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or Name
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LED Medical Diagnostics Inc
Symbol LMD
Shares Issued 40,985,508
Close 2013-05-02 C$ 0.22
Market Cap C$ 9,016,812
Recent Sedar Documents

LED Medical loses $866,933 (U.S.) in 2012

2013-05-02 22:31 ET - News Release

Subject: LED Medical Diagnostics Reports 2012 Fourth Quarter and Full-Year Financial Results LED Medical Diagnostics Reports 2012 Fourth Quarter and Full-Year Financial Results
Marketwired
 
 
LED Medical Diagnostics Inc.
TSX VENTURE:LMD
OTCQX:LEDIF
FRANKFURT:LME
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May 2, 2013
LED Medical Diagnostics Reports 2012 Fourth Quarter and Full-Year Financial Results
Company restates prior year financial statements
BURNABY, BRITISH COLUMBIA--(Marketwired - May 2, 2013) - LED Medical Diagnostics Inc. (TSX VENTURE:LMD)(OTCQX:LEDIF)(FRANKFURT:LME) ("LED" or the "Company") today announced its financial results for the fourth quarter and full year ended December 31, 2012, reported in United States dollars and in accordance with International Financial Reporting Standards ("IFRS"). The Company's results are presented in comparison to the three months and twelve months ended December 31, 2011, also in accordance with IFRS which have been restated due to the Company's transition to United States dollar ("U.S.") functional and reporting currency and for the revision of its revenue recognition policy pertaining to sales made to Henry Schein Inc. All balances are expressed in U.S. dollars unless otherwise stated.

Financial Highlights


--  Revenues for fiscal 2012 were approximately $6.3 million, an 11%
    increase over fiscal 2011 
--  Revenues for Q4 2012 were approximately $1.4 million, which is
    consistent with Q4 2011 
--  EBITDA(1) for fiscal 2012 of ($728,000) and Q4 2012 of ($84,000)
    compared to 2011 comparable periods to approximately ($2.5) million and
    ($631,000), respectively.
 
"During late fiscal 2012, we terminated our exclusive distribution relationship with Henry Schein Inc. During the same time frame we reached an agreement with DenMat Holdings, LLC ("Denmat") to assume the role of exclusive manager of LED's global distribution strategy. The shift in alliance from Henry Schein to DenMat caused a temporary disruption to our activities in the marketplace. As a result of the transition in our sales and marketing activities to our new distribution partner in late 2012, the Company's revenues were lower than anticipated but still resulted in increase from prior year," stated Peter Whitehead, LED Founder and Chief Executive Officer. "With the DenMat relationship now in place, we expect to see an aggressive sales and marketing program working at full pace by mid 2013 which is expected to result in increased future revenue after 2013. The Denmat relationship should allow the Company's financial situation to improve significantly in the longer term by optimizing our sales and marketing efforts. Our optimism is further buoyed by our experience that demand for the VELscope Vx appears to remain strong."

Three Month Comparative Results

For the three months ended December 31, 2012, the Company reported revenues of approximately $1.4 million which is consistent with approximately $1.4 million for the fourth quarter of 2011. Revenues were lower in the three months ended December 31, 2012 compared to revenues of approximately $2.9 million for the three months ended September 30, 2012.

Gross margins(2) were 46% during the three months ended December 31, 2012, which was higher than the three months ended December 31, 2011 of 44%. The Company's margins vary depending on the mix of equipment versus disposables sales for any given period.

Total operating expenses (excluding other operating expenses and mark to market adjustments on Canadian dollar denominated warrants)(3) for the three months ended December 31, 2012 of approximately $726,000 were 49% lower than the three months ended December 31, 2011 of approximately $1.4 million.

EBITDA for the three months ended December 31, 2012 was approximately ($84,000) compared to approximately ($630,000) for the three months ended December 31, 2011. The Company reported a net loss of approximately $175,000 for the three months ended December 31, 2012 compared to a net loss of approximately $3.1 million for the three months ended December 31, 2011.

Twelve Month Comparative Results

For the year ended December 31, 2012 the Company reported revenues of approximately $6.3 million as compared to approximately $5.7 million for the year ended December 31, 2011, an increase of 11% over the comparable period. The increase is attributable to the increased sales by Henry Schein to its end customers in during the first half of fiscal 2012 in addition to sales orders received from the Company's new distribution partner, Denmat in late fiscal 2012.

