Globant to Announce Second Quarter 2022 Financial Results on August 18th

PR Newswire


LUXEMBOURG
, Aug.11, 2022 /PRNewswire/ — Globant (NYSE: GLOB), a digitally native technology services company, today announced it will release results for the second quarter ended June 30th, 2022 on Thursday August 18th, 2022 after the close of regular market hours.

Following the release, Martin Migoya, Globant’s CEO & co-founder, and Juan Urthiague, Globant’s CFO, will discuss the results in a video conference call beginning at 4:30pm ET.

Video conference call access information is: 
https://more.globant.com/F2Q22EarningsCall

About Globant (NYSE:GLOB)

We are a digitally native company that helps organizations reinvent themselves to create a way forward and unleash their potential. We are the place where innovation, design and engineering meet scale.

We have more than 24,500 employees and we are present in 19 countries working for companies like Google, Rockwell Automation, Electronic Arts and Santander, among others.

We were named a Worldwide Leader in CX Improvement Services by IDC MarketScape report. We were also featured as a business case study at Harvard, MIT, and Stanford. We are a member of the Cybersecurity Tech Accord.

For more information, please visit www.globant.com

Investor Relations Contact: 
Arturo Langa, Globant 
[email protected]
+1 (877) 215-5230

Media Contact: 
Wanda Weigert, Globant 
[email protected]
+1 (877) 215-5230

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SOURCE Globant

Fortress Biotech Reports Second Quarter 2022 Financial Results and Recent Corporate Highlights


Net revenue for the first half of 2022 increased 45.5% period-over-period to $42.8 million


Positive results from registration-enabling study of cosibelimab in metastatic cutaneous squamous cell carcinoma presented at ASCO in June 2022; BLA submission expected YE 2022

MIAMI, Aug. 11, 2022 (GLOBE NEWSWIRE) — Fortress Biotech, Inc. (NASDAQ: FBIO) (“Fortress”), an innovative biopharmaceutical company focused on efficiently acquiring, developing and commercializing or monetizing promising therapeutic products and product candidates, today announced financial results and recent corporate highlights for the second quarter ended June 30, 2022.

Lindsay A. Rosenwald, M.D., Fortress’ Chairman, President and Chief Executive Officer, said, “Fortress ended the first half of 2022 with $42.8 million in net revenue, which is a 45.5% increase over the same period last year. We currently have nine marketed prescription products and a growing portfolio of 20 clinical programs in over 30 ongoing clinical trials. We anticipate multiple important late-stage regulatory and clinical inflection points including the submission of a Biologics License Application (“BLA”) to the U.S. Food and Drug Administration (“FDA”) for cosibelimab for the treatment of metastatic cutaneous squamous cell carcinoma (“cSCC”) and the continued rolling submission of Cyprium Therapeutics’s CUTX-101 New Drug Application (“NDA”). CUTX-101 is eligible for a priority review voucher upon FDA approval.”

Dr. Rosenwald continued, “We believe that our business is well-positioned for growth in the coming months. Our business development team is targeting potentially exciting clinical stage medicines with proof-of-concept data in areas of unmet need. We remain focused on creating long-term shareholder value through asset monetizations, equity holdings/appreciation in our subsidiaries and partner companies, annual equity dividends and royalty revenues.”


Recent Corporate Highlights



1



:

Marketed Dermatology Products and Product Candidates

  • Journey Medical Corporation (“Journey Medical”), a Fortress partner company, currently has nine prescription dermatology products.
  • Journey Medical generated net revenues of $18.3 million in the second quarter of 2022, compared to second quarter 2021 net revenues of $15.3 million, representing growth of 20%.
  • In March 2022, Journey Medical dosed the first patient in the Phase 3 clinical program of DFD-29 for the treatment of papulopustular rosacea. Topline data are anticipated in the first half of 2023 with an NDA filing expected in the second half of 2023.
  • In May 2022, Journey Medical announced that it entered into a settlement agreement with Padagis US LLC (“Padagis”) pertaining to the patents protecting QBREXZA®, the first and only prescription cloth towelette for the treatment of primary axillary hyperhidrosis, AMZEEQ®, the first and only topical minocycline product for the treatment of acne, and ZILXI®, the first and only topical minocycline product for the treatment of rosacea. Under terms of the paragraph IV settlement agreement, Padagis will not be allowed to launch generic versions of QBREXZA, AMZEEQ and ZILXI until August 15, 2030, July 1, 2031, and April 1, 2027, respectively.
  • Journey Medical intends to launch an additional prescription product in the second half of 2022.

CAEL-101 (Light Chain Fibril-reactive Monoclonal Antibody for AL Amyloidosis)

  • On October 5, 2021, AstraZeneca acquired Caelum Biosciences, Inc. (“Caelum”) for an upfront payment of approximately $150 million paid to Caelum shareholders, of which approximately $56.9 million was paid to Fortress, net of Fortress’ $6.4 million portion of the $15 million, 24-month escrow holdback amount and other miscellaneous transaction expenses. The agreement also provides for additional potential payments to Caelum shareholders totaling up to $350 million, payable upon the achievement of regulatory and commercial milestones. Fortress is eligible to receive 42.4% of all potential milestone payments, which together with the upfront payment, would total up to approximately $212 million.
  • There are two ongoing Phase 3 studies of CAEL-101 for AL amyloidosis. (ClinicalTrials.gov identifiers: NCT04512235 and NCT04504825).
  • CAEL-101 was sourced by Fortress and was developed by Caelum until the acquisition by AstraZeneca in October 2021.

Cosibelimab (formerly CK-301, an anti-PD-L1 antibody)

  • In May 2022, we announced that Checkpoint Therapeutics, Inc. (“Checkpoint”) received Pediatric Investigation Plan (“PIP”) product-specific waivers from the European Medicines Agency (“EMA”) and the U.K. Medicines & Healthcare products Regulatory Agency (“MHRA”) for cosibelimab in cSCC. The waivers remove the requirement to conduct pediatric clinical studies to support cosibelimab marketing authorization applications in Europe.
  • In June 2022, we announced that the top-line results of our pivotal trial of cosibelimab in metastatic cSCC were presented at the 2022 American Society of Clinical Oncology Annual Meeting. Data highlights presented include confirmed objective response rate (“ORR”) by independent central review in the modified intent-to-treat population of 48.7% (95% CI, 37.0-60.4) and 13.2% of patients achieved a complete response in target lesions. Cosibelimab was generally well tolerated with no unexpected safety signals. Checkpoint intends to submit a BLA to the FDA by the end of this year based on data from this pivotal cohort.
  • Also in June 2022, we announced positive interim results from our pivotal trial of cosibelimab in locally advanced cSCC. As of the March 2022 data cutoff, the confirmed ORR by independent central review in 31 patients was 54.8% (95% CI: 36.0, 72.7), substantially exceeding a clinically meaningful lower bound of the 95% two-sided confidence interval. Based on these positive results, Checkpoint intends to continue discussions with the FDA on the potential addition of locally advanced cSCC as a second indication in the planned BLA targeted for submission at year-end.
  • Cosibelimab was sourced by Fortress and is currently in development at our partner company, Checkpoint.

CUTX-101 (Copper Histidinate for Menkes disease)

  • In December 2021, we initiated the rolling submission of an NDA to the FDA for CUTX-101. The rolling submission of the NDA for CUTX-101 is ongoing.
  • Cyprium is currently in a dispute with its contract manufacturing organization (“the CMO”), regarding the CMO’s attempt to terminate a Master Services Agreement (“MSA”) between Cyprium and the CMO. Additional details regarding the status of this dispute will be contained within the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2022.
  • CUTX-101 is currently in development at Cyprium Therapeutics, Inc.

MB-106 (CD20-targeted CAR T Cell Therapy)

  • In April 2022, we announced that interim Phase 1/2 data on MB-106, a CD20-targeted, autologous CAR T cell therapy for patients with relapsed or refractory B-cell non-Hodgkin lymphomas (“B-NHL”) and chronic lymphocytic leukemia (“CLL”), were presented at the 2022 Tandem Meetings I Transplantation & Cellular Therapy Meetings of the American Society of Transplantation and Cellular Therapy and Center for International Blood & Marrow Transplant Research. Data demonstrated high efficacy and a very favorable safety profile in all patients (n=25). Five dose levels were used during the study, and complete responses were observed at all dose levels. Durable responses were observed in a wide range of hematologic malignancies including follicular lymphoma (“FL”), CLL, diffuse large B-cell lymphoma (“DLBCL”) and Waldenstrom macroglobulinemia (“WM”). An ORR of 96% and a complete response (“CR”) rate of 72% were observed in all patients across all dose levels.
  • Also in April 2022, MB-106 data focused on CLL were presented at the 4th International Workshop on CAR-T and Immunotherapies.
  • In June 2022, we announced that MB-106 data were presented in an oral session at the European Hematology Association 2022 Hybrid Congress. Dr. Mazyar Shadman of Fred Hutch presented updated interim data from the ongoing Phase 1/2 clinical trial for B-NHL and CLL. Data presented include a 94% ORR and 78% CR rate in patients with FL. Overall, for the 26 patients treated on the trial, there was a 96% ORR and 73% CR, including complete responses in both DLBCL patients, both WM patients, and both patients previously treated with CD19-targeted CAR-T therapy (1 DLBCL patient and 1 FL patient).
  • Also in June 2022, we announced that the FDA granted Orphan Drug Designation to MB-106 for the treatment of WM, a rare type of B-NHL.
  • A Mustang Bio-sponsored multicenter Phase 1/2 clinical trial evaluating the safety and efficacy of MB-106 for relapsed or refractory B-NHL and CLL is enrolling patients, and dosing of the first patient is expected within the next 60 days.
  • MB-106 was sourced by Fortress and is currently in development at our partner company, Mustang Bio, Inc. (“Mustang Bio”).

MB-107 and MB-207 (Lentiviral Gene Therapies for XSCID)

  • In May 2022, we announced that interim Phase 1/2 data on treatment with the same lentiviral vector used in MB-107, Mustang Bio’s lentiviral gene therapy for X-linked severe combined immunodeficiency (“XSCID”), also known as bubble boy disease, in newly diagnosed infants under the age of two, were presented in an oral presentation during the Clinical Trials Spotlight Symposium at the American Society of Gene & Cell Therapy 25th Annual Meeting. The presentation included updated data from a multicenter Phase 1/2 clinical trial for XSCID in newly diagnosed infants under the age of two at St. Jude Children’s Research Hospital, UCSF Benioff Children’s Hospital in San Francisco and Seattle Children’s Hospital. All 23 treated patients were alive at 2.6-year median follow-up without evidence of malignant transformation.
  • In 2023, we expect to enroll the first patient in a pivotal multicenter Phase 2 clinical trial under Mustang Bio’s Investigational New Product Drug Application (“IND”) to evaluate MB-107, a lentiviral gene therapy for the treatment of infants under the age of two with XSCID.
  • Mustang Bio filed an IND application in December 2021 for its pivotal multicenter Phase 2 clinical trial of MB-207, a lentiviral gene therapy for the treatment of patients with XSCID who have been previously treated with a hematopoietic stem cell transplantation and for whom re-treatment is indicated. The trial is currently on hold pending CMC clearance from the FDA, and based on feedback from the FDA, Mustang Bio expects to enroll the first patient in a pivotal multicenter Phase 2 clinical trial in 2023.
  • MB-107 and MB-207 were sourced by Fortress and are currently in development at Mustang Bio.

