Arch Therapeutics Appoints Michael S. Abrams its Chief Financial Officer

Company Prepares for Next Stage of Growth

FRAMINGHAM, Mass., May 03, 2021 (GLOBE NEWSWIRE) — Arch Therapeutics, Inc. (OTCQB: ARTH) (“Arch” or the “Company”), developer of novel self-assembling wound care and biosurgical devices, today announced that it has appointed Michael S. Abrams its Chief Financial Officer effective May 10, 2021. In alignment with the Company’s succession plan, Mr. Abrams joins Arch’s financial team today, one week before assuming the role currently held by the Company’s Chief Financial Officer, Richard Davis. Mr. Davis will remain with the Company during a Transition Period, which will end on June 30, 2021, after which he will support the Company in a consulting role through December 31, 2021.

Mr. Abrams has over 25 years of experience as a Chief Financial Officer to numerous public and private companies; principal investor; investment banker; merchant banker; strategic and financial advisor; and Board member. Mr. Abrams’ capabilities span a broad range of activities with a particular expertise in the areas of operational management, complex financial engineering, financial advisory, and capital markets strategy primarily for companies in the technology and healthcare sectors. Mr. Abrams graduated with an MBA with Honors from the Booth School of Business at the University of Chicago and received his BBA with Honors from the University of Massachusetts at Amherst as a William F. Field Alumni scholar, an award given annually to the top finance student in the class.

Terrence W. Norchi, M.D., Chief Executive Officer of Arch Therapeutics, said, “I am pleased to welcome Mike to our leadership team. His deep and extensive experience in leading financial operations will support our immediate and ongoing commercialization and R&D efforts and continue to position Arch as an industry leader. I am confident Mike will provide strong leadership and is an excellent addition to the organization.”

“On behalf of our board of directors and all of us at the Company, I thank Rick Davis for his exceptional contributions throughout his tenure at Arch,” added Norchi. “In his seven years as CFO, Rick has been a prodigious leader, mentor and colleague, and his guidance has been instrumental to Arch’s success. I wish Rick all the best in the next chapter of his life.”

Mr. Abrams commented, “I am thrilled to join Arch, a company I have long admired and one that has innovative, game-changing medical device technologies. Arch has unique strengths and tremendous opportunities worldwide with its current and future products. I look forward to working with the team to execute on the Company’s priorities, accelerate growth and enhance value for shareholders and stakeholders.”

Rick Davis, Arch Chief Financial Officer said, “It has been a privilege and honor to work with my colleagues at Arch. I have strived to do right by all, our shareholders, employees, suppliers and now our customers. I have the utmost confidence that Terry, Mike and the rest of the team will maximize this opportunity for all stakeholders.”

Terrence W. Norchi, M.D., Chief Executive Officer of Arch Therapeutics, concluded, “I again want to thank Rick on both a professional and personal basis for his care and commitment to Arch and to me. At the very same time, I look forward to working with Mike for many years to come building and expanding upon the foundation of Arch’s accomplishments and value proposition.”

About Arch Therapeutics, Inc.

Arch Therapeutics, Inc. is a biotechnology company developing a novel approach to stop bleeding (hemostasis), control leaking (sealant) and manage wounds during surgery, trauma and interventional care. Arch is developing products based on an innovative self-assembling barrier technology platform with the goal of making care faster and safer for patients. Arch has received regulatory authorization to market AC5 Advanced Wound System and AC5 Topical Hemostat as medical devices in the United States and Europe, respectively. Arch’s development stage product candidates include AC5-G, AC5-V and AC5 Surgical Hemostat, among others.1,2

Notice Regarding Forward-Looking Statements

This news release contains “forward-looking statements” as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements in this press release that are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future. Such forward-looking statements include, among other things, references to novel technologies and methods, our ability to recruit additional field sales representatives and their effectiveness, our business and product development plans and projections, or market information. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the inherent uncertainties associated with developing new products or technologies and operating as a development stage company, our ability to retain important members of our management team and attract other qualified personnel, our ability to raise the additional funding we will need to continue to pursue our business and product development plans, our ability to obtain required regulatory approvals, our ability to produce commercial quantities of our products within projected timeframes, our ability to develop and commercialize products based on our technology platform, and market conditions, and our ability to establish additional commercialization partnerships and build a critical mass of field sales representatives. These forward-looking statements are made as of the date of this news release, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although we believe that any beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance that any such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in the reports and other documents we file with the SEC, available at www.sec.gov.


1 AC5-G, AC5-V, and AC5 Surgical Hemostat are currently investigational devices limited by law to investigational use.
2 AC5, AC5-G, AC5-V and associated logos are trademarks and/or registered trademarks of Arch Therapeutics, Inc. and/or its subsidiaries.

Contact:

ARTH Investor Relations
Toll Free: +1-855-340-ARTH (2784) (US and Canada)
Email: [email protected]
Website: www.archtherapeutics.com



Global Cyber Alliance Bolsters Cyber Defences to Safeguard European Journalists

Media Members Now Have Resources and Tools to Secure Their Work

GENEVA, May 03, 2021 (GLOBE NEWSWIRE) — Today, in recognition of World Press Freedom Day, the Global Cyber Alliance (GCA), with the support of the US Mission to International Organizations in Geneva, brought together leading cybersecurity and privacy experts from the journalism community to underscore the need to protect journalists and their ability to cover news with freedom and journalistic integrity. The event, “Protecting Free Press in a Connected World,” included a workshop to educate members of the European media on how to bolster their cyber defences using tools from the GCA Cybersecurity Toolkit for Journalists.

The event, sponsored by the U.S. Mission to International Organizations in Geneva, focused on raising awareness of digital threats and disseminating the toolkit to journalists throughout Europe. GCA aims to promote a human rights-based approach to cybersecurity; a cybersecurity centred on the security of individual users that are most impacted by cyberthreats, rather than opposing rights to security.

Cybersecurity is not experienced evenly by everyone. Human rights defenders, journalists, and people in positions of marginalisation or vulnerability can experience particular risk. To protect journalists and their sources, GCA developed a Cybersecurity Toolkit for Journalists to serve as a free, operational resource for journalists, watchdogs, and small newsrooms enabling them to shore-up their digital defences. It provides a set of tools that journalists can use to protect their online presence, ensuring that their work remains under their control and helping maintain trust with their audiences through reputation management.

The toolkit is oriented towards professionals who depend on their own devices, whether they are freelancers, work for small institutions, or spend a lot of time in the field. It is an acknowledgment of where the industry has headed, while also recognizing the rapidly-changing risks online-based news invites. Watchdogs, such as those which work with vulnerable sources or manage large amounts of sensitive data, can also benefit from the tools laid out in the toolkit. The free tools include encryption of data, set-up of automatic backups, secure communications, and more.

The toolkit follows best practice recommendations provided by the Center for Internet Security (CIS), the UK’s National Cybersecurity Centre (NCSC), and Australia’s Cybersecurity Centre. These global guidelines provide the blueprint for the organization of the toolkit and selection of the tools included. To support adoption and use of the toolkit, GCA has also made a community forum available where members of the journalism community can pose questions, share challenges and experiences, propose solutions, and interact with each other and GCA cybersecurity experts.

“To achieve GCA’s mission of reducing cyber risk, we work to unite communities and scale cybersecurity solutions. The GCA Cybersecurity Toolkit for Journalists reflects this approach. We designed and engaged an advisory group and held listening sessions with a varied team of journalists. These discussions provided vital input to the toolkit,” said Megan Stifel, Executive Director, Americas; Director, Craig Newmark Philanthropies Trustworthy Internet and Democracy Program. “We are also devoting ongoing efforts to adapt our solutions to various regions. The European Launch of the GCA Cybersecurity Toolkit is a first engagement to the development and implementation of the toolkit in Europe, and we are very grateful for the support of the U.S. Mission in Geneva and Craig Newmark Philanthropies, the toolkit sponsor, for making it possible.”

Support for the toolkit comes from Craig Newmark Philanthropies as part of a growing portfolio of initiatives to build trust in the Internet and democracy.

“My high school history teacher once said that a trustworthy press is the immune system for democracy. As our world and work becomes ever more connected, the press in particular has become a target. Journalists around the world are constantly at risk of those who seek to disrupt and undermine their ability to shed light on the truth. Good cyber hygiene for journalists is more imperative than ever – to protect themselves, their work, and their sources,” said Craig Newmark, founder of craigslist and Craig Newmark Philanthropies. “Vigilance must be maintained. I encourage all members of the fourth estate to shore up their cyber defenses and to use the GCA toolkit as a means to do so.”

“State actors and government-led interference saw the criminalisation of journalists in 2020, causing unprecedented damage to the practice of free and independent journalism. Amidst the intensifying online abuse of news media and the ever-increasing threat to the personal safety of journalists, it is critical for practitioners to acquire the tools and skills to safeguard their online presence and data,” said Derek Bowler, Head of Social Newsgathering, Eurovision News Exchange, EBU Media and moderator of the panel discussion.

“Journalists are under constant threat – and many don’t have access to the support provided by large organisations. GCA’s initiative could hardly be more timely, and I’ve no doubt it will make an enormous contribution to mitigating those threats and supporting journalism,” said Martin Turner, CEO, Full Frame Technology, former BBC journalist and GCA Toolkit Advisory Group Member.

The GCA Cybersecurity Toolkit for Journalists can be found at https://gcatoolkit.org/journalists.

About the Global Cyber Alliance

The Global Cyber Alliance (GCA) is an international, cross-sector effort dedicated to reducing cyber risk and improving our connected world. We achieve our mission by uniting global communities, implementing concrete solutions, and measuring the effect. GCA, a 501(c)(3) in the US and a nonprofit in the UK and Belgium, was founded in September 2015 by the Manhattan District Attorney’s Office, the City of London Police, and the Center for Internet Security. Learn more at www.globalcyberalliance.org.

About Craig Newmark Philanthropies

Craig Newmark Philanthropies was created by craigslist founder Craig Newmark to support and connect people and drive broad civic engagement. It works to advance people and grassroots organizations that are getting stuff done in areas that include trustworthy journalism & the information ecosystem, voter protection, gender diversity in technology, and veterans & military families. For more information, please visit: www.CraigNewmarkPhilanthropies.org

Aimee Larsen Kirkpatrick
Global Communications Office
[email protected]



Metallica Metals Executes Agreement to Purchase NPI on the MAX Mine and Mill Project

VANCOUVER, British Columbia, May 03, 2021 (GLOBE NEWSWIRE) — Metallica Metals Corp.(CSE: MM) (OTC: MTALF)(FWB: SY7P) (the “Company” or “Metallica Metals”) is pleased to announce that it has entered into an agreement (the “NPI Agreement”) dated May 3, 2021 with MX Gold Corp. (“MXG”) pursuant to which the Company has agreed to purchase MXG’s 50% net profit interest (“NPI”) on gross cash income from the MAX Mine and Mill Project (“MAX Project”). The Company previously granted the NPI to MXG pursuant to a share purchase agreement dated January 11, 2019, as amended (see the Company’s news release dated January 14, 2019 for further details).

As consideration for the purchase of the NPI, on the closing date for the purchase of the NPI the Company will (a) pay $425,000 in cash to MXG; and (b) issue an aggregate of 1,000,000 common shares of the Company (each, a “Share”) to MXG, such Shares: (i) to be priced at a 30-day volume-weighted average price for the Shares on the Canadian Securities Exchange (the “CSE”) prior to the closing date, subject to the minimum price per share allowable under CSE Policies; and (ii) to be subject to a four month hold period in accordance with applicable securities laws. Closing of the purchase of the NPI is subject to MXG obtaining such required approvals from the NEX Board of the TSX Venture Exchange for the transaction, and the Company completing and filing all necessary notices and disclosure filings as required by the policies of the CSE for the transaction.

Paul Ténière, CEO and Director of Metallica Metals, commented, “The purchase of the 50% NPI on the MAX Project dramatically increases the theoretical prospects of economic extraction on the project. Without this encumbrance, Metallica Metals believes that the MAX Project is a highly valuable asset and has become significantly more marketable. We are very pleased to have completed this transaction and are currently reviewing the strategic direction for this fully-permitted molybdenum mine and mill facility, located in mining-friendly British Columbia.”

Qualified Person Statement

All scientific and technical information contained in this news release was prepared and approved by Paul Ténière, M.Sc., P.Geo., CEO and Director of Metallica Metals Corp, who is a Qualified Person as defined in NI 43-101.

On behalf of the Board of Directors

METALLICA METALS
C
O
RP
.

Paul Ténière, M.Sc., P.Geo.
CEO and Director
[email protected]

Head Office:

Suite 810 – 789 West Pender Street
Vancouver, BC V6C 1H2
Ph: (604) 687-2038

Toronto Office:

Suite 401 – 217 Queen Street West
Toronto, ON M5V 0R2

For more information, please visit the Company’s website at https://metallica-metals.com

Forward-looking Information Statement

This news release contains certain “forward-looking information” within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate” and other similar words, or statements that certain events or conditions “may” or “will” occur. In particular, forward-looking information in this press release includes, but is not limited to, statements with respect to the Company’s proposed acquisition, exploration program and the expectations for the mining industry. Although we believe that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. We cannot guarantee future results, performance or achievements. Consequently, there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking information.