Gross margins were 57% during the year ended December 31, 2012 which was higher than the gross margins of 52% for the year ended December 31, 2011. The Company's margins vary depending on the mix of equipment versus disposables sales for any given period.

Total operating expenses (excluding other operating expenses and mark to market adjustments on Canadian dollar denominated warrants) for the year ended December 31, 2012 of approximately $4.4 million were 24% lower than the year ended December 31, 2011 of approximately $5.7 million.

EBITDA for the year ended December 31, 2012 was approximately ($728,000) compared to approximately ($2.5 million) for the year ended December 31, 2011. The Company reported a net loss of approximately $867,000 for its fiscal 2012 compared to a net loss of approximately $4.1 million for the year ended December 31, 2011.

Cash was approximately $970,000 (inclusive of the net proceeds from the approximately $1.1 million equity financing completed by the Company in late 2012) with negative net working capital of approximately $97,000 as of December 31, 2012 compared to cash of approximately $976,000 with negative net working capital of approximately $356,000 as of December 31, 2011.

Business Highlights

Notable developments and achievements during the fourth quarter included the following:


--  On October 12, 2012, the Corporation announced that, subject to TSX
    Venture Exchange approval, it has agreed to extend the term of certain
    warrants to acquire a total of 5,599,897 common shares of the Company
    that are scheduled to expire between October 31, 2012 and February 22,
    2013. The extension ranges from between three to seven months. As a
    result of the extension, all outstanding series of LED warrants will now
    expire on May 22, 2013, other than warrants previously granted to one of
    LED''s product distributors. The warrants were originally issued between
    July 9, 2010 and February 22, 2011 when the Company was a private
    issuer, and have exercise prices ranging from $0.65 to $1.00 per common
    share.
      
--  On November 7, 2012, the Corporation announced that its VELscope(R)
    enhanced oral assessment technology has been used to conduct an
    estimated 25 million oral cancer exams since its 2006 introduction.
      
--  On November 20, 2012, the Corporation announced that the VELscope Vx
    Enhanced Oral Assessment System, the market-leading early-stage oral
    cancer detection device approved by the FDA, Health Canada, and European
    regulators, has been chosen by Dentistry Today magazine for one of its
    annual "Top 50 Technology Products" awards. Dentistry Today''s "Top 50
    Technology Products" represent the best and brightest technologies
    available to dental professionals each year. The recipients are
    determined based on input from readers of Dentistry Today.
      
--  On December 21, 2012, the Corporation announced that it raised CDN
    $1,162,500 on a planned minimum raise of one million dollars.
 
The Audit Committee of the Company has reviewed the contents of this news release.

Non-GAAP Measures

The following and preceding discussion of financial results includes reference to Gross Margin, EBITDA and Working Capital, which are all non-IFRS financial measures. The measure of gross margin is provided as management believes this is a good indicator in evaluation the operating performance of the Company. EBITDA is defined as operating loss less other operating expenses. The measure is provided as a proxy for the cash earnings from the operations of the business as operating loss for the Company includes non-cash amortization and depreciation expense. The measure of working capital is provided as management believes this is a good indicator of the operating liquidity available to the Company.

Change in Functional and Reporting Currency

The Company has changed the functional currency of the parent company entity from Canadian dollar to United States dollar as of January 1, 2012 to reflect the transition from an entity with some operations to a holding company for the group companies upon the completion of the reverse takeover ("RTO") in November 2011. This change was effected prospectively from January 1, 2012 onwards.

The Company also changed their reporting currency on December 31, 2012 from Canadian dollars to U.S. dollars given LED's listing on the OTC stock exchange in the United States and on the Frankfurt Stock Exchange in early 2013 reflective of LED becoming a global Company. This change also results in increased comparability for LED to other global technology companies.

