CLZR Candela (MM)

Candela Corporation (NASDAQ:CLZR) today reported that revenues for the quarter ended September 26, 2009 were $26.2 million. Net loss for the quarter was $3,627,000 or $0.16 per share. The current quarter results include approximately $2.3 million of expenses related to merger efforts.

Conference Call Details

The Company will host a conference call today at 5:00 p.m. (EDT) to discuss this announcement. The call can be accessed live by dialing (866) 244-4518 or by visiting Candela Corporation’s website at www.candelalaser.com.

Investors may access a replay by dialing (888) 266-2081, passcode 1405970, which will be available from 7:30 p.m. (EDT) on October 20, 2009 through 11:30 p.m. (EDT) on October 23, 2009. The webcast replay will also be archived in the "Investor Relations" section of the company's website.

About CANDELA: Candela Corporation manufactures, and distributes innovative clinical solutions that enable physicians, surgeons, and personal care practitioners to treat selected cosmetic and medical conditions using lasers, aesthetic laser systems, and other advanced technologies. Founded near Boston in 1970, the company markets and services its products in 86 countries from offices and distributors in the United States, Europe, Japan, China and other Asian locations. Candela established the aesthetic laser market 20 years ago, and currently has an installed base of over 14,000 systems worldwide. Visit Candela on the Web at http://www.candelalaser.com.

IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC

In connection with the combination of Syneron Medical Ltd. and Candela Corporation pursuant to an Agreement and Plan of Merger (the “Merger”), Syneron Medical Ltd. will file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form F-4, which will include a proxy statement of Candela Corporation and a prospectus of Syneron Medical Ltd. and other relevant materials in connection with the proposed transactions. Candela Corporation will file the same proxy statement/prospectus with the SEC as well as mail it to Candela Corporation stockholders. Investors and security holders are urged to read the proxy statement/prospectus and the other relevant material when they become available because these materials will contain important information about Candela Corporation, Syneron Medical Ltd. and the proposed transaction. The proxy statement/prospectus and other relevant materials (when they become available), and any and all documents filed with the SEC, may be obtained free of charge at the SEC’s web site at www.sec.gov. In addition, free copies of the documents filed with the SEC by Candela Corporation will be available on the investor relations portion of Candela Corporation’s website at www.candelalaser.com. Free copies of the documents filed with the SEC by Syneron Medical Ltd. will be available on the investor relations portion of Syneron Medical Ltd.’s website at www.syneron.com. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND THE OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTIONS.

Candela Corporation, Syneron Acquisition Sub, Inc., Syneron Medical Ltd. and their respective executive officers and directors may be deemed to be participants in the solicitation of proxies from the security holders of Candela Corporation in connection with the Merger. Information about executive officers and directors of Candela Corporation and their ownership of Candela Corporation common stock is set forth in Candela Corporation’s proxy statement, which was filed with the SEC on November 12, 2008 and is supplemented by other public filings made, and to be made, with the SEC. Information about executive officers and directors of Syneron Medical Ltd. is set forth in Syneron Medical Ltd.’s Annual Report on Form 20-F for the year ended December 31, 2008, which was filed with the Securities and Exchange Commission on March 24, 2009 and is supplemented by other public filings made, and to be made, with the SEC. Investors and security holders may obtain additional information regarding the direct and indirect interests of Candela Corporation, Syneron Acquisition Sub, Inc., Syneron Medical Ltd. and their respective executive officers and directors in the Merger by reading the proxy statement/prospectus and the other filings and documents referred to above.

SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

Statements in this document regarding the proposed transaction between Candela Corporation and Syneron Medical Ltd., including, without limitation, the expected timetable for completing the transaction, statements related to the anticipated consummation of the proposed combination of Candela Corporation and Syneron Medical Ltd., management of the combined company, the benefits of the proposed combination, the future financial performance of Syneron Medical Ltd. after the proposed combination, and any other statements regarding future expectations, beliefs, goals, plans or prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing “believes,” “anticipates,” “plans,” “expects,” “may,” “will,” “would,” “intends,” “estimates” and similar expressions) should also be considered to be forward-looking statements. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including: the ability of each of Candela Corporation and Syneron Medical Ltd. to satisfy the closing conditions and consummate the transaction, including obtaining the approval of the transaction by Candela Corporation’s stockholders; the risk that the businesses may not be integrated successfully; the risk that the transaction may involve unexpected costs or unexpected liabilities; the risk that synergies from the transaction may not be fully realized or may take longer to realize than expected; the risk that disruptions from the transaction make it more difficult to maintain relationships with customers, employees, or suppliers; and the other risks set forth in Candela Corporation and Syneron Medical Ltd.’s most recent Annual Report on Form 10-K and Form 20-F, respectively, as well as the other factors described in the filings that Candela Corporation and Syneron Medical Ltd. make with the SEC from time to time. If one or more of these factors materialize, or if any underlying assumptions prove incorrect, Candela Corporation and Syneron Medical Ltd.’s actual results, performance or achievements may vary materially from any future results, performance or achievements expressed or implied by these forward-looking statements.

In addition, the statements in this document reflect the expectations and beliefs of Candela Corporation and/or Syneron Medical Ltd. as of the date of this document. Candela Corporation and Syneron Medical Ltd. anticipate that subsequent events and developments will cause their expectations and beliefs to change. However, while Candela Corporation and Syneron Medical Ltd. may elect to update these forward-looking statements publicly in the future, they specifically disclaim any obligation to do so. The forward-looking statements of Candela Corporation and/or Syneron Medical Ltd. do not reflect the potential impact of any future dispositions or strategic transactions, including the Merger that may be undertaken. These forward-looking statements should not be relied upon as representing Candela Corporation or Syneron Medical Ltd.’s views as of any date after the date of this document.

CANDELA CORPORATION Unaudited Condensed Consolidated Balance Sheets (in thousands)             September 26, June 27, 2009 2009 Assets   Current assets: Cash and cash equivalents $ 23,132 $ 25,707 Marketable securities 2,510 3,100 Accounts receivable, net 30,920 31,936 Notes receivable 765 382 Inventories, net 26,563 27,572 Other current assets   9,720     8,715     Total current assets 93,610 97,412   Property and equipment, net 3,364 3,469   Long-term investments - - Other assets   23,763     22,289     Total assets $ 120,737   $ 123,170       Liabilities and Stockholders' Equity   Current liabilities: Accounts payable $ 10,074 $ 11,887 Accrued payroll and related expenses 5,356 4,947 Accrued warranty 4,221 4,953 Other accrued liabilities 8,145 6,476 Current liabilities of discontinued operations 812 865 Deferred income   11,692     11,863     Total current liabilities 40,300 40,991   Other long-term liabilities 4,920 4,735   Stockholders' equity: Common stock 262 262 Less: Treasury stock (24,855 ) (24,855 ) Additional paid-in capital 76,601 76,111 Accumulated earnings 19,679 23,306 Accumulated other comprehensive income   3,830     2,620     Total stockholders' equity   75,517     77,444     Total liabilities and stockholders' equity $ 120,737   $ 123,170   CANDELA CORPORATION Unaudited Condensed Consolidated Statements of Income (Loss) (in thousands, except per share data)            

For the three-months ended

September 26 September 27, 2009 2008   Revenue $ 26,224 $ 26,665 Cost of sales   17,176     16,193     Gross profit 9,048 10,472   Operating expenses: Selling, general and administrative $ 12,123 $ 14,673 Research and development   1,789     2,330     Total operating expenses   13,912     17,003     Loss from operations (4,864 ) (6,531 )   Other income (expense): Interest income 82 243 Other income (expense)   138     (317 )   Total other income (expense)   220     (74 )   Loss from continuing operations before income taxes (4,644 ) (6,605 )   Benefit from income taxes   (1,060 )   (3,086 )   Loss from continuing operations (3,584 ) (3,519 )   Loss from discontinued operations, net of income taxes   (43 )   (490 )   Net Loss $ (3,627 ) $ (4,009 )   Net Loss per share of common stock:   Basic Loss from continuing operations $ (0.16 ) $ (0.16 ) Loss from discontinued operations   -     (0.02 ) Net Loss $ (0.16 ) $ (0.18 )   Diluted Loss from continuing operations $ (0.16 ) $ (0.16 ) Loss from discontinued operations   -     (0.02 ) Net Loss $ (0.16 ) $ (0.18 )   Weighted average shares outstanding: Basic   22,742     22,697     Diluted   22,742     22,697