Forward-looking information is based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking information. Some of the risks and other factors that could cause the results to differ materially from those expressed in the forward-looking information include, but are not limited to: general economic conditions in Canada and globally; industry conditions, including governmental regulation and environmental regulation; failure to obtain industry partner and other third party consents and approvals, if and when required; the availability of capital on acceptable terms; the need to obtain required approvals from regulatory authorities; stock market volatility; liabilities inherent in water disposal facility operations; competition for, among other things, skilled personnel and supplies; incorrect assessments of the value of acquisitions; geological, technical, processing and transportation problems; changes in tax laws and incentive programs; failure to realize the anticipated benefits of acquisitions and dispositions; and the other factors. Readers are cautioned that this list of risk factors should not be construed as exhaustive.

The forward-looking information contained in this news release is expressly qualified by this cautionary statement. We undertake no duty to update any of the forward-looking information to conform such information to actual results or to changes in our expectations except as otherwise required by applicable securities legislation. Readers are cautioned not to place undue reliance on forward-looking information.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.



CVG Announces the Successful Refinancing of Its Senior Notes, Lowering Its Interest Cost and Enhancing Its Financial Flexibility

NEW ALBANY, Ohio, May 03, 2021 (GLOBE NEWSWIRE) — CVG (NASDAQ: CVGI) (“CVG” or the “Company”) today announced that on April 30, 2021 it had closed on $275 million in senior secured credit facilities, consisting of a $150 million Term Loan A (the “Term Loan A”) and a $125 million Revolving Credit Facility (the “Revolver” and together with the Term Loan A the “Senior Secured Credit Facilities”). The Company used a portion of the proceeds of the Senior Secured Credit Facilities to pay off its existing Term Loan B and Asset Backed Loan Facility which at April 30, 2021 had outstanding principal of $151.6 million and $11.3 million respectively. CVG expects to reduce its interest expense by approximately $3.1 million on a full quarter basis as a result of this transaction.

Harold Bevis, President and Chief Executive Officer, commented, “Over the last year, we embarked on a strategy to transform the business – grow and diversify our revenues through new products, new customers and new markets; grow our earnings; reduce our fixed costs; and add additional talent to our great team. We are diversifying our end market concentration away from legacy diesel trucks and towards the last mile, warehouse automation and electric vehicles. We believe that this will ultimately reduce the cyclicality in our results and deliver more consistent sales and profits. We are pleased to refinance our debt with a terrific bank group and achieve a flexible structure that will allow us to have up to $200 million of acquisition capital. This is a major milestone in our business transformation program.”

Chris Bohnert, Chief Financial Officer, added, “This refinancing, which was heavily oversubscribed, is a significant accomplishment which will not only reduce our quarterly interest expense by approximately $3.1 million but will also provide financial flexibility as we can now explore attractive M&A opportunities to further grow our business. I am also very pleased with the blue chip banking partners including Bank of America, Fifth Third Bancorp, and PNC Bank. These are outstanding partners who we can grow with as we execute on our expansion plans.”

The five-year Term Loan A will have tiered interest costs based on the total consolidated leverage ratio ranging from Eurodollar +225 bps with a leverage ratio <1.5x to Eurodollar +300 bps with a leverage ratio >3.0x. The Eurodollar floor is 25 bps.

The five-year term Revolver will have tiered interest costs based on the total consolidated leverage ratio ranging from Prime +125 bps with a leverage ratio <1.5x to Prime +200 bps with a leverage ratio >3.0x. The Senior Secured Credit Facilities also have an unused line fee depending on the total consolidated leverage ratio ranging from 20 bps to 30 bps.

The Senior Secured Credit Facilities will be subject to a starting maximum leverage ratio of 3.75x with step downs to 3.50x at September 30, 2021, 3.25x at March 31, 2022 and 3.00x at September 30, 2022 and thereafter. Further, the Senior Secured Credit Facilities will be subject to a minimum fixed charge coverage ratio of 1.20x.

Additional information regarding the Senior Secured Credit Facilities can be found on Form 8-K filed with the Securities and Exchange Commission.

For further information, please contact [email protected].

Company Contact

Christopher H. Bohnert
CFO
CVG
(614) 289-0414

About CVG

CVG is a global provider of components and assemblies into two primary end markets – the global vehicle market and the U.S. technology integrator markets. The company provides components and assemblies to global vehicle companies to build original equipment and provides aftermarket products for fleet owners. The company also provides mechanical assemblies to warehouse automation integrators and to U.S. military technology integrators. Information about the Company and its products is available on the internet at www.cvgrp.com.

Forward-Looking Statements

This press release contains forward-looking statements that are subject to risks and uncertainties. These statements often include words such as “believe”, “anticipate”, “plan”, “expect”, “intend”, “will”, “should”, “could”, “would”, “project”, “continue”, “likely”, and similar expressions. In particular, this press release may contain forward-looking statements about the Company’s expectations for future periods with respect to its plans to improve financial results, the future of the Company’s end markets, including the short-term and potential longer-term impact of the COVID-19 pandemic on our business, changes in the Class 8 and Class 5-7 North America truck build rates, performance of the global construction equipment business, the Company’s prospects in the wire harness, warehouse automation and electrical vehicle markets, the Company’s initiatives to address customer needs, organic growth, the Company’s strategic plans and plans to focus on certain segments, completion faced the Company, volatility in and disruption to the global economic environment and the Company’s financial position or other financial information. These statements are based on certain assumptions that the Company has made in light of its experience as well as its perspective on historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. Actual results may differ materially from the anticipated results because of certain risks and uncertainties, including those included in the Company’s filing with the SEC. There can be no assurance that statements made in this press release relating to future events will be achieved. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on behalf of the Company are expressly qualified in their entirety by such cautionary statements. 



Green Plains Partners Reports First Quarter 2021 Financial Results


Results for the First Quarter of 2021

  • Net income of $10.7 million, or $0.45 per common unit
  • Adjusted EBITDA of $13.8 million and distributable cash flow of $11.7 million
  • Quarterly cash distribution of $0.12 per unit
  • Distribution coverage ratio of 4.13x, LTM distribution coverage ratio of 4.02x

OMAHA, Neb., May 03, 2021 (GLOBE NEWSWIRE) — Green Plains Partners LP (NASDAQ:GPP) today announced financial and operating results for the first quarter of 2021. Net income attributable to the partnership was $10.7 million, or $0.45 per common unit, for the first quarter of 2021 compared with net income of $10.4 million, or $0.44 per common unit, for the same period in 2020.

The partnership also reported adjusted EBITDA of $13.8 million and distributable cash flow of $11.7 million for the first quarter of 2021, compared with adjusted EBITDA of $13.4 million and distributable cash flow of $11.4 million for the same period in 2020. Distribution coverage was 4.13x for the three months ended March 31, 2021 as compared to 4.03x for the same period a year ago.

“Green Plains Partners delivered another consistent quarter of financial results for its unitholders while continuing to significantly reduce its debt,” said Todd Becker, president and chief executive officer. “Closing on the sale of Green Plains Ord delivered additional proceeds to more quickly reduce the partnership’s debt, further strengthening its balance sheet.”

First Quarter Highlights and Recent Developments

  • On March 22, 2021, Green Plains Inc.’s subsidiary, Green Plains Ord LLC, closed on the sale of its ethanol plant located in Ord, Nebraska to GreenAmerica Biofuels Ord LLC. Correspondingly, the storage assets located adjacent to the Ord plant were sold to Green Plains Ord LLC for $27.0 million, along with the transfer of associated railcar operating leases. In accordance with the loan agreement, the proceeds were used to repay debt.
  • On April 22, 2021, the board of directors of the partnership’s general partner declared a quarterly cash distribution of $0.12 per unit, or approximately $2.8 million, for the first quarter of 2021. The distribution is payable on May 14, 2021, to unitholders of record at the close of business on May 7, 2021.

Results of Operations

Consolidated revenues increased $0.1 million for the three months ended March 31, 2021, compared with the same period for 2020. Storage and throughput services revenue increased $0.5 million due to an increase in the rate per gallon charged to Green Plains Trade beginning on July 1, 2020. Terminal services revenue decreased $0.2 million as a result of lower throughput volume. Railcar transportation services revenue decreased $0.1 million primarily due to a decrease in railcar sublease revenue. Trucking and other revenue decreased $0.1 million due to a reduction in freight loads.

Operations and maintenance expenses decreased $0.4 million for the three months ended March 31, 2021, compared with the same period for 2020, primarily due to a reduction in unloading fees and repair and maintenance expense. General and administrative expenses increased $0.2 million for the three months ended March 31, 2021, compared with the same period for 2020, primarily due to an increase in insurance expense.

During the first quarter of 2021, Green Plains Inc.’s average production utilization rate was approximately 71.1% of capacity. Ethanol throughput was 179.0 million gallons, which was below the contracted minimum volume commitment. As a result, the partnership charged Green Plains Trade $2.8 million related to the minimum volume commitment deficiency for the quarter, resulting in a credit to be applied against potential excess volumes in future periods. The cumulative minimum volume deficiency credits available to Green Plains Trade as of March 31, 2021 totaled $10.6 million. If these credits are unused by Green Plains Trade, $4.3 million will expire on June 30, 2021, $2.4 million will expire on September 30, 2021, $1.1 million will expire on December 31, 2021 and $2.8 million will expire on March 31, 2022. These credits have been recognized in revenue by the partnership, and as such, future volumes throughput by Green Plains Trade in excess of the quarterly minimum volume commitment, up to the amount of these credits, will not be recognized in revenue in future periods prior to expiration.

             
GREEN PLAINS PARTNERS LP
SELECTED OPERATING DATA
(unaudited, in million gallons)
             
  Three Months Ended
  March 31,
  2021   2020   % Var.
Product volumes            
Storage and throughput services 179.0   241.6   (25.9 ) %
             
Terminal services:            
Affiliate 18.4   32.5   (43.4 )  
Non-affiliate 24.4   26.5   (7.9 )  
  42.8   59.0   (27.5 )  
             
Railcar capacity billed (daily average) 72.9   78.8   (7.5 )  
               

Liquidity and Capital Resources

Total liquidity as of March 31, 2021, was $4.8 million, including $0.1 million in cash and cash equivalents, and $4.7 million available under the partnership’s revolving credit facility. Total debt outstanding was $61.1 million, net of debt issuance costs of $1.7 million.

Conference Call Information

On May 3, 2021, Green Plains Partners LP and Green Plains Inc. will host a joint conference call at 11 a.m. Eastern time (10 a.m. Central time) to discuss first quarter 2021 financial and operating results for each company. Domestic and international participants can access the conference call by dialing 877.711.2374 and 281.542.4862, respectively, and referencing conference ID 9070109. The company advises participants to call at least 10 minutes prior to the start time. Alternatively, the conference call, transcript and presentation will be accessible on Green Plains Partners’ website at http://ir.greenplainspartners.com.

Non-GAAP Financial Measures

Adjusted EBITDA and distributable cash flow are supplemental financial measures used to assess the partnership’s financial performance. Management believes adjusted EBITDA and distributable cash flow provide investors useful information in assessing the partnership’s financial condition and results of operations. Adjusted EBITDA is defined as earnings before interest expense, income tax expense, depreciation and amortization, plus adjustments for transaction costs related to acquisitions or financing transactions, unit-based compensation expense, net gains or losses on asset sales and the partnership’s proportional share of EBITDA adjustments of our equity method investee. Distributable cash flow is defined as adjusted EBITDA less interest paid or payable, income taxes paid or payable, maintenance capital expenditures and the partnership’s proportionate share of distributable cash flow adjustments of our equity method investee. References to LTM refer to results from the immediately preceding twelve-month period. Adjusted EBITDA and distributable cash flow are not presented in accordance with U.S. Generally Accepted Accounting Principles (GAAP) and therefore should not be considered in isolation or as alternatives to net income or any other measure of financial performance presented in accordance with GAAP to analyze the partnership’s results.

About Green Plains Partners LP

Green Plains Partners LP (NASDAQ:GPP) is a fee-based Delaware limited partnership formed by Green Plains Inc. to provide fuel storage and transportation services by owning, operating, developing and acquiring ethanol and fuel storage terminals, transportation assets and other related assets and businesses. For more information about Green Plains Partners, visit www.greenplainspartners.com.

About Green Plains Inc.

Green Plains Inc. (NASDAQ:GPRE) is a leading biorefining company focused on the development and utilization of fermentation, agricultural and biological technologies in the processing of annually renewable crops into sustainable value-added ingredients. This includes the production of cleaner low carbon biofuels, renewable feedstocks for advanced biofuels and high purity alcohols for use in cleaners and disinfectants. Green Plains is an innovative producer of ultra-high protein and novel ingredients for animal and aquaculture diets to help satisfy a growing global appetite for sustainable protein. The Company also owns a 48.9% limited partner interest and a 2.0% general partner interest in Green Plains Partners LP. For more information, visit www.gpreinc.com.