Revision to Revenue Recognition Policy

The Company also revised its prior revenue recognition policy pertaining to the sales of its product in fiscal 2011 and 2012 to Henry Schein from "sell to this distributor" to "sell through this distributor to their end customers". While legal title with the risks and rewards of ownership is transferred to Henry Schein as at the date at which the Company's products are sold to this distributor, the participation by the Company in the provision to this distributor of special market development pricing adjustments pertaining to LED product to increase overall market share of the Company results in the Company not being able to reasonably estimate such marketing oriented expenses at the time of sale and shipment to Henry Schein resulting in the required deferral of revenue recognition until all such marketing oriented expenses are fully determinable. There is no such issue in the Company's distribution arrangement with Denmat resulting in the Company recognizing revenue at the time of sale and shipment to Denmat. As a result, the financial results for prior periods have been restated.

Forward-Looking Statements

This press release contains statements which, to the extent that they are not recitations of historical fact, may constitute forward-looking information under applicable Canadian securities legislation. Such forward-looking statements or information includes financial and other projections as well as statements regarding the Corporation's future plans, objectives, performance, revenues, growth, profits, operating expenses or the Corporation's underlying assumptions and the Company's intention to expand its technology beyond dental applications. The words "may", "would", "could", "will", "likely", "expect", "anticipate", "intend", "plan", "forecast", "project", "estimate" and "believe" or other similar words and phrases may identify forward-looking statements or information. Persons reading this Management's Discussion and Analysis are cautioned that such statements or information are only predictions, and that the Corporation's actual future results or performance may be materially different. Factors that could cause actual events or results to differ materially from those suggested by these forward-looking statements include, but are not limited to: economic conditions; dilution; limited history of profits and operations; operational risk; distributor risks; working capital; potential conflicts of interest; speculative investment; volatility of stock price; intellectual property risks; disruptions in production; reliance on key personnel; seasonality; management's estimates; development of new customers and products risks; stock price volatility risk; sales and marketing risk; competitors and competition risk; regulatory requirements; reliance on few suppliers; reliance on subcontractors; operating cost and quarterly results fluctuations; fluctuations in exchange rates; product liability and medical malpractice claims; access to credit and additional financing; taxation; market acceptance of the Corporation's products and services; customer and industry analyst perception of the Corporation and its technology vision and future prospects; technological change, new products and standards; risks related to acquisitions and international expansion; reliance on large customers; concentration of sales; international operations and sales; management of growth and expansion; dependence upon key personnel and hiring; the Corporation not adequately protecting its intellectual property; risks related to product defects and product liability; and including, but not limited to, other factors described in the Corporation's reports filed on SEDAR, including its financial statements and management's discussion and analysis for the year ended December 31, 2012.

In drawing a conclusion or making a forecast or projection set out in the forward-looking information, the Corporation takes into account the following material factors and assumptions in addition to the above factors: the Corporation's ability to execute on its business plan; the acceptance of the Corporation's products and services by its customers; the timing of execution of outstanding or potential customer contracts by the Corporation; the sales opportunities available to the Corporation; the Corporation's subjective assessment of the likelihood of success of a sales lead or opportunity; the Corporation's historic ability to generate sales leads or opportunities; and that sales will be completed at or above the Corporation's estimated margins. This list is not exhaustive of the factors that may affect the Corporation's forward-looking information. These and other factors should be considered carefully and readers should not place undue reliance on such forward-looking information. All forward-looking statements made in this Annual Information Form (AIF) are qualified by this cautionary statement and there can be no assurance that actual results or developments anticipated by the Corporation will be realized. The Corporation disclaims any intention or obligation to update or revise forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

About LED Medical Diagnostics Inc.

Founded in 2003 and headquartered in Burnaby, British Columbia, Canada, LED Medical Diagnostics Inc. is a leading developer of LED-based visualization technologies for the medical industry. The Company is currently listed on the Toronto Stock Exchange (TSX-V) under the symbol "LMD", the OTCQX under the symbol "LEDIF", as well as the Frankfurt Stock Exchange under the symbol "LME". For more information, visit www.ledmd.com. Through its wholly-owned subsidiary, LED Dental Inc., the company manufactures the VELscope(R) Vx Enhanced Oral Assessment System, the first system in the world to apply tissue fluorescence visualization technology to the oral cavity. VELscope(R) Vx devices are now used to conduct more screenings for oral cancer and other oral tissue abnormalities than any other adjunctive device. For more information, visit www.leddental.com.


LED MEDICAL DIAGNOSTICS INC.                                                
Consolidated Statements of Financial Position                               
(Expressed in U.S. Dollars)                                                 
----------------------------------------------------------------------------
                                                    As at            As at  
                                              December 31,     December 31, 
                                                      2012  2011 (Restated) 
                                          ----------------------------------
                                          ----------------------------------
                                                                            
ASSETS                                                                      
CURRENT                                                                     
  Cash                                        $    969,584     $    975,772 
  Restricted cash                                    5,026           24,582 
  Receivables                                    1,514,577          298,722 
  Inventory                                        296,467          770,617 
  Inventory held by the distributor                518,400          467,353 
  Prepayments                                       69,300           68,597 
                                          ----------------------------------
                                                 3,373,354        2,605,643 
PROPERTY AND EQUIPMENT                              28,015           45,930 
PATENTS AND INTELLECTUAL PROPERTY                   88,167          113,972 
                                          ----------------------------------
                                                                            
                                              $  3,489,536     $  2,765,545 
                                          ----------------------------------
                                          ----------------------------------
                                                                            
                                                                            
LIABILITIES AND SHAREHOLDERS' EQUITY                                        
 (DEFICIT)                                                                  
CURRENT LIABILITIES                                                         
  Trades payable and accrued liabilities      $  1,689,009     $  1,398,985 
  Due to shareholders                                    -          102,796 
  Advances from the distributor                  1,778,112        1,457,362 
  Current portion of finance lease                                          
   obligation                                        2,982            2,410 
                                          ----------------------------------
                                                 3,470,103        2,961,553 
LONG TERM LIABILITIES                                                       
  Long term portion of finance lease                                        
   obligation                                        6,879            9,861 
  Warrants                                         140,467                - 
                                          ----------------------------------
                                                 3,617,449        2,971,414 
                                          ----------------------------------
                                                                            
SHAREHOLDERS' EQUITY (DEFICIT)                                              
  Share capital                                 24,658,241       23,713,352 
  Stock-based payments reserve                      62,495           62,495 
  Warrants reserve                                 277,748          277,748 
  Accumulated other comprehensive income           474,458          474,458 
  Deficit                                      (25,600,855)     (24,733,922)
                                          ----------------------------------
                                                                            
                                                  (127,913)        (205,869)
                                          ----------------------------------
                                                                            
                                              $  3,489,536     $  2,765,545 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
 

LED MEDICAL DIAGNOSTICS INC.                                                
Consolidated Statements of Operations and Deficit and Comprehensive Loss    
(Expressed in U.S. Dollars)                                                 
----------------------------------------------------------------------------
                                     Three months                           
                        Three months        ended                           
                               ended December 31,                Year ended 
                        December 31,         2011   Year ended December 31, 
                                2012 (Unaudited & December 31,         2011 
For the                  (Unaudited)    restated)         2012   (Restated) 
----------------------------------------------------------------------------
SALES                    $ 1,389,994  $ 1,427,136  $ 6,312,754  $ 5,707,670 
COST OF GOODS SOLD           747,510      803,000    2,745,477    2,760,253 
                        ----------------------------------------------------
                             642,484      624,136    3,567,277    2,947,417 
                        ----------------------------------------------------
                                                                            
EXPENSES                                                                    
  Sales and marketing        348,950      966,689    2,564,798    3,696,533 
  Research and                                                              
   development                94,504      148,974      523,492      746,525 
  Administration             282,533      298,498    1,207,122    1,155,195 
  Mark to market                                                            
   adjustments on                                                           
   Canadian dollar                                                          
   denominated warrants       14,558            -        3,843            - 
  Other operating                                                           
   expenses                   77,730       63,337       59,776      129,561 
                        ----------------------------------------------------
                                                                            
                             818,275    1,477,498    4,359,031    5,727,814 
                        ----------------------------------------------------
OPERATING LOSS              (175,791)    (853,362)    (791,754)  (2,780,397)
                        ----------------------------------------------------
                                                                            
OTHER INCOME (EXPENSES)                                                     
  Foreign exchange gain                                                     
   (loss)                      1,162     (446,606)     (64,511)     342,513 
  Interest income                 81        2,568          389        2,568 
  Loss on disposal of                                                       
   assets                          -            -         (702)           - 
  Miscellaneous income                                                      
   (expenses)                     10     (106,813)       2,485        4,840 
  Amalgamation                                                              
   transaction costs               -   (1,690,590)           -   (1,690,590)
                        ----------------------------------------------------
                               1,253   (2,241,441)     (62,339)  (1,340,669)
                        ----------------------------------------------------
                                                                            
NET LOSS BEFORE INCOME                                                      
 TAXES                      (174,538)  (3,094,803)    (854,093)  (4,121,066)
                                                                            
INCOME TAXES                       -       28,483       12,840       28,483 
                        ----------------------------------------------------
                                                                            
NET LOSS FOR THE PERIOD  $  (174,538) $(3,123,286) $  (866,933) $(4,149,549)
                                                                            
OTHER COMPREHENSIVE                                                         
 INCOME (LOSS)                     -      500,091            -     (247,965)
                        ----------------------------------------------------
                                                                            
COMPREHENSIVE LOSS FOR                                                      
 THE PERIOD              $  (174,538) $(2,623,195) $  (866,933) $(4,397,514)
                                                                            
NET LOSS PER SHARE -                                                        
 BASIC AND DILUTED       $     (0.00) $     (0.09) $     (0.02) $     (0.13)
                        ----------------------------------------------------
                        ----------------------------------------------------
                                                                            
WEIGHTED AVERAGE NUMBER                                                     
 OF SHARES OUTSTANDING -                                                    
 BASIC AND DILUTED        36,840,943   33,493,375   36,462,905   31,495,226 
                        ----------------------------------------------------
                        ----------------------------------------------------
                                                                            
LED MEDICAL DIAGNOSTICS INC.                                                
Consolidated Statements of EBITDA and Loss                                  
(Expressed in U.S. Dollars)                                                 
----------------------------------------------------------------------------
                                     Three months                           
                        Three months        ended                           
                               ended December 31,                Year ended 
                        December 31,         2011   Year ended December 31, 
                                2012 (Unaudited & December 31,         2011 
For the                  (Unaudited)    restated)         2012   (Restated) 
----------------------------------------------------------------------------
SALES                    $ 1,389,994  $ 1,427,136  $ 6,312,754  $ 5,707,670 
COST OF GOODS SOLD           747,510      643,450    2,745,477    2,600,703 
                        ----------------------------------------------------
                             642,484      783,686    3,567,277    3,106,967 
                        ----------------------------------------------------
                                                                            
EXPENSES                                                                    
  Sales and marketing        348,950      966,689    2,564,798    3,696,533 
  Research and                                                              
   development                94,504      148,974      523,492      746,525 
  Administration             282,533      298,498    1,207,122    1,155,195 
                        ----------------------------------------------------
                             725,987    1,414,161    4,295,412    5,598,253 
                        ----------------------------------------------------
EBITDA                       (83,503)    (630,475)    (728,135)  (2,491,286)
                        ----------------------------------------------------
                                                                            
OTHER INCOME (EXPENSES)                                                     
  Warrants issued for                                                       
   distributor                                                              
   commitment                      -     (159,550)           -     (159,550)
  Mark to market                                                            
   adjustments on                                                           
   Canadian dollar                                                          
   denominated warrants      (14,558)           -       (3,843)           - 
  Other operating                                                           
   expenses                  (77,730)     (63,337)     (59,776)    (129,561)
  Foreign exchange gain                                                     
   (loss)                      1,162     (446,606)     (64,511)     342,513 
  Interest income                 81        2,568          389        2,568 
  Loss on disposal of                                                       
   assets                          -            -         (702)           - 
  Miscellaneous income                                                      
   (expenses)                     10     (106,813)       2,485        4,840 
  Amalgamation                                                              
   transaction costs               -   (1,690,590)           -   (1,690,590)
                        ----------------------------------------------------
                             (91,035)  (2,464,328)    (125,958)  (1,629,780)
                        ----------------------------------------------------
                                                                            
NET LOSS BEFORE INCOME                                                      
 TAXES                      (174,538)  (3,094,803)    (854,093)  (4,121,066)
                                                                            
INCOME TAXES                       -       28,483       12,840       28,483 
                        ----------------------------------------------------
                                                                            
NET LOSS FOR THE PERIOD  $  (174,538) $(3,123,286) $  (866,933) $(4,149,549)
                        ----------------------------------------------------
                        ----------------------------------------------------
                                                                            
