Market Newsdesk

February 23, 2023 7:46 am

Lilium teams with Collins Aerospace to build new Innovative Inceptor System

Collins Aerospace will design, develop and build new flight controls for Lilium’s type-conforming aircraft
Collins Aerospace brings 50 years of experience in cockpit controls to the advanced air mobility market

MUNICH, Germany, Feb. 23, 2023 (GLOBE NEWSWIRE) — Lilium N.V. (NASDAQ: LILM), developer of the first all-electric vertical take-off and landing (“eVTOL”) jet, has teamed with Collins Aerospace, to design, develop and build the Lilium Jet’s inceptors – the innovative sidestick system used by the pilot to control the aircraft. Collins Aerospace is a leader in technologically advanced and intelligent solutions for the global aerospace and defense industry and a Raytheon Technologies business.

The Lilium Jet inceptors will provide safe and intuitive handling qualities, easy access to functionalities, and an aesthetic, ergonomic design. While integrating all conventional mechanical and electrical flight controls into two sidesticks, the Collins Aerospace system brings a new piloting philosophy for single pilot operations in the eVTOL realm. The system will also be designed to bring significant space and weight savings compared to conventional sidesticks.

Lilium’s collaboration with Collins Aerospace continues Lilium’s strategy of teaming up with established tier one aerospace suppliers to support certification and prepare the industrial ramp-up. As part of the supplier agreement, Collins Aerospace, with its extensive experience in developing and certifying inceptors for commercial jets, will certify the Lilium Jet’s inceptors to commercial aviation standards.

Yves Yemsi, Chief Operating Officer at Lilium, said: “Our partnership with Collins Aerospace allows us to reap the benefit of five decades of experience in flight deck controls. Our two companies’ collaborative development approach allows us to re-imagine the cockpit and pilot experience, and further strengthens our path towards certification and commercialization.”

“Our extensive experience innovating sidestick design is key when tackling the challenges of redefining the entire flight control philosophy for single-pilot aircraft in this new market of advanced regional air mobility,” said Jean-François Chanut, vice president and general manager of Collins Aerospace Propeller Systems. “This innovating and exciting partnership with Lilium is a first step in defining the right solutions towards more automated, sustainable and safe operations for the future of flight.”

Contact information for media:

Lilium

Meredith Bell
+41794325779
[email protected]

Collins Aerospace

Herve Tilloy
+ 33 6 81 69 64 64
[email protected]

About Lilium

Lilium (NASDAQ: LILM) is creating a sustainable and accessible mode of high-speed, regional transportation for people and goods. Using the Lilium Jet, an all-electric vertical take-off and landing jet, offering leading capacity, low noise and high performance with zero operating emissions, Lilium is accelerating the decarbonization of air travel. Working with aerospace, technology and infrastructure leaders, and with planned launch networks announced in Germany, the United States, Brazil and the UK, Lilium’s 800+ strong team includes approximately 450 aerospace engineers and a leadership team responsible for delivering some of the most successful aircraft in aviation history. Founded in 2015, Lilium’s headquarters and manufacturing facilities are in Munich, Germany, with teams based across Europe and the U.S. To learn more, visit www.lilium.com.

About Collins Aerospace

Collins Aerospace, a Raytheon Technologies business, is a leader in technologically advanced and intelligent solutions for the global aerospace and defense industry. Collins Aerospace has the extensive capabilities, comprehensive portfolio and broad expertise to solve customers’ toughest challenges and to meet the demands of a rapidly evolving global market. For more information, visit CollinsAerospace.com

Lilium Forward Looking Statements:

This press release contains certain forward-looking statements within the meaning of the federal securities laws, including, but not limited to, statements regarding Lilium N.V.’s proposed business and business model, the markets and industry in which Lilium N.V. and its subsidiaries (collectively, the “Lilium Group”) operate or intend to operate, Lilium’s agreement with Collins Aerospace for the design, development and build of the Lilium Jet’s inceptors, the anticipated timing of the commercialization and launch of the Lilium Group’s business in phases and the expected results of the Lilium Group’s business and business model, including when launched in phases. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on management’s current expectations with respect to future events and are based on assumptions and subject to risk and uncertainties and subject to change at any time. Actual events or results may differ materially from those contained in the projections or forward-looking statements. Factors that could cause actual future events to differ materially from the forward-looking statements in this communication include those discussed in Lilium’s filings with the U.S. Securities and Exchange Commission (“SEC”), including its Annual Report on Form 20-F and its prospectus filed with the SEC under Rule 424(b) on June 24, 2022, all of which are available at www.sec.gov. For more information, see the section entitled “Cautionary Note Regarding Forward-Looking Statements” in Lilium’s Annual Report on Form 20-F, prospectus filed with the SEC under Rule 424(b) on June 24, 2022 and in other filings. Forward-looking statements speak only as of the date they are made. You are cautioned not to put undue reliance on forward-looking statements, and the Lilium Group assumes no obligation to, and does not intend to, update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.