Forward-Looking Statements

This news release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements reflect management’s current views, which are subject to risks and uncertainties including, but not limited to, anticipated financial and operating results, plans and objectives that are not historical in nature. These statements may be identified by words such as “believe,” “expect,” “may,” “should,” “will” and similar expressions. Factors that could cause actual results to differ materially from those expressed or implied are discussed in Green Plains Partners’ reports filed with the Securities and Exchange Commission. Investors are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this news release. Green Plains Partners assumes no obligation to update any such forward-looking statements, except as required by law.

Consolidated Financial Results

           
           
GREEN PLAINS PARTNERS LP
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
           
  March 31,   December 31,
  2021     2020  
ASSETS (unaudited)      
Current assets          
Cash and cash equivalents $ 71     $ 2,478  
Accounts receivable, including from affiliates   14,552       14,744  
Other current assets   627       772  
Total current assets   15,250       17,994  
Property and equipment, net   31,062       32,119  
Operating lease right-of-use assets   43,545       40,604  
Other assets   14,768       14,603  
Total assets $ 104,625     $ 105,320  
           
LIABILITIES AND PARTNERS’ DEFICIT          
Current liabilities          
Accounts payable, including to affiliates $ 4,422     $ 4,399  
Operating lease current liabilities   12,232       11,506  
Current maturities of long-term debt   61,104       97,739  
Other current liabilities   3,198       5,438  
Total current liabilities   80,956       119,082  
Asset retirement obligations   3,072       2,865  
Operating lease long-term liabilities   32,137       29,835  
Total liabilities   116,165       151,782  
           
Partners’ deficit   (11,540 )     (46,462 )
Total liabilities and partners’ deficit $ 104,625     $ 105,320  

                   
  GREEN PLAINS PARTNERS LP
  CONSOLIDATED STATEMENTS OF OPERATIONS
  (unaudited, in thousands except per unit amounts)
                   
    Three Months Ended  
    March 31,
    2021     2020     % Var.
  Revenues                
  Affiliate $ 19,309     $ 18,983     1.7   %
  Non-affiliate   1,097       1,288     (14.8 )  
  Total revenues   20,406       20,271     0.7    
  Operating expenses                
  Operations and maintenance (excluding depreciation and amortization reflected below)   5,754       6,160     (6.6 )  
  General and administrative   1,201       1,044     15.0    
  Depreciation and amortization   887       961     (7.7 )  
  Total operating expenses   7,842       8,165     (4.0 )  
  Operating income   12,564       12,106     3.8    
  Interest expense   (1,928 )     (1,864 )   3.4    
  Income before income taxes and income from equity method investee   10,636       10,242     3.8    
  Income tax expense   (84 )     (31 )   171.0    
  Income from equity method investee   175       158     10.8    
  Net income $ 10,727     $ 10,369     3.5   %
                   
  Net income attributable to partners’ ownership interests:                
  General partner $ 215     $ 207     3.9   %
  Limited partners – common unitholders   10,512       10,162     3.4    
                   
  Earnings per limited partner unit (basic and diluted):                
  Common units $ 0.45     $ 0.44     2.3   %
                   
  Weighted average limited partner units outstanding (basic and diluted):                
  Common units   23,161       23,138        
                   
  Supplemental Revenues Data:                
  Storage and throughput services $ 12,261     $ 11,785     4.0   %
  Railcar transportation services   5,042       5,124     (1.6 )  
  Terminal services   2,042       2,194     (6.9 )  
  Trucking and other   1,061       1,168     (9.2 )  
  Total revenues $ 20,406     $ 20,271     0.7   %
                   
                   

           
GREEN PLAINS PARTNERS LP
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(unaudited, in thousands)
           
  Three Months Ended
  March 31,
  2021     2020  
Cash flows from operating activities:          
Net income $ 10,727     $ 10,369  
Noncash operating adjustments:          
Depreciation and amortization   887       961  
Other   542       216  
Net change in working capital   (1,368 )     1,715  
Net cash provided by operating activities   10,788       13,261  
           
Cash flows from investing activities:          
Purchases of property and equipment   (153 )     (22 )
Disposition of assets   27,000        
Net cash provided by (used in) investing activities   26,847       (22 )
           
Cash flows from financing activities:          
Payments of distributions   (2,842 )     (11,280 )
Net proceeds (payments) on revolving credit facility   300       (1,900 )
Net payments on long-term debt   (37,500 )      
Payments of loan fees         (56 )
Net cash used in financing activities   (40,042 )     (13,236 )
           
Net change in cash and cash equivalents   (2,407 )     3  
Cash and cash equivalents, beginning of period   2,478       261  
Cash and cash equivalents, end of period $ 71     $ 264  

                 
GREEN PLAINS PARTNERS LP
RECONCILIATIONS TO NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands except ratios)
                 
  Three Months Ended   LTM Ended
  March 31,   March 31,
  2021     2020     2021  
Net income $ 10,727     $ 10,369     $ 41,505  
Interest expense   1,928       1,864       8,577  
Income tax expense   84       31       265  
Depreciation and amortization   887       961       3,732  
Transaction costs   5             30  
Unit-based compensation expense   79       79       320  
Proportional share of EBITDA adjustments of equity method investee (1)   44       50       175  
Adjusted EBITDA   13,754       13,354       54,604  
Interest paid or payable   (1,928 )     (1,864 )     (8,577 )
Income taxes paid or payable   (84 )     (31 )     (190 )
Maintenance capital expenditures   (2 )     (22 )     (161 )
Distributable cash flow (2) $ 11,740     $ 11,437     $ 45,676  
Distributions declared (3) $ 2,842     $ 2,836     $ 11,367  
Coverage ratio   4.13x     4.03x     4.02x
                 
(1) Represents the partnership’s proportional share of depreciation and amortization of its equity method investee.
(2) Distributable cash flow does not include adjustments for the principal payments on the term loan of $37.5 million, of which $27.0 million relates to the Ord disposition, for the three months ended March 31, 2021.
(3) Represents distributions declared for the applicable period and paid in the subsequent quarter.
                 

Green Plains Contacts

Investors: Phil Boggs | Senior Vice President, Investor Relations | 402.884.8700 | [email protected]
Media: Leighton Eusebio | Manager, Public Relations | 402.952.4971 | [email protected]        

 



TechX Signs Definitive Agreement to Acquire Fiat-to-Crypto Merchant Services Gateway XPort Digital

PR Newswire

VANCOUVER, BC, May 3, 2021 /PRNewswire/ – TechX Technologies Inc. (“TechX” or the “Company”) (CSE: TECX) (OTC: TECXF) (FRA: C0B1), a company focused in emerging technologies across growth sectors including: crypto, blockchain, AI and cloud technologies, is pleased to announce that, further to its press release dated March 2, 2021, it has acquired a 100% interest in XPort Digital Limited (“XPort“).

XPort is a merchant services fiat-to-crypto gateway solution offering credit card processing for cryptocurrency exchanges, wallets and other cryptocurrency businesses.  XPort’s credit card processing solution provides real-time competitive cryptocurrency pricing and low transaction fees.  XPort’s fiat-to-crypto on ramping service offers a plug-and-play customizable widget that can be set up quickly for merchants to process credit card transactions instantly and securely. In addition to the widget, merchants may also use Xport’s API to integrate directly with their own platform.

Aaron Carter, will remain the CEO of XPort Digital.  Mr. Carter has an extensive background in the financial industry and has worked with various fortune 500 companies in investment banking, online brokerage, market data and a prominent US equity exchange. At AlphaPoint, Mr. Carter played a pivotal role in building their whitelist exchange platform and developed a cohesive customer onboarding process that allowed sales to optimize their deal flow and exceed their target goals.  At BATS Global Markets (formerly known as Direct Edge), Mr. Carter developed the exchange’s surveillance and optimization programs which decreased latency and increased their daily trading volume market share while ensuring SEC regulations were adhered to. Mr. Carter has also worked closely with CEZA, the Philippines Cagayan Economic Zone Authority and helped establish their framework for trade data collection and analytics.

“My goal for XPort Digital Limited is to create a company that is, not only a key player in the crypto space, but one of the cutting edge industry leaders that other companies see as a benchmark for performance.  I’m excited to join the TechX team and look forward to building a solid and profitable business.  Merchants, exchanges and other cryptocurrency businesses can connect their cryptocurrencies to the platform and embed our white-label widget in their platform and be up and running within a few days” said Aaron Carter, CEO of Xport.  “Consumers will also be able to purchase cryptocurrencies without signing up for an account on our upcoming website, buybitfast.com in the very near future.

“We are beyond excited to announce the acquisition of XPort Digital.  With the explosion of exchanges and new tokens popping up daily and the lack of fiat to crypto on-ramping services, it’s a great opportunity for Xport and TechX,” said TechX CEO, Peter Green. “XPort’s fiat to crypto on ramping offers the quickest and easiest solution for consumers to buy Bitcoin, Ethereum and other cryptocurrencies without setting up an account.”

The Transaction

TechX entered into a share purchase agreement pursuant to which the shareholder of XPort agreed to sell all of the shares issued and outstanding in XPort in consideration of the issuance of 5,252,100 common shares in the capital of the Company (the “Shares“) at a deemed value of $0.952 per share for a total aggregate consideration of C$5,000,000.

Investor Relations Engagement of NAI Interactive Ltd.

TechX is also pleased to announce that it has engaged NAI Interactive Ltd. (“NAI”) to provide investor relations services to tap into key markets and attract investors from the Chinese community. The agreement is effective for a six-month term after which TechX can decide to continue on a month-to-month basis. TechX will pay NAI Interactive a monthly fee of C$2,500.

NAI Interactive is a leading market intelligence and investor relations service provider that serves as a bridge between public companies in North America and Chinese investors, nurturing investor loyalty and forming functional networks. Since its inception in 1998, NAI has been well trusted by Chinese investors in the US, Canada, Hong Kong, Taiwan, Singapore and China.

About TechX Technologies Inc.

TechX Technologies Inc. (CSE:TECX) (OTC:TECXF) (FRA:C0B1) is a company focused on emerging technologies across growth sectors including: crypto, blockchain, AI and cloud technologies. Led by senior leaders and industry experts, TechX invests in and provides subject matter experts within portfolio companies to accelerate success and maximize value for shareholders.  TechX’s portfolio of companies includes Catalyx Exchange, Altsignals, Shiftinsights and XPort Digital.

About XPort Digital Limited

XPort is a merchant services fiat-to-crypto gateway solution offering credit card processing for cryptocurrency exchanges, wallets and other cryptocurrency businesses.  XPort’s credit card processing solution provides real-time competitive cryptocurrency pricing and low transaction fees.  XPort’s fiat-to-crypto on ramping service offers a plug-and-play customizable widget that can be set up quickly for merchants to process credit card transactions instantly and securely. In addition to the widget, merchants may also use Xport’s API to integrate directly with their own platform.

On behalf of the board,
Peter Green, CEO

This news release may contain certain “Forward-Looking Statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws.  When or if used in this news release, the words “anticipate”, “believe”, “estimate”, “expect”, “target, “plan”, “forecast”, “may”, “schedule” and similar words or expressions identify forward-looking statements or information.  Such statements represent the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/techx-signs-definitive-agreement-to-acquire-fiat-to-crypto-merchant-services-gateway-xport-digital-301282003.html

SOURCE TechX Technologies Inc.

loanDepot Announces First Quarter 2021 Financial Results

Company reports quarterly record loan originations of $41.5 billion and net income of $427.9 million

– Reports quarterly total revenue of $1.3 billion and adjusted diluted earnings per share of $0.98, driven by an 11% increase in quarterly originations across the Retail and Partner channels.

– Returns value to shareholders through a recently announced special dividend of $0.61 per share as total equity reached a record high of $1.8 billion.

– Entered into Major League Baseball and Miami Marlins partnerships to further support the consumer recognition of the loanDepot brand and its diversified business model.

PR Newswire

FOOTHILL RANCH, Calif., May 3, 2021 /PRNewswire/ — loanDepot, Inc. (NYSE: LDI), (together with its subsidiaries, “loanDepot” or the “Company”), the innovative consumer lending and real estate services provider that is using its proprietary mello® technology to deliver best-in-class experiences to its customers, today announced results for the first quarter ending March 31, 2021.

“We are proud of our first quarter results and thank the customers who have entrusted us with one of the most important financial transactions of their lives: the purchase or refinance of the place that means everything — their home,” said loanDepot Founder and CEO Anthony Hsieh.