LED MEDICAL DIAGNOSTICS INC.                                                
Consolidated Statements of Changes in Shareholders' Equity (Deficit)        
(Expressed in U.S. Dollars)                                                 
----------------------------------------------------------------------------
                                                                            
                                                       Stock-based          
                                                Share     Payments  Warrants
                                Number of     Capital     Reserves   Reserve
                                   Shares           $            $         $
----------------------------------------------------------------------------
                                                                            
Balance, January 1, 2012       36,335,508 $23,713,352  $    62,495  $277,748
Issued for cash                 4,650,000   1,170,223            -         -
Share issuance costs                    -     (88,710)           -         -
Reclassification of warrants            -    (136,624)           -         -
Total comprehensive loss for                                                
 the year                               -           -            -         -
----------------------------------------------------------------------------
Balance, December 31, 2012     40,985,508 $24,658,241  $    62,495  $277,748
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Balance, January 1, 2011                                                    
 (Restated)                    29,178,524 $18,900,047  $ 1,524,542  $118,198
Issued for cash                 3,451,209   2,545,102            -         -
Issued upon exercise of stock                                               
 options                          175,000      87,535            -         -
Issued upon exercise of                                                     
 warrants                         230,769     147,493            -         -
Consideration for amalgamation  3,000,006   1,805,787            -         -
Finder's Fee                      300,000     180,578            -         -
Reclassification of exercise                                                
 of stock options                       -      90,747      (90,747)        -
Warrants issued for                                                         
 distributor commitment                 -           -            -   159,550
Issuance of stock options               -           -       62,495         -
Reclassification of expired                                                 
 stock options                          -           -   (1,433,795)        -
Share issuance costs                    -     (43,937)           -         -
Other comprehensive income              -           -            -         -
Net loss for the year                   -           -            -         -
----------------------------------------------------------------------------
Balance, December 31, 2011                                                  
 (Restated)                    36,335,505 $23,713,352  $    62,495  $277,748
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                                                            
LED MEDICAL DIAGNOSTICS INC.                                                
Consolidated Statements of Changes in Shareholders' Equity (Deficit)        
(Expressed in U.S. Dollars)                                                 
----------------------------------------------------------------------------
                                                      Other           Total 
                                              Comprehensive   Shareholder's 
                                      Deficit        Income          Equity 
                                            $             $               $ 
----------------------------------------------------------------------------
                                                                            
Balance, January 1, 2012         $(24,733,922)    $ 474,458    $   (205,869)
Issued for cash                             -             -       1,170,223 
Share issuance costs                        -             -         (88,710)
Reclassification of warrants                -             -        (136,624)
Total comprehensive loss for                                                
 the year                            (866,933)            -        (866,933)
----------------------------------------------------------------------------
Balance, December 31, 2012       $(25,600,855)    $ 474,458    $  ( 127,913)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Balance, January 1, 2011                                                    
 (Restated)                      $(22,018,168)    $ 722,423    $   (752,958)
Issued for cash                             -             -       2,545,102 
Issued upon exercise of stock                                               
 options                                    -             -          87,535 
Issued upon exercise of                                                     
 warrants                                   -             -         147,493 
Consideration for amalgamation              -             -       1,805,787 
Finder's Fee                                -             -         180,578 
Reclassification of exercise                                                
 of stock options                           -             -               - 
Warrants issued for                                                         
 distributor commitment                     -             -         159,550 
Issuance of stock options                   -             -          62,495 
Reclassification of expired                                                 
 stock options                      1,433,795             -               - 
Share issuance costs                        -             -         (43,937)
Other comprehensive income                  -      (247,965)       (247,965)
Net loss for the year              (4,149,549)            -      (4,149,549)
----------------------------------------------------------------------------
Balance, December 31, 2011                                                  
 (Restated)                      $(24,733,922)    $ 474,458    $   (205,869)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
LED MEDICAL DIAGNOSTICS INC.                                                
Consolidated Statements of Cash Flows                                       
(Expressed in U.S. Dollars)                                                 
----------------------------------------------------------------------------
                                     Three months                           
                                            ended                           
                        Three months December 31,                           
                               ended         2011                Year ended 
                        December 31,   (Unaudited   Year ended December 31, 
                                2012          and December 31,         2011 
For the                  (Unaudited)    Restated)         2012   (Restated) 
----------------------------------------------------------------------------
CASH FLOWS FROM                                                             
 OPERATING ACTIVITIES                                                       
  Net loss for the                                                          
   period                $  (174,538) $(3,123,286) $  (866,933) $(4,149,549)
                                                                            