Triplex (Cytomegalovirus (“CMV”) Vaccine)

  • Earlier today we announced that Triplex received a grant from the National Institute of Allergy and Infectious Diseases of the National Institutes of Health (“NIAID/NIH”) that could provide over $20 million in non-dilutive funding. This competitive award will fund a multi-center, placebo-controlled, randomized Phase 2 study of Triplex for control of CMV in patients undergoing liver transplantation.
  • Triplex was sourced by Fortress and is currently in development at our subsidiary company, Helocyte.

Dotinurad (Urate Transporter (URAT1) Inhibitor)

  • In June 2022, we initiated a Phase 1 clinical trial to evaluate Dotinurad in healthy volunteers in the United States. Dotinurad is in development for the treatment of gout. We anticipate topline data from the Phase 1 trial in the second half of 2022. Dotinurad (URECE® tablet) was approved in Japan in 2020 as a once-daily oral therapy for gout and hyperuricemia. Dotinurad was efficacious and well-tolerated in more than 500 Japanese patients treated for up to 58 weeks in Phase 3 clinical trials.
  • Dotinurad was sourced by Fortress and is currently in development at our subsidiary company, UR-1 Therapeutics.

MB-110 (Lentiviral Gene Therapy for RAG1 Severe Combined Immunodeficiency (RAG1-SCID))

  • In July 2022, we announced that the first patient successfully received LV-RAG1 ex vivo lentiviral gene therapy to treat recombinase-activating gene-1 (“RAG1”) severe combined immunodeficiency (“RAG1-SCID”), in an ongoing Phase 1/2 multicenter clinical trial taking place in Europe. LV-RAG1 is exclusively licensed by Mustang Bio for the development of MB-110, a first-in-class ex vivo lentiviral gene therapy for the treatment of RAG1-SCID.
  • MB-110 was sourced by Fortress and is currently in development at Mustang Bio.

MB-109 (MB-101 IL13Rα2-targeted CAR T Cell Therapy + MB-108 C134 Oncolytic Virus)

  • In April 2022, we announced interim data from two ongoing investigator-sponsored Phase 1 clinical trials evaluating two clinical candidates, MB‐101 (IL13Rα2‐targeted CAR T cell therapy licensed from City of Hope) and MB-108 (herpes simplex virus type 1 oncolytic virus licensed from Nationwide Children’s Hospital) for the treatment of recurrent glioblastoma (“rGBM”). The data were from a late-breaking poster presented at the American Association for Cancer Research Annual Meeting 2022. Preclinical data also presented support the safety of administering these two therapies sequentially to optimize treatment in a regimen designated as MB-109. Mustang expects to file an IND in 2023 to initiate an MB-109 Phase 1 clinical trial.
  • MB-101 and MB-108 were sourced by Fortress and they are currently in development at Mustang Bio.


General Corporate

  • In July 2022, we announced that David Jin, who has served as Head of Corporate Development since May 2020, was also appointed as Chief Financial Officer effective August 16, 2022.


Financial Results:

To assist our stockholders in understanding our company, we have prepared non-GAAP financial results for the three months ended June 30, 2022 and 2021. These results exclude the operations of our four public partner companies: Avenue Therapeutics, Inc. (“Avenue”), Checkpoint, Journey Medical and Mustang Bio, as well as any one-time, non-recurring, non-cash transactions. The goal in providing these non-GAAP financial metrics is to highlight the financial results of Fortress’ core operations, which are comprised of our privately held development-stage entities, as well as our business development and finance functions. See “Use of Non-GAAP Measures” below.

  • As of June 30, 2022, Fortress’ consolidated cash, cash equivalents and restricted cash totaled $251.0 million2, compared to $289.7 million as of March 31, 2022 and $308.0 million as of December 31, 2021, a decrease of $38.7 million during the prior quarter and a decrease of $57.0 million year-to-date.
  • On a GAAP basis, Fortress’ net revenue totaled $18.9 million for the second quarter of 2022, which included $18.2 million in net revenue generated from our marketed dermatology products. This compares to net revenue totaling $17.8 million for the second quarter of 2021, which included $15.3 million in net revenue generated from our marketed dermatology products.
  • On a GAAP basis, consolidated research and development expenses including license acquisitions were $33.1 million for the second quarter of 2022, compared to $33.8 million for the second quarter of 2021. On a non-GAAP basis, Fortress research and development expenses were $3.3 million for the second quarter of 2022, compared to $0.7 million for second quarter of 2021.
  • On a GAAP basis, consolidated selling, general and administrative expenses were $29.0 million for the second quarter of 2022, compared to $19.4 million for the second quarter of 2021. On a non-GAAP basis, Fortress selling, general and administrative expenses were $8.5 million, for the second quarter of 2022, compared to $7.1 million for the second quarter of 2021.
  • On a GAAP basis, consolidated net loss attributable to common stockholders was $21.4 million, or $0.24 per share, for the second quarter of 2022, compared to consolidated net loss attributable to common stockholders of $3.5 million, or $0.04 per share for the second quarter of 2021.
  • Fortress’ non-GAAP loss attributable to common stockholders was $8.9 million, or $0.10 per share, for the second quarter of 2022, compared to Fortress’ non-GAAP loss attributable to common stockholders of $6.4 million, or $0.08 per share, for the second quarter of 2021.

Use of Non-GAAP Measures:

In addition to the GAAP financial measures as presented in this press release and that will be presented in our Form 10-Q for the second quarter of 2022 to be filed with the Securities and Exchange Commission (“SEC”), the Company, in this press release, has included certain non-GAAP measurements. The non-GAAP net loss attributable to common stockholders is defined by the Company as GAAP net loss attributable to common stockholders, less net losses attributable to common stockholders from our public partner companies Avenue, Checkpoint, Journey Medical and Mustang Bio (“public partner companies”), as well as our former subsidiary, Caelum. In addition, the Company has also provided a Fortress non-GAAP loss attributable to common stockholders which is a modified EBITDA calculation that starts with the non-GAAP loss attributable to common stockholders and removes stock-based compensation expense, non-cash interest expense, amortization of licenses and debt discount, changes in fair values of investment, changes in fair value of derivative liability, and depreciation expense. The Company also provides non-GAAP research and development expenses including license acquisitions, defined as GAAP research and development costs, less research and development costs of our public partner companies and non-GAAP consolidated selling, general and administrative expenses, defined as GAAP selling, general and administrative expenses, less selling, general and administrative costs of our public partner companies.

Management believes each of these non-GAAP measures provide meaningful supplemental information regarding the Company’s performance because (i) it allows for greater transparency with respect to key measures used by management in its financial and operational decision-making; (ii) it excludes the impact of non-cash or, when specified, non-recurring items that are not directly attributable to the Company’s core operating performance and that may obscure trends in the Company’s core operating performance; and (iii) it is used by institutional investors and the analyst community to help analyze the Company’s standalone results separate from the results of its public partner companies. However, non-GAAP loss attributable to common stockholders and any other non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP. Further, non-GAAP financial measures used by the Company and the manner in which they are calculated may differ from the non-GAAP financial measures or the calculations of the same non-GAAP financial measures used by other companies, including the Company’s competitors.

The tables below provide a reconciliation from GAAP to non-GAAP measures:

      For the three months ended June 30,   For the six months ended June 30,
($ in thousands except for share and per share amounts)       2022     2021

1
      2022     2021

1
 
Net loss attributable to common stockholders     $ (21,356 ) $ (3,535 )   $ (37,116 ) $ (12,357 )
Net loss attributable to common stockholders – Avenue2       (354 )   (215 )     (889 )   (440 )
Net loss attributable to common stockholders – Checkpoint3       (2,596 )   (1,711 )     (5,520 )   (2,869 )
Net loss attributable to common stockholders – Journey Medical4       (4,747 )   (14,071 )     (5,564 )   (13,741 )
Net loss attributable to common stockholders – Mustang Bio5       (1,374 )   (2,496 )     (3,916 )   (5,414 )
Non-GAAP (loss) income attributable to common stockholders     $ (12,285 ) $ 14,958     $ (21,227 ) $ 10,107  
Stock based compensation       2,884     2,910       5,665     4,777  
Non-cash interest       4     14       8     23  
Amortization of debt discount       404     594       761     903  
Depreciation       98     137       198     278  
Increase in fair value of investment in Caelum6           (25,005 )         (30,918 )
Fortress non-GAAP loss attributable to common stockholders     $ (8,895 ) $ (6,392 )   $ (14,595 ) $ (14,830 )
               
Per common share – basic and diluted:              
Net loss attributable to common stockholders (GAAP)     $ (0.24 ) $ (0.04 )   $ (0.42 ) $ (0.15 )
Non-GAAP net loss attributable to common stockholders     $ (0.14 ) $ 0.18     $ (0.24 ) $ 0.12  
Fortress non-GAAP loss attributable to common stockholders     $ (0.10 ) $ (0.08 )   $ (0.17 ) $ (0.18 )
Weighted average common shares outstanding – basic and diluted       88,743,457     80,962,994       87,593,952     80,907,671  

  1. Results for the three and six months ended June 30, 2021 have been adjusted to present Journey Medical separately as a public entity.
  2. Avenue net loss for the three months ended June 30, 2022 and 2021 of $0.6 million and $0.9 million, respectively, net of non-controlling interest of $0.3 million and $0.8 million, respectively. Avenue net loss for the six months ended June 30, 2022 and 2021 of $3.5 million and $1.9 million, respectively, net of non-controlling interest of $2.6 million and $1.5 million, respectively.
  3. Checkpoint net loss of $14.1 million net of non-controlling interest of $11.4 million, Fortress management services agreement (“MSA”) fee of $0.1 million for the three months ended June 30, 2022; and net loss of $9.1.0 million net of non-controlling interest of $7.1 million, Fortress MSA fee of $0.1 million, and Fortress financing fee of $0.3 million for the three months ended June 30, 2021; net loss of $31.0 million net of non-controlling interest of $25.0 million, Fortress MSA fee of $0.3 million, and Fortress financing fee of $0.2 million for the six months ended June 30, 2022; and net loss of $15.6 million net of non-controlling interest of $11.6 million, Fortress MSA fee of $0.3 million, and Fortress financing fee of $0.9 million for the three months ended June 30, 2021.
  4. Journey Medical net loss for the three months ended June 30, 2022 of $7.5 million net of non-controlling interest of $2.8 million and tax benefit recognized on a stand-alone basis of $0.1 million; and net loss for the three months ended June 30, 2021 of $11.9 million, net non-controlling interest of approximately $1.2 million and tax benefit recognized on a stand-alone basis of $3.4 million; and net loss of $8.9 million net of non-controlling interest of $3.3 million and tax expense recognized on a stand-alone basis of $40,000 for the 6 months ended June 30, 2022, and net loss of $11.6 million net non-controlling interest of $1.2 million and tax benefit recognized on a stand-alone basis of $3.3 million for the six months ended June 30, 2021.
  5. Mustang Bio net loss of $19.1 million net of non-controlling interest of $17.4 million, Fortress MSA fee of $0.3 million and Fortress financing fee of $0.1 million for the three months ended June 30, 2022; and net loss of $14.4 million net of non-controlling interest of $11.3 million, Fortress MSA fee of $0.1 million and Fortress financing fee of $0.4 million for the three months ended June 30, 2021; and net loss of $38.9 million net of non-controlling interest of $33.6 million, Fortress MSA fee of $0.5 million and Fortress financing fee of $0.9 million for the six months ended June 30, 2022; and net loss of $29.3 million net of non-controlling interest of $22.0 million, Fortress financing fee of $0.3 million and Fortress financing fee of $1.6 million for the six month period ended June 30, 2021.
  6. Increase in fair value of investment in Caelum Biosciences for the quarter and six months ended June 30, 2021.