February 23, 2023 7:45 am

Laureate Education Reports Financial Results for the Fourth Quarter and Full-Year 2022, Outlines Strategic Priorities and Provides 2023 Outlook

MIAMI, Feb. 23, 2023 (GLOBE NEWSWIRE) — Laureate Education, Inc. (NASDAQ: LAUR), which operates universities across Mexico and Peru, today announced financial results for the fourth quarter and the year ended December 31, 2022.

Fourth

Quarter

2022

Highlights (compared to

fourth

quarter

2021

):

On a reported basis, revenue increased 17% to $346.3 million. On an organic constant currency basis¹, revenue increased by 13%.
Operating income for the fourth quarter of 2022 was $78.0 million, compared to operating loss of $(11.0) million for the fourth quarter of 2021. The increase versus the fourth quarter of prior year resulted from growth in revenue and cost controls.
Net income for the fourth quarter of 2022 was $39.1 million, compared to net income (including Discontinued Operations) of $37.8 million for the fourth quarter of 2021.
Adjusted EBITDA for the fourth quarter of 2022 was $94.8 million, compared to $60.7 million for the fourth quarter of 2021.

Year Ended December 31, 2022

Highlights (compared to

year ended December 31, 2021

):

New enrollments increased 13%.
Total enrollments increased 9%.
On a reported basis, revenue increased 14% to $1,242.3 million. On an organic constant currency basis, revenue was up 13%.
Operating income for the year was $270.0 million, compared to operating loss of $(4.6) million for 2021. The increase versus prior year resulted from growth in revenue and cost controls. Furthermore, 2021 operating loss was impacted by impairment charges of $72.5 million.
Net income for the year was $69.0 million, compared to net income (including Discontinued Operations) of $203.8 million for 2021. Results for fiscal 2021 were mainly attributable to the gain on sale of Walden University, partially offset by a loss on debt extinguishment of $77.9 million, as a result of the full repayment of the senior notes, and the impairment charges noted above.
Adjusted EBITDA for the year was $338.9 million, as compared to $253.4 million for 2021.

Eilif Serck-Hanssen, President and Chief Executive Officer, said, “Our growth agenda continues to deliver strong performance. We have lifted the organic growth rate of the company, improved our operating results through efficiency initiatives, and transformed our financial profile. Our outlook for 2023 calls for us to continue on that same trajectory, leveraging our leading brands and their commitment to academic quality and innovation, and furthering our best-in-class digital capabilities.”

_{¹Organic constant currency results exclude the period-over-period impact from currency fluctuations, acquisitions and divestitures, and other items.}

Fourth

Quarter

2022

Results

For the fourth quarter of 2022, revenue on a reported basis was $346.3 million, an increase of $49.6 million, or 17%, compared to the fourth quarter of 2021. On an organic constant currency basis, revenue increased 13%, due primarily to higher enrollment and better price/mix. Operating income for the fourth quarter of 2022 was $78.0 million, compared to operating loss of $(11.0) million for the fourth quarter of 2021, an increase of $89.0 million. The increase in operating income versus the fourth quarter of prior year resulted from growth in revenue and cost controls. Net income was $39.1 million for the fourth quarter of 2022, compared to net income (including Discontinued Operations) of $37.8 million in the fourth quarter of 2021, an increase of $1.3 million. Basic and diluted earnings per share were $0.25 for the fourth quarter of 2022.

Adjusted EBITDA for the fourth quarter was $94.8 million, compared to Adjusted EBITDA of $60.7 million for the fourth quarter of 2021, an increase of $34.1 million.

Year Ended December 31, 2022

Results

New enrollments for full-year 2022 increased 13% compared to new enrollment activity for full-year 2021, and total enrollments were up 9%. Both new and total enrollments in Peru increased 8% compared to 2021, driven by strong intake cycles in 2022. New and total enrollments in Mexico increased 16% and 9% in 2022, respectively, as compared to 2021, driven by strong intake cycles in 2022.