Adjustments to reconcile                                                    
 net loss to net cash                                                       
 flows:                                                                     
  Depreciation of                                                           
   equipment                   8,107       13,760       33,971       41,260 
  Amortization of                                                           
   intangible assets           6,451      (12,918)      25,805       25,805 
  Loss on disposal of                                                       
   assets                          -            -          702            - 
  Warrants issued to                                                        
   distributor                     -      159,550            -      159,550 
  Accrued interest on                                                       
   shareholder loans               -        6,159        2,614       53,500 
  Amalgamation                                                              
   transaction costs               -    1,690,590            -    1,690,590 
  Mark to market                                                            
   adjustments on                                                           
   Canadian dollar                                                          
   denominated warrants       77,730            -        3,843            - 
  Stock-based                                                               
   compensation                    -       62,495            -       62,495 
  Unrealized foreign                                                        
   exchange gain (loss),                                                    
   net                             -      500,091            -     (247,965)
                        ----------------------------------------------------
                             (82,250)    (703,559)    (799,998)  (2,364,314)
                        ----------------------------------------------------
Changes in working                                                          
 capital assets and                                                         
 liabilities:                                                               
  Receivables               (624,913)     202,645   (1,215,855)     (36,117)
  Inventory                  153,538      223,601      474,150     (515,135)
  Inventory held by                                                         
   distributor                     -     (171,611)     (51,047)    (467,353)
  Investment tax credits                                                    
   recoverable                     -            -            -      344,149 
  Prepayments                 42,956      140,081         (703)      35,015 
  Trades payable and                                                        
   accrued liabilities         4,268     (875,227)     290,024      (48,065)
  Income taxes payable             -            -            -      (10,534)
  Advances held for                                                         
   distributor                     -      535,139      320,750    1,457,362 
  Deferred income                  -            -            -       (3,196)
                        ----------------------------------------------------
Changes in working                                                          
 capital assets and                                                         
 liabilities                (424,151)      54,628     (182,681)     756,126 
                        ----------------------------------------------------
Cash flows used in                                                          
 operating activities       (506,401)    (648,931)  (1,630,730)  (1,608,188)
                        ----------------------------------------------------
                                                                            
CASH FLOWS FROM                                                             
 INVESTING ACTIVITIES                                                       
  Cash and cash                                                             
   equivalents acquired                                                     
   on amalgamation                 -      270,738            -      270,737 
  Purchase of equipment            -      (10,242)     (16,758)     (56,864)
  Restricted cash                 59            -       19,556            - 
                        ----------------------------------------------------
Cash flows provided by                                                      
 investing activities             59      260,496        2,798      213,873 
                        ----------------------------------------------------
                                                                            
CASH FLOWS FROM                                                             
 FINANCING ACTIVITIES                                                       
  Issuance of common                                                        
   shares, net of                                                           
   issuance costs          1,081,513    1,148,434    1,081,513    2,736,191 
  Repayment of capital                                                      
   lease obligation             (652)          30       (2,410)      (1,947)
  Proceeds (Repayment)                                                      
   of shareholder loans            -            -     (105,410)    (628,670)
                        ----------------------------------------------------
Cash flows provided by                                                      
 financing activities      1,080,861    1,148,464      973,693    2,105,574 
                        ----------------------------------------------------
                                                                            
CHANGE IN CASH AND CASH                                                     
 EQUIVALENTS                 574,519      760,029       (6,188)     711,259 
CASH AND CASH                                                               
 EQUIVALENTS - BEGINNING                                                    
 OF PERIOD                   395,065      215,743      975,772      264,513 
                        ----------------------------------------------------
CASH AND CASH                                                               
 EQUIVALENTS - END OF                                                       
 PERIOD                  $   969,584  $   975,772  $   969,584  $   975,772 
                        ----------------------------------------------------
                        ----------------------------------------------------
 
Restatement

In the preparation of the Company's consolidated financial statements for the year ended December 31, 2012, management identified historical errors as follows:


--  the functional currency of its subsidiary, LED Dental Inc. should have
    been U.S. dollars rather than Canadian dollars from June 1, 2006, and,
      
--  revenue recognition for a distributor's agreement which had previously
    been recognized upon shipment to the distributor has been corrected to
    be recognized upon sell through to the end customer.
 
As a result, the Company has restated its consolidated financial statements for the year ended December 31, 2011.

The following table summarizes the impact of the restatement adjustments on the Company's previously reported consolidated financial statements:


                                                                            
                                                   Correcting               
                                    As reported    adjustment   As restated 
                                  ------------------------------------------
Consolidated statements of                                                  
 financial position                                                         
Inventory                          $    694,347  $     76,270  $    770,617 
Inventory held by Distributor      $          -  $    467,353  $    467,353 
Prepayments                        $     71,723  $     (3,126) $     68,597 
Property and equipment             $     45,844  $         86  $     45,930 
Advances from the distributor      $          -  $  1,457,362  $  1,457,362 
Current portion of finance lease                                            
 obligation                        $      2,437  $        (27) $      2,410 
Long term portion of finance lease                                          
 obligation                        $      9,971  $       (110) $      9,861 
Accumulated other comprehensive                                             
 income                            $          -  $    474,458  $    474,458 
Deficit, beginning of year         $(21,339,350) $   (678,818) $(22,018,168)
Deficit, end of year               $(23,342,822) $ (1,391,100) $(24,733,922 
Consolidated statements of loss                                             
 and comprehensive loss                                                     
Sales                              $  7,165,032  $ (1,457,362) $  5,707,670 
Cost of goods sold                 $  3,227,606  $   (467,353) $  2,760,253 
Depreciation                       $     43,266  $     (2,006) $     41,260 
Foreign exchange gain (loss)       $     15,336  $    327,177  $    342,513 
Net loss for the year              $ (3,488,723) $   (660,826) $ (4,149,549)
Other comprehensive income         $          -  $   (277,141) $   (277,141)
Comprehensive loss for the year    $ (3,488,723) $   (937,967) $ (4,426,690)
Loss per share - basic and diluted $      (0.11) $      (0.02) $      (0.13)
                                                                            
Consolidated statements of                                                  
 shareholders' equity (deficit)                                             
Deficit, beginning of year         $(21,339,350) $   (678,818) $ 22,018,168 
Accumulated other comprehensive                                             
 income                            $          -  $    474,458  $    474,458 
Deficit, end of year               $(23,342,822) $ (1,391,100) $(24,733,922 
                                  ------------------------------------------
 
Impact on Consolidated Statements of Cash Flows

The errors noted above related to an overstatement of revenue and cost of goods sold and understatement of foreign exchange gain/loss and other comprehensive income on the consolidated statements of loss and comprehensive loss, the impact of the errors on the consolidated statements of cash flows are as follows:


                                                                            
Consolidated statements of cash flows  As reported  Correction  As restated 
                                      --------------------------------------
                                                                            
Unrealized foreign exchange gain                                            
 (loss), net                                  $  -   $(247,965)   $(247,965)
                                      --------------------------------------
 
(1) Non-IFRS measure that does not have a standardized meaning and may not be comparable to a similar measure disclosed by other issuers. This measure does not have a comparable IFRS measure. EBITDA referenced here relates to operating loss less other operating expenses and Mark to market adjustments on Canadian dollar denominated warrants. Please refer to the reconciliation of EBITDA to reported financial results attached to this press release.

(2) Non-IFRS measure that does not have a standard meaning and may not be comparable to a similar measure disclosed by other issuers. Gross margin referenced here relates to revenues less cost of sales.

(3) Non-IFRS measure that does not have a standard meaning and may not be comparable to a similar measure disclosed by other issuers. Total expenses excludes other operating expenses and Mark to market adjustments on Canadian dollar denominated warrants.

CONTACT INFORMATION:
LED Medical Diagnostics Inc.
Mark Komonoski, Investor Relations
(403) 255-8483 or Toll-Free: (877) 255-8483
Cell: (403) 470-8384
mark.komonoski@ledmd.com / Skype: mkomonoski
www.ledmd.com
INDUSTRY: Medical and Healthcare - Medical Devices

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