“loanDepot was intentionally and purposely built to be different and our focus on the customer and technology experience has allowed us to set ourselves apart from others in the marketplace and have a record-breaking 2020 and first quarter 2021,” continued Hsieh. “Our at-scale, successful, diversified operating model coupled with our customer-centric, technology-driven mindset has allowed our brand to become one of the most-recognized in the industry today, and a true differentiator for our company. Our brand, and its promise, is one of the main reasons that loanDepot has increased our already-industry leading organic customer recapture rate by 9% quarter over quarter. As we look forward to the remainder of 2021, we are confident that loanDepot will continue to thrive. We will continue to establish new products and services and evaluate acquisitions, and, most importantly, always be sure that we are taking great care of our stockholders, team members and the more than 30,000 individuals and families that count on us each month.”

loanDepot continued to demonstrate that its differentiated offering and diversified operating model positions the Company for success amid shifting market conditions.

  • Expansive Product and Service Offering Coupled with a Leading Brand: The Company’s broad suite of products and services and powerful data and analytics capabilities have been intentionally constructed to provide customers with a robust set of best-fit choices, which ensures the Company thrives in any market environment. Thanks to the brand and reputation built over the last eleven years, loanDepot has one of the most recognized brands in the industry today and an NPS score on par with best-in-class consumer technology goods and services leaders.
  • Diversified Business Model: loanDepot’s dual focus on its Retail and Partner strategies enables the Company to raise awareness and generate leads broadening its “top of funnel” consumer reach. These strategies position the Company to continue to thrive despite changing rate cycles.
  • Variable Expense Base: Our technology enabled platform allows us to scale our operations for changes in volume in a highly efficient manner. This platform, coupled with our continuous focus on expenses, means we can continue to deliver value while adjusting to a changing market.
  • Sophisticated Financing Approach: Through its multiple sources of liquidity—including loan funding warehouse facilities, MSR facilities, off-balance sheet gestation facilities, mello securitizations and cash on hand—loanDepot has established a sophisticated and flexible financing approach that allows the Company to fund its loan origination business and protect against foreseeable market risks.

Current Market Conditions:
Across the mortgage industry, the first quarter was marked by rising interest rates as well as the continuing slowdown in the volume of refinancings.

  • Interest rates began to rise in late Q1 and there has been a corresponding reduction in market opportunities and gain on sale margins throughout the industry. While the rise in interest rates was expected, the shift began earlier in 2021 than was generally anticipated.
  • Competitive pressures from pricing strategies implemented by other market participants had a market-wide impact on margins.
  • The Company continues to see strong demand for purchase transactions fueled by interest rates, that while rising, remain at low levels, coupled with continued constraints on supply.

First Quarter Highlights:

Financial Summary


Three Months Ended

($ in thousands)

(Unaudited)


March 31,

2021


December 31,

2020


March 31,

2020

Rate lock volume

$

45,762,661

$

49,711,270

$

27,037,271

Loan origination volume

41,479,151

37,395,352

15,175,587

Gain on sale margin(1)

2.71

%

3.38

%

3.50

%

Pull through weighted gain on sale margin(2)

3.35

%

3.56

%

2.99

%


Financial Results

Total revenue

$

1,316,008

$

1,298,394

$

486,121

Total expense

869,878

750,433

397,125

Net income

427,853

547,170

88,996

Diluted EPS(3)

$

0.36

N/A

N/A


Non-GAAP Financial Measures(4)

Adjusted total revenue

$

1,241,256

$

1,252,707

$

500,240

Adjusted net income

319,391

375,711

78,599

Adjusted EBITDA

457,913

530,364

126,184

Adjusted Diluted EPS

$

0.98

N/A

N/A


(1)

Gain on sale margin represents the total of (i) gain on origination and sale of loans, net, and (ii) origination income, net, divided by loan origination volume during period.


(2)

Pull through weighted gain on sale margin represents the total of (i) gain on origination and sale of loans, net, and (ii) origination income, net, divided by the pull through weighted rate lock volume. Pull through weighted rate lock volume is the unpaid principal balance of loans subject to interest rate lock commitments, net of a pull-through factor for the loan funding probability.


(3)

On February 11, 2021, the Company’s common stock began trading on the New York Stock Exchange. Since loanDepot did not have any shares outstanding prior to this date, earnings per share (“EPS”) information was not determinable. The diluted EPS calculation for the three months ended March 31, 2021 only includes net income attributable to loanDepot, Inc. of $44.9 million divided by the diluted weighted average shares of Class A and Class D common stock outstanding for the period from February 11, 2021 to March 31, 2021.


(4)

See “Non-GAAP Financial Measures” for a discussion of how we define and calculate Adjusted Total Revenue, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted EBITDA, and for a reconciliation of these metrics to their closest GAAP measure.

Operational Results

  • Rate lock volume of $45.8 billion for the three months ended March 31, 2021 resulted in quarterly total revenue of $1.3 billion, which represents an increase of $17.6 million, or 1%, from the fourth quarter of 2020.
  • Record loan origination volume for the first quarter of 2021 was $41.5 billion, an increase of $4.1 billion or 11% from the fourth quarter of 2020.
  • Our Retail and Partner strategies delivered $7.9 billion of purchase loan originations and $33.6 billion of refinance loan originations during the first quarter of 2021.
  • Net income for the first quarter of 2021 decreased to $427.9 million as compared to $547.2 million in the prior quarter. Adjusted net income for the first quarter of 2021 decreased to $319.4 million as compared to $375.7 million for the fourth quarter of 2020. The quarter over quarter decreases were driven by the decline in gain on sale margins and increased variable expenses from higher loan origination volume.
  • Total expenses for the first quarter of 2021 increased $119.4 million, or 16% from the fourth quarter of 2020, due to IPO related expenses of $63.5 million of which $58.7 million was stock-based compensation expense related to the IPO stock grant. Additionally, expenses increased due to higher direct expenses from record loan originations, additional personnel expense to support the growth in our business and higher marketing costs as we expanded our national brand campaign.
  • Disciplined and purposeful investments in the Company’s technology enabled a 2% decline in cost per loan for the first quarter of 2021 as compared to the fourth quarter of 2020.

Other Highlights

  • On April 21, 2021, the Company declared a special cash dividend on its Class A common stock and Class D common stock. LD Holdings Group LLC (“LD Holdings”), a subsidiary of the Company, declared a simultaneous special cash dividend on its units. The aggregate amount of the special dividend to be paid by the Company and LD Holdings is $200.0 million, or $0.612 per share or $0.615 per unit, as applicable (the “Special Dividend”). The Special Dividend will be paid on May 18, 2021 to the Company’s stockholders and LD Holdings’ members of record as of the close of business on May 3, 2021.
  • loanDepot has continued to invest in the strength of its brand through partnerships with Major League Baseball (MLB) and the Miami Marlins. Earlier this year, loanDepot was named the presenting sponsor of the American and National League Championship Series and named the Official Mortgage Provider of both MLB and the Miami Marlins. The Company also secured exclusive naming rights for loanDepot park, the home of the Miami Marlins and world-class special events.
  • For the first quarter of 2021, our organic refinance consumer direct recapture rate1 increased to 72% as compared to 66% for the fourth quarter of 2020. This highlights the efficacy of our marketing efforts and the strength of our customer relationships, which includes our growing servicing portfolio that reached a record level of $129.7 billion in unpaid principal balance serviced as of March 31, 2021.
  • Continuing its track record of creating strategically beneficial joint ventures, loanDepot entered into a partnership with Schell Brothers, a premier builder of energy efficient homes in Delaware and Virginia. The new joint venture, named Henlopen Mortgage, pairs Schell Brothers’ innovative, highly personalized home options with loanDepot’s seamless borrowing experience, powered by its proprietary mello™ technology.
  • loanDepot prioritizes community involvement in the areas its team members live and work and believes its efforts are intrinsic to the Company’s success. The Company announced various key initiatives that exemplify its strong commitment to communities nationwide, including the “Home Means Everything” MLB campaign through which loanDepot will donate $25 to Boys & Girls Clubs of America for each RBI during the 2021 regular season.
  • We believe our position as the second most recognized mortgage brand grew even stronger through our ongoing national television ad campaign delivering over 12 billion household impressions from May 2020 through March 2021. Our extensive data analytics also allowed us to capitalize on the 1.8 million average monthly website visits and 582 million online media exposures during the first quarter of 2021.


1 We define organic refinance consumer direct recapture rate as the total unpaid principal balance (“UPB”) of loans in our servicing portfolio that are paid in full for purposes of refinancing the loan on the same property, with the Company acting as lender on both the existing and new loan, divided by the UPB of loans in our servicing portfolio that paid in full for the purpose of refinancing the loan on the same property.

Balance Sheet Highlights


% Change

 

($ in thousands)

(Unaudited)


March 31,

2021


December 31,

2020


March 31,

2020


Mar-21 vs.
Dec-20


Mar-21 vs.
Mar-20

Cash and cash equivalents

$

630,457

$

284,224

$

157,953

121.8

%

299.1

%

Loans held for sale, at fair value

8,787,756

6,955,424

3,542,329

26.3

148.1

Servicing rights, at fair value

1,772,099

1,127,866

434,662

57.1

307.7

Warehouse and other lines of credit

8,309,450

6,577,429

3,771,678

26.3

120.3

Total liabilities

11,524,327

9,236,615

5,105,706

24.8

125.7

Total equity

1,773,958

1,656,613

462,682

7.1

283.4

Record quarterly originations drove an increase in loans held for sale at March 31, 2021, which increased by 26% from the prior quarter to $8.8 billion. The balance on our warehouse lines of credit increased by 26% during the quarter due to the increased origination activity. Total funding capacity with our lending partners increased to $10.3 billion at March 31, 2021 from $8.1 billion at December 31, 2020. The increase of $2.2 billion was due to the addition of one new facility with a funding capacity of $500 million maturing in February 2024 as well as increases to existing facilities. Available borrowing capacity was $2.0 billion at March 31, 2021.

On March 26, 2021, we completed an offering of $600 million of 6.125% unsecured senior notes due 2028. Proceeds from the offering will be used for general corporate purposes, including to pay down certain operating indebtedness, and to fund the Special Dividend to our equity holders through a distribution to holders of our Class A and Class D common stock and to unitholders of LD Holdings.

Unrestricted cash and cash equivalents were $630.5 million at March 31, 2021. The increase in cash from December 31, 2020 was primarily due to earnings and the issuance of $600 million in senior notes, partially offset by tax distributions of $6.0 million as required under the Company’s operating agreement and profit distributions of $160.3 million as allowed under the Company’s operating agreement

The fair value of mortgage servicing rights increased by 57%, or $644.2 million during the first quarter to a record $1.8 billion. This increase was driven by $529.5 million of new additions and a $231.0 million increase in the fair value due to a decrease in prepayment speed assumptions and increased interest rates during the first quarter of 2021 compared to the fourth quarter of 2020, partially offset by runoff of $118.1 million. During the first quarter of 2021, servicing retained loan sales increased as a result of the record level of loan originations.

Strategic Channel Overview

Our diverse origination strategy ensures we can serve customers in the way they want to be served, with the right mortgage professional, with the right product, at the right price, at the right time. Complementing our origination strategy is our servicing portfolio, which ensures we can serve the customer through their entire mortgage journey.

Retail Channel


Three Months Ended

($ in thousands)

(Unaudited)


March 31,

2021


December 31,

2020


March 31,

2020

Volume data:

Rate locks

$

37,074,012

$

40,066,201

$

21,829,461

Loan originations

33,427,789

29,665,251

11,677,343

Gain on sale margin

3.25

%

3.47

%

3.67

%

The Company employs more than 2,500 licensed mortgage loan professionals who work in our Retail Channel that reach customers through our organic marketing or their own relationships in either our proprietary call centers or local in-market branches. During the first quarter of 2021, our Retail Channel accounted for $33.4 billion, or 81%, of our loan originations.

Partner Channel


Three Months Ended

($ in thousands)

(Unaudited)


March 31,

2021


December 31,

2020


March 31,

2020

Volume data:

Rate locks

$

8,688,649

$

9,645,069

$

5,207,810

Loan originations

8,051,362

7,730,101

3,498,244

Gain on sale margin

1.85

%

2.58

%

1.42

%

Our Partner Channel originates loans through our network of approved mortgage brokers, as well as a series of exclusive joint ventures with some of the nation’s largest homebuilders and depositories, who market our broad spectrum of products utilizing our innovate mello® technology platform to efficiently underwrite, process and fund mortgage loans, while delivering an exceptional customer experience. During the first quarter of 2021, our Partner Channel accounted for $8.1 billion, or 19%, of our loan originations.

The returns were complemented by $2.2 million of income recorded from our joint ventures for the first quarter of 2021, reflecting the wide variety of industry partners we work with in the channel.

We entered into two new joint venture relationships with homebuilders during the first quarter of 2021 and added one new joint venture relationship in the first quarter of 2021 with a federally chartered savings bank offering banking and insurance services.

