(3,616)


(5,548)

Net cash used in investing activities

(27,952)


(9,029)

Financing activities:




Payments on finance leases

(105)


(116)

Payments for taxes related to net share settlement of equity awards

(277)


(1,165)

Proceeds from issuance of 5.50% Convertible Senior Notes, due 2028, net of discount, issuance cost and accrued interest

72,310


Net cash provided by (used in) financing activities

71,928


(1,281)

Effect of exchange rate changes on cash and cash equivalents

(353)


(6,450)

Increase (Decrease) in cash and cash equivalents

30,416


(20,020)

Cash and cash equivalents, beginning of period

37,812


121,989

Cash and cash equivalents, end of period

$            68,228


$          101,969

 

FARO TECHNOLOGIES, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP

(UNAUDITED)



Three Months Ended June 30,


Six Months Ended June 30,

(dollars in thousands, except per share data)

2023


2022


2023


2022

Gross profit, as reported

$        33,323


$        40,437


$        73,039


$        81,462

Stock-based compensation (1)

419


284


691


483

Inventory reserve charge (3)

8,132



8,132


Restructuring and other costs (2)

435



870


Non-GAAP adjustments to gross profit

8,986


284


9,693


483

Non-GAAP gross profit

$        42,309


$        40,721


$        82,732


$        81,945

Gross margin, as reported

37.8 %


50.6 %


42.2 %


52.0 %

Non-GAAP gross margin

48.0 %


51.0 %


47.8 %


52.3 %









Selling, general and administrative, as reported

$        38,561


$        36,018


$        79,937


$        71,508

Stock-based compensation (1)

(3,554)


(2,512)


(6,122)


(4,733)

Purchase accounting intangible amortization

(688)


(181)


(1,361)


(382)

Non-GAAP selling, general and administrative

$        34,319


$        33,325


$        72,454


$        66,393









Research and development, as reported

$        11,662


$        12,042


$        24,380


$        24,170

Stock-based compensation (1)

(977)


(695)


(1,771)


(1,142)

Purchase accounting intangible amortization

(541)


(490)


(1,040)


(1,035)

Non-GAAP research and development

$        10,144


$        10,857


$        21,569


$        21,993









Operating expenses, as reported

$        58,673


$        49,393


$      117,005


$        97,610

Stock-based compensation (1)

(4,531)


(3,207)


(7,893)


(5,875)

Restructuring and other costs (2)

(8,809)


(2,317)


(13,842)


(2,916)

Purchase accounting intangible amortization

(1,229)


(671)


(2,401)


(1,417)

Non-GAAP adjustments to operating expenses

(14,569)


(6,195)


(24,136)


(10,208)

Non-GAAP operating expenses

$        44,104


$        43,198


$        92,869


$        87,402









Loss from operations, as reported

$      (25,350)


$        (8,956)


$      (43,966)


$      (16,148)

Non-GAAP adjustments to gross profit

8,986


284


9,693


483

Non-GAAP adjustments to operating expenses

14,569


6,195


24,136


10,208

Non-GAAP loss from operations

$        (1,795)


$        (2,477)


$      (10,137)


$        (5,457)









Net loss, as reported

$      (28,245)


$        (8,574)


$      (49,409)


$      (18,261)

Non-GAAP adjustments to gross profit

8,986


284


9,693


483

Non-GAAP adjustments to operating expenses

14,569


6,195


24,136


10,208

Income tax effect of non-GAAP adjustments

(5,888)


(1,775)


(8,457)


(2,742)

Other tax adjustments (4)

7,959


3,246


14,342


7,183

Non-GAAP net loss

$        (2,619)


$            (624)


$        (9,695)


$        (3,129)









Net loss per share - Diluted, as reported

$           (1.49)


$           (0.47)


$           (2.62)


$           (1.00)

Stock-based compensation (1)

0.26


0.19


0.46


0.35

Restructuring and other costs (2)

0.49


0.13


0.78


0.16

Inventory reserve charge (3)

0.43



0.43


Purchase accounting intangible amortization

0.06


0.04


0.13


0.08

Income tax effect of non-GAAP adjustments

(0.31)


(0.10)


(0.45)


(0.15)

Other tax adjustments (4)

0.42


0.18


0.76


0.39

Non-GAAP net loss per share - Diluted

$           (0.14)


$           (0.03)


$           (0.51)


$           (0.17)

 

(1) We exclude stock-based compensation, which is non-cash, from the non-GAAP financial measures because the Company believes that such exclusion provides a better comparison of results of ongoing operations for current and future periods with such results from past periods.


(2) On February 7, 2023, our Board of Directors approved an integration plan (the "Integration Plan"), which is intended to streamline and simplify operations, particularly around our recent acquisitions and the resulting redundant operations and offerings. The Restructuring and other costs primarily consist of severance and related benefits.


(3) During the second quarter of 2023, we recorded a charge of $8.1 million, increasing our reserve for excess and obsolete inventory, based on our analysis of our inventory reserves in connection with our strategy to simplify our product portfolio and cease selling certain products.


(4) The other tax adjustments primarily relate to the impact of certain jurisdictions maintaining a full valuation allowance where benefit is not accrued on U.S. GAAP pre-tax book losses.