Reconciliation to non-GAAP research and development and general and administrative costs:

    For the quarter ended June 30,   For the six months ended June 30,
($ in thousands)     2022     2021

1
    2022     2021

1
Research and development

2
  $ 33,131   $ 33,834   $ 69,853   $ 53,988
Less:                
Research and development – Avenue     151     328     1,959     586
Research and development – Checkpoint     12,053     7,198     26,723     11,411
Research and development – Journey Medical     2,609     13,772     3,875     13,772
Research and development – Mustang Bio3     15,039     11,840     31,203     23,395
Non-GAAP research and development costs   $ 3,279   $ 697   $ 6,093   $ 4,824
                 
Selling, general and administrative   $ 29,048   $ 19,382   $ 55,318   $ 36,924
Less:                
General and administrative – Avenue     454     623     1,509     1,366
General and administrative – Checkpoint4     1,987     1,736     3,909     3,350
Selling, general and administrative – Journey Medical     15,191     7,795     29,906     14,021
General and administrative – Mustang Bio5     2,876     2,086     5,278     4,296
Non-GAAP selling, general and administrative costs   $ 8,540   $ 7,142   $ 14,716   $ 13,891
                 
  1. Results for the three and six months ended June 30, 2021 have been adjusted to present Journey Medical separately as a public entity.
  2. Includes Research and development expense and Research and development – licenses acquired expense for the periods presented.
  3. Excludes $0.1 million of Fortress MSA expense for the three months ended June 30, 2022 and 2021; $0.3 million of Fortress MSA expense for the six months ended June 30, 2022, and $0.1 million of Fortress MSA for the six months ended June 30, 2021.
  4. Excludes $0.1 million of Fortress MSA expense for the three months ended June 30, 2022; and $0.1 million of Fortress MSA expense and $0.3 million Fortress financing fee for the three months ended June 30, 2021; and excludes $0.3 million Fortress MSA expense and $0.2 million Fortress financing fee for the six months ended June 30, 2022, and $0.3 million Fortress MSA expense and $0.9 million Fortress financing fee for the six months ended June 30, 2021.
  5. Excludes $0.1 million of Fortress MSA expense and $0.1 million Fortress financing fee for the three months ended June 30, 2022; and $0.1 million of Fortress MSA expense and $0.4 million Fortress financing fee for the three months ended June 30, 2021; and excludes $0.3 million of Fortress MSA expense and $0.9 million Fortress financing fee for the six months ended June 30, 2022; and $0.1 million of Fortress MSA expense and $1.6 million Fortress financing fee for the six months ended June 30, 2021.

About Fortress Biotech

Fortress Biotech, Inc. (“Fortress”) is an innovative biopharmaceutical company focused on acquiring, developing and commercializing high-potential marketed and development-stage drugs and drug candidates. The company has nine marketed prescription pharmaceutical products and over 30 programs in development at Fortress, at its majority-owned and majority-controlled partners and subsidiaries and at partners and subsidiaries it founded and in which it holds significant minority ownership positions. Such product candidates span six large-market areas, including oncology, rare diseases and gene therapy, which allow it to create value for shareholders. Fortress advances its diversified pipeline through a streamlined operating structure that fosters efficient drug development. The Fortress model is driven by a world-class business development team that is focused on leveraging its significant biopharmaceutical industry expertise to further expand the company’s portfolio of product opportunities. Fortress has established partnerships with some of the world’s leading academic research institutions and biopharmaceutical companies to maximize each opportunity to its full potential, including AstraZeneca plc, City of Hope, Fred Hutchinson Cancer Research Center, St. Jude Children’s Research Hospital, Nationwide Children’s Hospital and Sentynl Therapeutics, Inc. For more information, visit www.fortressbiotech.com.

Forward-Looking Statements

This press release may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. As used below and throughout this press release, the words “we”, “us” and “our” may refer to Fortress individually or together with one or more partner companies, as dictated by context. Such statements include, but are not limited to, any statements relating to our growth strategy and product development programs, ability to generate shareholder value, ability of our products to receive necessary approvals, including FDA, ability of our products and therapies to help treat patients and any other statements that are not historical facts. Forward-looking statements are based on management’s current expectations and are subject to risks and uncertainties that could negatively affect our business, operating results, financial condition and stock price. Factors that could cause actual results to differ materially from those currently anticipated include: risks relating to our growth strategy; our ability to obtain, perform under and maintain financing and strategic agreements and relationships; risks relating to the results of research and development activities; uncertainties relating to preclinical and clinical testing; risks relating to the timing of starting and completing clinical trials, including disruptions that may result from hostilities in Europe; our dependence on third-party suppliers; risks relating to the COVID-19 outbreak and its potential impact on our employees’ and consultants’ ability to complete work in a timely manner and on our ability to obtain additional financing on favorable terms or at all; our ability to attract, integrate and retain key personnel; the early stage of products under development; our need for substantial additional funds; government regulation; patent and intellectual property matters; competition; as well as other risks described in our SEC filings. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as may be required by law, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

Company Contacts:

Jaclyn Jaffe and Bill Begien
Fortress Biotech, Inc.
(781) 652-4500
[email protected]

Media Relations Contact:

Tony Plohoros
6 Degrees
(908) 591-2839
[email protected]  

FORTRESS BIOTECH, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Balance Sheets

($ in thousands except for share and per share amounts)

             
    June 30,    December 31, 
    2022   2021
           
ASSETS              
Current assets              
Cash and cash equivalents   $ 248,771     $ 305,744  
Accounts receivable, net     28,671       23,112  
Inventory     16,053       9,862  
Other receivables – related party     376       678  
Prepaid expenses and other current assets     5,120       7,066  
Total current assets     298,991       346,462  
             
Property, plant and equipment, net     14,021       15,066  
Operating lease right-of-use asset, net     18,116       19,005  
Restricted cash     2,220       2,220  
Intangible asset, net     29,440       12,552  
Other assets     1,167       1,198  
Total assets   $ 363,955     $ 396,503  
             
LIABILITIES AND STOCKHOLDERS’ EQUITY              
Current liabilities             
Accounts payable and accrued expenses   $ 93,540     $ 90,660  
Deferred revenue     1,457       2,611  
Income taxes payable     345       345  
Operating lease liabilities, short-term     2,092       2,104  
Partner company line of credit           812  
Partner company installment payments – licenses, short-term, net     7,487       4,510  
Total current liabilities     104,921       101,042  
             
Notes payable, long-term, net     85,611       42,937  
Operating lease liabilities, long-term     19,973       20,987  
Partner company installment payments – licenses, long-term, net     3,808       3,627  
Other long-term liabilities     1,940       2,033  
Total liabilities     216,253       170,626  
             
Commitments and contingencies              
             
Stockholders’ equity              
Cumulative redeemable perpetual preferred stock, $0.001 par value, 15,000,000 authorized, 5,000,000 designated Series A shares, 3,427,138 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively, liquidation value of $25.00 per share     3       3  
Common stock, $0.001 par value, 200,000,000 shares authorized, 107,717,647 shares issued and outstanding as of June 30, 2022; 170,000,000 shares authorized, 101,435,505 shares issued and outstanding as of December 31, 2021, respectively     108       101  
Additional paid-in-capital     661,691       656,033  
Accumulated deficit     (584,579 )     (547,463 )
Total stockholders’ equity attributed to the Company     77,223       108,674  
             
Non-controlling interests     70,479       117,203  
Total stockholders’ equity     147,702       225,877  
Total liabilities and stockholders’ equity   $ 363,955     $ 396,503  
             

FORTRESS BIOTECH, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Operations

($ in thousands except for share and per share amounts)

                         
    Three Months Ended June 30,    Six Months Ended June 30, 
       2022      2021      2022      2021
Revenue                            
Product revenue, net   $ 18,235     $ 15,288     $ 39,031     $ 26,007  
Collaboration revenue     577       2,400       1,154       3,200  
Revenue – related party     18       155       70       223  
Other revenue     56             2,556        
Net revenue     18,886       17,843       42,811       29,430  
                         
Operating expenses                        
Cost of goods sold – product revenue     7,633       7,484       15,836       11,392  
Research and development     33,130       22,831       69,852       42,859  
Research and development – licenses acquired     1       11,003       1       11,129  
Selling, general and administrative     29,048       19,382       55,318       36,924  
Total operating expenses     69,812       60,700       141,007       102,304  
Loss from operations     (50,926 )     (42,857 )     (98,196 )     (72,874 )
                         
Other income (expense)                            
Interest income     150       146       292       373  
Interest expense and financing fee     (3,154 )     (2,760 )     (5,504 )     (4,949 )
Change in fair value of investments           25,005             30,918  
Change in fair value of derivative liability           (3,925 )           (3,925 )
Total other income (expense)     (3,004 )     18,466       (5,212 )     22,417  
Net loss     (53,930 )     (24,391 )     (103,408 )     (50,457 )
                         
Net loss attributable to non-controlling interests     32,574       20,856       66,292       38,100  
Net loss attributable to common stockholders   $ (21,356 )   $ (3,535 )   $ (37,116 )   $ (12,357 )
                         
Net loss per common share – basic and diluted   $ (0.61 )   $ (0.30 )   $ (1.18 )   $ (0.62 )
Net loss per common share attributable to non – controlling interests – basic and diluted   $ (0.37 )   $ (0.26 )   $ (0.76 )   $ (0.47 )
Net loss per common share attributable to common stockholders – basic and diluted   $ (0.24 )   $ (0.04 )   $ (0.42 )   $ (0.15 )
                         
Weighted average common shares outstanding – basic and diluted     88,743,457       80,962,994       87,593,952       80,907,671  

1 Includes product candidates in development at Fortress, majority-owned and controlled partners and/or subsidiaries, and partners and/or subsidiaries in which Fortress holds significant minority ownership positions. As used herein, the words “we”, “us” and “our” may refer to Fortress individually or together with our affiliates, subsidiaries and partners, and the word “partner” refers to either entities that are publicly traded and in which we own or control a majority of the ownership position or third-party entities with whom we have a significant business relationship, each as dictated by context.
2 At June 30, 2022, we had cash and cash equivalents of $248.8 million, of which $71.5 million relates to Fortress and the private partner companies, primarily funded by Fortress, $30.9 million relates to Checkpoint, $107.4 million relates to Mustang Bio, $38.1 million relates to Journey Medical, and $0.9 million relates to Avenue. Restricted cash related to our leases was $2.2 million, of which $1.2 million relates to Fortress and $1.0 million relates to Mustang Bio.



Brooge Energy Ltd Engages Ernst & Young to Undertake Market Research and Feasibility Study for its Planned Green Hydrogen and Ammonia Plant in the UAE

NEW YORK, Aug. 11, 2022 (GLOBE NEWSWIRE) — Brooge Energy Ltd, (“Brooge Energy” or the “Company”), a Cayman Islands-based energy infrastructure service provider, which is currently engaged in clean petroleum products, biofuels, crude oil storage and related services, announced today that it has engaged Ernst & Young (‘EY’), one of the largest professional services providers in the world, to provide consulting services with respect to its planned Green Hydrogen and Green Ammonia plant.