Servicing


% Change


Servicing Portfolio Data:

($ in thousands)

(Unaudited)


March 31,

2021


December 31,

2020


March 31,

2020


Dec – 20

vs

Mar – 21


Mar – 21

 vs

Mar – 20

Total servicing portfolio (unpaid principal balance)

$

129,709,892

$

102,931,258

$

42,445,155

26.0

%

205.6

%

Total servicing portfolio (units)

414,540

342,600

168,320

21.0

146.3

60+ days delinquent ($)

$

2,125,573

$

2,162,585

$

425,407

(1.7)

%

399.7

%

60+ days delinquent (%)

1.6

%

2.1

%

1.0

%

Servicing rights, net

$

1,766,088

$

1,124,302

$

431,864

57.1

308.9

The unpaid principal balance of our servicing portfolio increased $26.8 billion, or 26%, to $129.7 billion compared to $102.9 billion as of December 31, 2020, driven by an increase in servicing-retained loan sales. We continued to invest in growing our high-quality servicing portfolio and not only increased total loan originations but also the percentage of our servicing customers who chose to refinance with us. For the first quarter of 2021, our organic refinance consumer direct recapture rate was 72%, highlighting the efficacy of our marketing efforts and the strength of our customer relationships.

Servicing income increased $18.2 million, or 28.3% to $82.6 million for the first quarter of 2021 compared to $64.4 million for the fourth quarter of 2020.

As of March 31, 2021, approximately 1.4%, or $1.9 billion, of our servicing portfolio was in active forbearance. This represents a decline from 2.4%, or $2.4 billion as of December 31, 2020.

Consolidated Statements of Operations

($ in thousands)


Three Months Ended


March 31,
2021


December 31,
2020


March 31,
2020

(Unaudited)


REVENUES:

Interest income

$

54,730

$

44,730

$

35,165

Interest expense

(53,497)

(42,562)

(32,805)

   Net interest income

1,233

2,168

2,360

Gain on origination and sale of loans, net

1,020,646

1,172,704

492,485

Origination income, net

101,599

91,253

38,613

Servicing fee income

82,568

64,375

36,563

Change in fair value of servicing rights, net

69,294

(68,389)

(100,287)

Other income

40,668

36,283

16,387

   Total net revenues

1,316,008

1,298,394

486,121


EXPENSES:

Personnel expense

603,735

508,638

240,199

Marketing and advertising expense

109,626

90,709

57,312

Direct origination expense

46,976

36,127

26,503

General and administrative expense

51,317

51,146

29,630

Occupancy expense

9,988

9,826

9,892

Depreciation and amortization

8,454

8,547

9,372

Subservicing expense

26,611

29,556

13,247

Other interest expense

13,171

15,884

10,970

Total expenses

869,878

750,433

397,125

Income before income taxes

446,130

547,961

88,996

Income tax expense (benefit)

18,277

791

Net income

427,853

547,170

88,996

Net income attributable to noncontrolling interests

382,978

547,170

88,996

Net income attributable to loanDepot, Inc.

$

44,875

$

$

Basic EPS

$

0.36

N/A

N/A

Diluted EPS

$

0.36

N/A

N/A

Consolidated Balance Sheets

($ in thousands)


March 31,

2021


December 31,

2020

(Unaudited)


ASSETS

Cash and cash equivalents

$

630,457

$

284,224

Restricted cash

121,389

204,465

Accounts receivable, net

84,047

138,122

Loans held for sale, at fair value

8,787,756

6,955,424

Derivative assets, at fair value

760,519

647,939

Servicing rights, at fair value

1,772,099

1,127,866

Property and equipment, net

91,007

85,002

Operating lease right-of-use asset

63,207

66,433

Prepaid expenses and other assets

84,804

77,241

Loans eligible for repurchase

842,970

1,246,158

Investments in joint ventures

17,332

17,528

Goodwill and other intangible assets, net

42,698

42,826

        Total assets

$

13,298,285

$

10,893,228


LIABILITIES AND EQUITY


LIABILITIES:

Warehouse and other lines of credit

$

8,309,450

$

6,577,429

Accounts payable and accrued expenses

890,826

446,370

Derivative liabilities, at fair value

95,188

168,169

Liability for loans eligible for repurchase

842,970

1,246,158

Operating lease liability

80,804

86,023

Debt obligations, net

1,305,089

712,466

        Total liabilities

11,524,327

9,236,615


EQUITY:

Class A common stock, $0.001 par value, 2,500,000,000 authorized, 6,643,188 issued and outstanding as of March 31, 2021

7

Class B common stock, $0.001 par value, 2,500,000,000 authorized, 0 issued and outstanding as of March 31, 2021

Class C common stock, $0.001 par value, 2,500,000,000 authorized, 179,746,187 issued and outstanding as of March 31, 2021

180

Class D common stock, $0.001 par value, 2,500,000,000 authorized, 119,694,200 issued and outstanding as of March 31, 2021

119

Preferred stock, $0.01 par value, 50,000,000 authorized, 0 issued and outstanding as of March 31, 2021

Additional paid-in capital

596,124

Retained earnings

42,412

Noncontrolling interest

1,135,116

1,656,613

Total equity

1,773,958

1,656,613

Total liabilities and equity

$

13,298,285

$

10,893,228

Loan Origination and Sales Data

 

($ in thousands)

(Unaudited)


Three Months Ended


March 31,

2021


December 31,

2020


March 31,

2020


Loan origination volume by type:

Conventional conforming

$

35,169,216

$

31,389,431

$

10,409,930

FHA/VA/USDA

5,081,972

5,013,338

3,754,380

Jumbo

1,002,619

591,739

711,548

Other

225,344

400,844

299,729

Total

$

41,479,151

$

37,395,352

$

15,175,587


Loan origination volume by channel:

Retail

$

33,427,789

$

29,665,251

$

11,677,343

Partnership

8,051,362

7,730,101

3,498,244

Total

$

41,479,151

$

37,395,352

$

15,175,587


Loan origination volume by purpose:

Purchase

$

7,916,512

$

9,813,921

$

4,393,856

Refinance

33,562,639

27,581,431

10,781,731

Total

$

41,479,151

$

37,395,352

$

15,175,587


Loans sold:

Servicing retained

$

37,435,791

$

33,989,511

$

8,831,907

Servicing released

2,492,886

1,394,979

6,439,801

Total

$

39,928,677

$

35,384,490

$

15,271,708


Loan origination margins:

Gain on sale margin

2.71

%

3.38

%

3.50

%

First Quarter Earnings Call

Management will host a conference call and live webcast today at 11:00 a.m. ET on loanDepot’s Investor Relations website, investors.loandepot.com, following the release of its earnings results.

The conference call can also be accessed by dialing 833-312-1365 (domestic) or 236-712-2485 (international) using pin number 9099998. Please call five minutes in advance to ensure that you are connected prior to the call. A replay of the webcast and transcript will also be made available on the Investor Relations website following the conclusion of the event.

For more information about loanDepot, please visit the company’s Investor Relations website: investors.loandepot.com.

Non-GAAP Financial Measures

To provide investors with information in addition to our results as determined by GAAP, we disclose Adjusted Total Revenue, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted EBITDA as non-GAAP measures. We believe Adjusted Total Revenue, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted EBITDA provide useful information to investors regarding our results of operations because each measure assists both investors and management in analyzing and benchmarking the performance and value of our business. They facilitate company-to-company operating performance comparisons by backing out potential differences caused by variations in hedging strategies, changes in valuations, capital structures (affecting net interest expense), taxation, the age and book depreciation of facilities (affecting relative depreciation expense) and the amortization of intangibles, which may vary for different companies for reasons unrelated to operating performance, as well as certain historical cost (benefit) items which may vary for different companies for reasons unrelated to operating performance. These measures are not financial measures calculated in accordance with GAAP and should not be considered as a substitute for revenue, net income, or any other operating performance measure calculated in accordance with GAAP, and may not be comparable to a similarly titled measure reported by other companies.

We define “Adjusted Total Revenue” as total revenues, net of the change in fair value of mortgage servicing rights (“MSRs”) and the related hedging gains and losses. We define “Adjusted Net Income” as tax-effected earnings before change in fair value of contingent consideration, stock compensation expense and management fees, IPO expense, and the change in fair value of MSRs, net of the related hedging gains and losses, and the tax effects of those adjustments. We define “Adjusted Diluted EPS” as Adjusted Net Income divided by the diluted weighted average number of shares of Class A common stock and Class D common stock outstanding for the applicable period, which assumes the proforma exchange of all outstanding Class C common shares for shares of Class A common stock. We define “Adjusted EBITDA” as earnings before interest expense and amortization of debt issuance costs on non-funding debt, income taxes, depreciation and amortization, change in fair value of MSRs, net of the related hedging gains and losses, change in fair value of contingent consideration, stock compensation expense and management fees, and IPO related expense. Adjustments for income taxes are made to reflect historical results of operations on the basis that it was taxed as a corporation under the Internal Revenue Code, and therefore subject to U.S. federal, state and local income taxes. We exclude from each of these non-GAAP measures the change in fair value of MSRs and related hedging gains and losses as this represents a non-cash non-realized adjustment to our total revenues, reflecting changes in assumptions including discount rates and prepayment speed assumptions, mostly due to changes in market interest rates, which is not indicative of our performance or results of operations. We also exclude stock compensation expense, which is a non-cash expense, management fees and IPO expenses as management does not consider these costs to be indicative of our performance or results of operations. Adjusted EBITDA includes interest expense on funding facilities, which are recorded as a component of “net interest income (expense)”, as these expenses are a direct operating expense driven by loan origination volume. By contrast, interest and amortization expense on non-funding debt is a function of our capital structure and is therefore excluded from Adjusted EBITDA.

Adjusted Total Revenue, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted EBITDA have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. Some of these limitations are:

  • they do not reflect every cash expenditure, future requirements for capital expenditures or contractual commitments;
  • Adjusted EBITDA does not reflect the significant interest expense or the cash requirements necessary to service interest or principal payment on our debt;
  • although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced or require improvements in the future, and Adjusted Total Revenue, Adjusted Net Income, and Adjusted EBITDA do not reflect any cash requirement for such replacements or improvements; and
  • they are not adjusted for all non-cash income or expense items that are reflected in our statements of cash flows.

Because of these limitations, Adjusted Total Revenue, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted EBITDA are not intended as alternatives to total revenue, net income (loss), net income attributable to the Company, or Diluted EPS or as an indicator of our operating performance and should not be considered as measures of discretionary cash available to us to invest in the growth of our business or as measures of cash that will be available to us to meet our obligations. We compensate for these limitations by using Adjusted Total Revenue, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted EBITDA along with other comparative tools, together with U.S. GAAP measurements, to assist in the evaluation of operating performance. See below for a reconciliation of these non-GAAP measures to their most comparable U.S. GAAP measures.


Reconciliation of Total Revenue to Adjusted Total Revenue

($ in thousands)

(Unaudited)


Three Months Ended


March 31,

2021


December 31,

2020


March 31,

2020

Total net revenue

$

1,316,008

$

1,298,394

$

486,121

Change in fair value of servicing rights(1)

(231,208)

(16,355)

86,186

Net losses (gains) from derivatives hedging servicing rights

43,527

4,525

(19,171)

Realized and unrealized losses (gains) from derivative assets and liabilities(2)

112,929

(33,857)

(52,896)

Change in fair value of servicing rights net of hedging gains and losses(3)

(74,752)

(45,687)

14,119

Adjusted total revenue

$

1,241,256

$

1,252,707

$

500,240


(1)

Included in change in fair value of servicing rights, net in the Company’s consolidated statements of operations.


(2)

Included in gain on origination and sale of loans, net in the Company’s consolidated statements of operations, as shown below: 

 

 

($ in thousands)

(Unaudited)


Three Months Ended


March 31,

2021


December 31,

2020


March 31,

2020

Unrealized gains (losses) from derivative assets and liabilities

$

209,386

$

(198,710)

$

29,981

Less: Unrealized gains (losses) from derivative assets and liabilities—IRLC and LHFS

328,322

(209,767)

(20,517)

Unrealized (losses) gains from derivative assets and liabilities—servicing rights

(118,936)

11,057

50,498

Realized gains (losses) from derivative assets and liabilities

105,643

(78,226)

(54,361)

Less: Realized gains (losses) from derivative assets and liabilities—IRLC and LHFS

99,636

(101,027)

(56,759)

Realized gains (losses) from derivative assets and

liabilities—servicing rights

6,007

22,801

2,398

Realized and unrealized (losses) gains from derivative assets and liabilities – servicing rights

$

(112,929)

$

33,857

$

52,896


(3)

Represents the change in the fair value of servicing rights attributable to changes in assumptions, net of hedging gains and losses.

 

 


Reconciliation of Net Income to Adjusted Net Income

($ in thousands)

(Unaudited)


Three Months Ended


March 31,

2021


December 31,

2020


March 31,

2020

Net income attributable to loanDepot, Inc.

