Avadel Pharmaceuticals Announces Pricing of Public Offering of ADSs and Series B Preferred Shares

DUBLIN, Ireland, March 29, 2023 (GLOBE NEWSWIRE) — Avadel Pharmaceuticals plc (“Avadel”) (Nasdaq: AVDL), a biopharmaceutical company focused on transforming medicines to transform lives, announced today the pricing of an underwritten public offering of 10,000,001 of its ordinary shares, nominal value $0.01 per share (“Ordinary Shares”) in the form of American Depositary Shares (“ADSs”) and of 4,705,882 Series B Non-Voting Convertible Preferred Shares, convertible into Ordinary Shares on a one-for-one basis (the “Preferred Shares,” together with the ADSs, the “Shares”). Each ADS represents the right to receive one Ordinary Share. All of the Shares are being offered by Avadel. The public offering price of each ADS is $8.50 and the public offering price of each Preferred Share is $8.50. In connection with the public offering, Avadel has granted the underwriters a 30-day option to purchase up to an additional 2,205,882 ADSs at the public offering price, less the underwriting discounts and commissions. The gross proceeds to Avadel from the offering are expected to be approximately $125 million, before deducting underwriting discounts and commissions and estimated offering expenses.

Jefferies LLC is acting as the sole book-running manager for the offering. LifeSci Capital LLC is acting as lead manager for the offering. H.C. Wainwright & Co., LLC, Oppenheimer & Co. Inc., and Needham & Company, LLC are acting as co-managers for the offering. The closing of the offering is expected to occur on April 3, 2023, subject to customary closing conditions.

The securities are being offered pursuant to an effective shelf registration statement that was previously filed with, and declared effective by, the U.S. Securities and Exchange Commission (“SEC”) (File No. 333-267198). A preliminary prospectus supplement dated March 29, 2023 relating to and describing the terms of the offering was filed with the SEC. The final prospectus supplement relating to the offering will be available on the SEC’s website at www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus and the final prospectus supplement, when available, can also be obtained for free from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, New York 10022; by phone at 877-821-7388; or by email at [email protected].

This press release does not constitute an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of securities in any state or jurisdiction in which such an offer, solicitation or sale is or would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Avadel Pharmaceuticals plc:

Avadel Pharmaceuticals plc (Nasdaq: AVDL) is a biopharmaceutical company focused on transforming medicines to transform lives. Our approach includes applying innovative solutions to the development of medications that address the challenges patients face with current treatment options. Our current lead drug candidate is an investigational formulation of sodium oxybate leveraging our proprietary drug delivery technology and designed to be taken once at bedtime for the treatment of cataplexy or EDS in adults with narcolepsy.

Cautionary Disclosure Regarding Forward-Looking Statements

This press release includes “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. These forward-looking statements relate to our future expectations, beliefs, plans, strategies, objectives, results, conditions, financial performance, prospects, or other events. Such forward-looking statements include, but are not limited to, those regarding the anticipated closing of the public offering and Avadel’s expectation with respect to granting a 30-day option to purchase additional ADSs. In some cases, forward-looking statements can be identified by the use of words such as “will,” “may,” “believe,” “expect,” “look forward,” “on track,” “guidance,” “anticipate,” “estimate,” “project” and similar expressions, and the negatives thereof (if applicable).

Our forward-looking statements are based on estimates and assumptions that are made within the bounds of our knowledge of our business and operations and that we consider reasonable. However, our business and operations are subject to significant risks, and, as a result, there can be no assurance that actual results of our research, development and commercialization activities and the results of our business and operations will not differ materially from the results contemplated in such forward-looking statements. Factors that could cause actual results to differ from expectations in our forward-looking statements include the risks and uncertainties described in the “Risk Factors” section of Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2022, which we filed with the Securities and Exchange Commission on March 29, 2023, the preliminary prospectus supplement related to this offering and subsequent filings.

Forward-looking statements speak only as of the date they are made and are not guarantees of future performance. Accordingly, you should not place undue reliance on forward-looking statements. We do not undertake any obligation to publicly update or revise our forward-looking statements, except as required by law.

Investor Contact:
Courtney Turiano
Stern Investor Relations, Inc.
[email protected]
(212) 698-8687

Media Contact:
Gabriella Greig
Real Chemistry
[email protected]
(203) 249-2688



VERB Earnings Call Postponed

Short Delay Required to File Form 10-K

NEWPORT BEACH, Calif. and LEHI, Utah, March 29, 2023 (GLOBE NEWSWIRE) — Verb Technology Company, Inc. (Nasdaq: VERB) (“VERB” or the “Company”), the leader in interactive video-based sales-enablement applications, including MARKET.live, its livestream social shopping platform, announces today that a short delay is required to complete the filing of its Form 10-K. The delay is necessary to allow the Company to adequately assess certain subsequent events and complete the audit and finalization of its annual report on Form 10-K. The Company will announce the new filing date and associated earnings call as soon as it is established, which is expected to be within the extension period afforded by Form 12b-25.

About VERB

Verb Technology Company, Inc. (Nasdaq: VERB), the market leader in interactive video-based sales applications, transforms how businesses attract and engage customers. The Company’s MARKET.live platform is a multi-vendor, multi-presenter, livestream social shopping destination at the forefront of the convergence of ecommerce and entertainment, where hundreds of retailers, brands, creators and influencers can monetize their base of fans and followers across social media channels. The Company’s Software-as-a-Service, or SaaS platform, based on its proprietary interactive video technology, is comprised of a suite of sales enablement business software products offered on a subscription basis. Its software applications are used by hundreds of thousands of people in over 100 countries and in more than 48 languages. VERB’s clients include large sales-based enterprises as well as small business sales teams, including the sales and marketing departments of professional sports teams. With approximately 150 employees and contractors, the Company is headquartered in Lehi, Utah, and maintains offices in Newport Beach, California.

Follow VERB here:

VERB on Facebook:
https://www.facebook.com/VerbTechCo/



VERB on Twitter:
https://twitter.com/VerbTech_Co



VERB on LinkedIn:
https://www.linkedin.com/company/verb-tech/



VERB on YouTube:
https://www.youtube.com/channel/UC0eCb_fwQlwEG3ywHDJ4_KQ


FORWARD-LOOKING STATEMENTS
This communication contains “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties and include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words such as “anticipate,” “expect,” “project,” “plan,” or words or phrases with similar meaning. Forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and uncertainties. If any of these risks or uncertainties materialize, or if any of our assumptions prove incorrect, our actual results could differ materially from the results expressed or implied by these forward-looking statements. Investors are referred to our filings with the Securities and Exchange Commission, including our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, for additional information regarding the risks and uncertainties that may cause actual results to differ materially from those expressed in any forward-looking statement. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we do not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.

Investor Relations:
[email protected]

Media Contact:
[email protected] 



VIQ Solutions Reports Fourth Quarter and Full Year 2022 Financial Results

VIQ Solutions Reports Fourth Quarter and Full Year 2022 Financial Results

PHOENIX, Ariz.–(BUSINESS WIRE)–VIQ Solutions Inc. (“VIQ” or the “Company”) (TSX and Nasdaq: VQS), a global provider of secure, AI-driven, digital voice and video capture technology and transcription services, today reported its unaudited financial results for the fourth quarter and full year ending December 31, 2022. Results are reported in US dollars and prepared in accordance with International Financial Reporting Standards (“IFRS”).

“We ended a challenging 2022 with a 48% increase in year over year revenue which 93% is Annual Recurring Revenue (“ARR”)1 and a 53% increase in year over year net new bookings,” said Sebastien Paré, VIQ’s Chief Executive Office. “We delivered on our promise to gradually return to organic growth post pandemic in 2023 and to bring end-to-end workflow technologies to clients around the world to solve key problems like the critical shortage of court reporters and the need to move content securely to the cloud. As our customers find more efficient ways to create and digitize delivery of their evidentiary content, we continue to execute our strategy to extend our Artificial Intelligence (“AI”) to targeted verticals through scale, industry specific content, optimized workflow, and human knowledge.”

“The positive impact our AI-powered, NetScribe™ technology has had in our most mature markets was impressive and underscores the value of VIQ IP. Productivity and efficiency gains reflected in gross margin post migration reached 55.8% in the United States and 61.6% in the United Kingdom. This is a material improvement from the gross margin ranges noted post-acquisition. Australia, representing 53% of our revenue exiting 2022 is scheduled to complete migrations onto the platform in 2023 which will further improve margins.”

Fourth Quarter 2022 Financial Highlights

  • Revenue of $10.2 million, an increase of $2.7 million, or 35%, from the same period in the prior year.
  • Gross profit of $4.8 million, an increase of $1.5 million, or 45%, from the same period in the prior year.
  • Net loss of $2.2 million, a decrease of $1.5 million, from the same period in the prior year.
  • Adjusted EBITDA of negative $1.2 million, a decrease of $0.6 million, or 35%, from the same period in the prior year.