The study aims to provide market assessment of the green hydrogen and green ammonia business, which will include a market outlook with expected future prices and an overview of the competitive landscape expected. The study scope covers the green hydrogen and green ammonia projects technical and cost assessment in addition to a financial and feasibility report. The study will facilitate Brooge Energy’s transition journey by providing the outlook for market demand and economic profitability. The Company plans to commence the study in August 2022 with the final report expected to be delivered during the fourth quarter of 2022.

Mr. Nicolaas Paardenkooper, Chief Executive Officer of Brooge Energy, stated, “Engaging EY is another important step in our clean energy transition.  Global demand for clean energy sources has been strong and is expected to accelerate in the coming years. We are excited to begin the process of bringing this highly anticipated project to reality through engaging with the appropriate partners to see the project to completion.  We strive to be in the forefront of the clean energy movement and our goal is to be one of the first private sector companies to successfully implement a green hydrogen/ ammonia project in UAE and demonstrate its economic and environmental benefits on a local and global scale.”

As previously announced on June 28, 2022, the Company established Brooge Renewable Energy Ltd (“BRE”), a wholly owned subsidiary of Brooge Energy, to focus on green energy related infrastructure activities.  At the same time the Company announced that BRE, as a first step, planned a Green Hydrogen and Green Ammonia plant in Abu Dhabi that is targeted to produce up to 300,000 MT green Ammonia per annum and has signed a preliminary land lease agreement for a 150,000 square meter plot that will accommodate the project. 

About Brooge Energy Limited

Brooge Energy Ltd, is a Cayman Islands-based infrastructure provider now intending to focus on renewable energy infrastructures and biofuels, next to clean petroleum products, crude oil storage and related services. The company conducts its business and operations through its subsidiaries Brooge Renewable Energy, Brooge Petroleum and Gas Investment Company FZE, and Brooge Petroleum and Gas Investment Company Phase 3 FZE (BPGIC). BPGIC, the Company’s primary operating subsidiary that focuses on midstream oil storage and other services, is strategically located outside the Strait of Hormuz at the Port of Fujairah in the Emirate of Fujairah in the UAE. The Company differentiates itself from competitors by providing customers with fast order processing times, excellent customer service and high accuracy blending services with low product losses. For more information, please visit at www.broogeenergy.com.

Forward-Looking Statements

This press release contains statements that are not historical facts, including the Company’s anticipated expansion towards green hydrogen and green ammonia productions and constitute “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Such statements reflect management’s current views based on certain assumptions, and they involve risks and uncertainties. Actual results, events or performance may differ materially from the forward-looking statements due to a number of important factors, and will be dependent upon a variety of factors, including availability of labor and other resources needed to for completion of a new green hydrogen and ammonia plant, timing of obtaining regulatory approvals needed with respect to the new facility, the Company’s ability to complete construction and initiate operations of the new facility on the anticipated timeline or at all, the Company’s ability to maintain the lease for the new facility, and other risks described in public reports filed by Brooge Energy with the U.S. Securities and Exchange Commission. Forward-looking and other statements in this press release regarding the Company’s environmental and other sustainability plans and goals are not an indication that these statements are necessarily material to investors or required to be disclosed in our filings with the U.S. Securities and Exchange Commission. In addition, historical, current, and forward-looking environmental and sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Brooge Energy does not undertake any obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Contact

KCSA Strategic Communications
Valter Pinto, Managing Director
+1 212-896-1254
[email protected] 



Tyson Foods Announces Quarterly Dividend

SPRINGDALE, Ark., Aug. 11, 2022 (GLOBE NEWSWIRE) — The Board of Directors of Tyson Foods (NYSE: TSN), at a meeting on Aug 11, 2022, declared a quarterly dividend of $0.46 per share on Class A common stock and $0.414 per share on Class B common stock, payable on December 15, 2022, to shareholders of record at the close of business on December 1, 2022.

About Tyson Foods

Tyson Foods, Inc. (NYSE: TSN) is one of the world’s largest food companies and a recognized leader in protein. Founded in 1935 by John W. Tyson and grown under four generations of family leadership, the Company has a broad portfolio of products and brands like Tyson®, Jimmy Dean®, Hillshire Farm®, Ball Park®, Wright®, Aidells®, ibp® and State Fair®. Tyson Foods innovates continually to make protein more sustainable, tailor food for everywhere it’s available and raise the world’s expectations for how much good food can do. Headquartered in Springdale, Arkansas, the Company had approximately 137,000 team members on October 2, 2021. Through its Core Values, Tyson Foods strives to operate with integrity, create value for its shareholders, customers, communities, and team members and serve as a steward of the animals, land and environment entrusted to it. Visit www.tysonfoods.com.

Media Contact: Derek Burleson, 479-290-6466
Investor Contact: Brandon Tucker, 479-290-3927

Source: Tyson Foods, Inc.
Category: IR



Loyalty Ventures Inc. Reports Second Quarter 2022 Results

  • Consistent Performance by AIR MILES in Line with Expectations; Miles Issued Up 8%
  • BrandLoyalty’s Financial Results Constrained by Higher Costs & Macroeconomic Headwinds, Contributing to Impairment Charge
  • Initiatives Underway at AIR MILES and BrandLoyalty to Strengthen Market Leadership Positions and Drive Long Term Growth

Summary of Financial Results

(in millions, except per share data)

  Second Quarter 2022  
Revenue $171.8    
Net Loss* $(441.9 )  
Diluted Loss Per Share* $(17.95 )  
Adjusted EBITDA** $27.4    


*Net Loss and Diluted EPS include approximately $428 million or $(17.32) per share of restructuring and other charges, strategic transaction costs and goodwill impairment

**See “Reconciliation of Non-GAAP Financial Measures” and “Financial Measures” below for a discussion of non-GAAP financial measures.

DALLAS, Aug. 11, 2022 (GLOBE NEWSWIRE) — Loyalty Ventures Inc. (Nasdaq: LYLT), a leading provider of tech-enabled, data-driven consumer loyalty solutions today announced financial results for the second quarter ended June 30, 2022.

Commenting on the results, Charles Horn, Chief Executive Officer said, “The consistent performance of AIR MILES enabled us to report sequential improvement in our adjusted EBITDA in the second quarter, despite continued challenges at BrandLoyalty. AIR MILES posted an 8% increase in miles issued, driven mostly by the credit card and fuel verticals. BrandLoyalty revenues increased year-on-year and sequentially, but higher costs related to supply chain disruptions and shifts in consumer behaviors, particularly in Europe as the Russian invasion of Ukraine continues, led to adjusted EBITDA margin pressure and the impairment of its goodwill.

Beginning with the renewal announced last quarter, we continue to work with AIR MILES’ sponsors and see strong indications of the value inherent in the program. As we reported in early June 2022, Sobeys provided notice of its intent to exit the AIR MILES Reward Program on a region-by-region basis between mid-August and the first quarter of 2023. While the news is disappointing, AIR MILES now can expand issuance into adjacent verticals, including mass merchants, convenience stores, dollar stores and other retailers that were previously precluded by the terms of the Sobeys’ contract. In addition, AIR MILES recently partnered with a key sponsor, Bank of Montreal, to launch a new benefit for BMO AIR MILES credit cardholders, enabling them to earn extra Miles on all grocery purchases, regardless of retailer. Initiatives like this illustrate the power of the network effect of the AIR MILES coalition and the rationale behind our investment strategy. As we drive collector engagement and shopping patterns across multiple sponsors, we increase the volume and value of our data. This provides stronger marketing execution and ROIs for our partners.

“At BrandLoyalty, the team continues to navigate a challenging landscape for retailers and consumers. In response, BrandLoyalty has moved forward with more regional sourcing, secured container capacity at fixed prices and piloted digitally native campaigns. BrandLoyalty has also adapted its mix of reward merchandise to focus on essential categories that are especially appealing to consumers facing uncertain times. These changes are designed to ensure consistent service to clients and consumers, while also making the business more responsive to dynamic market conditions.”

Second Quarter 2022 Consolidated Financial Results

Total revenue for the second quarter was $172 million, up 14% from the second quarter of 2021 and adjusted EBITDA of $27 million was down 15% year over year. Net loss was $(442) million, or $(17.95) per diluted share. Net loss and diluted EPS include approximately $(428) million or $(17.32) per share of restructuring and other charges, strategic transaction costs and goodwill impairment.

Our available liquidity at June 30, 2022 was $224 million, and we were in compliance with our loan covenants. In response to the uncertain economic outlook globally, we recently adjusted our covenant thresholds to provide more flexibility and certainty over the near and medium term as we continue to execute on strategic initiatives to advance the business.

Second Quarter Segment Financial Results


AIR MILES Reward Program:
Revenue decreased 7% to $67 million, compared to $72 million in the second quarter of 2021, primarily due to the increased Collector value proposition implemented in late 2021, but also as a result of the impact of the decline in AIR MILES reward miles issued during the pandemic in 2020 and 2021. Adjusted EBITDA decreased 14% to $32 million, excluding $4 million in restructuring and other costs, compared to the second quarter of 2021, due to the decline in revenue noted above.

AIR MILES reward miles issuance increased 8%. AIR MILES reward miles redeemed increased 54% compared to the second quarter of 2021, due to the continued demand for travel as COVID-related restrictions abated.


BrandLoyalty:
   Revenue increased 33% to $105 million from $79 million in the second quarter of 2021, primarily resulting from the timing and size of loyalty campaigns in market. Adjusted EBITDA of ($450,000), excluding $423 million in goodwill impairment and strategic transaction costs, was slightly improved from the prior year, but below expectations due to higher logistics costs, program performance and economic uncertainty in key regions.

Summary & Outlook

“Second quarter results were mixed, reflecting the resilient performance of AIR MILES, and a volatile economic environment characterized by geopolitical tension, higher energy prices, surging inflation and declining consumer confidence that impacted BrandLoyalty’s financial results. During this transition year for Loyalty Ventures, we remain committed to strategies intended to accelerate our long-term growth in ways that will benefit our consumers, partners and clients. Our digital-first investment strategy is progressing at both segments and is expected to deliver greater consumer engagement, stronger data assets and more personalization in marketing execution on behalf of our clients.

“As we enter the second half of the year, we now anticipate that our adjusted EBITDA for 2022 will be approximately $110 million, which represents AIR MILES’ contribution, as BrandLoyalty’s contribution is expected to offset corporate expenses. These projections reflect the economic realities in our BrandLoyalty markets, the mid-August transition of Sobeys’ Atlantic region, and the strategic investments underway. These projected financial results, along with the add-backs used to calculate Consolidated EBITDA as defined in our credit agreement, should enable us to maintain compliance with our revised loan covenants.

“We remain committed to the capital allocation priorities that we outlined earlier this year, which are designed to deliver stronger marketing ROI’s and topline growth for our sponsors and clients and, in turn, drive long-term growth at both AIR MILES and BrandLoyalty,” Mr. Horn concluded.

Second Quarter 2022 Conference Call and Webcast Information

Loyalty Ventures Inc. will hold a conference call to discuss its results and business outlook at 4 p.m. CT on Thursday, August 11, 2022. The live webcast of the conference call can be accessed here. The webcast replay will be available on the Company’s investor relations website for up to one year.


About Loyalty Ventures Inc.


Loyalty Ventures Inc. (Nasdaq: LYLT), an S&P SmallCap 600 company, is a leading provider of tech-enabled, data-driven consumer loyalty solutions. We help partners achieve their strategic and financial objectives including increased consumer basket size, shopper traffic, frequency, digital reach and enhanced program reporting and analytics.

