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HydraFacial, A BeautyHealth Company, Opens HFX Experience Center in New York City

New Global Training Center Designed to Turn Aestheticians into Expert HydraFacialists

LONG BEACH, Calif.–(BUSINESS WIRE)–
The BeautyHealth Company “BeautyHealth” or the “Company”; (NASDAQ:SKIN), a global category-creator in beauty health leading the charge with HydraFacial™, its flagship brand, today announced the opening of the HydraFacial HFX Experience Center in New York City. The New York Experience Center is the 9th global HFX location, others include Long Beach, Orlando, Chicago, Dallas, Tokyo, Shanghai, Madrid, and Mexico.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20220127006025/en/

HydraFacial HFX launched in 2018 as the first of its kind, two-day immersive educational experience designed to advance aesthetic professionals’ skills and help them develop client engagement techniques, hone their protocols skills, and grow their businesses, with a focus on selling skills, social media and marketing techniques. In addition, these experience centers allow the brand to host consumer, provider, HydraFacialist, press, and influencer events throughout the year.

“Education is a significant area of investment for HydraFacial,” said Ben Baum, HydraFacial’s Executive Vice President and Chief Experience Officer. “We offer in-person, virtual, short-form and long-form training opportunities, providing an option for every BeautyHealth expert who strives to deliver a superior experience. The HFX Experience Centers are an important part of our educational platform, and we are thrilled to finally have one in New York City.”

HydraFacial HFX participants can expect to gain:

• Increased client retention by utilizing HydraFacial as a beauty health essential
• Confidence in client consultations to effectively up−sell and personalize treatments
• Menu strategy and creation concepts
• Knowledge of our exceptional industry partnerships
• Expertise in combining HydraFacial with other treatments
• A strategy to implement an action plan for business growth
• Enhanced experience with HydraFacial boosters, products and modalities
• A structure to accelerate revenue through positioning memberships at Signature Events
• Creative ideas on how to position HydraFacial Perk™ for improved treatment outcomes
• Ability to leverage resources for increased profits

To register or learn more about the HFX courses, visit connect.hydrafacial.com/hfx-franchise/

About The Beauty Health Company

BeautyHealth is a category-creating beauty health company focused on bringing innovative products to market. Our flagship brand, HydraFacial, is a non-invasive and approachable beauty health platform and ecosystem with a powerful community of estheticians, consumers and partners, bridging medical and consumer retail to democratize and personalize skin care solutions for the masses. HydraFacial uses a unique delivery system to cleanse, extract and hydrate with our patented hydradermabrasion technology and super serums that are made with nourishing ingredients, providing an immediate outcome and creating an instantly gratifying glow in just three steps and 30 minutes. HydraFacial® and Perk™ products are available in over 87 countries with over 19,000 Delivery Systems globally and millions of treatments performed each year. For more information, visit the brand on LinkedIn, Facebook, Instagram, or at HydraFacial.com. For our Investor Relations website, please visit https://investors.beautyhealth.com/.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220127006025/en/

HydraFacial Product Contact: EvolveMKD |  [email protected]

The HydraFacial Company Contact:  [email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Cosmetics Retail Specialty Other Retail

MEDIA:

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Opening Day at HydraFacial HFX Experience Center in New York City. (Photo: Hai Ngo)

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First Interstate BancSystem Announces New Members of Executive Team

BILLINGS, Mont.–(BUSINESS WIRE)–
First Interstate BancSystem, Inc. (NASDAQ: FIBK) (“FIBK”), parent company of First Interstate Bank, announced today that it expects Scott Erkonen and Karlyn Knieriem to join the FIBK executive team upon the closing of the previously announced merger of Great Western Bancorp, Inc. (“GWB”) into FIBK. At the effective time of the merger, Mr. Erkonen will serve as the Chief Information Officer and Ms. Knieriem will serve as the Chief Risk Officer.

“I look forward to working alongside Scott, Karlyn, and the rest of the Executive Team as we establish First Interstate as one of the country’s premier community banking franchises,” said FIBK President and CEO Kevin Riley.

The First Interstate Executive Team will be as follows:

• Kevin Riley – President/Chief Executive Officer
• Marcy Mutch – Chief Financial Officer
• Jodi Delahunt Hubbell – Chief Operating Officer
• Scott Erkonen – Chief Information Officer
• Kirk Jensen – General Counsel
• Karlyn Knieriem – Chief Risk Officer
• Russ Lee – Chief Banking Officer
• David Redmon – Chief of Staff
• Rachel Turitto – Chief HR Officer

As previously announced, the merger of GWB into FIBK and the transaction is expected to close on or around February 1, 2022, subject to customary closing conditions set forth in the merger agreement between FIBK and GWB. The combined holding company will operate under the First Interstate name and brand with the company’s headquarters remaining in Billings, Montana.

About First Interstate BancSystem, Inc.

First Interstate BancSystem, Inc. is a financial services holding company headquartered in Billings, Montana. It is the parent company of First Interstate Bank, a community bank with $19.3 billion in assets as of September 30, 2021. First Interstate proudly delivers financial solutions across Idaho, Montana, Oregon, South Dakota, Washington, and Wyoming. A recognized leader in community banking services, First Interstate is driven by strong values as well as a commitment to delivering a rewarding experience to its employees, strong returns to shareholders, exceptional products and services to its clients, and resources to the communities it serves. More information is available at www.firstinterstate.com.

Cautionary Note Regarding Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, which involve inherent risks and uncertainties. Any statements about FIBK’s, GWB’s or the combined company’s plans, objectives, expectations, strategies, beliefs, or future performance or events constitute forward-looking statements. Such statements are identified as those that include words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “may,” or similar expressions. Forward-looking statements involve known and unknown risks, uncertainties, assumptions, estimates, and other important factors that change over time and could cause actual results to differ materially from any results, performance, or events expressed or implied by such forward-looking statements. Such forward-looking statements include but are not limited to statements about the benefits of the business combination transaction between FIBK and GWB (the “Transaction”), including future financial and operating results, the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts.

These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those projected. In addition to factors previously disclosed in FIBK’s and GWB’s reports filed with the U.S. Securities and Exchange Commission (the “SEC”) and those identified elsewhere in this document, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the occurrence of any event, change, or other circumstance that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between FIBK and GWB; the outcome of any legal proceedings that may be instituted against FIBK or GWB; the possibility that the Transaction does not close when expected or at all because required conditions to closing are not received or satisfied on a timely basis or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Transaction); the risk that the benefits from the Transaction may not be fully realized or may take longer to realize than expected, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which FIBK and GWB operate; the ability to promptly and effectively integrate the businesses of FIBK and GWB; the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; reputational risk and potential adverse reactions of FIBK’s or GWB’s customers, employees or other business partners, including those resulting from the announcement or completion of the Transaction; the dilution caused by FIBK’s issuance of additional shares of its capital stock in connection with the Transaction; the diversion of management’s attention and time from ongoing business operations and opportunities on merger-related matters; and the impact of the global COVID-19 pandemic on FIBK’s or GWB’s businesses, the ability to complete the Transaction or any of the other foregoing risks.

These factors are not necessarily all of the factors that could cause FIBK’s, GWB’s or the combined company’s actual results, performance, or achievements to differ materially from those expressed in or implied by any of the forward-looking statements. Other unknown or unpredictable factors also could harm FIBK’s, GWB’s or the combined company’s results.

All forward-looking statements attributable to FIBK, GWB, or the combined company, or persons acting on FIBK’s or GWB’s behalf, are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made and FIBK and GWB do not undertake or assume any obligation to update publicly any of these statements to reflect actual results, new information or future events, changes in assumptions, or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If FIBK or GWB update one or more forward-looking statements, no inference should be drawn that FIBK or GWB will make additional updates with respect to those or other forward-looking statements. Further information regarding FIBK, GWB and factors which could affect the forward-looking statements contained herein can be found in the registration statement on Form S-4, as amended, as well as FIBK’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, its Quarterly Reports on Form 10-Q, and its other filings with the SEC, and in GWB’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021, and its other filings with the SEC.

Category: Mergers & Acquisitions

View source version on businesswire.com: https://www.businesswire.com/news/home/20220127006034/en/

Media:

Brittany Cremer

PR & Communications Manager

406-255-5310

[email protected]

Investors:

John R. Stewart, CFA

Deputy Chief Financial Officer

406-255-5311

[email protected]

KEYWORDS: United States North America Montana

INDUSTRY KEYWORDS: Banking Professional Services Finance

MEDIA:

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The RMR Group Inc. Announces First Quarter Fiscal 2022 Results

Net Income of $18.3 Million, or $0.49 Per Diluted Share

Adjusted Net Income of $0.46 Per Diluted Share, a 12% Increase from Last Year

Adjusted EBITDA of $23.3 Million, a 9% Increase from Last Year

Total AUM Grows to $33.4 Billion, with Managed Private Real Estate Capital AUM Growing to $3.2 Billion

NEWTON, Mass.–(BUSINESS WIRE)–The RMR Group Inc. (Nasdaq: RMR) today announced its financial results for the fiscal quarter ended December 31, 2021.

Adam Portnoy, President and Chief Executive Officer, made the following statement regarding the first quarter fiscal 2022 results:

“During the first fiscal quarter, RMR reported management and advisory services revenues of $46.0 million, an increase of 11% from last year, despite the continued impact of COVID-19 variants across many aspects of our clients’ businesses. Similarly, adjusted earnings per share and Adjusted EBITDA increased 12% and 9%, respectively, over the prior year. This growth was driven primarily by increases in the enterprise values of our Managed Equity REITs, the expanded scale of Sonesta leading to greater business management fees and increased client redevelopment activities leading to higher construction management fees.

“This quarter, RMR made significant progress in growing its private capital assets under management, announcing approximately $1.9 billion of private capital transactions. In addition, the pending Monmouth industrial real estate transaction valued at approximately $4.0 billion is expected to be partly funded with private capital raised from large institutional joint venture partners. Not only do these transactions grow RMR’s assets under management, but they also highlight RMR’s alignment with our clients’ shareholders by expanding their access to capital and growth opportunities with high quality assets.

“With over $181 million of cash and no debt, we remain well positioned to pursue a range of capital allocation strategies, with a primary focus on driving private capital growth across the platform.”

First Quarter Fiscal 2022 Highlights:

• As of December 31, 2021, The RMR Group LLC had $33.4 billion of assets under management, or AUM, compared to $32.1 billion as of December 31, 2020.

• Total management and advisory services revenues for the quarter ended December 31, 2021 were $46.0 million, compared to $41.3 million for the quarter ended December 31, 2020.

• The RMR Group LLC’s AUM and management and advisory services revenues by source are as follows (dollars in thousands):

								Total
								Management
								and Advisory
		AUM						Services Revenues
As of or for the Three Months Ended December 31, 2021
Managed Public Real Estate Capital (1)		$	28,224,926		84.4	%		$	36,992		80.4	%
Managed Private Real Estate Capital (2)			3,213,978		9.6	%			2,453		5.3	%
Managed Operating Companies (3)			2,000,706		6.0	%			6,570		14.3	%
Total		$	33,439,610		100.0	%		$	46,015		100.0	%
As of or for the Three Months Ended December 31, 2020
Managed Public Real Estate Capital (1)		$	28,846,470		89.8	%		$	33,866		81.9	%
Managed Private Real Estate Capital (2)			1,332,336		4.1	%			1,829		4.5	%
Managed Operating Companies (3)			1,950,548		6.1	%			5,638		13.6	%
Total		$	32,129,354		100.0	%		$	41,333		100.0	%

(1)	Managed Public Real Estate Capital includes: Diversified Healthcare Trust (DHC), Industrial Logistics Properties Trust (ILPT), Office Properties Income Trust (OPI) and Service Properties Trust (SVC), which are collectively referred to as the Managed Equity REITs, as well as Seven Hills Realty Trust (SEVN) and, until its merger with and into SEVN on September 30, 2021, Tremont Mortgage Trust (TRMT).
(2)	Managed Private Real Estate Capital primarily consists of private entities that own commercial real estate, some of which certain of the Managed Equity REITs own minority interests.
(3)	Managed Operating Companies include: AlerisLife Inc. (formerly known as Five Star Senior Living Inc.) (ALR), Sonesta International Hotels Corporation (Sonesta) and TravelCenters of America Inc. (TA).

• No incentive business management fees were earned for the 2021 or 2020 calendar years from the Managed Equity REITs based upon the three year measurement periods ended December 31, 2021 and 2020, respectively.

• For the three months ended December 31, 2021, net income was $18.3 million and net income attributable to The RMR Group Inc. was $8.0 million, or $0.49 per diluted share, compared to net income of $19.8 million and net income attributable to The RMR Group Inc. of $8.9 million, or $0.51 per diluted share, for the three months ended December 31, 2020.

• For the three months ended December 31, 2021, adjusted net income attributable to The RMR Group Inc. was $7.6 million, or $0.46 per diluted share, compared to $6.9 million, or $0.41 per diluted share, for the three months ended December 31, 2020. The adjustments to net income attributable to The RMR Group Inc. this quarter included $0.5 million, or $0.03 per diluted share, of unrealized gains on our equity method investments in SEVN and TA.

• For the three months ended December 31, 2021, Adjusted EBITDA was $23.3 million, Operating Margin was 43.7% and Adjusted EBITDA Margin was 48.2%, compared to Adjusted EBITDA of $21.4 million, Operating Margin of 33.2% and Adjusted EBITDA Margin of 49.0% for the three months ended December 31, 2020.

• As of December 31, 2021, The RMR Group Inc. had $181.9 million in cash and cash equivalents with no outstanding debt obligations.

Reconciliations to U.S. Generally Accepted Accounting Principles, or GAAP:

Adjusted net income attributable to The RMR Group Inc., EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted EBITDA less Cash Tax Obligation are non-GAAP financial measures. The GAAP financial measure that is most directly comparable to adjusted net income attributable to The RMR Group Inc. is net income attributable to The RMR Group Inc. The GAAP financial measure that is most directly comparable to EBITDA, Adjusted EBITDA and Adjusted EBITDA less Cash Tax Obligation is net income and the GAAP financial measure that is most directly comparable to Adjusted EBITDA Margin is Operating Margin, which represents operating income divided by total management and advisory services revenues. Reconciliations of net income attributable to The RMR Group Inc. determined in accordance with GAAP to adjusted net income attributable to The RMR Group Inc., and of net income to EBITDA and Adjusted EBITDA, as well as calculations of Operating Margin, Adjusted EBITDA Margin and Adjusted EBITDA less Cash Tax Obligation for each of the three months ended December 31, 2021 and 2020 are presented later in this press release.

Assets Under Management:

The calculation of AUM primarily includes: (i) the historical cost of real estate and related assets, excluding depreciation, amortization, impairment charges or other non-cash reserves, of the Managed Equity REITs and the Managed Private Real Estate Capital clients, plus (ii) the gross book value of real estate assets, property and equipment of the Managed Operating Companies, excluding depreciation, amortization, impairment charges or other non-cash reserves, plus (iii) the carrying value of loans held for investment at SEVN. Upon deconsolidation from a Managed Equity REIT, the respective real estate and related assets are characterized as Managed Private Real Estate Capital and their historical cost represents the fair value of the real estate at the time of deconsolidation.

All references in this press release to AUM on, or as of, a date are calculated at a point in time.

For additional information on the calculation of AUM for purposes of the fee provisions of the business management agreements, see The RMR Group Inc.’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021, filed with the Securities and Exchange Commission, or SEC. The RMR Group Inc.’s SEC filings are available at the SEC website: www.sec.gov.

Conference Call:

On Friday, January 28, 2022 at 10:00 a.m. Eastern Time, President and Chief Executive Officer, Adam Portnoy, and Executive Vice President, Chief Financial Officer and Treasurer, Matt Jordan, will host a conference call to discuss The RMR Group Inc.’s fiscal first quarter ended December 31, 2021 financial results.

The conference call telephone number is (877) 270-2148. Participants calling from outside the United States and Canada should dial (412) 902-6510. No pass code is necessary to access the call from either number. Participants should dial in about 15 minutes prior to the scheduled start of the call. A replay of the conference call will be available through 11:59 p.m. Eastern Time on Friday, February 4, 2022. To access the replay, dial (412) 317-0088. The replay pass code is 9199832.

A live audio webcast of the conference call will also be available in a listen only mode on The RMR Group Inc.’s website, at www.rmrgroup.com. Participants wanting to access the webcast should visit The RMR Group Inc.’s website about five minutes before the call. The archived webcast will be available for replay on The RMR Group Inc.’s website following the call for about one week. The transcription, recording and retransmission in any way of The RMR Group Inc.’s fiscal first quarter ended December 31, 2021 financial results conference call are strictly prohibited without the prior written consent of The RMR Group Inc.

About The RMR Group Inc.

The RMR Group (Nasdaq: RMR) is a leading U.S. alternative asset management company, unique for its focus on commercial real estate (CRE) and related businesses. RMR’s vertical integration is supported by nearly 600 real estate professionals in over 30 offices nationwide who manage over $33 billion in assets under management and leverage 35 years of institutional experience in buying, selling, financing and operating CRE. RMR benefits from a scalable platform, a deep and experienced management team and a diversity of direct real estate strategies across its clients. RMR is headquartered in Newton, MA and was founded in 1986. For more information, please visit www.rmrgroup.com.

The RMR Group Inc.
Condensed Consolidated Statements of Income
(amounts in thousands, except per share amounts)
(unaudited)
		Three Months Ended December 31,
		2021				2020
Revenues:
Management services (1)		$	44,897			$	40,747
Advisory services			1,118				586
Total management and advisory services revenues			46,015				41,333
Reimbursable compensation and benefits			14,397				13,225
Reimbursable equity based compensation			1,598				3,003
Other reimbursable expenses			119,558				99,385
Total reimbursable costs			135,553				115,613
Total revenues			181,568				156,946
Expenses:
Compensation and benefits			31,791				29,494
Equity based compensation			2,219				3,561
Separation costs			—				4,159
Total compensation and benefits expense			34,010				37,214
General and administrative			7,671				6,260
Other reimbursable expenses			119,558				99,385
Transaction and acquisition related costs			—				117
Depreciation and amortization			236				238
Total expenses			161,475				143,214
Operating income			20,093				13,732
Interest and other income			57				231
Equity in earnings of investees			—				424
Unrealized gain on equity method investments accounted for under the fair value option			1,196				8,122
Income before income tax expense			21,346				22,509
Income tax expense			(3,054	)			(2,756	)
Net income			18,292				19,753
Net income attributable to noncontrolling interest			(10,250	)			(10,856	)
Net income attributable to The RMR Group Inc.		$	8,042			$	8,897
Weighted average common shares outstanding – basic (2)			16,325				16,252
Weighted average common shares outstanding – diluted (2)			31,325				31,252
Net income attributable to The RMR Group Inc. per common share – basic (2)		$	0.49			$	0.54
Net income attributable to The RMR Group Inc. per common share – diluted (2)		$	0.49			$	0.51
See Notes beginning on page 6.

The RMR Group Inc.
Notes to Condensed Consolidated Statements of Income
(dollars in thousands)
(unaudited)
(1)		Includes base business management fees earned from the Managed Equity REITs monthly based upon the lower of (i) the average historical cost of each REIT’s properties and (ii) each REIT’s average market capitalization. The following table presents a summary of each Managed Equity REIT’s primary strategy and the lesser of the historical cost of its assets under management and its market capitalization as of December 31, 2021 and 2020, as applicable:

				Lesser of Historical Cost of Assets
				Under Management or
				Total Market Capitalization (a)
				As of December 31,
REIT		Primary Strategy		2021			2020
DHC		Medical office and life science properties, senior living communities and wellness centers		$	4,457,630		$	4,523,958
ILPT		Industrial and logistics properties			1,897,426			1,963,013
OPI		Office properties primarily leased to single tenants, including the government			3,813,203			3,340,627
SVC		Hotels and net lease service and necessity-based retail properties			8,651,159			8,158,795
				$	18,819,418		$	17,986,393

(a)

The basis on which base business management fees are calculated for the three months ended December 31, 2021 and 2020 may differ from the basis at the end of the periods presented in the table above. As of December 31, 2021, the market capitalization was lower than the historical cost of assets under management for DHC, OPI and SVC. The historical cost of assets under management for DHC, OPI and SVC as of December 31, 2021, were $7,364,743, $6,117,252 and $12,306,220, respectively. For ILPT, the historical cost of assets under management were lower than its market capitalization of $2,470,395 as of December 31, 2021.

The RMR Group Inc.
Notes to Condensed Consolidated Statements of Income (Continued)
(amounts in thousands, except per share amounts)
(unaudited)
(2)		The RMR Group Inc. calculates earnings per share, or EPS, using the two-class method. As such, earnings attributable to unvested participating shares are excluded from earnings before calculating per share amounts. In addition, diluted EPS includes the assumed issuance of Class A Common Shares pursuant to The RMR Group Inc.’s equity compensation plan and the issuance of Class A Common Shares related to the assumed redemption of the noncontrolling interest’s 15,000 Class A Units using the if-converted method. In computing the dilutive effect, if any, that the aforementioned redemption would have on EPS, The RMR Group Inc. considered that net income available to holders of Class A Common Shares would increase due to elimination of the noncontrolling interest offset by any tax effect, which may be dilutive. For the three months ended December 31, 2021 and 2020, the assumed redemption is dilutive to earnings per share as presented in the table below. The calculation of basic and diluted EPS is as follows:

		Three Months Ended December 31,
		2021				2020
Numerators:
Net income attributable to The RMR Group Inc.		$	8,042			$	8,897
Income attributable to unvested participating securities			(78	)			(78	)
Net income attributable to The RMR Group Inc. used in calculating basic EPS			7,964				8,819
Effect of dilutive securities:
Add back: income attributable to unvested participating securities			78				78
Add back: net income attributable to noncontrolling interest			10,250				10,856
Add back: income tax expense			3,054				2,756
Income tax expense assuming redemption of noncontrolling interest’s Class A Units for Class A Common Shares (a)			(6,064	)			(6,515	)
Net income used in calculating diluted EPS		$	15,282			$	15,994
Denominators:
Common shares outstanding			16,485				16,396
Unvested participating securities			(160	)			(144	)
Weighted average common shares outstanding – basic			16,325				16,252
Effect of dilutive securities:
Assumed redemption of noncontrolling interest’s Class A Units for Class A Common Shares			15,000				15,000
Weighted average common shares outstanding – diluted			31,325				31,252
Net income attributable to The RMR Group Inc. per common share – basic		$	0.49			$	0.54
Net income attributable to The RMR Group Inc. per common share – diluted		$	0.49			$	0.51

(a)	Income tax expense assumes the hypothetical conversion of the noncontrolling interest, which results in estimated tax rates of 28.4% and 28.9% for the three months ended December 31, 2021 and 2020, respectively.

The RMR Group Inc.

Reconciliation of Adjusted Net Income and Adjusted Net Income Per Diluted Share

(amounts in thousands, except per share amounts)

(unaudited)

The RMR Group Inc. is providing the reconciliations below regarding certain individually significant items occurring or impacting its financial results for the three months ended December 31, 2021 and 2020 for supplemental informational purposes in order to enhance the understanding of The RMR Group Inc.’s condensed consolidated statements of income and to facilitate a comparison of The RMR Group Inc.’s current operating performance with its historical operating performance. This information should be considered in conjunction with net income, net income attributable to The RMR Group Inc. and operating income as presented in The RMR Group Inc.’s condensed consolidated statements of income.

The following tables present the impact of certain individually significant items on the financial results for the three months ended December 31, 2021 and 2020, assuming the redemption of the noncontrolling interest’s 15,000 Class A Units is dilutive to earnings per share as presented in Note 2 on page 7:

		Net Income Attributable to The RMR Group Inc.				Add: Net Income Attributable to Noncontrolling Interest				Add: Income Tax Expense				Income Before Income Tax Expense				Less: Estimated Income Tax Expense (1)				Net Income Used in Calculating Diluted EPS				Weighted Average Common Shares Outstanding – Diluted		Net Income Attributable to The RMR Group Inc. per Common Share – Diluted
Three Months Ended December 31, 2021:
Net income attributable to The RMR Group Inc.		$	8,042			$	10,250			$	3,054			$	21,346			$	(6,064	)		$	15,282			31,325		$	0.49
Unrealized gain on equity method investments accounted for under the fair value option			(455	)			(570	)			(171	)			(1,196	)			340				(856	)		31,325			(0.03	)
Adjusted net income attributable to The RMR Group Inc.		$	7,587			$	9,680			$	2,883			$	20,150			$	(5,724	)		$	14,426			31,325		$	0.46
Three Months Ended December 31, 2020:
Net income attributable to The RMR Group Inc.		$	8,897			$	10,856			$	2,756			$	22,509			$	(6,515	)		$	15,994			31,252		$	0.51
Income tax benefit (2)			(520	)			—				520				—				(520	)			(520	)		31,252			(0.02	)
Unrealized gain on equity method investment accounted for under the fair value option			(3,059	)			(3,881	)			(1,182	)			(8,122	)			2,351				(5,771	)		31,252			(0.18	)
Separation costs			1,567				1,987				605				4,159				(1,204	)			2,955			31,252			0.10
Transaction and acquisition related costs			44				56				17				117				(34	)			83			31,252			—
Adjusted net income attributable to The RMR Group Inc.		$	6,929			$	9,018			$	2,716			$	18,663			$	(5,922	)		$	12,741			31,252		$	0.41

(1)		Estimated income tax expense assumes the hypothetical conversion of the noncontrolling interest and the resulting consolidated entities’ estimated tax rate of approximately 28.4% and 28.9% for the three months ended December 31, 2021 and 2020, respectively.
(2)		Represents the income tax benefit recorded during the three months ended December 31, 2020 as a result of final tax regulations released in December 2020 establishing the effective date as it relates to the deductibility of certain executive compensation. The final regulations provided that the application of the limit applies to deductions after December 18, 2020. As such, during the three months ended December 31, 2020, The RMR Group Inc. reduced its provision for income taxes for limitations applied prior to the effective date by $520.

The RMR Group Inc.
Reconciliation of EBITDA and Adjusted EBITDA from Net Income
and Calculation of Operating Margin, Adjusted EBITDA Margin
and Adjusted EBITDA less Cash Tax Obligation (1) (2)
(dollars in thousands)
(unaudited)
	Three Months Ended December 31,
	2021				2020
Reconciliation of EBITDA and Adjusted EBITDA from net income:
Net income	$	18,292			$	19,753
Income tax expense		3,054				2,756
Depreciation and amortization		236				238
EBITDA		21,582				22,747
Other asset amortization		2,354				2,354
Operating expenses paid in the form of The RMR Group Inc.’s common shares		621				558
Separation costs		—				4,159
Transaction and acquisition related costs		—				117
Straight line office rent		(66	)			15
Unrealized gain on equity method investments accounted for under the fair value option		(1,196	)			(8,122	)
Equity in earnings of investees		—				(424	)
Distributions from equity method investment		—				17
Adjusted EBITDA	$	23,295			$	21,421
Calculation of Operating Margin:
Total management and advisory services revenues	$	46,015			$	41,333
Operating income	$	20,093			$	13,732
Operating Margin		43.7	%			33.2	%
Calculation of Adjusted EBITDA Margin:
Contractual management and advisory fees (excluding incentive business management fees, if any) (3)	$	48,369			$	43,687
Adjusted EBITDA	$	23,295			$	21,421
Adjusted EBITDA Margin		48.2	%			49.0	%
Calculation of Adjusted EBITDA less Cash Tax Obligation:
Adjusted EBITDA	$	23,295			$	21,421
Less: Tax distributions to members (4)		(4,158	)			(5,855	)
Adjusted EBITDA less Cash Tax Obligation	$	19,137			$	15,566
Common share distributions	$	10,764			$	10,730

(1)	EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP financial measures calculated as presented in the tables above. The RMR Group Inc. considers EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin to be appropriate supplemental measures of its operating performance, along with net income, net income attributable to The RMR Group Inc., operating income and operating margin. The RMR Group Inc. believes that EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to investors because by excluding the effects of certain amounts, such as those outlined in the tables above, EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin may facilitate a comparison of current operating performance with The RMR Group Inc.’s historical operating performance and with the performance of other asset management businesses. In addition, The RMR Group Inc. believes that providing Adjusted EBITDA Margin may help investors assess The RMR Group Inc.’s performance of its business by providing the margin that Adjusted EBITDA represents to its contractual management and advisory fees (excluding incentive business management fees, if any). EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin do not represent cash generated by operating activities in accordance with GAAP and should not be considered as alternatives to net income, net income attributable to The RMR Group Inc., operating income or operating margin as an indicator of The RMR Group Inc.’s financial performance or as a measure of The RMR Group Inc.’s liquidity. Other asset management businesses may calculate EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin differently than The RMR Group Inc. does.
(2)	Adjusted EBITDA less Cash Tax Obligation is a non-GAAP financial measure calculated as presented in the table above. The RMR Group Inc. considers Adjusted EBITDA less Cash Tax Obligation to be an appropriate measure of its operating performance, along with net income attributable to The RMR Group Inc. The RMR Group Inc. believes that Adjusted EBITDA less Cash Tax Obligation provides useful information to investors because by excluding amounts payable for tax obligations, it increases comparability between periods and more accurately reflects earnings that may be available for distribution to shareholders. Adjusted EBITDA less Cash Tax Obligation is among the factors The RMR Group Inc.’s Board of Directors considers when determining the amount of dividends to its shareholders. Other asset management businesses may calculate Adjusted EBITDA less Cash Tax Obligation differently than The RMR Group Inc. does.
(3)	Contractual management and advisory fees are the base business management fees, property management fees and advisory fees The RMR Group Inc. or its subsidiaries earns pursuant to its management agreements. These amounts are calculated pursuant to the contractual formulas and do not deduct other asset amortization of $2,354 for each of the three months ended December 31, 2021 and 2020, required to be recognized as a reduction to management services revenues in accordance with GAAP.
(4)	Under the RMR LLC operating agreement, RMR LLC is required to make quarterly pro rata cash distributions to The RMR Group Inc. and its noncontrolling interest based on each’s estimated tax liabilities and respective ownership percentages. Estimated tax liabilities are determined quarterly on a cumulative basis. As such, there may be fluctuations from quarter to quarter to account for prior periods where pro rata cash distributions were more or less than amounts determined cumulatively through a particular quarter. For the three months ended December 31, 2021 and 2020, RMR LLC made required quarterly tax distributions as follows:

		Three Months Ended December 31,
		2021			2020
RMR LLC tax distributions to The RMR Group Inc.		$	2,179		$	3,035
RMR LLC tax distributions to non-controlling interest			1,979			2,820
Total RMR LLC tax distributions to members		$	4,158		$	5,855

The RMR Group Inc.
Condensed Consolidated Balance Sheets
(dollars in thousands, except per share amounts)
(unaudited)
		December 31,				September 30,
		2021				2021
Assets
Current assets:
Cash and cash equivalents		$	181,887			$	159,835
Due from related parties			83,911				88,661
Prepaid and other current assets			4,932				6,021
Total current assets			270,730				254,517
Property and equipment, net			2,157				2,218
Due from related parties, net of current portion			25,022				14,331
Equity method investments accounted for under the fair value option			40,672				39,476
Goodwill and intangible assets, net of amortization			2,084				2,094
Operating lease right of use assets			31,607				32,293
Deferred tax asset			18,173				18,671
Other assets, net of amortization			131,957				134,311
Total assets		$	522,402			$	497,911
Liabilities and Equity
Current liabilities:
Other reimbursable expenses		$	57,238			$	55,115
Accounts payable and accrued expenses			22,313				15,027
Operating lease liabilities			5,057				4,922
Employer compensation liability			5,057				6,076
Total current liabilities			89,665				81,140
Operating lease liabilities, net of current portion			28,261				29,148
Amounts due pursuant to tax receivable agreement, net of current portion			25,577				25,577
Employer compensation liability, net of current portion			25,022				14,331
Total liabilities			168,525				150,196
Commitments and contingencies
Equity:
Class A common stock, $0.001 par value; 31,600,000 shares authorized; 15,485,011 and 15,485,236 shares issued and outstanding, respectively			15				15
Class B-1 common stock, $0.001 par value; 1,000,000 shares authorized, issued and outstanding			1				1
Class B-2 common stock, $0.001 par value; 15,000,000 shares authorized, issued and outstanding			15				15
Additional paid in capital			110,523				109,910
Retained earnings			329,987				321,945
Cumulative common distributions			(243,030	)			(236,766	)
Total shareholders’ equity			197,511				195,120
Noncontrolling interest			156,366				152,595
Total equity			353,877				347,715
Total liabilities and equity		$	522,402			$	497,911

WARNING CONCERNING FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. Forward-looking statements can be identified by use of words such as “outlook,” “believe,” “expect,” “potential,” “will,” “may,” “estimate,” “anticipate” and derivatives or negatives of such words or similar words. Forward-looking statements in this press release are based upon present beliefs or expectations. However, forward-looking statements and their implications are not guaranteed to occur and may not occur for various reasons, including some reasons beyond The RMR Group Inc.’s control. For example:

• Mr. Portnoy states that during the first fiscal quarter, management and advisory services revenues of $46.0 million increased 11% from last year, despite the continued impact of COVID-19 variants across many aspects of The RMR Group Inc.’s clients’ businesses. Mr. Portnoy also states that similarly, adjusted earnings per share and Adjusted EBITDA increased 12% and 9%, respectively, over the prior year, and that this growth was driven primarily by increases in the enterprise values of its Managed Equity REITs, the expanded scale of Sonesta leading to greater business management fees and increased client redevelopment activities leading to higher construction management fees. These statements may imply that The RMR Group Inc. will continue to earn increased management and advisory services revenues, adjusted earnings per share and Adjusted EBITDA in the future. However, The RMR Group Inc.’s and its clients’ businesses are subject to various risks, including risks outside its and their control. Further, the impact and duration of the COVID-19 pandemic is not known and economic conditions could deteriorate for a prolonged period and negatively impact The RMR Group Inc.’s and its clients’ businesses operating and financial results;

• Mr. Portnoy states that this quarter, The RMR Group Inc. has made significant progress in growing its private capital assets under management, announcing approximately $1.9 billion of private capital transactions. In addition, Mr. Portnoy states that the pending Monmouth industrial real estate transaction valued at approximately $4.0 billion is expected to be partly funded with private capital raised from large institutional joint venture partners. Mr. Portnoy also states that not only do these transactions grow The RMR Group Inc.’s assets under management, but they also highlight its alignment with its clients’ shareholders by expanding their access to capital and growth opportunities with high quality assets. These statements may imply that the $1.9 billion of private capital transactions will be successful and that they will benefit those companies and The RMR Group Inc. as a result. However, these transactions may not be successful and the fees earned from clients may decline or not meet expectations as a result. In addition, the pending Monmouth transaction is subject to customary closing conditions, including shareholder approval. There can be no assurance that the acquisition will close on the current terms, anticipated timing or at all, or that the transaction will be partly funded with private capital raised from large institutional joint venture partners as expected. Further, there can be no assurance that these transactions will grow The RMR Group Inc.’s assets under management or highlight The RMR Group Inc.’s alignment with its clients’ shareholders by expanding their access to capital and growth opportunities with high quality assets; and

• Mr. Portnoy states that The RMR Group Inc. has over $181 million of cash and no debt, and that it remains well positioned to pursue a range of capital allocation strategies, with a primary focus on driving private capital growth across the platform. This statement may imply that The RMR Group Inc. will successfully identify and execute one or more capital allocation strategies, including continued growth of its private capital business, and that any capital allocation strategy it may pursue will be successful and benefit it and its shareholders. However, identifying and executing on capital allocation strategies are subject to various uncertainties and risks and any benefits that may be realized may take an extended period to be realized. In addition, The RMR Group Inc. may elect to not continue pursuing a capital allocation strategy or abandon any such strategy it may pursue.

The information contained in The RMR Group Inc.’s filings with the SEC, including under the caption “Risk Factors” in The RMR Group Inc.’s periodic reports, or incorporated therein, identifies important factors that could cause differences from the forward-looking statements in this press release. The RMR Group Inc.’s filings with the SEC are available on its website and at www.sec.gov.

You should not place undue reliance on forward-looking statements.

Except as required by law, The RMR Group Inc. undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220127005986/en/

Michael Kodesch, Director, Investor Relations

(617) 796-8230

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Other Construction & Property Commercial Building & Real Estate Construction & Property REIT

MEDIA:

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PerkinElmer Board Declares Quarterly Dividend

WALTHAM, Mass.–(BUSINESS WIRE)–
The Board of Directors of PerkinElmer, Inc. (NYSE: PKI), declared a regular quarterly dividend of $0.07 per share of common stock January 27, 2022. This dividend is payable on May 13, 2022 to all shareholders of record at the close of business on April 22, 2022.

About PerkinElmer

PerkinElmer, Inc. is a global leader focused on innovating for a healthier world. The Company reported revenue of approximately $3.8 billion in 2020, has more than 16,000 employees serving customers in 190 countries, and is a component of the S&P 500 Index. Additional information is available at www.perkinelmer.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220127005653/en/

Investor Relations:

Steve Willoughby

(781) 663-5677

[email protected]

Media Relations:

Chet Murray

(781) 663-5719

[email protected]

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Technology Pharmaceutical Other Energy Environment Medical Devices Oil/Gas Coal Children Baby/Maternity Energy Biotechnology Health Satellite General Health Agriculture Natural Resources Consumer Engineering Chemicals/Plastics Hardware Manufacturing Consumer Electronics Other Health

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Beazer Homes Reports Strong First Quarter Fiscal 2022 Results

ATLANTA–(BUSINESS WIRE)–
Beazer Homes USA, Inc. (NYSE: BZH) (www.beazer.com) today announced its financial results for the three months ended December 31, 2021.

“Strong first quarter results and continuing strength in the housing market have positioned us well for our fiscal year,” said Allan P. Merrill, the company’s Chairman and Chief Executive Officer. “We generated significant gains in operating margin and adjusted EBITDA, leading to first quarter net income that was more than double the prior year. We also published our first ESG Summary, outlining both recent achievements and current initiatives.”

Commenting on market conditions and updated fiscal 2022 full-year expectations, Mr. Merrill said, “The new home market continues to be characterized by strong demand and limited supply, supported by growth in both employment and wages. Given this backdrop, the strength in our first quarter results and the visibility we have into our backlog, we are confident our full-year results will exceed our previously communicated target of $5.00 despite continuing industry-wide challenges in labor and material availability. Incrementally, we plan to realize full-year energy efficiency tax credits which should add about $0.40 to earnings. We also expect further growth in our active lot position as we achieve our multi-year goal of reducing total debt below $1 billion during the fiscal year.”

Looking further out, Mr. Merrill concluded, “We are positioned to continue growing profitability and returns, from a less leveraged and more efficient balance sheet, while expanding our ESG activities to create durable value for our stakeholders.”

Beazer Homes Fiscal First Quarter 2022 Highlights and Comparison to Fiscal First Quarter 2021

• Net income from continuing operations of $34.9 million, or $1.14 per diluted share, compared to net income from continuing operations of $12.0 million, or $0.40 per diluted share, in fiscal first quarter 2021
• Adjusted EBITDA of $61.1 million, up 40.1%
• Homebuilding revenue of $446.7 million, up 5.3% on a 15.1% increase in average selling price to $438.4 thousand, partially offset by a 8.5% decrease in home closings to 1,019
• Homebuilding gross margin was 20.9%, up 330 basis points. Excluding impairments, abandonments and amortized interest, homebuilding gross margin was 24.2%, up 210 basis points
• SG&A as a percentage of total revenue was 11.8%, down 90 basis points year-over-year
• Net new orders of 1,141, down 20.9% on a 16.2% decrease in average community count to 114 and a 5.6% decrease in orders/community/month to 3.3
• Dollar value of backlog of $1,405.2 million, up 20.9%. The average selling price of homes in backlog was $483.2 thousand, up 17.9% from $409.7 thousand
• Unrestricted cash at quarter end was $157.7 million; total liquidity was $407.7 million

The following provides additional details on the Company’s performance during the fiscal first quarter 2022:

Profitability. Net income from continuing operations was $34.9 million, generating diluted earnings per share of $1.14. This included the impact of energy efficiency tax credits of $3.2 million. Income from continuing operations before income taxes of $41.4 million increased by $25.2 million, or 155.9%, compared to $16.2 million in the prior year period. First quarter adjusted EBITDA of $61.1 million was up $17.5 million, or 40.1%, year-over-year. The increase in profitability was primarily driven by higher revenue, homebuilding gross margin and improved SG&A leverage.

Orders. Net new orders for the first quarter decreased to 1,141, down 20.9% from 1,442 in the prior year period. The decrease in net new orders was driven by a 16.2% decrease in average community count to 114 and a 5.6% decrease in sales pace to 3.3 orders per community per month, down from 3.5 in the prior year period. Sale pace, although down year-over-year, remained strong by historical standards. The cancellation rate for the quarter was 11.8%, an improvement of 50 basis points year-over-year.

Backlog. The dollar value of homes in backlog as of December 31, 2021 increased 20.9% to $1,405.2 million, representing 2,908 homes, compared to $1,162.4 million, representing 2,837 homes, at the same time last year. The average selling price of homes in backlog was $483.2 thousand, up 17.9% from $409.7 thousand in the previous year.

Homebuilding Revenue. First quarter homebuilding revenue was $446.7 million, up 5.3% year-over-year. The increase in homebuilding revenue was driven by a 15.1% increase in the average selling price to $438.4 thousand, partially offset by a 8.5% decrease in home closings to 1,019 homes.

Homebuilding Gross Margin. Homebuilding gross margin (excluding impairments, abandonments and amortized interest) was 24.2% for the first quarter, up 210 basis points year-over-year, driven primarily by pricing increases and lower sales incentives.

SG&A Expenses. Selling, general and administrative expenses as a percentage of total revenue was 11.8% for the quarter, down 90 basis points year-over-year as a result of the Company’s continued focus on overhead cost management while benefiting from higher revenue driven by growth in average selling price.

Land Position. Controlled lots increased 22.6% to 23,049, compared to 18,801 from the prior year. Excluding land held for future development and land held for sale lots, active controlled lots were 22,426, up 23.6% year-over-year. The Company had 11,027 lots, or 49.2% of its total active lots, under option contracts as compared to 7,536 lots, or 41.5% of its total active lots, under option contracts as of December 31, 2020.

Liquidity. At the close of the first quarter, the Company had approximately $407.7 million of available liquidity, including $157.7 million of unrestricted cash and a fully undrawn revolving credit facility capacity of $250.0 million.

Commitment to ESG

The Company recently published its inaugural ESG Summary, which contains detailed disclosures of environmental, social and governance (ESG) initiatives, as well as metrics that are responsive to sustainability accounting standards promulgated by the Sustainability Accounting Standards Board (SASB) for companies within the homebuilding industry. The ESG Summary represents another step forward in the Company’s commitment to increased ESG accountability and provides a foundation to build increased transparency by directly reporting on relevant sustainability issues, risks and opportunities that impact the business.

As part of the Company’s ESG initiatives, in December 2020, Beazer became the first national builder to publicly commit to ensuring that by the end of 2025 every home the Company builds will be Net Zero Energy Ready. Net Zero Energy Ready means that each home will have a gross HERS® index score (before any benefit of renewable energy production) of 45 or less, and homeowners will be able to achieve net zero energy consumption by attaching a properly sized renewable energy system.

Summary results for the three months ended December 31, 2021 are as follows:

	Three Months Ended December 31,
	2021				2020				Change*
New home orders, net of cancellations		1,141				1,442				(20.9	) %
Orders per community per month		3.3				3.5				(5.6	) %
Average active community count		114				136				(16.2	) %
Actual community count at quarter-end		116				134				(13.4	) %
Cancellation rates		11.8	%			12.3	%		(50) bps
Total home closings		1,019				1,114				(8.5	) %
Average selling price (ASP) from closings (in thousands)	$	438.4			$	380.8				15.1	%
Homebuilding revenue (in millions)	$	446.7			$	424.2				5.3	%
Homebuilding gross margin		20.9	%			17.6	%		330 bps
Homebuilding gross margin, excluding impairments and abandonments (I&A)		20.9	%			17.8	%		310 bps
Homebuilding gross margin, excluding I&A and interest amortized to cost of sales		24.2	%			22.1	%		210 bps
Income from continuing operations before income taxes (in millions)	$	41.4			$	16.2			$	25.2
Expense from income taxes (in millions)	$	6.5			$	4.1			$	2.3
Income from continuing operations, net of tax (in millions)	$	34.9			$	12.0			$	22.9
Basic income per share from continuing operations	$	1.15			$	0.40			$	0.75
Diluted income per share from continuing operations	$	1.14			$	0.40			$	0.74
Net income	$	34.9			$	12.0			$	22.9
Land and land development spending (in millions)	$	130.7			$	109.6			$	21.1
Adjusted EBITDA (in millions)	$	61.1			$	43.6			$	17.5
LTM Adjusted EBITDA (in millions)	$	280.2			$	218.6			$	61.6
* Change and totals are calculated using unrounded numbers. “LTM” indicates amounts for the trailing 12 months.

	As of December 31,
	2021			2020			Change
Backlog units		2,908			2,837		2.5	%
Dollar value of backlog (in millions)	$	1,405.2		$	1,162.4		20.9	%
ASP in backlog (in thousands)	$	483.2		$	409.7		17.9	%
Land and lots controlled		23,049			18,801		22.6	%

Conference Call

The Company will hold a conference call on January 27, 2022 at 5:00 p.m. ET to discuss these results. Interested parties may listen to the conference call and view the Company’s slide presentation on the “Investor Relations” page of the Company’s website, www.beazer.com. In addition, the conference call will be available by telephone at 800-475-0542 (for international callers, dial 517-308-9429). To be admitted to the call, enter the pass code “8571348″. A replay of the conference call will be available, until 10:00 PM ET on February 3, 2022 at 866-373-1992 (for international callers, dial 203-369-0266) with pass code “3740.”

About Beazer Homes

Headquartered in Atlanta, Beazer Homes (NYSE: BZH) is one of the country’s largest homebuilders. Every Beazer home is designed and built to provide Surprising Performance, giving you more quality and more comfort from the moment you move in – saving you money every month. With Beazer’s Choice Plans™, you can personalize your primary living areas – giving you a choice of how you want to live in the home, at no additional cost. And unlike most national homebuilders, we empower our customers to shop and compare loan options. Our Mortgage Choice program gives you the resources to easily compare multiple loan offers and choose the best lender and loan offer for you, saving you thousands over the life of your loan.

We build our homes in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, North Carolina, South Carolina, Tennessee, Texas, and Virginia. For more information, visit beazer.com, or check out Beazer on Facebook, Instagram and Twitter.

This press release contains forward-looking statements. These forward-looking statements represent our expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of our control, that could cause actual results to differ materially from the results discussed in the forward-looking statements, including, among other things: (i) the cyclical nature of the homebuilding industry and a potential deterioration in homebuilding industry conditions; (ii) economic changes nationally or in local markets, changes in consumer confidence, wage levels, declines in employment levels, inflation and governmental actions, each of which is outside our control and affects the affordability of, and demand for, the homes we sell; (iii) potential negative impacts of the COVID-19 pandemic, which, in addition to exacerbating each of the risks listed above and below, may include a significant decrease in demand for our homes or consumer confidence generally with respect to purchasing a home, an inability to sell and build homes in a typical manner or at all, increased costs or decreased supply of building materials, including lumber, or the availability of subcontractors, housing inspectors, and other third-parties we rely on to support our operations, and recognizing charges in future periods, which may be material, for goodwill impairments, inventory impairments and/or land option contract abandonments; (iv) supply chain challenges negatively impacting our homebuilding production, including shortages of raw materials and other critical components such as windows, doors, and appliances; (v) shortages of or increased costs for labor used in housing production, and the level of quality and craftsmanship provided by such labor; (vi) the availability and cost of land and the risks associated with the future value of our inventory, such as asset impairment charges we took on select California assets during the second quarter of fiscal 2019; (vii) factors affecting margins, such as decreased land values underlying land option agreements, increased land development costs in communities under development or delays or difficulties in implementing initiatives to reduce our production and overhead cost structure; (viii) our ability to raise debt and/or equity capital, due to factors such as limitations in the capital markets (including market volatility) or adverse credit market conditions, and our ability to otherwise meet our ongoing liquidity needs (which could cause us to fail to meet the terms of our covenants and other requirements under our various debt instruments and therefore trigger an acceleration of a significant portion or all of our outstanding debt obligations), including the impact of any downgrades of our credit ratings or reduction in our liquidity levels; (ix) market perceptions regarding any capital raising initiatives we may undertake (including future issuances of equity or debt capital); (x) terrorist acts, protests and civil unrest, political uncertainty, natural disasters, acts of war or other factors over which the Company has no control; (xi) inaccurate estimates related to homes to be delivered in the future (backlog), as they are subject to various cancellation risks that cannot be fully controlled; (xii) increases in mortgage interest rates, increased disruption in the availability of mortgage financing, changes in tax laws or otherwise regarding the deductibility of mortgage interest expenses and real estate taxes or an increased number of foreclosures; (xiii) increased competition or delays in reacting to changing consumer preferences in home design; (xiv) natural disasters or other related events that could result in delays in land development or home construction, increase our costs or decrease demand in the impacted areas; (xv) the potential recoverability of our deferred tax assets; (xvi) increases in corporate tax rates; (xvii) potential delays or increased costs in obtaining necessary permits as a result of changes to, or complying with, laws, regulations or governmental policies, and possible penalties for failure to comply with such laws, regulations or governmental policies, including those related to the environment; (xviii) the results of litigation or government proceedings and fulfillment of any related obligations; (xix) the impact of construction defect and home warranty claims; (xx) the cost and availability of insurance and surety bonds, as well as the sufficiency of these instruments to cover potential losses incurred; (xxi) the impact of information technology failures, cybersecurity issues or data security breaches; (xxii) the impact of governmental regulations on homebuilding in key markets, such as regulations limiting the availability of water; and (xxiii) the success of our ESG initiatives, including our ability to meet our goal that every home we build will be Net Zero Energy Ready by 2025 as well as the success of any other related partnerships or pilot programs we may enter into in order to increase the energy efficiency of our homes and prepare for a Net Zero future.

Any forward-looking statement, including any statement expressing confidence regarding future outcomes, speaks only as of the date on which such statement is made and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible to predict all such factors.

-Tables Follow-

BEAZER HOMES USA, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
	Three Months Ended December 31,
in thousands (except per share data)	2021				2020
Total revenue	$	454,149			$	428,539
Home construction and land sales expenses		356,749				352,781
Inventory impairments and abandonments		—				465
Gross profit		97,400				75,293
Commissions		15,813				16,507
General and administrative expenses		37,767				37,976
Depreciation and amortization		2,881				3,122
Operating income		40,939				17,688
Equity in income (loss) of unconsolidated entities		288				(75	)
Other income (expense), net		131				(1,452	)
Income from continuing operations before income taxes		41,358				16,161
Expense from income taxes		6,463				4,125
Income from continuing operations		34,895				12,036
Loss from discontinued operations, net of tax		(10	)			(39	)
Net income	$	34,885			$	11,997
Weighted-average number of shares:
Basic		30,336				29,771
Diluted		30,724				30,086
Basic income per share:
Continuing operations	$	1.15			$	0.40
Discontinued operations		—				—
Total	$	1.15			$	0.40
Diluted income per share:
Continuing operations	$	1.14			$	0.40
Discontinued operations		—				—
Total	$	1.14			$	0.40
	Three Months Ended
	December 31,
Capitalized Interest in Inventory	2021				2020
Capitalized interest in inventory, beginning of period	$	106,985			$	119,659
Interest incurred		18,311				19,902
Interest expense not qualified for capitalization and included as other expense		—				(1,600	)
Capitalized interest amortized to home construction and land sales expenses		(14,780	)			(18,813	)
Capitalized interest in inventory, end of period	$	110,516			$	119,148

BEAZER HOMES USA, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
in thousands (except share and per share data)	December 31, 2021				September 30, 2021
ASSETS
Cash and cash equivalents	$	157,701			$	246,715
Restricted cash		29,196				27,428
Accounts receivable (net of allowance of $290 and $290, respectively)		20,802				25,685
Income tax receivable		9,604				9,929
Owned inventory		1,581,801				1,501,602
Investments in unconsolidated entities		4,590				4,464
Deferred tax assets, net		198,946				204,766
Property and equipment, net		22,898				22,885
Operating lease right-of-use assets		12,129				12,344
Goodwill		11,376				11,376
Other assets		11,148				11,616
Total assets	$	2,060,191			$	2,078,810
LIABILITIES AND STOCKHOLDERS’ EQUITY
Trade accounts payable	$	114,701			$	133,391
Operating lease liabilities		13,852				14,154
Other liabilities		121,441				152,351
Total debt (net of debt issuance costs of $8,592 and $8,983, respectively)		1,054,938				1,054,030
Total liabilities		1,304,932				1,353,926
Stockholders’ equity:
Preferred stock (par value $0.01 per share, 5,000,000 shares authorized, no shares issued)		—				—
Common stock (par value $0.001 per share, 63,000,000 shares authorized, 31,459,708 issued and outstanding and 31,294,198 issued and outstanding, respectively)		31				31
Paid-in capital		861,648				866,158
Accumulated deficit		(106,420	)			(141,305	)
Total stockholders’ equity		755,259				724,884
Total liabilities and stockholders’ equity	$	2,060,191			$	2,078,810
Inventory Breakdown
Homes under construction	$	726,379			$	648,283
Land under development		646,161				648,404
Land held for future development		19,879				19,879
Land held for sale		10,822				9,179
Capitalized interest		110,516				106,985
Model homes		68,044				68,872
Total owned inventory	$	1,581,801			$	1,501,602

BEAZER HOMES USA, INC. CONSOLIDATED OPERATING AND FINANCIAL DATA – CONTINUING OPERATIONS
		Three Months Ended December 31,
SELECTED OPERATING DATA		2021					2020
Closings:
West region			603					642
East region			245					223
Southeast region			171					249
Total closings			1,019					1,114
New orders, net of cancellations:
West region			655					782
East region			236					320
Southeast region			250					340
Total new orders, net			1,141					1,442
		As of December 31,
Backlog units:		2021					2020
West region			1,705					1,505
East region			602					721
Southeast region			601					611
Total backlog units			2,908					2,837
Aggregate dollar value of homes in backlog (in millions)		$	1,405.2				$	1,162.4
ASP in backlog (in thousands)		$	483.2				$	409.7
in thousands		Three Months Ended December 31,
SUPPLEMENTAL FINANCIAL DATA		2021					2020
Homebuilding revenue:
West region		$	256,492				$	232,940
East region			114,287					97,964
Southeast region			75,950					93,325
Total homebuilding revenue		$	446,729				$	424,229
Revenue:
Homebuilding		$	446,729				$	424,229
Land sales and other			7,420					4,310
Total revenue		$	454,149				$	428,539
Gross profit:
Homebuilding		$	93,304				$	74,837
Land sales and other			4,096					456
Total gross profit		$	97,400				$	75,293

Reconciliation of homebuilding gross profit and the related gross margin excluding impairments and abandonments and interest amortized to cost of sales to homebuilding gross profit and gross margin, the most directly comparable GAAP measure, is provided for each period discussed below. Management believes that this information assists investors in comparing the operating characteristics of homebuilding activities by eliminating many of the differences in companies’ respective level of impairments and level of debt. These measures should not be considered alternative to homebuilding gross profit and gross margin determined in accordance with GAAP as an indicator of operating performance.

	Three Months Ended December 31,
in thousands	2021					2020
Homebuilding gross profit/margin	$	93,304	20.9	%		$	74,837	17.6	%
Inventory impairments and abandonments (I&A)		—					465
Homebuilding gross profit/margin excluding I&A		93,304	20.9	%			75,302	17.8	%
Interest amortized to cost of sales		14,780					18,560
Homebuilding gross profit/margin excluding I&A and interest amortized to cost of sales	$	108,084	24.2	%		$	93,862	22.1	%

Reconciliation of Adjusted EBITDA to total company net income, the most directly comparable GAAP measure, is provided for each period discussed below. Management believes that Adjusted EBITDA assists investors in understanding and comparing the operating characteristics of homebuilding activities by eliminating many of the differences in companies’ respective capitalization, tax position, and level of impairments. These EBITDA measures should not be considered alternatives to net income determined in accordance with GAAP as an indicator of operating performance.

	Three Months Ended December 31,							LTM Ended (a)
in thousands	2021			2020				2021			2020
Net income	$	34,885		$	11,997			$	144,909		$	61,477
Expense from income taxes		6,460			4,114				23,847			22,006
Interest amortized to home construction and land sales expenses and capitalized interest impaired		14,780			18,813				83,257			94,806
Interest expense not qualified for capitalization		—			1,600				1,181			8,626
EBIT		56,125			36,524				253,194			186,915
Depreciation and amortization		2,881			3,122				13,735			15,335
EBITDA		59,006			39,646				266,929			202,250
Stock-based compensation expense		2,108			3,511				10,764			11,236
Loss on extinguishment of debt		—			—				2,025			—
Inventory impairments and abandonments (b)		—			465				388			2,576
Restructuring and severance expenses		—			(10	)			—			1,307
Litigation settlement in discontinued operations		—			—				120			1,260
Adjusted EBITDA	$	61,114		$	43,612			$	280,226		$	218,629

(a)	“LTM” indicates amounts for the trailing 12 months.
(b)	In periods during which we impaired certain of our inventory assets, capitalized interest that is impaired is included in the line above titled “Interest amortized to home construction and land sales expenses and capitalized interest impaired.”

 

View source version on businesswire.com: https://www.businesswire.com/news/home/20220127005877/en/

Beazer Homes USA, Inc.

David I. Goldberg

Sr. Vice President & Chief Financial Officer

770-829-3700

[email protected]

KEYWORDS: United States North America Georgia

INDUSTRY KEYWORDS: Construction & Property Residential Building & Real Estate

MEDIA:

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