Full Year 2022 Financial Highlights

  • Revenue of $45.8 million, an increase of $14.8 million, or 48%, from the same period in the prior year.
  • Gross profit of $21.9 million, an increase of $7.0 million, or 47%, from the same period in the prior year.
  • Net loss of $8.7 million, a decrease of $11.0 million, or 56%, for the same period in the prior year.
  • Adjusted EBITDA1 was negative $3.4 million, a decrease $1.5 million, or 31% from the same period in the prior year.

1 Represents a non-IFRS measure. Please refer to the “Non-IFRS Measures” section below and the reconciliation tables at the end of this press release.

On January 13, 2023, the Company entered a senior debt facility with Beedie Investments Ltd. (“Beedie”), pursuant to which Beedie has agreed to advance up to $15 million to the Company (the “Loan”). $12 million of the Loan has been advanced to the Company as an initial advance with an additional $3 million available to the Company to be drawn in subsequent advances in a minimum of $1 million for growth initiatives.

“As macroeconomic headwinds changed, we adjusted our focus, aligning our global resources, conducting a 10% reduction in headcount, and restructured to improve Adjusted EBITDA as we work to evolve into a leaner, more data driven company,” said Alexie Edwards, VIQ Chief Financial Officer. “In January 2023, we refinanced our legacy debt facility eleven months ahead of maturity with a built-in facility for growth initiatives. We believe this facility provides us with the necessary liquidity to support growth.”

Nasdaq

As previously disclosed, on September 27, 2022, the Company received a letter from Nasdaq indicating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because the closing bid price per share for the Company’s common shares had closed below $1.00 for the previous 30 consecutive business days (the “Bid Price Rule”). The Company was given until March 27, 2023, to regain compliance with the Bid Price Rule.

On March 28, 2023, the Company was granted an additional 180-day grace period, or until September 25, 2023, to regain compliance with the Bid Price Rule following the Company’s notification to Nasdaq that it would seek to implement a reverse stock split, if necessary, to regain compliance with the Bid Price Rule. To regain compliance with the Bid Price Rule and qualify for continued listing on the Nasdaq Capital Market, the minimum bid price per share of the Company’s common shares must be at least $1.00 for at least 10 consecutive business days on or prior to September 25, 2023. If the Company fails to regain compliance during the additional compliance period, then Nasdaq will notify the Company of its determination to delist the Company’s common shares, at which point the Company would have an opportunity to appeal the delisting determination to a Nasdaq Listing Qualifications Panel (the “Panel”), but there can be no assurance that the Panel would grant the Company’s request for continued listing.

Conference Call Details

VIQ will host a conference call and webcast to discuss its fourth quarter and full year 2022 financial results on Thursday, March 30, 2023 at 11:00 AM Eastern Time. The call will consist of updates by Sebastien Paré, VIQ’s CEO, Alexie Edwards, VIQ’s CFO, and Susan Sumner, VIQ’s President and COO, followed by a question-and-answer period.

Investors may access a live webcast of the call on the Company’s website at www.viqsolutions.com/investors or by dialing 1-888-440-4052 (North America toll-free) or +1-646-960-0827 (international) to be connected to the call by an operator using conference ID number 4983233. Participants should dial in at least 10 minutes prior to the start of the call.

A replay of the webcast will be available on the Company’s website through the same link approximately one hour after the conference call concludes.

For more information about VIQ, please visit viqsolutions.com.

About VIQ Solutions

VIQ Solutions is a global provider of secure, AI-driven, digital voice and video capture technology and transcription services. VIQ offers a seamless, comprehensive solution suite that delivers intelligent automation, enhanced with human review, to drive transformation in the way content is captured, secured, and repurposed into actionable information. The cyber-secure, AI technology and services platform are implemented in the most rigid security environments including criminal justice, legal, insurance, government, corporate finance, media, and transcription service provider markets, enabling them to improve the quality and accessibility of evidence, to easily identify predictive insights and to achieve digital transformation faster and at a lower cost.

Forward-looking Statements

Certain statements included in this press release constitute forward-looking statements or forward-looking information (collectively, “forward-looking statements”) under applicable securities legislation. Such forward-looking statements or information are provided for the purpose of providing information about management’s current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes.

Forward-looking statements (typically contain statements with words such as “anticipate”, “believe”, “expect”, “plan”, “intend”, “estimate”, “propose”, “project” or similar words, including negatives thereof, suggesting future outcomes or that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking statements in this press release include, but are not limited to statements with respect to the Company’s strategy, improvements to margins, benefits of the Beedie facility, expectations around the Nasdaq delisting and the conference call to discuss the Company’s fourth quarter and full year 2022 results.

Forward-looking statements is based on several factors and assumptions which have been used to develop such statements, but which may prove to be incorrect. Although VIQ believes that the expectations reflected in such forward-looking statements are reasonable, undue reliance should not be placed on forward-looking statements because VIQ can give no assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified in this press release, assumptions have been made regarding, among other things, recent initiatives and that sales and prospects may increase revenue. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions that have been used.

Forward-looking statements are necessarily based on a number of opinions, assumptions and estimates that while considered reasonable by the Company as of the date of this press release, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking statements, including but not limited to the factors described in greater detail in the “Risk Factors” section of the Company’s annual report form on SEC Form 20-F form dated March 31, 2022 and in the Company’s other materials filed with the Canadian securities regulatory authorities and the U.S. Securities and Exchange Commission from time to time, available at www.sedar.com and www.sec.gov, respectively.

These factors are not intended to represent a complete list of the factors that could affect the Company, however, these factors should be considered carefully. Such estimates and assumptions may prove to be incorrect or overstated. The forward-looking statements contained in this press release are made as of the date of this press release and the Company expressly disclaims any obligations to update or alter such statements or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law.

VIQ Solutions Inc.

(Expressed in United States dollars, Unaudited)

 

 

 

Three months ended

December 31

 

Period over Period

Change

 

Year ended

December 31

 

Period over Period

Change

 

 

2022

 

2021

 

$

 

%

 

2022

 

2021

 

$

 

%

Revenue

 

10,181,580

 

7,514,421

 

2,667,159

 

35

 

45,843,929

 

31,046,812

 

14,797,117

 

48

Cost of sales

 

5,416,313

 

4,232,474

 

1,183,839

 

28

 

23,918,226

 

16,123,853

 

7,794,373

 

48

Gross profit

 

4,765,267

 

3,281,947

 

1,483,320

 

45

 

21,925,703

 

14,922,959

 

7,002,744

 

47

 

 

46.8%

 

43.7%

 

 

 

 

 

47.8%

 

48.1%

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling and administrative expenses

 

5,897,545

 

5,111,108

 

786,437

 

15

 

24,526,303

 

19,119,713

 

5,406,590

 

28

Research and development expenses

 

91,824

 

274,889

 

(183,065)

 

(67)

 

734,115

 

1,092,108

 

(357,993)

 

(33)

Loss (Gain) on contingent consideration

 

(27,808)

 

(265,592)

 

237,784

 

(90)

 

80,071

 

(332,569)

 

412,640

 

(124)

Stock-based compensation

 

605,343

 

862,283

 

(256,940)

 

(30)

 

2,779,312

 

8,495,189

 

(5,715,877)

 

(67)

Depreciation

 

146,766

 

67,707

 

79,059

 

117

 

579,249

 

257,099

 

322,150

 

125

Amortization

 

2,289,819

 

1,102,465

 

1,187,354

 

108

 

5,508,954

 

4,384,502

 

1,124,452

 

26

Interest expense

 

236,885

 

334,489

 

(97,604)

 

(29)

 

1,052,618

 

1,331,100

 

(278,482)

 

(21)

Accretion and other financing costs

 

475,598

 

211,136

 

264,462

 

125

 

1,231,194

 

967,106

 

264,088

 

27

Loss on extinguishment of debt

 

 

 

 

100

 

747,865

 

 

747,865

 

100

Gain on revaluation of options

 

(447,737)

 

(526,081)

 

78,344

 

(15)

 

(1,511,399)

 

(1,028,055)

 

(483,344)

 

47

Gain on revaluation of RSUs

 

(104,578)

 

(123,583)

 

19,005

 

(15)

 

(550,260)

 

(242,595)

 

(307,665)

 

127

Gain on revaluation of the derivative warrant liability

 

(730,491)

 

(604,681)

 

(125,810)

 

21

 

(4,255,017)

 

(1,368,180)

 

(2,886,837)

 

211

Restructuring Costs

 

19,385

 

37,378

 

