Critical Elements Lithium CorporationTSXV: CRE

Corel Corporation Reports Second Quarter Results; Revenues Increase 11%; GAAP Net Loss of $(0.19) Per Share; Non-GAAP Adjusted Net Income of $0.38 Per Diluted Share

· Issued by Critical Elements Lithium Corporation via CNW
OTTAWA, June 28 /CNW/ - Corel Corporation (NASDAQ:CREL)(TSX:CRE) today
reported financial results for its second quarter ended May 31, 2006.
Revenues in the second quarter of fiscal 2006 were $44.2 million, an
increase of 11% over revenues of $40.0 million in the second quarter of fiscal
2005. GAAP net loss in the second quarter of fiscal 2006, which includes a one
time charge of $8.3 million related to the early retirement of debt, was
$(4.0) million, or $(0.19) per share. This compares to net income of $158,000,
or $0.01 per share in the second quarter of fiscal 2005.
Non-GAAP adjusted net income for the second quarter of fiscal 2006 was
$8.4 million, an increase of 11% compared to non-GAAP adjusted net income for
the second quarter of fiscal 2005 of $7.5 million, remaining constant at $0.38
per diluted share. Non-GAAP adjusted EBITDA in the second quarter of fiscal
2006 was $13.7 million, a 6% increase compared to $13.0 million in the second
quarter of fiscal 2005. A reconciliation of GAAP net income to non-GAAP
adjusted net income and non-GAAP adjusted EBITDA is provided in the notes to
the financial statements included in this press release.
During the quarter, Corel completed its initial public offering and
refinanced its credit facilities. Net proceeds to Corel from the offering were
$72.5 million. As a result of the offering and related transactions, Corel
reduced its outstanding debt at the end of the quarter from $140.0 million to
$90.0 million and ended the quarter with $33.0 million in cash and cash
equivalents.
"Corel's second quarter performance demonstrates the continued strength
of our business model and the results we are able to achieve by remaining
focused on the needs of our customers and partners," said David Dobson, CEO of
Corel Corporation. "With strong revenue performance, new global partnerships,
and increasing traction in developing and emerging markets, Corel is
successfully executing its strategy to deliver long-term, shareholder value.
WinZip's contribution further illustrates the benefits of the Corel
acquisition model as we leverage operating efficiencies to drive incremental
earnings."
Dobson continued, "Corel has proven itself to be a leader in delivering
high-value, affordable software that is easy to learn and use. We remain
committed to that vision and to delivering a unique customer experience that
differentiates Corel in the marketplace. Our new digital imaging platform,
code named "Alta," is an example of the innovations we are developing to
provide customers and partners with more flexibility, convenience, and control
in creating their own digital imaging environment. Corel's employees will
continue to work closely with our customers and partners to deliver software
that responds to their evolving needs."

Third Quarter Fiscal 2006 Guidance

Corel provided guidance for the third quarter ending August 31, 2006.
<<

The Company currently expects:

        Revenue in the range of $39 million to $41 million.

        GAAP net income of $3.4 million to $4.7 million and non-GAAP
        adjusted net income of $7.2 million to $8.5 million.

        GAAP EPS of $0.13 to $0.18 per share and non-GAAP EPS of $0.28
        to $0.33 per share.
>>

Fiscal 2006 Guidance

Corel provided guidance for the year ending November 30, 2006.
<<

The Company currently expects:

        Revenue in the range of $172 million to $175 million

        GAAP net income of $4.7 million to $7.1 million and non-GAAP
        adjusted net income of $33.0 million to $35.4 million.

        GAAP EPS of $0.20 to $0.30 per share and non-GAAP EPS of $1.40
        to $1.50 per share.
>>

Corel will host a conference call to discuss the results at 4:30 p.m.
Eastern Time today. To access the conference call, please dial (800) 810-0924
or (913) 981-4900. A live webcast and replay of the call will also be
available through Corel's Investor Relations website at
http://investor.corel.com/events.cfm.