We help financial services providers, retailers and other consumer-facing businesses create and increase customer loyalty across multiple touch points from traditional to digital to mobile and emerging technologies. We own and operate the AIR MILES® Reward Program, Canada’s most recognized loyalty program, and Netherlands-based BrandLoyalty, a global provider of purpose-driven, tailor-made, campaign-based loyalty solutions for grocers and other high-frequency retailers.

At our AIR MILES Reward Program, AIR MILES Collectors earn AIR MILES at more than 300 leading Canadian, global and online brands and at thousands of retail and service locations across the country. This activity powers an unmatched data asset which along with world-class analytics and marketing capabilities, enables clients to accelerate their marketing activities and ROI. AIR MILES provides Collectors the flexibility and choice to use AIR MILES on aspirational rewards such as merchandise, travel, events or attractions or, instantly, in-store or online, through AIR MILES Cash at participating Partner locations. For more information, visit: airmiles.ca. Having celebrated the issuance of its 100 Billionth Mile in 2021, AIR MILES invites Canadians to visit the Program on Facebook, Instagram and Twitter.

BrandLoyalty provides winning loyalty campaigns by connecting high-frequency retailers, brand partners, and shoppers. BrandLoyalty changes shoppers’ behavior in high-frequency retail worldwide – both on a transactional and emotional level. Find out more via brandloyalty.com or on LinkedIn and YouTube.

More information about Loyalty Ventures can be found at loyaltyventures.com.


Caution Regarding Forward-Looking Statements


This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements give our expectations or forecasts of future events and can generally be identified by the use of words such as “believe,” “expect,” “anticipate,” “estimate,” “intend,” “project,” “plan,” “likely,” “may,” “should” or other words or phrases of similar import. Similarly, statements that describe our business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements we make regarding, and the guidance we give with respect to, our anticipated operating or financial results and future economic conditions, including, but not limited to, continuing impacts related to COVID-19, including variants, reductions in government economic stimulus, labor shortages, reduction in demand from clients, supply chain disruption for our reward suppliers and disruptions in the airline or travel industries; changes in geopolitical conditions, including the Russian invasion of Ukraine; execution of restructuring plans and any resulting cost savings; loss of, or reduction in demand for services from, significant clients; loss of active AIR MILES® Reward Program collectors or greater than expected redemptions by the same; unfavorable resolution of pending or future litigation matters; disruption to operations due to the separation from our former parent or failure of the separation to be tax-free; our high level of indebtedness; increases in market interest rates; fluctuation in foreign exchange rates; new regulatory limitations related to consumer protection or data privacy limiting our services; and loss of consumer information due to compromised physical or cyber security.

We believe that our expectations are based on reasonable assumptions. Forward-looking statements, however, are subject to a number of risks and uncertainties that could cause actual results to differ materially from the projections, anticipated results or other expectations expressed in this release, and no assurances can be given that our expectations will prove to have been correct. These risks and uncertainties include, but are not limited to, factors set forth in the Risk Factors section of both (1) our Form 10-K for the most recently ended fiscal year and (2) any updates in Item 1A, or elsewhere, in our Quarterly Reports on Form 10-Q filed for periods subsequent to such Form 10-K or any updates thereto. Further risks and uncertainties include, but are not limited to, the execution of restructuring plans and any resulting cost savings. Our forward-looking statements speak only as of the date made, and we undertake no obligation, other than as required by applicable law, to update or revise any forward-looking statements, whether as a result of new information, subsequent events, anticipated or unanticipated circumstances or otherwise.


Financial Measures


In addition to the results presented in accordance with generally accepted accounting principles, or GAAP, the Company may present financial measures that are non-GAAP measures, adjusted EBITDA and adjusted EBITDA margin. The Company believes that these non-GAAP financial measures, viewed in addition to and not in lieu of the Company’s reported GAAP results, provide useful information to investors regarding the Company’s performance, liquidity and overall results of operations. The Company uses adjusted EBITDA as an integral part of internal reporting to measure the performance and operational strength of reportable segments and to evaluate the performance of senior management. Adjusted EBITDA eliminates the uneven effect across all reportable segments of non-cash depreciation of tangible assets and amortization of intangible assets and the non-cash effect of stock compensation expense. In addition, adjusted EBITDA eliminates goodwill impairment, strategic transaction costs, which represent costs related to the separation, and restructuring and other charges. Adjusted EBITDA margin represents adjusted EBITDA divided by revenue.


Reconciliation of Non-GAAP Financial Measures


Reconciliations to comparable GAAP financial measures are available in the accompanying schedules, which are posted as part of this earnings release in both the Press Releases and Investor Relations sections on the Company’s website (www.loyaltyventures.com). No reconciliation is provided with respect to forward looking annual guidance as we cannot reliably predict all necessary components or their impact to reconcile these non-GAAP measures without unreasonable effort. The events necessitating a non-GAAP adjustment are inherently unpredictable and may have a material impact on the Company’s future results.

The financial measures presented are consistent with the Company’s historical financial reporting practices. The non-GAAP financial measures presented herein may not be comparable to similarly titled measures presented by other companies and are not identical to corresponding measures used in other various agreements or public filings.

Investor Contacts:
Lynn Morgen, ADVISIRY PARTNERS 
[email protected] 
+1.212.750.5800
Loyalty Ventures Inc. Investor Relations Line
[email protected] 
+1.972.338.4505
   

LOYALTY VENTURES INC.

UNAUDITED CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS

    Three Months Ended   Six Months Ended
    June 30,    June 30, 
    2022     2021     2022     2021  
    (in thousands, except per share amounts)
Revenues                        
Redemption, net   $ 96,951     $ 78,831     $ 181,927     $ 183,695  
Services     65,290       67,215       129,073       133,438  
Other     9,562       4,859       15,748       10,326  
Total revenue     171,803       150,905       326,748       327,459  
Operating expenses                        
Cost of operations (exclusive of depreciation and amortization disclosed separately below)     146,107       117,092       273,985       252,937  
General and administrative     4,608       3,905       10,817       7,590  
Depreciation and other amortization     8,612       8,977       17,737       17,571  
Amortization of purchased intangibles     273       444       561       883  
Goodwill impairment     422,922             422,922        
Total operating expenses     582,522       130,418       726,022       278,981  
Operating (loss) income     (410,719 )     20,487       (399,274 )     48,478  
Interest expense (income), net     9,394       (113 )     18,446       (182 )
(Loss) income before income taxes and loss from investment in unconsolidated subsidiary     (420,113 )     20,600       (417,720 )     48,660  
Provision for income taxes     21,787       6,090       23,162       15,074  
Loss from investment in unconsolidated subsidiary – related party, net of tax           5             42  
Net (loss) income   $ (441,900 )   $ 14,505     $ (440,882 )   $ 33,544  
                         
Net (loss) income per share:                        
Basic   $ (17.95 )   $ 0.59     $ (17.92 )   $ 1.36  
Diluted   $ (17.95 )   $ 0.59     $ (17.92 )   $ 1.36  
                         
Weighted average shares:                        
Basic     24,612       24,585       24,605       24,585  
Diluted     24,612       24,585       24,605       24,585  





LOYALTY VENTURES INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

    June 30,    December 31, 
    2022   2021
    (in thousands, except per share amounts)
ASSETS            
Cash and cash equivalents   $ 97,403     $ 167,601  
Accounts receivable, net     255,000       288,251  
Inventories, net     222,058       188,577  
Redemption settlement assets, restricted     672,114       735,131  
Other current assets     25,180       28,627  
Total current assets     1,271,755       1,408,187  
Property and equipment, net     70,081       79,959  
Right of use assets – operating     91,810       99,515  
Deferred tax asset, net     48,233       58,128  
Intangible assets, net     2,316       3,095  
Goodwill     191,189       649,958  
Other non-current assets     24,553       24,885  
Total assets   $ 1,699,937     $ 2,323,727  
LIABILITIES AND (DEFICIENCY) EQUITY            
Accounts payable   $ 93,057     $ 103,482  
Accrued expenses     127,119       144,997  
Deferred revenue     874,425       924,789  
Current operating lease liabilities     8,881       10,055  
Current portion of long-term debt     50,625       50,625  
Other current liabilities     122,995       118,444  
Total current liabilities     1,277,102       1,352,392  
Deferred revenue     93,853       97,167  
Long-term operating lease liabilities     95,935       103,242  
Long-term debt     579,856       603,488  
Other liabilities     19,978       20,874  
Total liabilities     2,066,724       2,177,163  
Common stock, $0.01 par value; authorized, 200,000 shares; issued, 24,612 shares and 24,585 shares at June 30, 2022 and December 31, 2021, respectively     246       246  
Additional paid-in-capital     271,296       266,775  
Accumulated deficit     (496,265 )     (55,383 )
Accumulated other comprehensive loss     (142,064 )     (65,074 )
Total (deficiency) equity     (366,787 )     146,564  
Total liabilities and (deficiency) equity   $ 1,699,937     $ 2,323,727  





LOYALTY VENTURES INC.

UNAUDITED CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS

             
    June 30, 
    2022   2021
    (in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:            
Net (loss) income   $ (440,882 )   $ 33,544  
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:            
Depreciation and amortization     18,298       18,454  
Deferred income tax expense     7,142       2,579  
Non-cash stock compensation     3,909       4,179  
Goodwill impairment     422,922        
Change in other operating assets and liabilities     (73,005 )     31,816  
Other     19,566       7,274  
Net cash (used in) provided by operating activities     (42,050 )     97,846  
             
CASH FLOWS FROM INVESTING ACTIVITIES:            
Change in redemption settlement assets, restricted     12,040       (41,032 )
Capital expenditures     (9,741 )     (8,859 )
Distributions from investment in unconsolidated subsidiary – related party           795  
Net cash provided by (used in) investing activities     2,299       (49,096 )
             
CASH FLOWS FROM FINANCING ACTIVITIES:            
Borrowings under debt agreements     6,000        
Repayments of borrowings     (31,313 )      
Dividends paid to former Parent           (120,000 )
Net transfers from former Parent           192  
Net transfers from former Parent for Separation-related transactions     1,569        
Other     (693 )      
Net cash used in financing activities     (24,437 )     (119,808 )
             
Effect of exchange rate changes on cash, cash equivalents and restricted cash     (5,966 )     781  
             
Change in cash, cash equivalents and restricted cash     (70,154 )     (70,277 )
Cash, cash equivalents and restricted cash at beginning of year     232,602       337,525  
Cash, cash equivalents and restricted cash at end of year   $ 162,448     $ 267,248  





LOYALTY VENTURES INC.

UNAUDITED SUMMARY OF FINANCIAL HIGHLIGHTS

                                     
    Three Months Ended June 30,      Six Months Ended June 30,   
    2022   2021   % Change     2022   2021   % Change  
    (in thousands, except percentages)  
Segment Revenue:                                    
AIR MILES Reward Program   $ 66,554     $ 71,937     (7 ) %   $ 132,262     $ 142,194     (7 ) %
BrandLoyalty     105,292       78,968     33         194,573       185,265     5    
Corporate/Other                                    
Eliminations     (43 )         nm*       (87 )         nm*  
Total   $ 171,803     $ 150,905     14   %   $ 326,748     $ 327,459       %
                                     
Segment Adjusted EBITDA:                                    
AIR MILES Reward Program   $ 31,576     $ 36,758     (14 ) %   $ 60,981     $ 73,209     (17 ) %
BrandLoyalty     (450 )     (1,110 )   (59 )       (214 )     4,597     (105 )  
Corporate/Other     (3,679 )     (3,415 )   8         (8,621 )     (6,695 )   29    
Total   $ 27,447     $ 32,233     (15 ) %   $ 52,146     $ 71,111     (27 ) %
                                     
Key Performance Indicators (in millions):                                    
AIR MILES reward miles issued     1,228.5       1,139.2     8   %     2,293.3       2,250.8     2   %
AIR MILES reward miles redeemed     1,232.8       800.3     54   %     2,290.0       1,539.6     49   %

* not meaningful





LOYALTY VENTURES INC.