(17,992)

 

(48)

 

323,075

 

432,702

 

(109,627)

 

(25)

Impairment of PPE

 

15,246

 

 

15,246

 

100

 

15,246

 

 

15,246

 

100

Business acquisition costs

 

14,516

 

356,410

 

(341,895)

 

(96)

 

433,372

 

539,734

 

(106,362)

 

(20)

Other income

 

(392)

 

(1,483)

 

1,091

 

(74)

 

(1,291)

 

(12,003)

 

10,712

 

(89)

Foreign exchange (gain) loss

 

(1,049,277)

 

99,382

 

(1,148,659)

 

1,156

 

(452,068)

 

22,130

 

(474,198)

 

(2,143)

Loss before income taxes

 

(2,667,377)

 

(3,653,880)

 

986,503

 

27

 

(9,315,636)

 

(18,735,022)

 

9,419,386

 

50

Current income tax recovery (expense)

 

180,071

 

(40,329)

 

220,400

 

(547)

 

105,256

 

875

 

104,381

 

11,929

Deferred income tax recovery (expense)

 

319,284

 

40,416

 

278,868

 

690

 

504,365

 

(944,602)

 

1,448,967

 

(153)

Income tax recovery (expense)

 

499,355

 

87

 

499,268

 

(573,871)

 

609,621

 

(943,727)

 

1,553,348

 

165

Net Loss

 

(2,168,022)

 

(3,653,793)

 

1,485,771

 

41

 

(8,706,015)

 

(19,678,749)

 

10,972,734

 

56

Adjusted EBITDA (1)

 

(1,196,294)

 

(1,838,458)

 

642,163

 

35

 

(3,414,786)

 

(4,956,293)

 

1,541,507

 

31

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding

 

 

     

 

 

 

   

 

 

Basic

 

23,061,227

 

29,880,185

 

 

 

 

 

31,648,001

 

26,448,594

 

 

 

 

Diluted

 

23,061,227

 

29,880,185

 

 

 

 

 

31,648,001

 

26,448,594

 

 

 

 

Net income (loss) per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

(0.09)

 

(0.12)

 

 

 

 

 

(0.28)

 

(0.74)

 

 

 

 

Diluted

 

(0.09)

 

(0.12)

 

 

 

 

 

(0.28)

 

(0.74)

   
 

1Adjusted EBITDA is earnings before stock-based compensation, depreciation, amortization, interest expense, accretion and other financing expense, loss on extinguishment of debt, gain on revaluation of options, RSUs, and derivative warrant liability, restructuring costs, impairment of PPE, business acquisition costs, other income, foreign exchange (gain) loss, and current and deferred income tax expense (recovery), is a non-IFRS measure. Please refer to the section entitled “Non-IFRS Measures.”

     

VIQ Solutions Inc.

Consolidated Statements of Financial Position

(Expressed in United States dollars, Unaudited)

     

 

 

December 31, 2022

 

December 31, 2021

(Restated)

Assets

 

 

 

 

Current assets

 

 

 

 

Cash

 

$

1,657,571

 

 

$

10,583,534

 

Trade and other receivables, net of allowance for doubtful accounts

 

 

5,305,728

 

 

 

5,594,368

 

Income tax recoverable

 

 

104,670

 

 

 

 

Inventories

 

 

37,807

 

 

 

49,557

 

Prepaid expenses and deposits

 

 

2,050,661

 

 

 

2,054,793

 

 

Non-current assets

 

 

9,156,437

 

 

 

18,282,252

 

Restricted cash

 

 

463,743

 

 

 

303,945

 

Property and equipment

 

 

1,432,133

 

 

 

460,974

 

Right-of-use assets, net

 

 

1,058,600

 

 

 

1,134,493

 

Intangible assets, net

 

 

10,731,917

 

 

 

14,928,984

 

Goodwill

 

 

12,047,048

 

 

 

12,440,557

 

Deferred tax assets

 

 

655,004

 

 

 

464,800

 

Total assets

 

$

35,544,882

 

 

$

48,016,005

 

 

Liabilities

 

 

 

 

Current liabilities

 

 

 

 

Trade and other payables and accrued liabilities

 

$

5,937,880

 

 

$

5,679,628

 

Income tax payable

 

 

45,212

 

 

 

97,784

 

Share-based payment liability

 

 

31,487

 

 

 

551,201

 

Derivative warrant liability

 

 

290,712

 

 

 

1,862,876

 

Current portion of long-term debt

 

 

8,634,258

 

 

 

1,109,713

 

Current portion of lease obligations

 

 

487,673

 

 

 

287,901

 

Contract liabilities

 

 

1,745,415

 

 

 

1,003,187

 

 

Non-current liabilities

 

 

17,172,637

 

 

 

10,592,290

 

Deferred tax liability

 

 

868,643

 

 

 

1,224,640

 

Long-term debt

 

 

19,812

 

 

 

11,999,108

 

Long-term contingent consideration

 

 

 

 

 

166,603

 

Long-term lease obligations

 

 

718,575

 

 

 

900,868

 

Other long-term liabilities

 

 

1,121,805

 

 

 

1,042,938

 

Total liabilities

 

 

19,901,472

 

 

 

25,926,447

 

 

Shareholders’ Equity

 

 

 

 

Capital stock

 

 

74,690,527

 

 

 

72,191,764

 

Contributed surplus

 

 

5,892,192

 

 

 

4,842,208

 

Accumulated other comprehensive income (loss)

 

 

(1,214,354

)

 

 

74,526

 

Deficit

 

 

(63,724,955

)

 

 

(55,018,940

)

Total shareholders’ equity

 

 

15,643,410

 

 

 

22,089,558

 

Total liabilities and shareholders’ equity

 

$

35,544,882

 

 

$

48,016,005

 

   

VIQ Solutions Inc.

Consolidated Statements of Loss and Comprehensive Loss

(Expressed in United States dollars, Unaudited)

   
   

 

 

Year ended December 31

 

 

 

2022

 

 

 

2021

 

Revenue

 

$

45,843,929

 

 

$

31,046,812

 

 

 

 

 

 

Cost of sales

 

 

23,918,226

 

 

 

16,123,853

 

Gross profit

 

 

21,925,703

 

 

 

14,922,959

 

 

 

 

 

 

Expenses

 

 

 

 

Selling and administrative expenses

 

 

24,526,303

 

 

 

19,119,713

 

Research and development expenses

 

 

734,115

 

 

 

1,092,108

 

Stock-based compensation

 

 

2,779,312

 

 

 

8,495,189

 

Gain on revaluation of options

 

 

(1,511,399

)

 

 

(1,028,055

)

Gain on revaluation of RSUs

 

 

(550,260

)

 

 

(242,595

)

Gain on revaluation of the derivative warrant liability

 

 

(4,255,017

)

 

 

(1,368,180

)

Foreign exchange loss (gain)

 

 

(452,068

)

 

 

22,130

 

Depreciation

 

 

579,249

 

 

 

257,099

 

Amortization

 

 

5,508,954

 

 

 

4,384,502

 

Interest expense

 

 

1,052,618

 

 

 

1,331,100

 

Accretion and other financing costs

 

 

1,231,194

 

 

 

967,106

 

Loss (gain) on contingent consideration

 

 

80,071

 

 

 

(332,569

)

Loss on revaluation of conversion feature liability

 

 

 

 

 

 

Loss on repayment of long-term debt

 

 

 

 

 

 

Loss on extinguishment of debt

 

 

747,865

 

 

 

 

Impairment of goodwill and intangible assets

 

 

 

 

 

 

Impairment of property and equipment

 

 

15,246

 

 

 

 

Restructuring costs

 

 

323,075

 

 

 

432,702

 

Business acquisition costs

 

 

433,372

 

 

 

539,734

 

Other income

 

 

(1,291

)

 

 

(12,003

)

Total expenses

 

 

31,241,339

 

 

 

33,657,981

 

 

 

 

 

 

Current income tax (recovery) expense

 

 

(105,256

)

 

 

(875

)

Deferred income tax (recovery) expense

 

 

(504,365

)

 

 

944,602

 

Income tax (recovery) expense

 

 

(609,621

)

 

 

943,727

 

Net loss for the year

 

$

(8,706,015

)

 

$

(19,678,749

)

Exchange gain (loss) on translating foreign operations

 

 

(1,288,880

)

 

 

153,432

 

Comprehensive loss for the year

 

$

(9,994,895

)

 

$

(19,525,317

)

 

 

 

 

 

Net loss per share

 

 

 

 

Basic

 

 

(0.28

)

 

 

(0.74

)

Diluted

 

 

(0.28

)

 

 

(0.74

)

Weighted average number of common shares outstanding – basic

 

 

31,648,001

 

 

 

26,448,594

 

Weighted average number of common shares outstanding – diluted

 

 

31,648,001

 

 

 

26,448,594

 

 

VIQ Solutions Inc.