Forward-Looking Statements:

This news release includes forward-looking statements that are based on
certain assumptions and reflect our current expectations. Such forward-looking
statements involve known and unknown risks, uncertainties and other important
factors that could cause the actual results, performance or achievements to
differ materially from any future results, performance, or achievements
discussed or implied by such forward-looking statements. Such risks include
competitive threats from well-established software companies that have
significantly greater market share and resources than us, new entrants that
benefit from industry trends, such as the increasing importance of Internet
distribution and open source software, and from online services companies that
are increasingly seeking to provide software products at little or no
incremental cost to their customers to expand their Internet presence and
build consumer loyalty. We rely on a small number of key strategic
relationships for a significant percentage of our revenue and these
relationships can be modified or terminated at any time. In addition, our core
products have been marketed for many years and the packaged software market in
North America and Europe is relatively mature and characterized by modest
growth. Accordingly, we must successfully complete acquisitions, penetrate new
markets or increase penetration of our installed base to achieve revenue
growth. These and other risks, uncertainties and other important factors are
described in our Prospectus dated April 25, 2006, filed with the Securities
and Exchange Commission pursuant to Rule 462(b) of the rules and regulations
under the Securities Act of 1933. A copy of the Prospectus can be obtained on
our website, or at www.sec.gov. Such risks are also included in our Canadian
supplemented PREP prospectus dated April 25, 2006, available at
http://www.sedar.com. Forward-looking statements speak only as of the date of
the document in which they are made. We disclaim any obligation or undertaking
to provide any updates or revisions to any forward-looking statement to
reflect any change in our expectations or any change in events, conditions or
circumstances on which the forward-looking statement is based.

Financial Presentation and Use of Non-GAAP Measures:

Our financial statements have been prepared in accordance with U.S.
generally accepted accounting principles, or GAAP, which differ in certain
material respects from Canadian generally accepted accounting principles. In
addition, our financial statements and information in this release are
presented in U.S. Dollars, unless otherwise indicated. This news release
includes certain non-GAAP financial measures, such as adjusted net income and
adjusted EBITDA. We use these non-GAAP financial measures to confirm our
compliance with covenants contained in our debt facilities, as supplemental
indicators of our operating performance and to assist in evaluation of our
liquidity. These measures do not have any standardized meanings prescribed by
GAAP and therefore are not comparable to the calculation of similar measures
used by other companies, and should not be viewed as alternatives to measures
of financial performance or changes in cash flows calculated in accordance
with GAAP. Reconciliations of these non-GAAP financial measures to the closes
GAAP measures are set out in the notes to the financial statements attached to
this news release.

About Corel Corporation

Corel is a leading global packaged software company with an estimated
installed base of over 40 million users. The Company provides high quality,
affordable and easy-to-use productivity, graphics and digital imaging software
and enjoys a favorable market position among value-conscious consumers and
small businesses. Its products are sold in over 75 countries through a
scalable distribution platform comprised of original equipment manufacturers
(OEMs), Corel's international websites, and a global network of resellers and
retailers. The Company's product portfolio features well-established, globally
recognized brands including CorelDRAW(R) Graphics Suite, Corel(R)
WordPerfect(R) Office, WinZip(R), Corel(R) Paint Shop(R) Pro, and Corel
Painter(TM). To learn more about Corel, please visit www.corel.com.

(C) 2006 Corel Corporation. All rights reserved. Corel, CorelDRAW,
WordPerfect, WinZip, Paint Shop, Painter, and the Corel logo are trademarks or
registered trademarks of Corel Corporation and/or its subsidiaries. All other
product, font and company names and logos are trademarks or registered
trademarks of their respective companies.