UNAUDITED RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

                         
    Three Months Ended   Six Months Ended
    June 30,    June 30, 
    2022     2021     2022     2021  
    (in thousands)
Adjusted EBITDA:                        
Net (loss) income   $ (441,900 )   $ 14,505     $ (440,882 )   $ 33,544  
Loss from investment in unconsolidated subsidiary – related party, net of tax           5             42  
Provision for income taxes     21,787       6,090       23,162       15,074  
Interest expense (income), net     9,394       (113 )     18,446       (182 )
Depreciation and other amortization     8,612       8,977       17,737       17,571  
Amortization of purchased intangibles     273       444       561       883  
Stock compensation expense     1,581       2,325       3,909       4,179  
Goodwill impairment     422,922             422,922        
Strategic transaction costs (1)     512             2,025        
Restructuring and other charges (2)     4,266             4,266        
Adjusted EBITDA   $ 27,447     $ 32,233     $ 52,146     $ 71,111  

(1)      Represents costs associated with the separation, which were comprised of amounts associated with the Employee Matters Agreement.
(2)      Represents costs associated with termination benefits, asset impairments and other exit costs.



ChampionX Declares Quarterly Dividend

THE WOODLANDS, Texas, Aug. 11, 2022 (GLOBE NEWSWIRE) — ChampionX Corporation (Nasdaq: CHX) announced today its Board of Directors has declared a regular quarterly dividend of $0.075 per share on the company’s common stock, par value $0.01 per share, to be paid on October 28, 2022 to shareholders of record on October 7, 2022.

About ChampionX

ChampionX is a global leader in chemistry solutions and highly engineered equipment and technologies that help companies drill for and produce oil and gas safely, efficiently and sustainably around the world. ChampionX’s products provide efficient and safe operations throughout the lifecycle of a well with a focus on the production phase of wells. To learn more about ChampionX, visit our website at www.championX.com.

Investor Contact:
Byron Pope – [email protected] – 281-602-0094

Media Contact:
John Breed – [email protected] – 281-403-5751



Quoin Pharmaceuticals to Report Second Quarter 2022 Financial Results and Provide Corporate Update on August 18th

ASHBURN, Va., Aug. 11, 2022 (GLOBE NEWSWIRE) — Quoin Pharmaceuticals Ltd. (NASDAQ: QNRX) (the “Company” or “Quoin”), a clinical stage, specialty pharmaceutical company focused on rare and orphan diseases, announced today that its second quarter 2022 financial results will be reported on Thursday, August 18, 2022 before the open of the financial markets. Management will also host a webcast and conference call on August 18, 2022 at 8:30 a.m. ET to discuss the results and provide a corporate update.

The live call can also be accessed by dialing 1-877-270-2148 (domestic) or 1-412-902-6510 (international).

The live and archived webcast of the call may be accessed on the Quoin Pharmaceuticals website under the Investors section:

https://investors.quoinpharma.com/news-and-events/events-and-presentations.

About Quoin Pharmaceuticals Ltd.

Quoin Pharmaceuticals Ltd. is a clinical stage specialty pharmaceutical company focused on developing and commercializing therapeutic products that treat rare and orphan diseases. We are committed to addressing unmet medical needs for patients, their families, communities and care teams. Quoin’s innovative pipeline comprises four products in development that collectively have the potential to target a broad number of rare and orphan indications, including Netherton Syndrome, Peeling Skin Syndrome, Palmoplantar Keratoderma, Scleroderma, Epidermolysis Bullosa and others. For more information, visit: www.quoinpharma.com or LinkedIn for updates.

For further information, contact:

Investor Relations
PCG Advisory
Stephanie Prince
[email protected]
(646) 863-6341



indie Semiconductor Exceeds Q2 2022 Analyst Expectations

indie Semiconductor Exceeds Q2 2022 Analyst Expectations

  • Delivers 181% Year-over-Year and 17% Sequential Revenue Growth to a Record $25.8M
  • Expands Non-GAAP Gross Margin to 48.6%, up 650 Basis Points Year-over-Year and 120 Basis Points Sequentially
  • Guides Q3 2022 Revenue up 140-150% Year-over-Year to an Approximately $120M Annualized Run-rate at the Midpoint with Further Non-GAAP Gross Margin Expansion into the 50% Range

ALISO VIEJO, Calif.–(BUSINESS WIRE)–
indie Semiconductor, Inc. (Nasdaq: INDI), an Autotech solutions innovator, today announced second quarter results for the period ended June 30, 2022. Second quarter revenue was up 181 percent from the same period a year ago and 17 percent sequentially to a record $25.8 million, at the high end of the Company’s prior guidance range and exceeding analyst consensus estimates. Non-GAAP gross margin expanded 650 basis points year-over-year and 120 basis points sequentially to 48.6 percent, better than indie’s 48.0 percent guidance for the quarter. On a GAAP basis, second quarter 2022 operating loss was $30.0 million compared to $18.5 million in the year ago timeframe. Non-GAAP operating loss for the second quarter of 2022 was $17.0 million versus $9.6 million during the same period last year, reflecting increasing customer-driven R&D and marketing investments as well as incremental public company infrastructure costs.

“indie exceeded Q2 top and bottom line expectations driven by increasing global demand for our differentiated Autotech portfolio, underpinned by crisp operational execution,” said Donald McClymont, indie’s co-founder and chief executive officer. “At a higher level, we’re gaining design win momentum across ADAS, electrification and user experience applications. Our R&D investments coupled with successful acquisitions are yielding unprecedented levels of semiconductor and software integration spanning LiDAR, Radar, Ultrasonic and Computer Vision sensor modalities as well as key EV and advanced lighting solutions. In short, indie is laser focused on capturing a disproportionate share of what is fast becoming a close to $50 billion serviceable Autotech market opportunity.”

Q2 Business Highlights

  • Commenced sampling of the automotive industry’s most integrated USB-PD programmable controller
  • Secured wireless charging and advanced lighting design wins at Honda, Hyundai / Kia and XPeng
  • Broadened strategic engagement with two leading electric vehicle OEMs
  • Expanded global reach with opening of Dresden, Germany Engineering Center of Excellence
  • Joined the Russell 2000 market index

Q3 2022 Outlook

We provide earnings guidance on a non-GAAP basis only because certain information necessary to reconcile such guidance to GAAP is difficult to estimate and dependent on future events outside of our control and, therefore, is not available without unreasonable efforts. Please refer to the attached Discussion Regarding the Use of Non-GAAP Financial Measures in this press release for a further discussion of our use of non-GAAP measures, including quantification of known expected adjustment items.

“Based on our strong order visibility from new product and customer ramps, we expect to continue to far outpace indie’s addressable markets,” said Thomas Schiller, indie’s chief financial officer and executive vice president of strategy. “Specifically, for the third quarter of 2022, we anticipate top-line growth on the order of 140 to 150 percent year-over-year to an approximately $120 million annualized revenue run-rate at the midpoint with non-GAAP gross margin expansion into the 50 percent range. Further, given the depth of our design win pipeline, demonstrated scalability and planned operating leverage, we are on track to reach profitability in the second half of next year, marking another key step toward achieving our target model of 60 percent gross and 30 percent operating margins.”

indie’s Q2 2022 Conference Call

indie Semiconductor will host a conference call with analysts to discuss its second quarter 2022 results and business outlook today at 5:00 p.m. Eastern time. To listen to the conference call via the Internet, please go to the Financials tab on the Investors page of indie’s website. To listen to the conference call via telephone, please call (877) 451-6152 (domestic) or (201) 389-0879 (international), Conference ID: 13731710.

A replay of the conference call will be available beginning at 8:00 p.m. Eastern time on August 11, 2022 until 11:59 p.m. Eastern time on August 25, 2022 under the Financials tab on the Investors page of indie’s website, or by calling (844) 512-2921 (domestic) or (412) 317-6671 (international), Conference ID: 13731710.

About indie

indie is empowering the Autotech revolution with next-generation automotive semiconductors and software platforms. We focus on edge sensors spanning multiple modalities, including LiDAR, radar, ultrasound and computer vision for Advanced Driver Assistance Systems (ADAS), user experience and electrification applications. These technologies represent the core underpinnings of both electric and autonomous vehicles while our advanced user interfaces enabled by our mixed-signal SoCs transform the in-cabin experience to mirror and seamlessly connect to the mobile platforms we rely on every day. We are an approved vendor to Tier 1 partners and our solutions can be found in marquee automotive OEMs around the world. Headquartered in Aliso Viejo, CA, indie has design centers and sales offices in Austin, TX; Boston, MA; Detroit, MI; San Francisco and San Jose, CA; Córdoba, Argentina; Budapest, Hungary; Dresden and Munich, Germany; Cambridge, England; Edinburgh, Scotland; Haifa, Israel; Quebec City, Canada; Tokyo, Japan and several locations throughout China.

Please visit us at www.indiesemi.com to learn more.

Safe Harbor Statement

This communication contains “forward-looking statements” (including within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended). Such statements include, but are not limited to, statements regarding our future business and financial performance and prospects, other statements identified by words such as “will likely result,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “plan,” “project,” “outlook,” “should,” “could,” “may” or words of similar meaning, our ability to substantially outpace our addressable markets and drive further gross margin expansion, our guidance regarding top line growth and non-GAAP gross margin, our belief that our deeper investments and targeted acquisitions are setting the stage for accelerating growth in 2022 and positioning indie to become the leading provider of edge sensors spanning LiDAR, radar, ultrasound and computer vision applications and our belief we are well positioned to capitalize on several powerful automotive megatrends, including ADAS, enhanced user experience and electrification. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. The preliminary unaudited financial results for our second quarter and year to date June 30, 2022 included in this press release represent the most current information available to management. Our actual results when disclosed in the Form 10-Q may differ from these preliminary results as a result of the completion of our financial closing procedures; final adjustments; completion of the review by our independent registered accounting firm; and other developments that may arise between now and the disclosure of the final results. In addition to the factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed with the SEC on April 11, 2022 and in our other public reports filed with the SEC (including those identified under “Risk Factors” therein), the following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: the impact of the COVID-19 pandemic; the impact of Russia’s invasion of Ukraine; macroeconomic conditions, including inflation, rising interest rates and volatility in the credit and financial markets; our reliance on contract manufacturing and outsourced supply chain and the availability of semiconductors and manufacturing capacity; competitive products and pricing pressures; our ability to win competitive bid selection processes and achieve additional design wins; the impact of any acquisitions we may make, including our ability to successfully integrate acquired businesses and risks that the anticipated benefits of any acquisitions may not be fully realized or take longer to realize than expected; our ability to develop, market and gain acceptance for new and enhanced products and expand into new technologies and markets; trade restrictions and trade tensions; and political or economic instability in our target markets. All forward-looking statements in this press release are expressly qualified in their entirety by the foregoing cautionary statements.