Reconciliation of Non-IFRS Measures

(Expressed in United States dollars) (Unaudited)

The following is a reconciliation of Net Loss to Adjusted EBITDA, the most directly comparable IFRS measure for the periods ended December 31, 2022 and 2021:

 

 

Three months ended

December 31

 

Year ended

December 31

(Unaudited)

2022

2021

 

2022

2021

Net Loss

(2,168,022)

(3,653,793)

 

(8,706,015)

(19,678,749)

Add:

 

 

 

 

 

Depreciation

146,766

67,707

 

579,249

257,099

Amortization

2,289,819

1,102,465

 

5,508,954

4,384,502

Interest expense

236,885

334,489

 

1,052,618

1,331,100

Current income tax (recovery) expense

(180,071)

40,329

 

(105,256)

(875)

Deferred income tax (recovery) expense

(319,284)

(40,416)

 

(504,365)

944,602

EBITDA

6,093

(2,149,219)

 

(2,174,815)

(12,762,321)

Accretion and other financing costs

475,598

211,136

 

1,231,194

967,106

Loss on repayment of long-term debt

 

747,865

Gain on revaluation of options

(447,737)

(526,081)

 

(1,511,399)

(1,028,055)

Gain on revaluation of RSUs

(104,578)

(123,583)

 

(550,260)

(242,595)

Gain on revaluation of the derivative warrant liability

(730,491)

(604,681)

 

(4,255,017)

(1,368,180)

Impairment of property and equipment

15,246

 

15,246

Restructuring costs

19,385

37,378

 

323,075

432,702

Business acquisition financing costs

14,516

356,410

 

433,372

539,734

Other income

(392)

(1,483)

 

(1,291)

(12,003)

Stock-based compensation

605,343

862,283

 

2,779,312

8,495,189

Foreign exchange (gain) loss

(1,049,277)

99,382

 

(452,068)

22,130

 

 

 

 

 

 

Adjusted EBITDA

(1,196,294)

(1,838,458)

 

(3,414,786)

(4,956,293)

 

The following is a reconciliation of Technology Services, Support and Maintenance, SaaS and Subscription revenue to ARR, the most directly comparable IFRS measure for the periods ended December 31, 2022 and 2021:

At December 31, 2022 – Reconciliation of 2022 Technology Services, support and maintenance, SaaS, and Subscription revenues to ARR

 

 

2022

 

Technology Services

 

41,812,479

 

Support & Maintenance

 

1,872,620

 

SaaS

 

89,692

 

Subscription

 

493,845

 

Add: Client Adjustments

 

(1,532,468

)

Total Annual Recurring Revenue

$

42,736,168

 

 

At December 31, 2021 – Reconciliation of 2021 Technology Services, support and maintenance, SaaS, and Subscription revenues to ARR

 

 

2021

 

Technology Services

 

26,676,738

 

Support & Maintenance

 

1,772,203

 

SaaS

 

65,187

 

Subscription

 

189,359

 

Add: The Transcription Agency Revenue Jan 1 – Oct 1, 2021

 

1,083,415

 

Add: Auscript Revenue Jan 1 – Dec 13, 2021

 

10,163,719

 

Add: Client Adjustments

 

8,684,589

 

Total Annual Recurring Revenue

$

48,635,210

 

Non-IFRS Measures

The Company prepares its financial statements in accordance with IFRS. Non-IFRS measures are used by management to provide additional insight into our performance and financial condition. We believe non-IFRS measures are an important part of the financial reporting process and are useful in communicating information that complements and supplements the consolidated financial statements. Adjusted EBITDA and ARR are not a measure recognized by IFRS and does not have standardized meanings prescribed by IFRS. Therefore, Adjusted EBITDA and ARR may not be comparable to similar measures presented by other issuers. Investors are cautioned that Adjusted EBITDA should not be construed as an alternative to net income (loss) as determined in accordance with IFRS.

This news release also includes certain measures which have not been prepared in accordance with IFRS such as Adjusted EBITDA. To evaluate the Company’s operating performance as a complement to results provided in accordance with IFRS, the term “Adjusted EBITDA” refers to net income (loss) before earnings for stock-based compensation, depreciation, amortization, interest expense, accretion and other financing expense, (gain) loss on revaluation of options, (gain) loss on revaluation of restricted share units, gain (loss) on revaluation of derivative warrant liability, restructuring costs, (gain) loss on revaluation of conversion feature liability, loss on repayment of long-term debt, business acquisition costs, impairment of goodwill and intangibles, other expense (income), foreign exchange (gain) loss, current and deferred income tax expense. We believe that the items excluded from Adjusted EBITDA are not connected to and do not represent the operating performance of the Company.

We believe that Adjusted EBITDA is useful supplemental information as it provides an indication of the results generated by the Company’s main business activities prior to taking into consideration how those activities are financed and taxed as well as expenses related to stock-based compensation, depreciation, amortization, impairment of goodwill and intangibles, other expense (income), and foreign exchange (gain) loss. Accordingly, we believe that this measure may also be useful to investors in enhancing their understanding of the Company’s operating performance.

ARR is the annualized equivalent value of the 1- Software Support Maintenance (SSM), 2- Software Subscriptions 3- SaaS and 4- Technology Services revenue of all existing contracts as of the date being measured. This excludes non-recurring revenue from implementation, support, and maintenance fees. The majority of our Editing Services contracts are volumes based. Accordingly, our calculation of ARR assumes that the clients will renew the contractual commitments on a periodic basis as those commitments come up for renewal. A portion of the contract renewals are through a competitive tender process. Contracts agreements may be subject to contract value increases upon renewal reflecting both inflationary increases and the additional value and added products and services provided by our solutions. ARR is not adjusted for the impact of any projected future client cancellations, loss of renewals, service upgrades or downgrades or price increases or decreases.

We use ARR as a measure of our revenue trend and an indicator of our future revenue opportunity from existing recurring client contracts.

We believe that this measure provides a fair real-time measure of performance in a volume and subscription-based environment. ARR provides us with the visibility for consistent and predictable growth to our cash flows. Our total revenue growth coupled with increasing ARR indicates the continued strength in the expansion of our business and will continue to be our focus on a go-forward basis.

Trademarks

This press release includes trademarks, such as “aiAssist”, “NetScribe” and “FirstDraft”, which are protected under applicable intellectual property laws and are the property of VIQ. Solely for convenience, our trademarks referred to in this news release may appear without the ® or TM symbol, but such references are not intended to indicate, in any way, that we will not assert our rights to these trademarks, trade names and services marks to the fullest extent under applicable law. Trademarks which may be used in this press release, other than those that belong to VIQ, are the property of their respective owners.

Media:

Laura Haggard

Chief Marketing Officer

VIQ Solutions

Phone: (800) 263-9947

Email: [email protected]

Investor Relations:

Laura Kiernan

High Touch Investor Relations

Phone: 1-914-598-7733

Email: [email protected]

KEYWORDS: United States North America Arizona

INDUSTRY KEYWORDS: Security Audio/Video VoIP Technology Artificial Intelligence

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TDCX levels up in Vietnam to help its gaming clients deliver a good game

TDCX levels up in Vietnam to help its gaming clients deliver a good game

NYSE-listed digital customer experience solutions provider expands its Southeast Asian footprint with the opening of its 28th campus

HO CHI MINH CITY, Vietnam & SINGAPORE–(BUSINESS WIRE)–
34-year-old, Minh Quan Lam is a passionate gamer who brings his skills in creative thinking, problem-solving and gaming knowledge to his role as an operations manager. He is part of a global team of more than 360 specialists at TDCX, (NYSE: TDCX), a high-growth digital customer experience (CX) solutions provider for technology and blue-chip companies, that is helping global gaming companies deliver a good game.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20230328005540/en/

TDCX launches Vietnam campus in District 4, Ho Chi Minh City. (Photo: Business Wire)

TDCX launches Vietnam campus in District 4, Ho Chi Minh City. (Photo: Business Wire)

To enhance its support for companies from all sectors, including gaming, with Vietnamese language requirements, TDCX has opened its 28th campus, this time in Ho Chi Minh City, Vietnam. The campus adds to TDCX’s network of delivery centers in Asia, Europe and Latin America and complements its Thailand campus in supporting clients with CX needs in the Lower Mekong region.

Vietnam is an attractive destination for companies to locate their outsourced services. The market was ranked as the world’s sixth most competitive global business services location according to Kearney’s 2021 Global Services Location Index. In line with that, Vietnam’s Business Process Outsourcing market is expected to show an annual growth rate (CAGR 2023 – 2027) of 10 per cent, representing a volume of US$650 million by 20271.