CRELF
<<

Corel Corporation
Quarterly Financial Results
For the quarter ended May 31, 2006
(in thousands, except per share data; unaudited)

Consolidated Condensed Statement of Operations

                                Three Months ended  Six Months ended
                                      May 31,             May 31,
                                   2006     2005      2006      2005
                                 -------- --------  -------- ---------
Revenues - Product               $39,151  $36,428   $78,649  $ 72,510
Revenues - Maintenance and
 service                           5,059    3,573     9,848     7,479
                                 -------- --------  -------- ---------
Total revenues                    44,210   40,001    88,497    79,989
                                 -------- --------  -------- ---------

Cost of revenues  - Product        5,049    4,097    10,054     8,805
Cost of revenues  - Maintenance
 and service                         276      293       590       641
Amortization of intangible
 assets                            2,648    6,636     9,275    12,835
                                 -------- --------  -------- ---------
Total cost of revenues             7,973   11,026    19,919    22,281

                                 -------- --------  -------- ---------
Gross margin                      36,237   28,975    68,578    57,708
                                 -------- --------  -------- ---------

Operating expenses
   Sales and marketing            14,023   12,164    28,527    24,988
   Research and development        6,640    5,982    12,821    11,653
   General and administrative      6,193    4,654    11,588    10,313
   Restructuring                     251       72       811       612
                                 -------- --------  -------- ---------
Total operating expenses          27,107   22,872    53,747    47,566
                                 -------- --------  -------- ---------
Income from operations             9,130    6,103    14,831    10,142

Other expenses (income)
   Loss on debt retirement         8,275        6     8,275     3,937
   Interest expense, net           3,207    3,407     7,070     5,377
   Amortization of deferred
    financing fees                   357      504       801       804
   Other non-operating expense
    (income)                        (528)     193      (648)      371
                                 -------- --------  -------- ---------
Income (loss) before taxes        (2,181)   1,993      (667)     (347)
Income tax expense                 1,791    1,835     4,942     2,015
                                 -------- --------  -------- ---------
Net income (loss)                $(3,972) $   158   $(5,609) $ (2,362)
                                 -------- --------  -------- ---------

Net income (loss) per share
   Basic and diluted
        Class A                  $   N/A  $ (0.05)      N/A  $  (1.69)
        Class B                      N/A    (0.05)      N/A     (1.69)
        WinZip Common                N/A    38.95       N/A     29.20
        Corel Common               (0.19)     N/A     (0.28)      N/A
   Pro-forma basic and diluted     (0.19)    0.01     (0.28)    (0.16)

Weighted average number of shares:
   Shares used in basic and diluted
   per share amounts
        Class A                      N/A    3,736       N/A     3,736
        Class B                      N/A    8,321       N/A     8,321
        WinZip Common                N/A       20       N/A        20
        Corel Common              21,086      N/A    20,293       N/A
   Shares used in pro-forma per
    share amounts
        Basic                     21,086   19,485    20,293    19,485
        Diluted                   21,086   19,965    20,293    19,485


Consolidated Condensed Balance Sheet

                                                May 31,   November 30,
                                                  2006         2005
                                              ----------- ------------
Assets
  Current assets:
    Cash and cash equivalents                 $   33,021  $    20,746
    Restricted cash                                  717          966
    Accounts receivable
        Trade, net                                16,763       19,342
        Due from related parties                       -          667
        Other                                        648          311
    Inventory                                      1,365          726
    Deferred tax assets, current portion             240          592
    Prepaids and other current assets              2,242        2,343
                                              ----------- ------------
  Total current assets                            54,996       45,693

  Investments                                        262          334
  Capital assets                                   3,536        3,532
  Intangible assets                               42,813       52,397
  Goodwill                                         9,850        9,850
  Deferred Income tax assets                           -          284
  Deferred financing charges and other long-
   term assets                                     4,199        8,746
                                              ----------- ------------
Total assets                                  $  115,656  $   120,836
                                              ----------- ------------

Liabilities and shareholders' deficit
  Current liabilities:
    Accounts payable & accrued liabilities    $   26,650  $    30,152
    Due to related party                               -          334
    Income taxes payable                          13,472       10,773
    Deferred revenue                              10,107       11,755
    Current portion of promissory note               532        1,170
    Current portion of term loan payable             900       15,764
                                              ----------- ------------
  Total current liabilities                       51,661       69,948