Investors are cautioned not to place undue reliance on the forward-looking statements in this press release, which information set forth herein speaks only as of the date hereof. We do not undertake, and we expressly disclaim, any intention or obligation to update any forward-looking statements made in this announcement or in our other public filings, whether as a result of new information, future events or otherwise, except as required by law.

 

INDIE SEMICONDUCTOR, INC.

PRELIMINARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except share and per share amounts)

(Unaudited)

 

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

2022

 

2021

 

2022

 

2021

 

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

Product revenue

$

20,452

 

 

$

8,888

 

 

$

38,538

 

 

$

16,371

 

Contract revenue

 

5,303

 

 

 

292

 

 

 

9,216

 

 

 

923

 

Total revenue

 

25,755

 

 

 

9,180

 

 

 

47,754

 

 

 

17,294

 

Operating expenses:

 

 

 

 

 

 

 

Cost of goods sold

 

15,178

 

 

 

5,319

 

 

 

29,370

 

 

 

10,167

 

Research and development

 

28,467

 

 

 

13,486

 

 

 

57,966

 

 

 

22,163

 

Selling, general, and administrative

 

12,085

 

 

 

8,878

 

 

 

24,727

 

 

 

11,573

 

Total operating expenses

 

55,730

 

 

 

27,683

 

 

 

112,063

 

 

 

43,903

 

Loss from operations

 

(29,975

)

 

 

(18,503

)

 

 

(64,309

)

 

 

(26,609

)

Other income (expense), net:

 

 

 

 

 

 

 

Interest income

 

175

 

 

 

13

 

 

 

208

 

 

 

20

 

Interest expense

 

(267

)

 

 

(530

)

 

 

(325

)

 

 

(1,150

)

Gain (loss) from change in fair value of SAFEs

 

 

 

 

2,500

 

 

 

 

 

 

21,600

 

Gain (loss) from change in fair value of warrants

 

20,301

 

 

 

11,316

 

 

 

67,654

 

 

 

11,316

 

Gain (loss) from change in fair value of earn-out liabilities

 

 

 

 

17,939

 

 

 

 

 

 

17,939

 

Gain (loss) from change in fair value of contingent considerations

 

3,584

 

 

 

(100

)

 

 

3,667

 

 

 

(100

)

Gain (loss) from extinguishment of debt

 

 

 

 

304

 

 

 

 

 

 

304

 

Other income (expense)

 

9

 

 

 

106

 

 

 

(21

)

 

 

99

 

Total other income, net

 

23,802

 

 

 

31,548

 

 

 

71,183

 

 

 

50,028

 

Net income (loss) before income taxes

 

(6,173

)

 

 

13,045

 

 

 

6,874

 

 

 

23,419

 

Income tax benefit (expense)

 

869

 

 

 

(57

)

 

 

1,528

 

 

 

(70

)

Net income (loss)

 

(5,304

)

 

 

12,988

 

 

 

8,402

 

 

 

23,349

 

Less: Net income (loss) attributable to noncontrolling interest

 

(1,070

)

 

 

6,839

 

 

 

1,803

 

 

 

6,385

 

Net income (loss) attributable to indie Semiconductor, Inc.

$

(4,234

)

 

$

6,149

 

 

$

6,599

 

 

$

16,964

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common shares — basic

$

(4,234

)

 

$

6,149

 

 

$

6,599

 

 

$

16,964

 

Net income (loss) attributable to common shares — diluted

$

(4,234

)

 

$

3,649

 

 

$

6,599

 

 

$

(4,636

)

 

 

 

 

 

 

 

 

Net income (loss) per share attributable to common shares — basic

$

(0.04

)

 

$

0.13

 

 

$

0.06

 

 

$

0.43

 

Net income (loss) per share attributable to common shares — diluted

$

(0.04

)

 

$

0.06

 

 

$

0.04

 

 

$

(0.10

)

 

 

 

 

 

 

 

 

Weighted average common shares outstanding — basic

 

116,983,265

 

 

 

47,058,489

 

 

 

114,102,308

 

 

 

39,712,251

 

Weighted average common shares outstanding — diluted

 

116,983,265

 

 

 

63,647,057

 

 

 

150,740,655

 

 

 

46,236,226

 

INDIE SEMICONDUCTOR, INC.

PRELIMINARY CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

(Unaudited)

 

 

June 30, 2022

 

December 31, 2021

Assets

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

163,749

 

 

$

219,081

 

Restricted cash

 

383

 

 

 

383

 

Accounts receivable, net

 

15,835

 

 

 

13,842

 

Inventory, net

 

12,566

 

 

 

9,080

 

Prepaid expenses and other current assets

 

6,910

 

 

 

5,648

 

Total current assets

 

199,443

 

 

 

248,034

 

Property and equipment, net

 

11,900

 

 

 

11,090

 

Intangible assets, net

 

97,318

 

 

 

96,285

 

Goodwill

 

125,738

 

 

 

115,206

 

Operating lease right-of-use assets

 

10,345

 

 

 

 

Other assets and deposits

 

1,623

 

 

 

270

 

Total assets

$

446,367

 

 

$

470,885

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

Accounts payable

$

7,608

 

 

$

5,441

 

Accrued payroll liabilities

 

7,267

 

 

 

4,021

 

Accrued expenses and other current liabilities

 

14,325

 

 

 

14,622

 

Intangible asset contract liability

 

6,368

 

 

 

5,516

 

Deferred revenue

 

1,768

 

 

 

1,840

 

Current debt obligations

 

13,204

 

 

 

2,275

 

Total current liabilities

 

50,540

 

 

 

33,715

 

Long-term debt, net of current portion

 

4,795

 

 

 

5,618

 

Warrant liability

 

32,813

 

 

 

100,467

 

Intangible asset contract liability, net of current portion

 

9,419

 

 

 

12,452

 

Deferred tax liabilities, non-current

 

23,320

 

 

 

21,164

 

Operating lease liability, non-current

 

8,725

 

 

 

 

Other long-term liabilities

 

5,458

 

 

 

5,612

 

Total liabilities

$

135,070

 

 

$

179,028

 

 

 

 

 

Stockholders’ equity

 

 

 

Preferred stock

$

 

 

$

 

Class A common stock

 

12

 

 

 

11

 

Class V common stock

 

3

 

 

 

3

 

Additional paid-in capital

 

527,807

 

 

 

514,891

 

Accumulated deficit

 

(193,818

)

 

 

(200,416

)

Accumulated other comprehensive loss

 

(8,452

)

 

 

(1,443

)

indie’s stockholders’ equity

 

325,552

 

 

 

313,046

 

Noncontrolling interest

 

(14,255

)

 

 

(21,189

)

Total stockholders’ equity

 

311,297

 

 

 

291,857

 

Total liabilities and stockholders’ equity

$

446,367

 

 

$

470,885

 

INDIE SEMICONDUCTOR, INC.

RECONCILIATION OF PRELIMINARY NON-GAAP MEASURES TO GAAP

(Unaudited)

GAAP refers to financial information presented in accordance with U.S. Generally Accepted Accounting Principles. This announcement includes historical non-GAAP financial measures, as defined in Regulation G promulgated by the Securities and Exchange Commission. We believe that our presentation of historical non-GAAP financial measures provides useful supplementary information to investors. The presentation of historical non-GAAP financial measures is not meant to be considered in isolation from or as a substitute for results prepared in accordance with GAAP.

The reconciliations of our preliminary GAAP basis financial data to non-GAAP measures are as follows (in thousands, except share and per share amounts):

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

2022

 

2021

 

2022

 

2021

Computation of non-GAAP gross margin:

 

 

 

 

 

 

 

GAAP revenue

$

25,755

 

 

$

9,180

 

 

$

47,754

 

 

$

17,294

 

GAAP cost of goods sold

 

15,178

 

 

 

5,319

 

 

 

29,370

 

 

 

10,167

 

Acquisition-related expenses

 

(1,920

)

 

 

 

 

 

(4,542

)

 

 

 

Share-based compensation

 

(13

)

 

 

 

 

 

(13

)

 

 

 

Non-GAAP gross profit

$

12,510

 

 

$

3,861

 

 

$

22,939

 

 

$

7,127

 

Non-GAAP gross margin

 

48.6

%

 

 

42.1

%

 

 

48.0

%

 

 

41.2

%

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

2022

 

2021

 

2022

 

2021

Computation of non-GAAP operating loss:

 

 

 

 

 

 

 

GAAP loss from operations

$

(29,975

)

 

$

(18,503

)

 

$

(64,309

)

 

$

(26,609

)

Acquisition-related expenses

 

4,222

 

 

 

964

 

 

 

9,673

 

 

 

1,490

 

Share-based compensation

 

8,767

 

 

 

7,968

 

 

 

21,182

 

 

 

7,968

 

Non-GAAP operating loss

$

(16,986

)

 

$

(9,571

)

 

$

(33,454

)

 

$

(17,151

)

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

 

2022

 

2021

 

2022

 

2021

Computation of non-GAAP net loss:

 

 

 

 

 

 

 

GAAP Net income (loss)

$

(5,304

)

 

$

12,988

 

 

$

8,402

 

 

$

23,349

 

Acquisition-related expenses

 

4,222

 

 

 

964

 

 

 

9,673

 

 

 

1,490

 

Share-based compensation

 

8,767

 

 

 

7,968

 

 

 

21,182

 

 

 

7,968

 

(Gain) loss from change in fair value of SAFEs

 

 

 

 

(2,500

)

 

 

 

 

 

(21,600

)

(Gain) loss from change in fair value of warrants

 

(20,301

)

 

 

(11,316

)

 

 

(67,654

)

 

 

(11,316

)

(Gain) loss from change in fair value of earn-out liabilities

 

 

 

 

(17,939

)

 

 

 

 

 

(17,939

)

(Gain) loss from change in fair value of contingent considerations

 

(3,584

)

 

 

100

 

 

 

(3,667

)

 

 

100

 

(Gain) loss from extinguishment of debt

 

 

 

 

(304

)

 

 

 

 

 

(304

)

Non-cash interest expense

 

150

 

 

 

97

 

 

 

150

 

 

 

198

 

Income taxes (benefit) expense

 

(869

)

 

 

57

 

 

 

(1,528

)

 

 

70

 

Non-GAAP net loss

$

(16,919

)

 

$

(9,885

)

 

$

(33,442

)

 

$

(17,984

)

 

Three Months Ended

June 30, 2022

Computation of non-GAAP share count:

 

Issued and outstanding Class A common stock

 

119,323,612

 

Escrow Shares

 

1,725,000

 

TeraXion Unexercised Options

 

1,287,212

 

ADK Minority Holders interests

 

26,382,703

 

Non-GAAP share count

 

148,718,527

 

 

 

Non-GAAP net loss

$

(16,919

)

Non-GAAP net loss per share

$

(0.11

)

Discussion Regarding the Use of Non-GAAP Financial Measures

Our earnings release contains some or all of the following financial measures that have not been calculated in accordance with United States Generally Accepted Accounting Principles (“GAAP”): (i) non-GAAP gross profit and gross margin, (ii) non-GAAP operating loss, (iii) non-GAAP net income (loss), (iv) non-GAAP share count and (v) non-GAAP net loss per share. As set forth in the “Unaudited Reconciliations of Non-GAAP Financial Measures” table, we derive such non-GAAP financial measures by excluding certain expenses and other items from the respective GAAP financial measure that is most directly comparable to each non-GAAP financial measure. Management may use these non-GAAP financial measures to, amongst other things, evaluate operating performance and compare it against past periods or against peer companies, make operating decisions, forecast for future periods and to determine payments under compensation programs. These non-GAAP financial measures provide management with additional means to understand and evaluate the operating results and trends in our ongoing business by eliminating certain expenses and other items that management believes might otherwise make comparisons of our ongoing business with prior periods and competitors more difficult, obscure trends in ongoing operations or improve management’s ability to forecast future periods.