Mr. Byron Fernandez, Group Chief Information Officer and EVP, TDCX, said, “Vietnam has all the essential ingredients to become a key player in the outsourcing market. It has strong IT infrastructure and is home to a skilled and youthful talent pool, making it one of the hottest hubs for brands. Through our conversations with potential candidates in the market, they are driven, enthusiastic and committed. This is exactly the type of talent that our clients seek.

“The opening of our Vietnam campus gives us the opportunity to harness new talent pools for our clients and to play a part in providing the local workforce with interesting digital economy jobs. As we do so, we will also be able to achieve our strategy of providing greater network coverage and service offerings to our clients.”

Through its entry into the market, TDCX aims to provide quality employment opportunities for the local workforce and to offer training opportunities to upskill the talent pool. It is also hoped that such efforts will contribute to the growth of the country’s growing outsourcing industry.

The campus is helmed by Diep Thi Thanh Thu (Thu Diep), Senior Operations Manager at TDCX Vietnam who has more than a decade of experience in the CX industry. She brings a wealth of expertise in managing market operations and has worked with some of the most established brands in the APAC region. She also oversaw the establishment of TDCX’s campuses in Australia, Japan, and Taiwan.

Setting up social safeguards for gaming

A report shows that by 2027, the video games segment will see the number of users in Vietnam increase to 11.3 million2. The country also has one of the highest percentage of gamers in Southeast Asia3, presenting an opportunity for TDCX to expand its support offerings to the gaming industry while maintaining reliable and comprehensive support for all gaming clients.

Thu Diep said, “Vietnam’s already growing gaming industry received a boost during the COVID-19 pandemic as people turned to online entertainment. As such, we see more gaming companies wanting to engage with Vietnamese consumers to tap the potential of this market. However, it can be challenging for international firms to navigate local regulations, cultural nuances and language barriers. With our Vietnam campus, we will be able to help more companies scale and seize growth opportunities quickly and efficiently through our local expertise.”

TDCX’s Vietnam campus is currently providing omnichannel customer experience and content, trust and safety services for an American video game developer. This involves providing customer support to players and real-time monitoring and resolution of issues. The campus is located in District 4, Ho Chi Minh City.

_____________________________

1 Statista. Business Process Outsourcing – Vietnam | Market Forecast

2Statista. Video games segment user in Vietnam 2017-2026.

3Southeast Asia Mashable. The world’s largest internet gamers: 4 Southeast Asian nations dominate top spots.

About TDCX

Singapore-headquartered TDCX provides transformative digital CX solutions, enabling world-leading and disruptive brands to acquire new customers, to build customer loyalty and to protect their online communities.

TDCX helps clients achieve their customer experience aspirations by harnessing technology, human intelligence and its global footprint. It serves clients in fintech, gaming, technology, home sharing and travel, digital advertising and social media, streaming and e-commerce. TDCX’s expertise and strong footprint in Asia has made it a trusted partner for clients, particularly high-growth, new economy companies, looking to tap the region’s growth potential.

TDCX’s commitment to delivering positive outcomes for our clients extends to its role as a responsible corporate citizen. Its Corporate Social Responsibility program focuses on positively transforming the lives of its people, its communities and the environment.

TDCX employs more than 17,800 employees across 28 campuses globally, specifically Singapore, Malaysia, Thailand, Philippines, Mainland China, Hong Kong, South Korea, Japan, India, Romania, Spain, Colombia and Türkiye. For more information, please visit www.tdcx.com.

For enquiries, please contact:

[email protected]

KEYWORDS: Hong Kong Singapore Viet Nam Asia Pacific

INDUSTRY KEYWORDS: Technology Electronic Games Entertainment Fintech Online Communications Professional Services Internet Social Media Search Engine Marketing

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TDCX launches Vietnam campus in District 4, Ho Chi Minh City. (Photo: Business Wire)

DMS Announces Private Placement of Convertible Preferred Stock

DMS Announces Private Placement of Convertible Preferred Stock

CLEARWATER, Fla.–(BUSINESS WIRE)–
Digital Media Solutions, Inc. (NYSE: DMS) (the “Company”), today announced that it has entered into a securities purchase agreement with certain purchasers, including existing shareholders and officers, to purchase 80,000 shares of Series A convertible preferred stock and 60,000 shares of Series B convertible preferred stock, for an aggregate purchase price of $14.0 million. The purchase price represents a 10% discount to the aggregate stated value of the preferred stock of $15.54 million. At signing, the Company issued to the purchasers in the offering warrants to acquire 14,444,444 shares of Class A common stock of the Company at $0.6453 per share. The closing of the offering is expected to occur concurrently with the previously announced ClickDealer transaction on or about March 30, 2023, subject to the satisfaction of customary closing conditions.

The Series B convertible preferred stock issued in the transaction will be purchased by Leo Investors, Lion Capital and Messrs. Joseph Marinucci, Fernando Borghese and Matthew Goodman, founders of the Company.

“DMS was able to execute this financing from a combination of new and existing institutional investors, as well as certain founders of the company, which shows incredible support among existing shareholders. This transaction helps bolster the DMS balance sheet and, together with the acquisition of ClickDealer, will help position DMS to execute on our key strategic growth initiatives,” stated Joe Marinucci, CEO of DMS.

A.G.P./Alliance Global Partners is acting as the financial advisor in connection with the offering.

The Series A and Series B preferred stock and shares of common stock into which these preferred shares are convertible are being issued in reliance upon the exemption from the securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “1933 Act”) and/or Rule 506 of Regulation D as promulgated by SEC under the 1933 Act. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Digital Media Solution

Digital Media Solutions, Inc. (NYSE: DMS) is a leading provider of data-driven, technology-enabled digital performance advertising solutions connecting consumers and advertisers within the auto, home, health, and life insurance, plus a long list of top consumer verticals. The DMS first-party data asset, proprietary advertising technology, significant proprietary media distribution, and data-driven processes help digital advertising clients de-risk their advertising spend while scaling their customer bases. Learn more at https://digitalmediasolutions.com.

Forward-Looking Statement

This press release includes “forward-looking statements” within the meaning of that term in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are made in reliance upon the “safe harbor” protections provided by such acts for forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results, including the ability of DMS to close the offering and theClickDealer transaction when anticipated and those under “Risk Factors” in DMS’s Annual Report on Form 10-K and its subsequent filings with the SEC. There may be additional risks that we consider immaterial or which are unknown, and it is not possible to predict or identify all such risks. DMS cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. DMS does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

Investor Contact:

Jennyfer Enamorado

727-537-6639

[email protected]

For inquiries related to media, contact [email protected]

KEYWORDS: Florida United States North America

INDUSTRY KEYWORDS: Technology Insurance Advertising Communications Professional Services Software Internet Digital Marketing Data Analytics Data Management

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ADTRAN Holdings Announces Retirement of CFO and Appointment of New CFO

ADTRAN Holdings Announces Retirement of CFO and Appointment of New CFO

HUNTSVILLE, Ala.–(BUSINESS WIRE)–
ADTRAN Holdings, Inc. (NASDAQ: ADTN and FSE: QH9) (“ADTRAN Holdings” or the “Company”), announced today that after 39 years in the telecommunications industry, ADTRAN Holdings’ CFO, Mike Foliano, will retire from the Company effective on June 28, 2023. The Company also announced the appointment of Uli Dopfer as the Company’s new Chief Financial Officer, effective May 1, 2023.

During his 17 years of service to the Company, Mr. Foliano has made significant contributions to Adtran and has been an integral part of the Company’s success and growth during his tenure, and his leadership and expertise will be missed.

“I would like to express my deep gratitude for the dedication and commitment Mike has shown to Adtran over his entire tenure here. We have greatly benefitted from his expertise, work ethic and professionalism. His contributions have left a lasting impact on our company, and I wish him all the best in his retirement,” said Tom Stanton, Chairman and CEO. “I am excited to welcome Uli to his new role as CFO. With his knowledge of our company and the work that we have done together over the last two years, I am confident that Uli is the right choice to take over as CFO and continue the company’s success.”

Uli Dopfer brings with him a wealth of experience, expertise, and 20 years of industry knowledge, having previously served as CFO of ADVA Optical Networking for the past 8 years. In addition, he is already well integrated into the Company and contributing to the Company’s success.

“I am honored to be named as CFO of ADTRAN Holdings and I am excited about the opportunity to work with such a talented team,” said Mr. Dopfer. “I look forward to building on the strong foundation that Mike has established and working with the team to achieve our goals.”

ADTRAN Holdings is confident that the move will be seamless, with Mr. Foliano transitioning his responsibilities over the coming months. ADTRAN Holdings looks forward to continuing to provide the same level of excellent service to its customers and stakeholders under the new CFO’s leadership.

About ADTRAN Holdings, Inc.

ADTRAN Holdings, Inc. is the parent company of ADTRAN, Inc., a wholly owned subsidiary and a leading global provider of open, disaggregated networking and communications solutions. ADTRAN Holdings is also the largest shareholder of ADVA, a European headquartered network innovator that empowers operators to deliver the cloud and mobile services that are vital to today’s society.

Cautionary Note Regarding Forward-Looking Statements

All statements in this press release that are not historical are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can often be identified by the use of words such as “believe,” “expect,” “intend,” “estimate,” “anticipate,” “will,” “may,” “could” and similar expressions. Forward-looking statements reflect management’s best judgment based on factors currently known. However, these statements involve risks and uncertainties, including the risks disclosed under the heading “Risk Factors” in our most recent Annual Report on Form 10-K and the risks and uncertainties discussed throughout ADTRAN Holdings’ periodic filings with the U.S. Securities and Exchange Commission, available at www.sec.gov. These risks and uncertainties could cause actual results to differ materially from those in the forward-looking statements included in this press release. ADTRAN Holdings disclaims any intent or obligation to update forward-looking statements, either as a result of future developments, new information or otherwise, except as may be required by law.

Rhonda Lambert/256-963-7450

[email protected]

KEYWORDS: United States North America Alabama

INDUSTRY KEYWORDS: Data Management Technology Telecommunications Mobile/Wireless Software Networks Internet

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Faraday Future Starts Production of the FF 91 Futurist Alliance at its FF ieFactory California

Faraday Future Starts Production of the FF 91 Futurist Alliance at its FF ieFactory California

  • The FF 91 Futurist is designed to break new boundaries in the ultra-luxury car market delivering a unique and intelligent EV experience with extreme performance technology, and an ultimate user experience
  • The Company outlines future sales and growth plans
  • A final launch event for the FF 91 Futurist will be hosted on April 26, 2023

HANFORD, Calif.–(BUSINESS WIRE)–
Faraday Future Intelligent Electric Inc. (Nasdaq: FFIE) (“Faraday Future”, “FF” or “Company”), a California-based global shared intelligent electric mobility ecosystem company, today announced the start of production (SOP) of the all-new Ultimate Intelligent TechLuxury FF 91 Futurist Alliance at its FF ieFactory located in Hanford, California. The FF 91 Futurist is the Company’s first production vehicle and flagship model that is expected to be offered in both the U.S. and China markets.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20230329006006/en/

Faraday Future Executive Leadership Celebrate the FF 91 Start of Production at Their FF ieFactory California. (Photo: Business Wire)

Faraday Future Executive Leadership Celebrate the FF 91 Start of Production at Their FF ieFactory California. (Photo: Business Wire)

SOP marks a key manufacturing milestone of the FF 91 Futurist. It marks the culmination of the hard work, dedication and determination from the hundreds of FF employees that have strived to make a difference since the Company was founded. It also realizes the vision of FF’s founder and CPUO, YT Jia, who envisioned a vehicle that redefines transportation, mobility and connectivity, creating a true “third internet living space,” complementing a user’s home and smartphone experiences.

“I want to thank each and every valued stakeholder to FF, including our employees, supportive investors, suppliers and all of our partners that have traveled alongside us on this long road of perseverance, leading to where we all stand today here in Hanford,” said Xuefeng Chen, Global CEO of Faraday Future. “I can’t express how excited that I am to finally see the culmination of many years of hard work, all focused on our one goal, bringing the Ultimate Intelligent TechLuxury FF 91 Futurist Alliance to market.”

“Start of Production (SOP) of the FF 91 Futurist Alliance marks FF’s most solid step as a disruptor of the traditional ultra-luxury automotive civilization,” said Mr. Jia. “It’s a promise we made to our users and shareholders, and we have delivered it today successfully. This shows that FF has entered a new phase under the governance and operation of the new board and management. We believe FF will quickly restore its due value to the marketplace.”

In order to continuously implement the business philosophy and corporate vision of co-creation and co-sharing designed at the inception of FF and provide a unique platform for ultra-spire users to participate in the industry revolution, FF has divided the post-SOD (start of delivery) co-creation delivery of the FF 91 Futurist Alliance into three categories and three stages in 2023. The first is “industry expert FPO (Future Product Officer) co-creation delivery.” The second is “FPO co-creation delivery.” The third is a full co-creation delivery after production ramp-up. This also helps to mitigate the fact that production capacity falls far behind anticipated market demand.

The Company is grateful to FF’s global suppliers for helping FF get to this historical SOP achievement, and for their persistent belief in FF’s disruptive product. The FF 91 Futurist showcases our Ultimate Intelligent TechLuxury brand positioning, revolutionary advanced technology, and the Company’s long-term value.

FF 91 Futurist

The FF 91 Futurist is not just the only Ultimate Intelligent TechLuxury electric vehicle embodying the next-gen disruptive technology, but also the only product especially tailored for an ultra-spire user ecosystem. The FF 91 Futurist features an industry-leading 1,050 horsepower, an EPA-certified range of 381 miles, and 0-60 mph acceleration in 2.27 seconds. It gives users a unique rear cabin intelligent Internet system, and a revolutionary user experience designed to create a mobile, connected, intelligent, and luxurious third Internet living space and user mobility ecosystem. Significant recent upgrades of systems and components to FF 91 – both in the EV area (powertrain, battery, charging, chassis, and interior) and I.A.I. area (Computing, sensing, communication, user interface) make FF 91 Futurist a leader in the ultra-luxury segment.

Manufacturing

The FF ieFactory California, where the FF 91 Futurist is built, is a 1.1 million sq. ft facility strategically located between the technology hubs of Silicon Valley and Los Angeles in the Central Valley of California. It’s synonymous with a new class of production facilities where intelligent, connected, and electrified products are created, and become part of a larger connected, shared user ecosystem. It is a state-of-the-art facility using highly skilled craftsmanship and leading-edge automation to rival the top luxury automakers around the world.

Sales Structure

FF’s direct sales model will allow customers to place orders online and experience FF’s vehicles at FF’s Company-owned and partner-owned showrooms and experience centers. The Company previously announced the launch of its first Flagship Brand Experience Center project in Beverly Hills and eagerly anticipates the opportunity to present our innovative creation to our users very soon. FF’s initial 2023 sales efforts will begin in the Los Angeles metro region followed by the San Francisco Bay Area and subsequently, the New York metro region. In China, our initial sales will launch in Shanghai and Beijing.

Three Phases Growth Plan

FF is the pioneer of the Ultimate Intelligent TechLuxury spire market in the intelligent EV era, and a disruptor of the traditional ultra-luxury car civilization epitomized by Ferrari and Maybach. FF is not only an EV company, but also a software-driven company of intelligent internet tech AI product. The ultimate goal for FF is to become a user company by offering a shared intelligent mobility ecosystem.

The Company has also outlined a three-phase growth plan. The phase 1 goal is to deliver to FF’s global ultra spire users the FF 91 Futurist Alliance, the FF 91 Futurist and the FF 91 on time with high quality and unbeatable product power, thereby disrupting traditional ultra-luxury brands like Ferrari, Maybach, Rolls Royce and Bentley, and ultimately aspiring to claim the top place of the industry’s global ultra-spire user market.

The Phase 2 goal is to introduce future models with an explosive growth in smart device sales, and to create a mobility ecosystem with a rapid increase in eco revenues. FF will aim to establish itself as the leader of the spire market.

As the Company introduces more upcoming models, the user ecosystem is expected to begin to take shape. The smart device revenue is expected to experience explosive growth, and the eco revenues are expected to experience rapid growth as well. The Company’s phase 2 goal is to establish itself as the leader of the spire market.

FF’s phase 3 goal is to sustain the rapid growth of its smart device sales while achieving explosive growth in eco revenues, which include internet apps, software, and sharing. FF’s eco revenues are expected to constitute an increasingly substantial portion of the overall profit. FF will aim to establish itself as a major player in the high-value user market and continue to secure its leadership position in the spire market.

Users can preorder an FF 91 Futurist via the FF Intelligent App or through our website (English): https://www.ff.com/us/preorder/ or (Chinese): https://www.ff.com/cn/preorder/

Download the new FF Intelligent App (English): https://apps.apple.com/us/app/id1454187098 or https://play.google.com/store/apps/details?id=com.faradayfuture.online, (Chinese): http://appdownload.ff.com

ABOUT FARADAY FUTURE

FF is the pioneer of the Ultimate Intelligent TechLuxury ultra spire market in the intelligent EV era, and a disruptor of the traditional ultra-luxury car industry. FF is not just an EV company, but also a software-driven company of intelligent internet AI product.