  Deferred revenue                                 2,159        2,085
  Term loan payable                               89,100      132,965
  Promissory note and other long-term
   liabilities                                       797        1,072
                                              ----------- ------------
Total liabilities                                143,717      206,070
                                              ----------- ------------

Shareholders' deficit
  Share capital                                   30,721      (73,793)
  Additional paid-in capital                       3,160        7,427
  Accumulated other comprehensive income              14           85
  Deficit                                        (61,956)     (18,953)
                                              ----------- ------------
Total shareholders' deficit                      (28,061)     (85,234)
                                              ----------- ------------

                                              ----------- ------------
Total liabilities and shareholders' deficit   $  115,656  $   120,836
                                              ----------- ------------

Consolidated Condensed Statement of Cash Flows

                                Three Months ended  Six Months ended
                                      May 31,             May 31,
                                   2006     2005       2006     2005
                                --------- --------  --------- --------
Cash flow from operating activities
Net income (loss)                $(3,972)    $158    $(5,609) $(2,362)
   Depreciation                      378      307        776      769
   Amortization of deferred
    financing fees                   357      504        801      804
   Amortization of intangible
    assets                         2,648    6,636      9,275   12,835
   Stock-based compensation          794      123      1,646      239
   Accrued interest                  352      166       (261)     533
   Provision for bad debts            52       27        174      193
   Deferred income taxes             201       19        636      313
   Unrealized losses on
    foreign exchange contracts       193       87        221      293
   Gain on disposal of fixed
    assets                             -      (28)         -      (14)
   Loss on early retirement of
    debt                           8,275        6      8,275    3,937
   Gain on disposal of
    investments                        -      (71)         -      (71)
   Operating Assets                  463      469       (267)    (109)
                                --------- --------  --------- --------
Cash flow provided by operating
 activities                        9,741    8,403     15,667   17,360
                                --------- --------  --------- --------

Cash flow from financing activities
   Restricted cash                     -      (13)         -    1,357
   Proceeds from term loan        90,000        -     90,000  130,000
   Repayments of term loan      (140,091)       -   (148,729) (64,305)
   Financing fees incurred        (5,875)    (668)    (7,638)  (7,668)
   Proceeds from public offering  72,538        -     72,538        -
   Proceeds from issuance of
    common shares                      1        -          1        -
   Paid up capital distribution        -        -          -  (83,113)
   Dividends                      (7,500)  (4,000)    (7,500)  (6,135)
   Other financing                  (492)  (3,250)    (1,098)  (2,750)
                                --------- --------  --------- --------
Cash flow provided by (used in)
 financing activities              8,581   (7,931)    (2,426) (32,614)
                                --------- --------  --------- --------

Cash flow from investing activities
   Proceeds from redemption of
    investments                        -       71          -   10,058
   Acquisition of Jasc                 -     (369)         -     (184)
   Purchase of long lived
    assets, net of proceeds         (425)    (169)      (855)    (468)
                                --------- --------  --------- --------
Cash flow provided by (used in)
 investing activities               (425)    (467)      (855)   9,406
                                --------- --------  --------- --------

Effect of exchange rate changes
 on cash                             (74)     (10)      (111)     (19)

Increase (decrease) in cash and
 cash equivalents                 17,823       (5)    12,275   (5,867)
Opening cash and cash
 equivalents                      15,198    5,695     20,746   11,557
                                --------- --------  --------- --------
Closing cash and cash
 equivalents                     $33,021   $5,690    $33,021   $5,690
                                --------- --------  --------- --------


Non-GAAP Results
(In thousands, except per share data)

                                 Three Months ended  Six Months ended
                                       May 31,            May 31,
                                   2006      2005      2006     2005
                                 -------- ---------  -------- --------

Non-GAAP Adjusted Net Income Calculation:
    Net income (loss)            $(3,972) $    158   $(5,609) $(2,362)
    Amortization of intangible
     assets                        2,648     6,636     9,275   12,835
    Stock based compensation         794       123     1,646      239
    Restructuring                    251        72       811      612
    Reorganization costs               -         -       117      883
    Amortization of deferred
     financing fees                  357       504       801      804
    Loss on debt retirement        8,275         6     8,275    3,937
                                 -------- ---------  -------- --------
    Non-GAAP Adjusted Net Income $ 8,353  $  7,499   $15,316  $16,948
                                 -------- ---------  -------- --------
    Percentage of revenue           18.9%     18.7%     17.3%    21.2%

    Pro-forma diluted non-GAAP
     adjusted net income
     per share                   $  0.38  $   0.38   $  0.72  $  0.85

    Shares used in computing
     pro-forma diluted non-GAAP
     adjusted net income per 
     share                        22,178    19,965    21,386   19,953

Non-GAAP Adjusted EBITDA
 Calculation:
    Cash flow provided by
     operating activities        $ 9,741  $  8,403   $15,667  $17,360
    Change in operating assets
     and liabilities                (463)     (469)      267      109
    Interest Expense               3,207     3,407     7,070    5,377
    Income tax expense             1,791     1,835     4,942    2,015
    Accrued interest                (352)     (166)      261     (533)
    Provision for bad debts          (52)      (27)     (174)    (193)
    Unrealized losses on
     foreign exchange contracts     (193)      (87)     (221)    (293)
    Deferred income taxes           (201)      (19)     (636)    (313)
    Gain on disposal of
     fixed assets                      -        28         -       14
    Restructuring                    251        72       811      612
    Reorganizational costs             -         -       117      883
                                 -------- ---------  -------- --------
    Non-GAAP Adjusted EBITDA     $13,729  $ 12,977   $28,102  $25,038
                                 -------- ---------  -------- --------
    Percentage of revenues          31.1%     32.4%     31.8%    31.3%


Other Supplemental Information

Revenues by Product Segment
    Productivity                 $19,173  $ 16,897   $38,963  $31,900
    Graphics and Digital Imaging  25,037    23,104    49,534   48,089
                                 -------- ---------  -------- --------
    Total                        $44,210  $ 40,001   $88,497  $79,989
                                 -------- ---------  -------- --------

    As percentage of revenues
    Productivity                    43.4%     42.2%     44.0%    39.9%
    Graphics and Digital Imaging    56.6%     57.8%     56.0%    60.1%
                                 -------- ---------  -------- --------
    Total                          100.0%    100.0%    100.0%   100.0%
                                 -------- ---------  -------- --------

Revenues by Geography
    Americas                     $26,919  $ 23,270   $52,582  $47,821
    Europe, Middle East, Africa   13,681    13,671    29,449   27,097
    Asia-Pacific                   3,610     3,060     6,466    5,071
                                 -------- ---------  -------- --------
    Total                        $44,210  $ 40,001   $88,497  $79,989
                                 -------- ---------  -------- --------

    As percentage of revenues
    Americas                        60.9%     58.2%     59.4%    59.8%
    Europe, Middle East, Africa     30.9%     34.2%     33.3%    33.9%
    Asia-Pacific                     8.2%      7.6%      7.3%     6.3%
                                 -------- ---------  -------- --------
    Total                          100.0%    100.0%    100.0%   100.0%
                                 -------- ---------  -------- --------

Allocation of Stock-Based Compensation Expense
    Cost of revenues - Product   $     7  $      4   $    15  $     8
    Cost of revenues - Maintenance
     and service                       2         1         4        2
    Sales and marketing              121        53       312      102
    Research and development          53        36       116       71
    General and administrative       611        29     1,199       56
                                 -------- ---------  -------- --------
    Total                        $   794  $    123   $ 1,646  $   239
                                 -------- ---------  -------- --------
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