 

FARO TECHNOLOGIES, INC. AND SUBSIDIARIES

RECONCILIATION OF NET LOSS TO EBITDA AND ADJUSTED EBITDA

(UNAUDITED)



Three Months Ended June 30,


Six Months Ended June 30,

(in thousands)

2023


2022


2023


2022

Net loss

$      (28,245)


$        (8,574)


$      (49,409)


$      (18,261)

Interest (income) expense, net

1,003


(12)


1,838


(4)

Income tax expense

1,416


1,266


3,349


3,766

Depreciation and amortization

3,947


3,643


7,925


6,655

EBITDA

(21,879)


(3,677)


(36,297)


(7,844)

Other (income) expense, net

476


(1,636)


256


(1,649)

Stock-based compensation

4,950


3,491


8,584


6,358

Inventory reserve charge (3)

8,132



8,132


Restructuring and other costs (1)

9,244


2,317


14,712


2,916

Adjusted EBITDA

$              923


$              495


$        (4,613)


$            (219)

Adjusted EBITDA margin (2)

1.0 %


0.6 %


(2.7) %


(0.1) %

 

(1) On February 7, 2023, our Board of Directors approved an integration plan (the "Integration Plan"), which is intended to streamline and simplify operations, particularly around our recent acquisitions and the resulting redundant operations and offerings. The Restructuring and other costs primarily consist of severance and related benefits.


(2) Calculated as Adjusted EBITDA as a percentage of total sales.


(3) During the second quarter of 2023, we recorded a charge of $8.1 million, increasing our reserve for excess and obsolete inventory, based on our analysis of our inventory reserves in connection with our strategy to simplify our product portfolio and cease selling certain products.

 

FARO TECHNOLOGIES, INC. AND SUBSIDIARIES

KEY SALES MEASURES

(UNAUDITED)



Three Months Ended June 30,


Six Months Ended June 30,

(in thousands)

2023


2022


2023


2022

Total sales to external customers as reported








Americas (1)

$          41,358


$          34,667


$          83,701


$          71,344

EMEA (1)

24,855


21,555


49,020


43,691

APAC (1)

21,998


23,695


40,457


41,538


$          88,211


$          79,917


$        173,178


$        156,573










Three Months Ended June 30,


Six Months Ended June 30,

(in thousands)

2023


2022


2023


2022

Total sales to external customers in constant currency (2)








Americas (1)

$          40,973


$          34,752


$          83,211


$          71,241

EMEA (1)

23,944


21,159


47,633


41,848

APAC (1)

22,688


23,188


41,232


39,812


$          87,605


$          79,099


$        172,076


$        152,901

 

(1) Regions represent North America and South America (Americas); Europe, the Middle East, and Africa (EMEA); and the Asia-Pacific (APAC).


(2) We compare the change in the sales from one period to another period using constant currency disclosure. We present constant currency information to provide a framework for assessing how our underlying business performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars at the exchange rate in effect during the last day of the prior comparable period, rather than the actual exchange rates in effect during the respective periods.

 


Three Months Ended June 30,


Six Months Ended June 30,

(in thousands)

2023


2022


2023


2022









Hardware

$        56,816


$        49,174


$      111,778


$        95,626

Software

10,786


10,528


21,065


20,806

Service

20,609


20,215


40,335


40,141

Total Sales

$        88,211


$        79,917


$      173,178


$      156,573









Hardware as a percentage of total sales

64.4 %


61.5 %


64.5 %


61.1 %

Software as a percentage of total sales

12.2 %


13.2 %


12.2 %


13.3 %

Service as a percentage of total sales

23.4 %


25.3 %


23.3 %


25.6 %









Total Recurring Revenue (3)

$        16,396


$        17,119


$        33,081


$        33,592

Recurring revenue as a percentage of total sales

18.6 %


21.4 %


19.1 %


21.5 %

 

(3) Recurring revenue is comprised of hardware service contracts, software maintenance contracts, and subscription based software applications.

 

FARO TECHNOLOGIES, INC. AND SUBSIDIARIES

FREE CASH FLOW RECONCILIATION

(UNAUDITED)



Three Months Ended June 30,


Six Months Ended June 30,

(in thousands)

2023


2022


2023


2022

Net cash used in operating activities

$              5,137


$              3,777


$          (13,207)


$            (3,260)

Purchases of property and equipment

(2,624)


(1,039)


(4,312)


(3,481)

Cash paid for technology development, patents and
licenses

(1,796)


(2,936)


(3,616)


(5,548)

Free Cash Flow

717


(198)


(21,135)


(12,289)

Restructuring cash payments

3,192


2,161


3,988


2,835

Adjusted Free Cash Flow

$              3,909


$              1,963


$          (17,147)


$            (9,454)

 

FARO TECHNOLOGIES, INC. AND SUBSIDIARIES

RECONCILIATION OF OUTLOOK - GAAP TO NON-GAAP



Fiscal Quarter Ending 9/30/2023


Low


High

GAAP diluted loss per share range

$(1.25)


$(0.71)

Stock-based compensation

0.29


0.29

Purchase accounting intangible amortization

0.07


0.07

Restructuring and other costs

0.34


0.13

Non-GAAP tax adjustments

0.20


0.12

Non-GAAP diluted loss per share

$(0.35)


$(0.10)

 

 

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/faro-announces-second-quarter-financial-results-301891946.html

SOURCE FARO

FARO Technologies, Inc., Allen Muhich, Chief Financial Officer, +1 407-562-5005, IR@faro.com; Sapphire Investor Relations, LLC, Michael Funari or Erica Mannion, +1 617-542-6180, IR@faro.com

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding FARO Technologies Inc's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's Annual Report or Form 10-K for the most recently ended fiscal year.