We provide investors with non-GAAP gross profit and gross margin, non-GAAP operating loss, non-GAAP net income (loss) and non-GAAP net income (loss) per share because we believe it is important for investors to be able to closely monitor and understand changes in our ability to generate income from ongoing business operations. We believe these non-GAAP financial measures give investors an additional method to evaluate historical operating performance and identify trends, an additional means of evaluating period-over-period operating performance and a method to facilitate certain comparisons of our operating results to those of our peer companies. We further believe these non-GAAP financial measures allow investors to assess the overall financial performance of our ongoing operations by eliminating the impact of (i) acquisition-related expenses (including acquisition-related professional fees and legal expenses, deemed compensation expense, amortization of acquisition-related intangibles and certain license rights, and expenses recognized in relation to changes in contingent consideration obligations), (ii) gains or losses recognized in relation to changes in the fair value of the simple agreements for future equity (“SAFEs”), warrants and contingent considerations issued by indie, and unrealized gains or losses from currency hedging contracts (iii) non-cash interest expenses related to the amortization of debt discounts and issuance costs, (iv) share-based compensation, (v) gains and losses from extinguishment of debt, and (vi) income tax benefit (expenses). We believe that disclosing these non-GAAP financial measures contributes to enhanced financial reporting transparency and provides investors with added clarity about complex financial performance measures.

We do not report a GAAP measure of gross profit or gross margin because certain costs related to contract revenues are expensed as incurred and included in research and development expenses, and not in cost of sales, as it is not practicable for us to bifurcate these expenses. We derive and reconcile non-GAAP gross profit from the most relevant GAAP financial measures by subtracting cost of sales, adjusted for acquisition-related expenses, from revenue. We calculate non-GAAP operating loss by excluding from GAAP operating loss, any (i) acquisition-related expenses (including acquisition-related professional fees and legal expenses, deemed compensation expense, amortization of acquisition-related intangibles and expenses recognized in relation to changes in contingent consideration obligations) and share-based compensation. We calculate non-GAAP net income (loss) by excluding from GAAP net income (loss), any (i) acquisition-related expenses (including acquisition-related professional fees and legal expenses, deemed compensation expense, and amortization of acquisition-related intangibles and certain license rights, and expenses recognized in relation to changes in contingent consideration obligations), (ii) gains or losses recognized in relation to change in the fair value of the simple agreements for future equity (“SAFEs”), warrants and contingent considerations issued by indie, (iii) non-cash interest expenses related to the amortization of debt discounts and issuance costs, (iv) share-based compensation, (v) gains and losses from the extinguishment of debt, and (vi) income tax benefit (expense). We calculate non-GAAP share count by adding to GAAP weighted average common shares outstanding: (i) Escrow Shares and (ii) ADK Minority Holders interest, which represents all shares issuable to vested minority equity interests held in Ay Dee Kay LLC upon exchange for indie Class A shares as described in the Form 10-Q. Non-GAAP net income (loss) per share is calculated by non-GAAP income (loss) divided by non-GAAP share count.

We exclude the items identified above from the respective non-GAAP financial measure referenced above for the reasons set forth with respect to each such excluded item below:

Acquisition-related expenses – including such items as, when applicable, amortization of acquired intangible assets and certain license rights, fair value adjustments to contingent consideration, fair value charges incurred upon the sale of acquired inventory, and acquisition-related professional fees and legal expenses because they are not considered by management in making operating decisions and we believe that such expenses do not have a direct correlation to our future business operations and thereby including such charges do not necessarily reflect the performance of our ongoing operations for the period in which such charges or reversals are incurred.

Share-based compensation – related to the non-cash compensation expense associated with equity awards granted to our employees. These expenses are not considered by management in making operating decisions and such expenses do not have a direct correlation to our future business operations.

Gain (loss) from change in fair values – because these adjustments (1) are not considered by management in making operating decisions, (2) are not directly controlled by management, (3) do not necessarily reflect the performance of our ongoing operations for the period in which such charges are recognized and (4) can make comparisons between peer company performance less reliable.

Non-cash interest expense – related to the amortization of debt discounts, warrants, and issuance costs because (1) these expenses are not considered by management in making decision with respect to financing decisions, and (2) these generally reflect non-cash costs.

Gain from extinguishment of debt – related to the gain from the PPP loan forgiveness and partially offset by the one-time debt termination fees and the acceleration of unamortized debt discounts and issuance costs as a result of the payoff of debt obligations. This net gain is not reflective of management’s operation decisions and are not expected to recur.

Income tax benefit (expense) – because such benefit (charge) does not result in a current period tax refunds (payments).

The non-GAAP financial measures presented should not be considered in isolation and are not an alternative for the respective GAAP financial measure that is most directly comparable to each such non-GAAP financial measure. Investors are cautioned against placing undue reliance on these non-GAAP financial measures and are urged to review and consider carefully the adjustments made by management to the most directly comparable GAAP financial measures to arrive at these non-GAAP financial measures. Non-GAAP financial measures may have limited value as analytical tools because they may exclude certain expenses that some investors consider important in evaluating our operating performance or ongoing business performance. Further, non-GAAP financial measures are likely to have limited value for purposes of drawing comparisons between companies as a result of different companies potentially calculating similarly titled non-GAAP financial measures in different ways because non-GAAP measures are not based on any comprehensive set of accounting rules or principles.

To the extent our disclosures contain forward-looking estimates of non-GAAP financial measures, these measures are provided to investors on a prospective basis for the same reasons (set forth above) we provide them to investors on a historical basis. We are generally unable to provide a reconciliation of our forward-looking non-GAAP measures because certain information needed to make a reasonable forward-looking estimate of such non-GAAP measures are difficult to predict and estimate and is often dependent on future events that may be uncertain or outside of our control and, therefore, is not available without unreasonable efforts. Such events may include unanticipated changes in our GAAP effective tax rate, unanticipated one-time charges related to asset impairments (fixed assets, inventory, intangibles, or goodwill), unanticipated acquisition-related expenses, unanticipated settlements, gains, losses and impairments and other unanticipated items not reflective of ongoing operations. Our forward-looking estimates of both GAAP and non-GAAP measures of our financial performance may differ materially from our actual results and should not be relied upon as statements of fact.

#indieSemi_Earnings

Media Inquiries

[email protected]

Investor Relations

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Technology General Automotive Mobile/Wireless Audio/Video Automotive Manufacturing EV/Electric Vehicles Manufacturing Alternative Vehicles/Fuels Automotive Other Technology Hardware Electronic Design Automation Semiconductor Consumer Electronics

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ElectraMeccanica Reports Second Quarter 2022 Financial Results

ElectraMeccanica Reports Second Quarter 2022 Financial Results

Company Reported $1.547 Million in Q2 ‘22 Revenue, up over 5x year-over-year and 48.9% sequentially, and EPS of ($.17) as it Continues to Scale

ElectraMeccanica Manufactured a Record 193 SOLOs in the Period, Delivering a Total of 68 Despite Challenging Operating Environment

Business Maintains Over $195 Million of Working Capital

VANCOUVER, British Columbia–(BUSINESS WIRE)–
ElectraMeccanica Vehicles Corp. (NASDAQ: SOLO) (“ElectraMeccanica” or the “Company”), a designer and manufacturer of electric vehicles revolutionizing the urban driving experience, today reported financial results for the second quarter ended June 30, 2022 in conjunction with the filing of its Quarterly Report on Form 6-K.

For more information on the quarter, please see the Company’s Investor Letter, or listen to management’s recorded remarks on the results.

About ElectraMeccanica Vehicles Corp.

ElectraMeccanica Vehicles Corp. (NASDAQ: SOLO) is a Canadian designer and manufacturer of environmentally efficient electric vehicles (EVs). The company’s flagship vehicle is the innovative, purpose-built, single-seat EV called the SOLO. This three-wheeled vehicle will revolutionize the urban driving experience, including commuting, delivery and shared mobility. Engineered for a single occupant, it offers a unique driving experience for the environmentally conscious consumer. Depending on driving conditions, temperature and climate controls, the SOLO has a range of up to 100 miles and a top speed of up to 80 mph. The SOLO also features front and rear crumple zones, side impact protection, roll bar, torque-limiting control as well as power steering, power brakes, air conditioning and a Bluetooth entertainment system. It blends a modern look with safety features at an accessible price point of $18,500 (MSRP) for the consumer model and $24,500 (MSRP) for the delivery-oriented SOLO Cargo model, which features an expanded cargo box to accommodate a wide variety of fleet and commercial applications. The SOLO is currently available for order here. For more information, please visit www.electrameccanica.com.

Safe Harbor Statement

Except for the statements of historical fact contained herein, the information presented in this news release and oral statements made from time to time by representatives of the Company are or may constitute “forward-looking statements” as such term is used in applicable United States and Canadian laws and including, without limitation, within the meaning of the Private Securities Litigation Reform Act of 1995, for which the Company claims the protection of the safe harbor for forward-looking statements. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management. Any other statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans, “estimates” or “intends”, or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and should be viewed as forward- looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such risks and other factors include, among others, the availability of capital to fund programs and the resulting dilution caused by the raising of capital through the sale of shares, accidents, labor disputes and other risks of the automotive industry including, without limitation, those associated with the environment, delays in obtaining governmental approvals, permits or financing or in the completion of development or construction activities or claims limitations on insurance coverage. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. 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. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. Forward-looking information is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Many of these factors are beyond the Company’s ability to control or predict. Important factors that may cause actual results to differ materially and that could impact the Company and the statements contained in this news release can be found in the Company’s filings with the Securities and Exchange Commission. The Company assumes no obligation to update or supplement any forward- looking statements whether as a result of new information, future events or otherwise. Accordingly, readers should not place undue reliance on forward-looking statements contained in this news release and in any document referred to in this news release. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities.

Investor Relations Contact

Robbie Goffin

Sinter

[email protected]

KEYWORDS: United States North America Canada California

INDUSTRY KEYWORDS: Vehicle Technology EV/Electric Vehicles Automotive Alternative Vehicles/Fuels

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Materion Corporation Announces Quarterly Cash Dividend

Materion Corporation Announces Quarterly Cash Dividend

MAYFIELD HEIGHTS, Ohio–(BUSINESS WIRE)–
Materion Corporation (NYSE: MTRN) announced today that its Board of Directors declared its third quarter 2022 dividend of $0.125 per share of common stock. The dividend is payable on September 8, 2022 to shareholders of record at the close of business on August 24, 2022.

Materion Corporation is headquartered in Mayfield Heights, Ohio. Materion, through its wholly owned subsidiaries, supplies highly engineered advanced enabling materials to global markets. Products include precious and non-precious specialty metals, inorganic chemicals and powders, specialty coatings, specialty engineered beryllium alloys, beryllium and beryllium composites, and engineered clad and plated metal systems.

Investors:

Kyle Kelleher

(216) 383-4931

[email protected]

Media:

Jason Saragian

(216) 383-6893

[email protected]

KEYWORDS: United States North America Ohio

INDUSTRY KEYWORDS: Engineering Chemicals/Plastics Mining/Minerals Manufacturing Natural Resources Steel

MEDIA: