Note Regarding the Use of Non-GAAP Financial Measures:

In addition to disclosing financial results calculated in accordance with U.S. generally accepted accounting principles (GAAP), the Company's earnings release contains Non-GAAP financial measures that exclude share-based compensation and the requirements of Topic 718 of the FASB Accounting Standards Codification TM, “Compensation-Stock Compensation”. The Non-GAAP financial measures also exclude impairment and restructuring charges, the amortization of intangible assets related to previous acquisitions, various tax charges including the valuation allowance against deferred tax assets, the gain or loss on foreign currency due to the non-cash nature of the charge, and various other adjustments. The Non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully evaluated. The Non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. The Company has provided reconciliations of the Non-GAAP financial measures to the most directly comparable GAAP financial measures.

Q2 '12 Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, unaudited)

Q2 '12 Preliminary Results

Net Income & EPS Range
GAAP Net Income (loss) (6,225 ) (7,825 )
Share-based Compensation 450 450
Amortization of intangible assets 175 175
Impairment and restructuring charges 600 600
Foreign Exchange, net - -
Income tax effect of reconciling items   2,000     2,600  
Total Non-GAAP adjustments   3,225     3,825  
NON-GAAP NET INCOME (LOSS)   (3,000 )   (4,000 )
GAAP weighted average shares outstanding--basic 20,000 20,000
GAAP Net Income (Loss) per share - basic $ (0.31 ) $ (0.39 )
Non-GAAP adjustments detailed above $ (0.16 ) $ (0.19 )
NON-GAAP NET INCOME PER SHARE (basic) $ (0.15 ) $ (0.20 )

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