FOLLOW FARADAY FUTURE:

https://www.ff.com/

https://www.ff.com/us/mobile-app/

https://twitter.com/FaradayFuture

https://www.facebook.com/faradayfuture/

https://www.instagram.com/faradayfuture/

www.linkedin.com/company/faradayfuture/

NO OFFER OR SOLICITATION

This communication shall neither constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

FORWARD LOOKING STATEMENTS

This press release includes “forward looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements, which include, among other things, statements regarding the anticipated start of production (SOP) and delivery (SOD) timing for our FF 91 Futurist vehicle, additional funding and timing for receipt thereof, are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, that may affect actual results or outcomes include whether the Amended Shareholder Agreement between the Company and FF Top, dated as of January 13, 2023, complies with the listing requirements of The Nasdaq Stock Market LLC, the market performance of the shares of the Company’s common stock; the Company’s ability to regain compliance with, and thereafter continue to comply with, the Nasdaq listing requirements; the Company’s ability to timely satisfy the conditions precedent and close on the various financings previously disclosed by the Company and any future financings and timely receive required parts, the failure of any of which could result in the Company seeking protection under the Bankruptcy Code; the Company’s ability to amend its certificate of incorporation to permit sufficient authorized shares to be issued in connection with the Company’s existing and contemplated financings; whether the Company and the City of Huanggang could agree on definitive documents to effectuate the non-binding Cooperation Framework Agreement; the Company’s ability to remain in compliance with its public filing requirements under the Securities Exchange Act of 1934, as amended; the outcome of the SEC investigation relating to the matters that were the subject of the Special Committee investigation and other litigation involving the Company; the Company’s ability to execute on its plans to develop and market its vehicles and the timing of these development programs; the Company’s estimates of the size of the markets for its vehicles and cost to bring those vehicles to market; the rate and degree of market acceptance of the Company’s vehicles; the success of other competing manufacturers; the performance and security of the Company’s vehicles; potential litigation involving the Company; the result of future financing efforts and general economic and market conditions impacting demand for the Company’s products; recent cost, headcount and salary reduction actions may not be sufficient or may not achieve their expected results; and the ability of the Company to attract and retain directors and employees. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Company’s registration statement on Form S-1 filed on March 17, 2023, and other documents filed by the Company from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and the Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

ADDITIONAL INFORMATION

In connection with the special and annual stockholder’s meetings, the Company has filed with the SEC definitive proxy statements on Schedule 14A with respect to the proposals therein (as amended and supplemented, the “Proxy Statements”). Faraday Future commenced mailing of the Proxy Statements to its stockholders on March 3, 2023 and March 17, 2023, respectively. This press release is not a substitute for the Proxy Statements or any other document which the Company may file with the SEC. INVESTORS AND FARADAY FUTURE’S STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENTS IN THEIR ENTIRETY AND ANY OTHER DOCUMENTS FILED BY THE COMPANY WITH THE SEC IN CONNECTION WITH THE PROXY STATEMENTS OR INCORPORATED BY REFERENCE THEREIN BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSALS IN THE PROXY STATEMENTS. Investors and stockholders may obtain free copies of the Proxy Statements and other documents containing important information about Faraday Future that are filed or will be filed with the SEC by Faraday Future from the SEC’s website at www.sec.gov. Faraday Future makes available free of charge at www.ff.com (in the “Financials and Filings” section), copies of materials it files with, or furnish to, the SEC.

PARTICIPANTS IN SOLICITATION

Faraday Future and its respective directors and executive officers and certain Company investors and their representatives may be deemed participants in the solicitation of proxies of the Company’s stockholders in respect of the proposals in the Proxy Statements. Information about the directors and executive officers of Faraday Future, such investors and their representatives and their ownership is set forth in the Company’s filings with the SEC, including the Proxy Statements. These documents can be obtained free of charge from the sources specified above.

Investors (English):[email protected]

Investors (Chinese):[email protected]

Media:[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: EV/Electric Vehicles Alternative Vehicles/Fuels Automotive Automotive Manufacturing General Automotive Performance & Special Interest Vehicle Technology Manufacturing

MEDIA:

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Faraday Future Executive Leadership Celebrate the FF 91 Start of Production at Their FF ieFactory California. (Photo: Business Wire)
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Faraday Future Employees Celebrate the FF 91 Start of Production at Their FF ieFactory California. (Photo: Business Wire)
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Faraday Future Global CEO Xuefeng Chen (XF) and Faraday Future’s Founder and CPUO, YT Jia, Celebrate the FF 91 Start of Production at Their FF ieFactory California. (Photo: Business Wire)

CVB Financial Corp. (holding company for Citizens Business Bank) Ranked the Third Best-Performing U.S. Public Bank by S&P Global Market Intelligence

ONTARIO, Calif., March 29, 2023 (GLOBE NEWSWIRE) — CVB Financial Corp. (NASDAQ: CVBF), the holding company for Citizens Business Bank, was ranked by S&P Global Market Intelligence as the third best-performing public bank with assets greater than $10 billion in the United States for 2022.

S&P Global Market Intelligence recently released its annual rankings of the best-performing U.S. public banks with assets exceeding $10 billion. Ontario, Calif.-based CVB Financial Corp. was ranked third overall and was the only bank in the analysis of the top 50 U.S. public banks to score better than the industry median for all seven metrics that were considered in the ranking.

“It is a great honor to be recognized by S&P Global Market Intelligence as one of the top three banks in the country,” said David A. Brager, President and Chief Executive Officer of CVB Financial Corp. and Citizens Business Bank. “Citizens Business Bank continues to be a steady and reliable business partner to our customers, providing a wide array of financial services through various economic cycles. Our continued success can be attributed to the strength and loyalty of our customers, our solid financial position, and the dedication and talent of our associates.”

To establish its rankings, S&P Global Market Intelligence looked at the 2022 financial performance of operating U.S. public banks with total assets exceeding $10 billion as of the end of 2022. Companies were ranked based on three major categories: growth, profitability and safety and soundness.

Corporate Overview

CVB Financial Corp. (“CVBF”) is the holding company for Citizens Business Bank. CVBF is one of the 10 largest bank holding companies headquartered in California with over $16 billion in total assets. Citizens Business Bank is consistently recognized as one of the top performing banks in the nation and offers a wide array of banking, lending and investing services with more than 60 banking centers and 4 trust office locations serving California.

Shares of CVB Financial Corp. common stock are listed on the NASDAQ under the ticker symbol “CVBF”. For investor information on CVB Financial Corp., visit our Citizens Business Bank website at www.cbbank.com and click on the “Investors” tab.

This presentation contains forward-looking statements that are intended to be covered by the safe harbor for such statements provided by the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of the management of CVB Financial Corp. and Citizens Business Bank (collectively, the “Company”) and are subject to significant risks and uncertainties that could cause actual results or performance to differ materially from those projected. You should not place undue reliance on these statements. Factors that could cause the Company’s actual results to differ materially from those described in the forward-looking statements include, among others, changes in the U.S. economy or local, regional and global business, economic and political conditions; changes in laws or the regulatory environment, including trade, monetary and fiscal policies and laws; inflation or deflation, interest rate, market and monetary fluctuations; the effect of acquisitions we have made or may make; changes in the competitive environment, including technological changes; cybersecurity and fraud threats; changes in the commercial and residential real estate markets; threats of terrorism or military action, catastrophic events or natural disasters such as earthquakes, drought, pandemic disease, climate change and extreme weather; and unanticipated legal or regulatory proceedings. These factors also include those contained in the Company’s filings with the Securities and Exchange Commission, including the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. These forward-looking statements speak solely as of the date they are made and are based only on information then actually known to the Company’s executives who are making the associated statements. The Company does not undertake to update any forward-looking statements except as required by law.

Contact:

David A. Brager

President and Chief Executive Officer

(909) 980-4030



SHAREHOLDER ALERT: Pomerantz Law Reminds Shareholders with Losses on their Investment in Alico, Inc. of Class Action Lawsuit and Upcoming Deadline – ALCO

NEW YORK, March 29, 2023 (GLOBE NEWSWIRE) — Pomerantz LLP announces that a class action lawsuit has been filed against Alico, Inc. (“Alico” or the “Company”) (NASDAQ: ALCO) and certain officers.   The class action, filed in the United States District Court for the Middle District of Florida, and docketed under 23-cv-00107, is on behalf of a class consisting of all persons and entities other than Defendants that purchased or otherwise acquired Alico securities between February 4, 2021 and December 13, 2022, both dates inclusive (the “Class Period”), seeking to recover damages caused by Defendants’ violations of the federal securities laws and to pursue remedies under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated thereunder, against the Company and certain of its top officials.

If you are a shareholder who purchased or otherwise acquired Alico securities during the Class Period, you have until April 18, 2023 to ask the Court to appoint you as Lead Plaintiff for the class.  A copy of the Complaint can be obtained at www.pomerantzlaw.com.   To discuss this action, contact Robert S. Willoughby at [email protected] or 888.476.6529 (or 888.4-POMLAW), toll-free, Ext. 7980. Those who inquire by e-mail are encouraged to include their mailing address, telephone number, and the number of shares purchased. 



[Click here for information about joining the class action]

Alico, together with its subsidiaries, operates as an agribusiness and land management company in the U.S.  The Company operates in two segments: (i) Alico Citrus; and (ii) Land Management and Other Operations.  The Alico Citrus segment cultivates citrus trees to produce citrus for delivery to the processed and fresh citrus markets.  The Land Management and Other Operations segment owns and manages land in Collier, Glades, and Hendry Counties, and also leases land for recreational and grazing purposes, conservation, and mining activities.

The complaint alleges that, throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operations, and compliance policies.  Specifically, Defendants made false and/or misleading statements and/or failed to disclose that: (i) Alico had deficient disclosure controls and procedures and internal control over financial reporting; (ii) as a result, the Company had improperly calculated Alico’s deferred tax liabilities over a multi-year period; (iii) accordingly, the Company would likely be required to restate one or more of its previously issued financial statements; (iv) the foregoing would impede the timely completion of the audit of the Company’s financial results in advance of its year-end earnings call; and (v) as a result, the Company’s public statements were materially false and misleading at all relevant times.

On December 6, 2022, Alico issued a press release announcing that the Company was postponing its year-end earnings call.  Specifically, the press release stated that “additional time is required for completion of the audit of its financial results for the period ended September 30, 2022 by its independent registered public accounting firm.”

On this news, Alico’s stock price fell $3.06 per share, or 10.42%, to close at $26.29 per share on December 6, 2022.

Then, on December 7, 2022, Alico issued a press release providing a further update on the delays that the Company faced in reporting fiscal year 2022 results and making the required associated filings with the U.S. Securities and Exchange Commission (“SEC”).  In the press release, the Company disclosed that “[t]he key item that is requiring such additional time involves evaluation of the proper amount of the Company’s Deferred Tax Liability, particularly certain portions of that Deferred Tax Liability arising in prior fiscal years, including those going back to fiscal year 2019 or possibly several years before fiscal year 2019.”

Finally, on December 13, 2022, Alico filed with the SEC its Annual Report on Form 10-K for the year ended September 30, 2022 (the “2022 10-K”).  In the 2022 10-K, Alico “restate[d] the Company’s previously issued audited consolidated balance sheet, audited consolidated statements of changes in equity and related disclosures as of September 30, 2021 included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2021 (the ‘2021 10-K’) previously filed with the SEC and the Company’s previously issued unaudited consolidated balance sheet, unaudited consolidated statements of changes in equity and related disclosures as of the end of each quarterly periods ended June 30, 2022, March 31, 2022, December 31, 2021, June 30, 2021, March 31, 2021 and December 31, 2020 included in the Company’s respective Quarterly Report on Form 10-Q for each of the quarters then ended previously filed with the SEC (together with the 2021 10-K, the ‘Financial Statements’).”  The Company also disclosed that “[o]n December 12, 2022, the audit committee (the ‘Audit Committee’) of the board of directors of the Company concluded that the Company’s previously issued Financial Statements can no longer be relied upon due to an error identified during the completion of the 2022 10‑K.”  Specifically, Alico stated that “[t]he error that led to the Audit Committee’s conclusion relates to the calculation of the deferred tax liabilities for the fiscal years 2015 through 2019, which resulted in a cumulative reduction in the Company’s deferred tax liability, and a corresponding cumulative increase in retained earnings, of approximately $2,512,000 on the Company’s balance sheet as of September 30, 2022.” 

On this news, Alico’s stock price fell $2.64 per share, or 9.53%, to close at $25.05 per share on December 14, 2022.

Pomerantz LLP, with offices in New York, Chicago, Los Angeles, London, Paris, and Tel Aviv, is acknowledged as one of the premier firms in the areas of corporate, securities, and antitrust class litigation. Founded by the late Abraham L. Pomerantz, known as the dean of the class action bar, Pomerantz pioneered the field of securities class actions. Today, more than 85 years later, Pomerantz continues in the tradition he established, fighting for the rights of the victims of securities fraud, breaches of fiduciary duty, and corporate misconduct. The Firm has recovered numerous multimillion-dollar damages awards on behalf of class members. See www.pomlaw.com

CONTACT:
Robert S. Willoughby
Pomerantz LLP
[email protected]
888-476-6529 ext. 7980



PaxMedica, Inc. Provides Business Update and Reports Fourth Quarter 2022 Financial Results

-Phase 3 Results for HAT-301 Retrospective Trial Expected in Second Half 2023-

Fourth Quarter 2022 Highlights

  • Initiated Phase 3 Clinical Program to Advance PAX-101 Towards FDA Submission
  • Appointed Stefan Schwabe MD, PhD as Chief Medical Officer
  • Appointed Specialty Pharma Industry Leader Charles J. Casamento to Board of Directors
  • Entered Into Committed Equity Investment Agreement for $20 Million with Lincoln Park Capital

Subsequent Events

  • Held 2-Day Meeting of Scientific Advisory Board with Key Opinion Leaders in Autism Spectrum Disorder (ASD)
  • Secured $2.5 Million Growth Capital from Lind Partners

TARRYTOWN, NY, March 29, 2023 (GLOBE NEWSWIRE) — via NewMediaWire – PaxMedica, Inc. (Nasdaq: PXMD), a clinical stage biopharmaceutical company focusing on the development of novel anti-purinergic drug therapies (“APT”) for the treatment of disorders with intractable neurologic symptoms, today provided a business update and reported financial results for the fourth quarter and year ended December 31, 2022.

Howard Weisman, Chief Executive Officer of PaxMedica, commented, “The fourth quarter capped a strong year for PaxMedica. Most importantly, we initiated a pivotal Phase 3 HAT-301 trial in November that is a retrospective, controlled analysis of suramin for the treatment of the rare and fatal tropical disease, Stage 1 Trypanosoma Brucei Rhodesiense Human African Trypanosomiasis (Stage 1 TBR HAT). The final results are expected to be announced in the second half of 2023.

“To support our work, we signed a committed equity investment agreement for up to $20 million, also in November, and in February 2023, raised an additional $2.5 million in growth capital. During the year ahead we also expect to complete any remaining necessary pre-clinical, non-clinical and clinical studies to support our NDA submission for the HAT indication. All of this work is to advance us toward the achievement of our most important objective – the submission of an IND to the FDA for a PAX-101 (suramin) clinical trial for the treatment of ASD in the U.S. which we intend to submit in 2024,” concluded Mr. Weisman.

For PaxMedica’s complete financial results for the twelve-month period ended December 31, 2022, see the Company’s Annual Form 10-K filed with the Securities and Exchange Commission on March 29, 2023.

About PaxMedica

PaxMedica is a clinical stage biopharmaceutical company focusing on the development of anti-purinergic drug therapies (“APT”) for the treatment of disorders with intractable neurologic symptoms, ranging from neurodevelopmental disorders, including Autism Spectrum Disorder (“ASD”), to Myalgic Encephalomyelitis/Chronic Fatigue Syndrome (“ME/CFS”), a debilitating physical and cognitive disorder believed to be viral in origin and now with rising incidence globally due to the long term effects of SARS-CoV-2 (“COVID-19”). One of PaxMedica’s primary points of focus is the development and testing of its lead program, PAX-101, an intravenous formulation of suramin, in the treatment of ASD and the advancement of the clinical understanding of using that agent against other disorders such as ME/CFS and Long COVID-19 Syndrome, a clinical diagnosis in individuals who have been previously infected with COVID-19.

Forward-Looking Statements

This press release contains “forward-looking statements.” Forward-looking statements reflect our current view about future events. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “could,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “propose,” “potential,” “continue” or similar expressions. These forward-looking statements include our anticipated clinical program, the timing and success of our anticipated data announcements, pre-clinical and clinical trials and regulatory filings, statements about the strength of our balance sheet. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Such risks and uncertainties include, but are not limited to, risks associated with the Company’s development work, including any delays or changes to the timing, cost and success of the Company’s product development and clinical trials, risk of insufficient capital resources, cash funding and cash burn and risks associated with intellectual property and infringement claims.  The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results described in the Company’s “Risk Factors” section and other sections in its Registration Statement, most recent quarterly filings and other filings with the U.S. Securities and Exchange Commission.

Contacts:

[email protected]

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