$

44,875

$

$

Net income from the pro forma conversion of Class C common shares to Class A common shares (1)

382,978

547,170

88,996

Net income

$

427,853

$

547,170

$

88,996

Adjustments to the provision for income taxes(2)

(101,221)

(140,249)

(22,907)

Tax-effected net income

326,632

406,921

66,089

Change in fair value of servicing rights, net of hedging gains and losses(3)

(74,752)

(45,687)

14,119

Change in fair value – contingent consideration

2,507

Stock compensation expense and management fees

60,076

1,099

220

IPO expenses

4,834

2,560

Tax effect of adjustments(4)

2,601

10,818

(4,336)

Adjusted net income

$

319,391

$

375,711

$

78,599


(1)

Reflects net income to Class A common stock and Class D common stock from the pro forma exchange of Class C common stock as of March 31, 2021.


(2)

loanDepot, Inc. is subject to federal, state and local income taxes. Adjustments to income tax (benefit) reflect the effective income tax rates below, and the pro forma assumption that loanDepot, Inc. owns 100% of LD Holdings.

 


Three Months Ended


March 31,

2021


December 31,

2020


March 31,

2020

Statutory U.S. federal income tax rate

21.00

%

21.00

%

21.00

%

State and local income taxes (net of federal benefit)

5.43

%

4.74

%

4.74

%

Effective income tax rate

26.43

%

25.74

%

25.74

%


(3)

Amounts represent the change in the fair value of servicing rights attributable to changes in assumptions, net of hedging gains and losses.


(4)

Amounts represent the income tax effect of (a) change in fair value of servicing rights, net of hedging gains and losses, (b) change in fair value of contingent consideration (c) stock compensation expense and management fees, and (d) IPO expense at the aforementioned effective income tax rates.

 

 


Reconciliation of Adjusted Diluted Weighted Average Shares Outstanding to Diluted Weighted Average Shares Outstanding (1)

($ in thousands except per share)

(Unaudited)


Three Months Ended


March 31,

2021

Net income attributable to loanDepot, Inc.

$

44,875

Adjusted net income

319,391


Share Data:

Diluted weighted average shares of Class A and Class D common stock outstanding

125,772,797

Assumed pro forma conversion of Class C shares to Class A common stock (2)

198,537,418

Adjusted diluted weighted average shares outstanding

324,310,215

Diluted EPS

$

0.36

Adjusted Diluted EPS

0.98


(1)

This non-GAAP measures was not applicable for the three months ending December 31, 2020 or March 31, 2020 as the IPO and reorganization transaction had not yet occurred.


(2)

Reflects the assumed pro forma conversion of all outstanding shares of Class C common stock to Class A common stock.

 

 


Reconciliation of Net Income to Adjusted EBITDA

($ in thousands)

(Unaudited)


Three Months Ended


March 31,

2021


December 31,

2020


March 31,

2020

Net income

$

427,853

$

547,170

$

88,996

Interest expense – non-funding debt (1)

13,171

15,884

10,970

Income tax expense (benefit)

18,277

791

Depreciation and amortization

8,454

8,547

9,372

Change in fair value of servicing rights, net of

hedging gains and losses(2)

(74,752)

(45,687)

14,119

Change in fair value – contingent consideration

2,507

Stock compensation expense and management fees

60,076

1,099

220

IPO expense

4,834

2,560

Adjusted EBITDA

$

457,913

$

530,364

$

126,184


(1)

Represents other interest expense, which includes amortization of debt issuance costs, in the Company’s consolidated statement of operations.


(2)

Represents the change in the fair value of servicing rights attributable to changes in assumptions, net of hedging gains and losses.

Forward-Looking Statements

This press release may contain “forward-looking statements,” which reflect loanDepot’s current views with respect to, among other things, its operations and financial performance. You can identify these statements by the use of words such as “outlook,” “potential,” “continue,” “may,” “seek,” “approximately,” “predict,” “believe,” “expect,” “plan,” “intend,” “estimate” or “anticipate” and similar expressions or the negative versions of these words or comparable words, as well as future or conditional verbs such as “will,” “should,” “would” and “could.” These forward-looking statements are based on current available operating, financial, economic and other information, and are not guarantees of future performance and are subject to risks, uncertainties and assumptions, including the risks in the “Risk Factors” section of loanDepot, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2020, which are difficult to predict. Therefore, current plans, anticipated actions, financial results, as well as the anticipated development of the industry, may differ materially from what is expressed or forecasted in any forward-looking statement. loanDepot does not undertake any obligation to publicly update or revise any forward-looking statement to reflect future events or circumstances, except as required by applicable law.

About loanDepot
loanDepot is a contemporary financial services company dedicated to delivering a best-in-class experience to its mortgage purchase and refinance customers. Founded in 2010, loanDepot offers a diversified network of direct-to-consumer, in-market, and partner business channels, uniquely positioning it to serve a wide range of customers. Headquartered in Southern California, the Company has funded more than $350 billion since its founding and currently ranks as the second largest retail nonbank lender and one of the leading retail mortgage lenders in the United States. Committed to serving the communities in which its team members live and work, loanDepot has donated millions of dollars to support a variety of local, regional and national philanthropic efforts, most recently giving more than $2.5 million to help with COVID-related efforts for first responders, healthcare workers, individuals and families nationwide. The Company also is a founding sponsor of War Heroes on Water, which supports ongoing therapeutic healing services for combat-wounded veterans nationwide.

Investor Relations Contact:

Abe Gutierrez

Vice President, Investor Relations
(949) 860-8215
[email protected]

or

Nicole Carrillo

Executive Vice President, Chief Accounting Officer
(949) 575-5187
[email protected]

Media Contact:

Lori Wildrick

Vice President, Communications
(949) 330-8791
[email protected]

LDI-IR

 

 

 

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/loandepot-announces-first-quarter-2021-financial-results-301281947.html

SOURCE loanDepot, Inc.

Nisun International Enterprise Development Group Co., Ltd Reports Fiscal Year 2020 Financial Results

PR Newswire

SHANGHAI, May 3, 2021 /PRNewswire/ — Nisun International Enterprise Development Group Co., Ltd (“Nisun International” or the “Company”) (Nasdaq: NISN), a provider of innovative comprehensive solutions through the integration of technology, industry, and finance, today announced its audited financial results for the year ended December 31, 2020.

Mr. Xiaoyun Huang, Chairman and Chief Executive Officer of Nisun International, commented, “As we reflect on 2020, our business evolved both literally and figuratively. The onset of the COVID-19 pandemic presented challenges to our business and pushed us to adapt and refine our business model to focus on SME financing and supply chain solutions. Amid the mergers and acquisitions and dispositions, we are excited to see our strong financial performance in the second half of 2020, as our business generated $42.2 million in revenue in the 2020 fiscal year. Furthermore, we launched a new supply chain solutions financing business, which is likely to further drive overall business growth. Looking ahead to 2021, Nisun remains committed to providing high-quality supply chain products and services to our clients.”

Financial Results for the Full Year ended December 31, 2020

Revenues

Total revenue from continuing operations increased to approximately $42.2 million for the year ended December 31, 2020 from $2.5 million for the year ended December 31, 2019.

  • Revenues generated from the Small- and Medium-Enterprise (SME) financing solutions business were $40.8 million in 2020, compared to $2.5 million in prior year. This was primarily due to increasing demands from SMEs in China seeking standardized financing solutions as an alternative to bank financing.
  • The Company commenced its supply chain solution business in January 2020. With a focus on linkages in the finance industry, the Company aims to serve the upstream and downstream of the supply-chain industry while facilitating supply-side sub-sector reform. For fiscal 2020, revenue generated from supply chain solutions was $1.4 million. The Company achieved total supply chain transaction volume of approximately $50.6 million (RMB349.6 million) during fiscal 2020. The Company expects this growth trend will continue in 2021.
  • The Company commenced its other financing services business in July 2019. Revenues generated from other financing solution services were $0.04 million in 2020, compared to $3,381 in prior year.


Year ended December 31,

  Changes


Changes


2020


%


2019


%


($)


(%)

Small and Medium Enterprise financing solutions

$

40,779,794

97

%

$

2,522,143

100

%

38,257,651

1517

%

Supply chain financing solutions

1,369,859

3

%

%

1,369,859

100

%

Other financing solutions

40,538

0

%

3,381

%

37,157

1099

%

Total revenue

$

42,190,191

100

%

$

2,525,524

100

%

39,664,667

1571

%

Cost of Revenue

Cost of revenue from continuing operation increased to $20.0 million in 2020 from 0.02 million in 2019. The increase was primarily due to: (i) increases in direct advertising and marketing costs; (ii) increases in direct costs associated with staff who design and manage SME financing solutions, supply chain solutions, and other financing solutions business- and sales-related taxes; and (iii) increases in office rent and expenses, excluding depreciation and amortization expenses, which are separately presented.

Selling, General and Administrative Expenses  

Selling, general and administrative expenses are comprised of indirect advertising and marketing costs, office rent and expenses, costs associated with staff and support personnel who manage the Company’s business activities, and professional fees paid to third parties. In fiscal 2020, the Company incurred selling, general, and administrative expenses of appropriately $12.2 million, as compared to approximately $1.3 million in fiscal 2019. The increase was mainly due to the increase in advertising and marketing expenses to acquire customers and brand image.

  • Selling expenses increased to $3.2 million in 2020, compared to approximately $0.1 million in prior year, representing an increase of approximately $3.1 million. The increase in selling expenses was mainly attributable to the $2.6 million in advertising and marketing expenses in fiscal 2020 incurred by the Company’s newly acquired subsidiary, Nami, to promote its business.
  • General and administrative expenses increased to approximately $8.2 million in 2020 from $1.1 million in 2019, representing an increase of approximately $7.1 million. The increase in general and administrative expenses was mainly due to: (i) more labor and managerial expenses incurred in fiscal 2020 mainly because the Company started to conduct its financial services business in July 2019; (ii) more spending in professional fees related to mergers and acquisitions (M&A) in fiscal 2020; and (iii) incurring approximately $1.1 million share-based compensation expenses, compared to nil in 2019.
  • Research and development (R&D) expenses were $0.8 million in 2020, compared to $0.2 million in 2019, representing an increase of $0.6 million. The increase in R&D expenses was primary due to R&D developments in the upgrading and development in our supply chain financing and other financing service APPs and platforms in 2020.

Other income (expense), net

In fiscal 2020, the Company had a net other income of 0.8 million, as compared to an insignificant net other expense in fiscal 2019. The increase was due to investment income from a short-term investment and interest income from loans to third parties.  

Net income from continuing operations

Net income from continuing operations increased to $9.9 million in 2020, from $1.2 million in 2019. The increase was mainly because the Company began to conduct its financial services business in July 2019 through the Company’s three consolidated operating entities, Fintech, Hengpu, and Nami Shanghai, as well as their subsidiaries.  

Net loss from discontinued operations

For fiscal year 2020, the Company had a loss from discontinued operations of $23.0 million, compared to a gain of $1.5 million from the equipment and engineering business in 2019. The increase in net loss was mainly due to an impairment loss of $22.4 million from the equipment and engineering business’s assets as a result of its continuous losses.

Net income and Income (loss) per share

For fiscal 2020, the Company incurred a net loss of $13.1 million, as compared to a net income of approximately $2.7 million for fiscal 2019. The net loss in 2020 was primarily derived from $9.9 million of net income from the Company’s financial service business and net loss of $23.0 million from discontinued operations. 

Net loss per share was $0.71 in 2020, compared to a net income per share of $0.17 in the prior year. The net income per share from continuing operation was $0.53 for fiscal 2020, compared to $0.08 for fiscal 2019. The weighted average number of shares was 18,587,674 for fiscal 2020, compared to 16,269,577 for fiscal 2019.

Financial Condition and Cash Flow

As of December 31, 2020, the Company had cash, cash equivalents and restricted cash of $22.2 million, compared to $2.8 million as of December 31, 2019. This increase was primarily attributable to $2.2 million in operating activities and $19.1 million in financing activities, against $4.7 million used in investing activities.

Net cash provided by operating activities in fiscal 2020 was approximately $2.3 million, which was primarily attributable to a net income of approximately $9.9 million, adjusted for non-cash items of approximately $2.0 million and changes in working capital of approximately negative $9.8 million. The adjustments for changes in working capital mainly included: (i) an increase $10.7 million in receivable from supply chain solution of, primarily from our supply chain financing business launched in January 2020; (ii) an increase in accounts payable of $1.0 million; (iii) a decrease in other payables of $2.1 million; and (iv) an increase in tax payables of $1.6 million due to higher earnings. Net cash provided by operating activities for fiscal 2019 was approximately $0.6 million.

Net cash used in investing activities was $4.7 million for fiscal 2020, primarily attributable to: (i) the $5.0 million in cash acquired in connection with the Company’s acquisition of Nami; (ii) a $15.6 million of investment in debts securities; (iii) a $3.1 million of investment in short-term investment; and (iv) $11.0 million of repayment from loans to third parties and $1.8 million less in new loans to third parties. Net cash used in investing activities was $1.8 million for fiscal 2019.

Net cash provided by financing activities was $19.1 million in fiscal 2020, primarily attributable to: (i) the proceeds of $6.5 million from private placement transactions; (ii) a $10.5 million loan from shareholder Nisun Cayman; (iii) $3.1 million of capital contribution with non-controlling interest; (iv) $4.6 million of capital contribution from shareholder Nisun Cayman; and (v) $6.8 million of repayment made to related parties. Net cash provided in financing activities was approximately $4.1 million for fiscal 2019.

About Nisun International Enterprise Development Group Co., Ltd

Nisun International Enterprise Development Group Co., Ltd (NASDAQ: NISN) is a technology-driven, integrated supply chain solutions provider focused on transforming the corporate finance industry. Leveraging its industry experience, Nisun is dedicated to providing professional supply chain solutions to Chinese and foreign enterprises and financial institutions. Through its subsidiaries, Nisun provides users with professional solutions for technology supply chain management, technology asset routing, and digital transformation of tech and finance institutions, enabling the industry to strengthen and grow. At the same time, Nisun continues to deepen the field of industry segmentation through industrial and financial integration, by cultivating/creating an ecosystem of openness and empowerment. Nisun has built a linked platform that incorporates supply chain, banking, securities, trust, insurance, funds, state-owned enterprises, among other businesses. Focusing on industry-finance linkages, Nisun aims to serve the upstream and downstream of the industrial supply chain while also assisting with supply-side sub-sector reform. For more information, please visit http://www.fintaike.com


Cautionary Note Regarding Forward-Looking Statements

This press release contains information about Nisun’s view of its future expectations, plans and prospects that constitute forward-looking statements. Actual results may differ materially from historical results or those indicated by these forward-looking statements as a result of a variety of factors including, but not limited to, risks and uncertainties associated with its ability to raise additional funding, its ability to maintain and grow its business, variability of operating results, its ability to maintain and enhance its brand, its development and introduction of new products and services, the successful integration of acquired companies, technologies and assets into its portfolio of products and services, marketing and other business development initiatives, competition in the industry, general government regulation, economic conditions, dependence on key personnel, the ability to attract, hire and retain personnel who possess the technical skills and experience necessary to meet the requirements of its clients, and its ability to protect its intellectual property. Nisun encourages you to review other factors that may affect its future results in Nisun’s registration statement and in its other filings with the Securities and Exchange Commission. Nisun assumes no obligation to update or revise its forward-looking statements as a result of new information, future events or otherwise, except as expressly required by applicable law.

Contacts:

Nisun International Enterprise Development Group Co., Ltd
Investor Relations
Shaokang (Ken) Lu
Tel: +86 (21) 2357-0055
Email: [email protected]

ICR, LLC
Tel: +1 203 682 8233
Email: [email protected]


NISUN INTERNATIONAL ENTERPRISE DEVELOPMENT GROUP CO., LTD AND SUBSIDIARIES


CONDENSED CONSOLIDATED BALANCE SHEETS


AS OF DECEMBER 31, 2020, AND 2019


(EXPRESSED IN US DOLLARS)


December 31,


2020


December 31,


2019 *


ASSETS


CURRENT ASSETS:

Cash and cash equivalents

$

22,135,310

$

2,756,490

Restricted cash

62,947

25,016

Short-term investment

4,680,843

Accounts receivable, net

4,939,912

1,233,038

Receivables from supply chain financing

10,741,981

Prepaid expenses and other current assets

971,839

280,202

Loans to third parties – current portion

1,915,709

2,434,715

Due from discontinued operations

9,201,432

Receivable from sale of discontinued operations

14,950,730

Assets of discontinued operations – current

36,985,779


TOTAL CURRENT ASSETS

60,399,271

52,916,672


NON-CURRENT ASSETS:

Property and equipment, net

655,643

287,057

Intangible assets, net

3,726,602

4,189,350

Right-of-use assets, net

1,464,745

502,670

Loans to third parties – non-current

2,872,820

Equity investments

484,864

500,715

Investment in limited partnership

15,736,927

Goodwill

25,172,407

11,074,864

Deferred tax assets, net

456,370

20,040

Assets of discontinued operations – non-current

21,636,501


TOTAL NON-CURRENT ASSETS

47,697,558

41,084,017


TOTAL ASSETS

$

108,096,829

$

94,000,689


LIABILITIES


CURRENT LIABILITIES:

Accounts payable

$

1,312,560

$

224,045

Accrued expenses and other current liabilities

2,001,031

674,169

Operating lease liabilities – current

736,854

138,133

Advance from customers

11,624

28,728

Taxes payable

3,133,038

138,157

Loan from related party

10,528,965

Due to related parties

2,071,039

7,759,443

Purchase price payable for acquisition

7,007,905

Liabilities of discontinued operations – current

28,472,022


TOTAL CURRENT LIABILITIES

26,803,286

37,434,697

Operating lease liabilities – non-current

680,130

368,019

Deferred tax liabilities

676,015

805,826

Liabilities of discontinued operations – non-current

1,456,634


TOTAL LIABILITIES

28,159,431

40,065,176


Commitments and contingencies


EQUITY:

Class A common stock, $0.001 par value, 40,000,000 shares
  authorized, 20,555,129 and 17,710,471 shares issued and
  outstanding as of December 31, 2020 and 2019, respectively

20,555

17,710

Class B common stock, $0.001 par value, 10,000,000 shares
  authorized, nil shares issued and outstanding as of
  December 31, 2020 and 2019, respectively

Additional paid-in capital

59,472,255

28,369,076

Retained earnings

14,380,976

27,472,766

Unearned compensation

(624,455)

Accumulated other comprehensive income (loss)

3,593,188

(1,914,232)


TOTAL SHAREHOLDERS’ EQUITY

76,842,519

53,945,320

Non-controlling interests

3,094,879

(9,807)


TOTAL EQUITY

79,937,398

53,935,513


TOTAL LIABILITIES AND EQUITY

$

108,096,829

$

94,000,689

*The amounts have been reclassified to conform with the Company’s decision to classify Hebron HK as assets and liabilities of discontinued operations.


NISUN INTERNATIONAL ENTERPRISE DEVELOPMENT GROUP CO., LTD AND SUBSIDIARIES


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
 


AS OF DECEMBER 31, 2020, AND 2019
 


 (EXPRESSED IN US DOLLARS)


For the Years Ended December 31,


2020


2019


2018


REVENUE:

Small and Medium Enterprise financing solutions

40,779,794

2,522,143

Supply Chain financing solutions

1,369,859

Other financing solutions 

40,538

3,381

Financial services


$


40,190,191


$


2,525,524


$




COST OF REVENUE AND RELATED TAXES:

Cost of revenue

(19,740,267)

Business and sales related taxes

(233,389)

(19,492)


GROSS PROFIT


22,216,535


2,506,032




OPERATING EXPENSES:

Selling expenses

3,181,810

93,620

General and administrative expenses

8,188,736

1,082,631

1,170,900

Research and development expenses

817,770

155,216

923,094

Total operating expenses

12,188,316

1,331,467

2,093,994


INCOME (LOSS) FROM OPERATIONS


10,028,219


1,174,565


(2,093,994)


OTHER INCOME (EXPENSE):

Interest and investment income

585,177

Other income (expense), net

244,274

1,371

Total other income (expense), net

829,451

1,371


INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES


10,857,670


1,175,936


(2,093,994)


PROVISION (BENEFIT) FOR INCOME TAXES

941,064

(55,731)


NET INCOME (LOSS) FROM CONTINUING OPERATIONS


9,916,606


1,231,667


(2,093,994)


DISCONTINUED OPERATIONS:

(Loss) income from discontinued operations, net of tax

(23,107,066)

1,508,323

(3,050,721)

Net gain on sale of discontinued operations, net of tax

136,050


NET (LOSS) INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX


(22,971,016)


1,508,323


(3,050,721)


NET (LOSS) INCOME


(13,054,410)


2,739,990


(5,144,715)

 Net income attributable to non-controlling interests

37,380


NET (LOSS) INCOME ATTRIBUTEABLE TO SHAREHOLDERS


(13,091,790)


2,739,990


(5,144,715)


OTHER COMPREHENSIVE INCOME (LOSS)

Foreign currency translation income (loss)

5,507,420

(561,091)

(1,755,528)


COMPREHENSIVE (LOSS) INCOME


(7,584,370)


$


2,178,899


(6,900,243)

Comprehensive loss attributable to non-controlling interests

(2,172)


COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO SHAREHOLDERS

$


(7,582,198)


$


2,178,899


$


(6,900,243)


BASIC AND DILUTED EARNINGS (LOSS) PER COMMON SHARE:

Income(loss) from continuing operations

$

0.53

$

0.08

$

(0.13)

Income (loss) from discontinued operations

(1.24)

0.09

(0.20)


TOTAL (LOSS) EARNINGS PER COMMON SHARE

$

(0.71)

$

0.17

$

(0.33)

Weighted average number of shares outstanding-basic and diluted

18,587,674

16,269,577

15,760,633

 


NISUN INTERNATIONAL ENTERPRISE DEVELOPMENT GROUP CO., LTD AND SUBSIDIARIES


CONDENSED STATEMENTS OF CASH FLOWS


AS OF DECEMBER 31, 2020, AND 2019
 


(EXPRESSED IN US DOLLARS)


For the Years Ended December 31,


2020


2019


2018


CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss

$

(13,054,410)

$

(2,739,990)

$

(5,144,715)

Net (loss) income from discontinued operations

(22,971,016)

1,508,323

(3,050,721)

Net income (loss) from continuing operations

9,916,606

1,231,667

(2,093,994)

Adjustments to reconcile net income (loss) to net cash
   provided by (used in) operating activities:

Depreciation and amortization

1,686,518

242,409

Stock-based compensation

1,097,415

Bad debt expense

1,162,594

Loss on disposition of property and equipment

42,534

(Income) from investments

(169,720)

Deferred taxes

(584,760)

(55,731)


Changes in operating assets and liabilities:

    Decrease (increase) in accounts receivable

573,418

(815,534)

    Decrease (increase) in prepaid expenses and other current assets

16,009

(108,150)

931,320

(Increase) in operating lease right-of-use assets

(56,831)

(Increase) in receivable from supply chain solution

(10,741,981)

    Increase in accounts payable

1,014,227

    Increase in advance from customers

(17,977)

(Decrease) in other payable

(2,112,886)

    Increase in taxes payable

1,609,498

54,474

    (Decrease) in operating lease liabilities

(523,797)

    Increase in accrued expenses and other current liabilities

502,100

49,574


Net cash provided by (used in) operating activities from 
continuing operations


2,250,373


598,709


(80)


Net cash provided by (used in) operating activities from
discontinued operations


436,389


(263,476)


(725,000)


NET CASH PROVIDED BY (USED IN) OPERATING
ACTIVITIES


2,686,762


335,233


(725,080)


CASH FLOWS FROM INVESTING ACTIVITIES:

Acquisition of property and equipment

(204,904)

(237,548)

Acquisition of intangible assets

(94,400)

Proceeds from disposal of equipment

41,688

Cash acquired with business acquisitions

4,990,754

2,043,176

Investment in limited partnership

(15,589,966)

Payments made for short-term investment

(3,065,134)

Repayments from loan to third parties

11,019,545

Loans to third parties

(1,810,495)

(3,611,682)


Net cash (used in) investing activities from continuing
operations


(4,712,912)


(1,806,054)




Net cash (used in) investing activities from discontinued
operations


(6,713)


(157,440)


(115,210)


NET CASH (USED IN) FINANCING ACTIVITIES


(4,719,625)


(1,963,494)


(115,210)


CASH FLOWS FROM FINANCING ACTIVITIES:

Repayment made to related parties

(6,803,115)

566,360

Proceeds from related parties

1,303,556

Loan from related parties

10,528,965

Proceeds from private placement

6,503,378

Capital contribution from non-controlling interest

3,065,134

Capital contribution from shareholder

4,550,000

3,582,781


Net cash provided by financing activities from continuing
operations


19,147,918


4,149,141




Net cash (used in) provided by financing activities from
discontinued operations


(788,599)


(996,355)


730,669


NET CASH PROVIDED BY FINANCING ACTIVITIES


18,359,319


3,152,786


730,669


EFFECT OF EXCHANGE RATE CHANGE ON CASH
AND CASH EQUIVALENT

2,806,981

(184,449)

(94,230)


NET INCREASE (DECREASE) IN CASH AND CASH 
EQUIVALENTS


19,133,437


1,340,076


(203,860)


Less: (decrease) in cash and cash equivalents from


discontinued operations


(283,314)


(1,440,823)


(203,710)


NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS FROM CONTINUING OPERATIONS


19,416,751


2,780,899


(150)


CASH AND CASH EQUIVALENTS AND RESTRICTED
CASH-BEGINNING


2,781,506


607


757


CASH AND CASH EQUIVALENTS AND RESTRICTED
CASH-ENDING


$


22,198,257


$


2,781,506


$


607


SUPPLEMENTAL CASH FLOW DISCLOSURES:

Cash paid for income taxes

$

552,783

$

5,158

$

42,250

Cash paid for interest

$

124,778

$

147,900

$

91,917


SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES:

Payment payable to related parties for business acquisition

$

7,007,905

$

7,000,000

$

Issuance of shares for business acquisition

$

18,330,776

11,426,289

Receivable from sale of discontinued operations

$

14,950,730

$

$

Issuance of shares for shares-based compensation

1,721,870

Issuance of shares for consulting services

$

$

$

239,500

Issuance of shares for equity investment

$

$

$

2,885,556


CASH AND CASH EQUIVALENTS FROM
CONTINUING OPERATION COMPRISE OF THE
FOLLOWING:

Cash and cash equivalent

$

22,135,310

$

2,756,490

$

607

Restricted cash

62,947

25,016

Total cash, cash equivalents and restricted cash

$


22,198,257


$


2,781,506


$


607

 

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SOURCE Nisun International Enterprise Development Group Co., Ltd

Miravo Healthcare™ Announces First Quarter 2021 Results Release Date and Virtual Annual Meeting of Shareholders

PR Newswire

MISSISSAUGA, ON, May 3, 2021 /PRNewswire/ – Nuvo Pharmaceuticals Inc. (TSX: MRV) (OTCQX: MRVFF) d/b/a Miravo Healthcare (Miravo or the Company), a Canadian focused, healthcare company with global reach and a diversified portfolio of commercial products, today announced it expects to release its first quarter 2021 financial results before markets open on Monday, May 17, 2021.  The Company will review the results of the first quarter 2021 in conjunction with the Annual Meeting of Shareholders (Meeting).  The Meeting will be held in a virtual-only format due to the continuing public health impact of the COVID-19 pandemic and to prioritize the health and safety of Meeting participants.

Details of the Meeting
The Meeting will take place online via live audio webcast on Monday, May 17, 2021 at 9:00 a.m. ET at www.virtualshareholdermeeting.com/mrv2021.  Online access to the meeting will begin at 8:45 a.m. ET.  Shareholders will not be able to attend the Meeting in person.

Miravo’s Notice of Meeting, Management Information Circular (Circular) and the accompanying form of proxy (collectively the Meeting Materials) were mailed on or about April 23, 2021.  If you have not received your Meeting Materials, you should contact your broker if you are a non-registered shareholder or contact Broadridge at [email protected], if you are a registered shareholder.  The Meeting Materials outline in detail how to participate in the Company’s virtual Meeting.  For people who would like to attend the meeting as a guest, details of the Meeting can be found under the Company’s profile on SEDAR – www.sedar.com.

Registered Shareholders
A registered shareholder is a shareholder who holds common shares of the Company (Common Shares) in their own name (that is, not in the name of, or through an Intermediary).  A registered shareholder who owns Common Shares on the Record Date (March 29, 2021) may attend the Meeting online, vote shares electronically and submit questions during the Meeting by visiting: www.virtualshareholdermeeting.com/mrv2021.  You will need to have your 16-digit Control Number (Control Number) that is found on the proxy accompanying the Circular to participate in the Meeting.  If you do not have a Control Number, then you can attend the Meeting as a guest.  You can also vote your shares in advance of the Meeting using the internet, by mail and by telephone by following the instructions on the form of proxy.

Voting by Proxy
A registered shareholder who is unable to attend the virtual Meeting, or does not wish to personally cast their vote(s), may authorize another person at the Meeting to vote on their behalf.  This is known as voting by proxy.  Registered shareholders should follow the instructions on the form of proxy enclosed with the Circular to authorize another person (Appointee) to vote on their behalf at the Meeting.  You must provide your Appointee the exact name and eight character appointee identification number to access the Meeting.  Valid Appointees may attend the Meeting online, vote shares electronically and submit questions during the Meeting by visiting www.virtualshareholdermeeting.com/mrv2021.

Attending the Meeting as a Non-Registered Holder
Only registered holders of Common Shares, or the persons they appoint as their proxies, are permitted to vote shares and submit questions at the Meeting.  In many cases, Common Shares beneficially owned by a holder (Non-Registered Holder) are registered either in the name of an Intermediary or in the name of a Depository.  In order for a Non-Registered Holder to vote their Common Shares at the Meeting, they must carefully follow the procedures and instructions received from the Intermediary. 

Attending the Meeting as a Guest
Guests, including Non-Registered Holders, can attend the Meeting, but will not have the ability to ask questions or vote during the Meeting.  Guests can join the meeting by visiting: www.virtualshareholdermeeting.com/mrv2021.

About Miravo Healthcare
Miravo is a Canadian focused, healthcare company with global reach and a diversified portfolio of commercial products.  The Company targets several therapeutic areas, including pain, allergy, neurology and dermatology.  The Company’s strategy is to in-license and acquire growth-oriented, complementary products for Canadian and international markets.  Miravo’s head office is located in Mississauga, Ontario, Canada, the international operations are located in Dublin, Ireland and the Company’s manufacturing facility is located in Varennes, Québec, Canada.  The Varennes facility operates in a Good Manufacturing Practices (GMP) environment respecting the U.S, Canada and E.U. GMP regulations and is regularly inspected by Health Canada and the U.S. Food and Drug Administration.  For additional information, please visit www.miravohealthcare.com.

Technical Assistance during the Meeting
If you encounter any difficulties accessing the virtual meeting during the check-in or meeting time, please call the technical support number that will be posted on the Virtual Shareholder Meeting log in page.

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/miravo-healthcare-announces-first-quarter-2021-results-release-date-and-virtual-annual-meeting-of-shareholders-301282046.html

SOURCE Nuvo Pharmaceuticals Inc.

FluroTest Diagnostics Systems and Total Testing Solutions Sign Pilot Program MOU to Bring First High-Volume SARS-CoV-2 Testing System to California

PR Newswire

CALGARY, AB and LOS ANGELES, CA, May 3, 2021 /PRNewswire/ – FluroTech Ltd. (TSXV: TEST) (OTCQB: FLURF) and subsidiary FluroTest Diagnostics Systems  (“FluroTest” or The Company), a first-mover in surge-scale rapid antigen testing for the detection of SARS-CoV-2 and other pathogens, today announces it has signed a strategic  Memorandum of Understanding (“MOU”) with Total Testing Solutions, LLC (“TTS“), one of North America’s premier providers of health testing to the professional sports, entertainment, venue ticketing and travel industries.

Under the terms of the non-binding MOU, FluroTest and TTS will launch and pilot a first-of-its-kind, high-volume Covid-19 testing system from one of the LA-based screening facilities, with the intent to transition from research-use only to full commercial use subject to FDA-approval. FluroTest will supply the pre-production testing platform and appropriate training, with TTS leading operations and deployment. Both parties will work together on software systems integration, and jointly source and pursue marketing and business development opportunities.

Total Testing Solutions, the preferred testing partner of the San Jose Sharks, is a fully integrated healthcare company, providing both medical care and testing services to the communities of Los Angeles, CA, San Francisco, CA and Austin, TX. TTS already conducts thousands of Covid-19 tests each week to companies, studios, sports franchises, schools, and other organizations, but has been actively seeking opportunities to expand test offerings into areas that will help the country safely open back up. The company believes it could be delivering tens of thousands of tests each day with multiple FluroTest system platforms in place.

FluroTest’s high-volume antigen system is designed to facilitate fast and accurate on location and point of access testing of individuals by leveraging the disciplines of robotics automation, biochemistry, fluorescence detection and cloud computing. High-risk pandemic environments supported will include athletic stadiums and performance venues, airline and cruise ship terminals, corporate campuses, manufacturing facilities, schools and colleges, hospitals and large healthcare facilities, transportation and distribution hubs and other large businesses. The data collected from this pilot program will be used to support FluroTest’s submission for Emergency Use Authorization (“EUA”) from the U.S. Food and Drug Administration (“FDA”) and Health Canada for an Interim Order Authorization.

“Total Testing Solutions is focused on providing point of access testing that is critical to safely opening large venues,” said Lauren Trenkle, CEO of Total Testing Solutions.  “Our solutions integrate advanced logistics and cloud computing through our proprietary software LINK with testing to achieve high throughput, high accuracy, and low cost. The FluroTest testing platform enables us to accelerate our efforts to safely open more venues rapidly.”

“Partnering with TTS will give us invaluable insight into the real world operational requirements for the FluroTest platform, enabling us to tailor the final production version to be as seamless and intuitive as possible for both proctors and test takers alike,” added Bill Phelan, CEO of FluroTest. “We are at an important growth period for the Company, and having our market assumptions validated and championed by industry pioneers like Total Testing Solutions and others is extremely rewarding.”

Readers are cautioned that, although FluroTest has achieved proof of concept prototype, the testing method and device is still in the pre-approval stage and accordingly FluroTest is not currently making any express or implied claims that the technology can, or will be able to, accurately detect the COVID-19 virus.

About FluroTech(TSXV: TEST) (OTCQB: FLURF)

The goal of FluroTech’s research and technology is to develop detection methods which are sensitive, specific and easy-to-use. By combining FluroTech‘s proprietary spectroscopy-based technology with laboratory robotics automation and cloud computing, FluroTech, through the application of its technology and investment in FluroTest Diagnostics Systems Ltd. (“FluroTest”), the interests in which have been disclosed in previous press releases, has created a unique solution addressing the current and future pandemics. Using technology that was first developed at the University of Calgary, the FluroTest SARS-CoV-2 test is designed to identify patients with active virus infection; this is not necessarily the case for most of the currently approved tests that are meant to identify patients with SARS-CoV-2 nucleic acid.

About FluroTest Diagnostic Systems Ltd.

FluroTest, a first-mover in surge-scale rapid antigen testing for the detection of SARS-CoV2 and other pathogens, is developing a pandemic defense and economic recovery system purpose-built for businesses and special-needs populations requiring fast and highly accurate testing for significant numbers of people. Unlike individual or low-throughput tests, FluroTest’s system is designed to be well-suited for high-traffic, high-risk pandemic environments including schools and colleges, hospitals and large healthcare facilities, athletic stadiums and performance venues, airline and cruise ship terminals, corporate campuses, shopping centers, manufacturing facilities, transportation and distribution hubs and other large business and retail locations. Created to support executive business continuity efforts and public well-being, the system combines and leverages the disciplines of robotics automation, biochemistry, fluorescence detection and cloud computing — processing thousands of tests per hour while delivering accurate, digitally verifiable results to a test taker’s mobile device within 5 minutes. To learn more, visit FluroTest.com

About Total Testing Solutions

Total Testing Solutions (TTS) is a medical testing company that combines custom testing solutions, telehealth services and concierge options and platforms to provide unparalleled organization and operations to business testing needs. Since the start of the pandemic, TTS has mobilized to provide testing to essential workers, first responders and healthcare personnel. Now with the increased need for business testing, TTS has created custom testing platforms to bring organization and efficiency to testing, while still providing medical consultation and telehealth services when needed. TTS is a one-stop shop for all business testing needs.

Cautionary Statement Regarding Forward-Looking Information

This news release contains “forward-looking information” within the meaning of Canadian securities legislation. Forward-looking information generally refers to information about an issuer’s business, capital, technology or operations that is prospective in nature, and includes future-oriented financial information about the issuer’s perspective financial performance or financial position. The forward-looking information in this news release includes disclosure about the ability of the Company’s testing devices to accurately and quickly detect COVID-19 and to process large numbers of samples in short time frames, the benefits of and demand for the Company’s testing devices, its efforts to obtain approval of the FDA and Health Canada, its potential partnership with a major U.S. based healthcare system and finalizing plans to conduct clinical trials and its intent to amalgamate with FluroTest Diagnostics Systems Ltd which owns a 95% interest in FluroTest LLC. The Company made certain material assumptions, including but not limited to prevailing market conditions and general business, economic, competitive, political and social uncertainties, the ability to obtain FDA and Health Canada approvals, the demand for its COVID-19 testing devices and their ability to perform as expected, its potential partnership with a major U.S. based healthcare system and finalizing plans to conduct clinical trials and its intent to amalgamate with FluroTest Diagnostics Systems Ltd which owns a 95% interest in FluroTest LLC  and to obtain the regulatory approvals required in connection with the same, to develop the forward-looking information in this news release. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

Actual results may vary from the forward-looking information in this news release due to certain material risk factors described in the Corporation’s Annual Information Form under the heading “Risk Factors”, the failure to develop and commercialize its testing devices in a timely manner or at all, the failure to recognize the anticipated benefits from the devices, the failure to obtain FDA or Health Canada approval for its products, the risk that regulatory approvals will not be received and the risk that changing circumstances will result in the decrease in demand for FluroTest’s products. The Company cautions that the foregoing list of material risk factors and assumptions is not exhaustive.

The Company assumes no obligation to update or revise the forward-looking information in this news release, unless it is required to do so under Canadian securities legislation.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy of this release.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or the securities laws of any state and may not be offered or sold within the United States or to or for the benefit or account of U.S. persons, absent such registration or an applicable exemption from such registration requirements.

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SOURCE FluroTech Ltd.