For the full-year 2022, revenue on a reported basis was $1,242.3 million, an increase of $155.6 million, or 14%, compared to 2021. On an organic constant currency basis, revenue increased 13%. Operating income for 2022 was $270.0 million compared to an operating loss of $(4.6) million for 2021. The increase in operating income versus prior year resulted from growth in revenue and cost controls. Furthermore, 2021 operating loss was impacted by impairment charges of $72.5 million. Net income for 2022 was $69.0 million, compared to net income (including Discontinued Operations) of $203.8 million for 2021, a decrease of $134.8 million. Results for fiscal 2021 were primarily attributable to the gain on sale of Walden University, partially offset by the loss on debt extinguishment and impairment charges. Basic and diluted earnings per share for 2022 were $0.42 and $0.41, respectively.

Adjusted EBITDA for the year was $338.9 million, compared to Adjusted EBITDA of $253.4 million for 2021, an increase of $85.5 million.

Balance Sheet, Cash Flow and Capital Structure

Laureate has a strong financial position with significant liquidity. As of December 31, 2022, Laureate had $85.2 million of cash and cash equivalents, and gross debt of $234.2 million. Accordingly, net debt was $149.0 million as of December 31, 2022.

On October 12, 2022, Laureate paid a special cash distribution of approximately $136.6 million ($0.83/share), and on November 17, 2022, Laureate paid a special cash dividend of approximately $112 million ($0.68/share).

On November 22, 2022, in connection with an underwritten secondary offering by certain stockholders, Laureate repurchased approximately 8.0 million shares of its common stock for an aggregate purchase price of approximately $75 million.

As of December 31, 2022, Laureate had 157.0 million total shares outstanding.

Strategic Priorities

Building on the strength of its growth momentum, Laureate has outlined its strategic priorities as follows:

Growth: Sustainably increase organic revenue growth rate.
Digital Penetration: Leverage leadership in Online and Hybrid delivery for capital light growth.
Operational Excellence: Further expand margins through Mexico optimization and streamlining of corporate structure.
Academic Excellence: Continue unwavering commitment to leadership in educational quality and innovation.

In connection with the strategic priorities outlined above, Laureate will strive towards achieving a company profile with the following characteristics within the next 3-5 years:

Total Enrollment compound annual growth rate (CAGR): 5-7%
Revenue CAGR (constant currency): 8-10%
Adjusted EBITDA CAGR (constant currency): Low teens
Adjusted EBITDA Margin: 30%+
Capex as % Revenue: Less than 5%
Adjusted EBITDA to Unlevered Free Cash Flow Conversion: 50%
Academic Offerings: Leading academic offerings and student outcomes

Outlook for Fiscal 2023

Based on the current foreign exchange spot rates², Laureate currently expects its full-year 2023 results to be as follows:

Total enrollments expected to be in the range of 447,000 to 455,000 students, reflecting growth of 6%-7% versus 2022;
Revenues expected to be in the range of $1,372 million to $1,397 million, reflecting growth of 10%-12% on an as-reported basis and 8%-10% on an organic constant currency basis versus 2022; and
Adjusted EBITDA expected to be in the range of $387 million to $397 million, reflecting growth of 14%-17% on an as-reported basis and 12%-15% on an organic constant currency basis versus 2022.

Reconciliations of forward-looking non-GAAP measures, specifically the 2023 Adjusted EBITDA outlook, to the relevant forward-looking GAAP measures are not being provided, as Laureate does not currently have sufficient data to accurately estimate the variables and individual adjustments for such outlooks and reconciliations. Due to this uncertainty, the Company cannot reconcile projected Adjusted EBITDA to projected net income without unreasonable effort.

Please see the “Forward-Looking Statements” section in this release for a discussion of certain risks related to this outlook.

Conference Call

Laureate will host an earnings conference call today at 8:30 am ET. Interested parties are invited to listen to the earnings call by registering at https://bit.ly/LAURQ42022 to receive dial-in information. The webcast of the conference call, including replays, and a copy of this press release and the related slides will be made available through the Investor Relations section of Laureate’s website at www.laureate.net.

_{² Based on actual FX rates for January 2023, and current spot FX rates (local currency per U.S. Dollar) of MXN 18.59 and PEN 3.86 for February – December 2023. FX impact may change based on fluctuations in currency rates in future periods.}

Forward-Looking Statements

This press release includes statements that express Laureate’s opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, ‘‘forward-looking statements’’ within the meaning of the federal securities laws, which involve risks and uncertainties. Laureate’s actual results may vary significantly from the results anticipated in these forward-looking statements. You can identify forward-looking statements because they contain words such as ‘‘believes,’’ ‘‘expects,’’ ‘‘may,’’ ‘‘will,’’ ‘‘should,’’ ‘‘seeks,’’ ‘‘approximately,’’ ‘‘intends,’’ ‘‘plans,’’ ‘‘estimates’’ or ‘‘anticipates’’ or similar expressions that concern our strategy, plans or intentions. All statements we make relating to guidance (including, but not limited to, total enrollments, revenues, and Adjusted EBITDA), and all statements we make relating to our current growth strategy and other future plans, strategies or transactions that may be identified, explored or implemented and any litigation or dispute resulting from any completed transaction are forward-looking statements. In addition, we, through our senior management, from time to time make forward-looking public statements concerning our expected future operations and performance and other developments. All of these forward-looking statements are subject to risks and uncertainties that may change at any time, including with respect to our current growth strategy and the impact of any completed divestiture or separation transaction on our remaining businesses. Accordingly, our actual results may differ materially from those we expected. We derive most of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors, and, of course, it is impossible for us to anticipate all factors that could affect our actual results. Important factors that could cause actual results to differ materially from our expectations are disclosed in our Annual Report on Form 10-K filed with the SEC on February 23, 2023. These forward-looking statements speak only as of the time of this release and we do not undertake to publicly update or revise them, whether as a result of new information, future events or otherwise, except as required by law.

Presentation of Non-GAAP Measures

In addition to the results provided in accordance with U.S. generally accepted accounting principles (GAAP) throughout this press release, Laureate provides the non-GAAP measurements of Adjusted EBITDA and its related margin, Adjusted EBITDA to Unlevered Free Cash Flow Conversion, total debt, net of cash and cash equivalents (or net debt), and Free Cash Flow. We have included these non-GAAP measurements because they are key measures used by our management and board of directors to understand and evaluate our core operating performance and trends, to prepare and approve our annual budget and to develop short- and long-term operational plans.

Adjusted EBITDA consists of income (loss) from continuing operations, adjusted for the items included in the accompanying reconciliation. The exclusion of certain expenses in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our core business. Additionally, Adjusted EBITDA is a key input into the formula used by the compensation committee of our board of directors and our Chief Executive Officer in connection with the payment of incentive compensation to our executive officers and other members of our management team. Accordingly, we believe that Adjusted EBITDA and Adjusted EBITDA margin, which is calculated by dividing Adjusted EBITDA by revenue, provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors.

Adjusted EBITDA to Unlevered Free Cash Flow Conversion consists of Unlevered Free Cash Flow (which is defined as cash flows from operating activities, less capital expenditures, plus net cash interest expense) divided by Adjusted EBITDA. Adjusted EBITDA to Unlevered Free Cash Flow provides useful information to investors and others in understanding and evaluating our ability to generate cash flows.

Total debt, net of cash and cash equivalents (or net debt) consists total cash and cash equivalents, less total gross debt. Net debt provides a useful indicator about Laureate’s leverage and liquidity.

Free Cash Flow consists of operating cash flow minus capital expenditures. Free Cash Flow provides a useful indicator about Laureate’s ability to fund its operations and repay its debts.

Laureate’s calculations of Adjusted EBITDA and its related margin, Adjusted EBITDA to Unlevered Free Cash Flow Conversion, total debt, net of cash and cash equivalents (or net debt), and Free Cash Flow are not necessarily comparable to calculations performed by other companies and reported as similarly titled measures. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. Adjusted EBITDA and Free Cash Flow are reconciled from their respective GAAP measures in the attached tables “Non-GAAP Reconciliation.”

We evaluate our results of operations on both an as reported and an organic constant currency basis. The organic constant currency presentation, which is a non-GAAP measure, excludes the impact of fluctuations in foreign currency exchange rates, acquisitions and divestitures, and other items. We believe that providing organic constant currency information provides valuable supplemental information regarding our results of operations, consistent with how we evaluate our performance. We calculate organic constant currency amounts using the change from prior-period average foreign exchange rates to current-period average foreign exchange rates, as applied to local-currency operating results for the current period, and then exclude the impact of acquisitions and divestitures and other items described in the accompanying presentation.

About Laureate Education, Inc.

Laureate Education, Inc.
operates five higher education institutions across Mexico and Peru, enrolling more than 400,000 students in high-quality undergraduate, graduate, and specialized degree programs through campus-based and online learning. Our universities have a deep commitment to academic quality and innovation, strive for market-leading employability outcomes, and work to make higher education more accessible. At Laureate, we know that when our students succeed, countries prosper, and societies benefit. Learn more at laureate.net.

Key Metrics and Financial Tables

(Dollars in millions, except per share amounts, and may not sum due to rounding)

New and Total Enrollments by segment

	New Enrollments			Total Enrollments
	FY 2022	FY 2021	Change	As of 12/31/2022	As of 12/31/2021	Change
Mexico	138,800	119,400	16%	222,800	203,500	9%
Peru	79,800	74,200	8%	200,200	185,000	8%
Laureate	218,600	193,600	13%	423,000	388,500	9%

Consolidated Statements of Operations

	For the three months ended									For the year ended
	December 31,									December 31,
IN MILLIONS		2022			2021		Change				2022			2021		Change
Revenues	$	346.3		$	296.7		$	49.6		$	1,242.3		$	1,086.7		$	155.6
Costs and expenses:
Direct costs		252.3			237.3			15.0			907.4			814.5			92.9
General and administrative expenses		16.0			65.1			(49.1	)		64.8			204.4			(139.6	)
Loss on impairment of assets		—			5.3			(5.3	)		0.1			72.5			(72.4	)
Operating income (loss)		78.0			(11.0	)		89.0			270.0			(4.6	)		274.6
Interest income		1.9			1.9			—			7.6			4.4			3.2
Interest expense		(4.8	)		(5.5	)		0.7			(16.4	)		(46.3	)		29.9
Loss on debt extinguishment		—			—			—			—			(77.9	)		77.9
Loss on derivatives		—			—			—			—			(24.5	)		24.5
Other income (expense), net		0.4			(1.6	)		2.0			0.8			(1.7	)		2.5
Foreign currency exchange (loss) gain, net		(14.5	)		(5.0	)		(9.5	)		(17.4	)		13.8			(31.2	)
(Loss) gain on disposals of subsidiaries, net		(0.1	)		0.3			(0.4	)		1.4			(0.6	)		2.0
Income (loss) from continuing operations before income taxes and equity in net income of affiliates		60.9			(20.9	)		81.8			245.9			(137.5	)		383.4
Income tax (expense) benefit		(26.2	)		28.6			(54.8	)		(185.4	)		(145.6	)		(39.8	)
Equity in net income of affiliates, net of tax		0.2			—			0.2			0.3			—			0.3
Income (loss) from continuing operations		34.9			7.7			27.2			60.7			(283.1	)		343.8
Income from discontinued operations, net of tax		4.2			30.1			(25.9	)		8.3			486.9			(478.6	)
Net income		39.1			37.8			1.3			69.0			203.8			(134.8	)
Net loss (income) attributable to noncontrolling interests		0.2			(11.8	)		12.0			0.6			(11.3	)		11.9
Net income attributable to Laureate Education, Inc.	$	39.2		$	26.0		$	13.2		$	69.6		$	192.4		$	(122.8	)

Basic and diluted earnings (loss) per share:
Basic weighted average shares outstanding		161.3		181.2		(19.9	)		167.7		189.7		(22.0	)
Diluted weighted average shares outstanding		161.9		181.2		(19.3	)		168.3		189.7		(21.4	)
Basic earnings per share	$	0.25	$	0.14	$	0.11		$	0.42	$	1.01	$	(0.59	)
Diluted earnings per share	$	0.25	$	0.14	$	0.11		$	0.41	$	1.01	$	(0.60	)

Revenue and Adjusted EBITDA by segment

IN MILLIONS
							% Change		$ Variance Components
For the three months ended December 31,		2022			2021		Reported	Organic Constant Currency ⁽¹⁾	Total			Organic Constant Currency			Other			Acq/ Div.		FX
Revenues
Mexico	$	179.0		$	149.5		20%	14%	$	29.5		$	21.2		$	—		$	—	$	8.3
Peru		167.1			144.8		15%	13%		22.3			18.3			—			—		4.0
Corporate & Eliminations		0.2			2.5		(92)%	(92)%		(2.3	)		(2.3	)		—			—		—
Total Revenues	$	346.3		$	296.7		17%	13%	$	49.6		$	37.3		$	—		$	—	$	12.3

Adjusted EBITDA
Mexico	$	43.5		$	34.3		27%	21%	$	9.2		$	7.3		$	0.1		$	—	$	1.8
Peru		65.3			49.7		31%	29%		15.6			14.6			(0.1	)		—		1.1
Corporate & Eliminations		(14.0	)		(23.2	)	40%	40%		9.2			9.2			—			—		—
Total Adjusted EBITDA	$	94.8		$	60.7		56%	51%	$	34.1		$	31.2		$	—		$	—	$	2.9

							% Change		$ Variance Components
For the year ended December 31,		2022			2021		Reported	Organic Constant Currency ⁽¹⁾	Total			Organic Constant Currency			Other		Acq/ Div.		FX
Revenues
Mexico	$	613.9		$	540.4		14%	12%	$	73.5		$	67.2		$	—	$	—	$	6.3
Peru		624.2			537.1		16%	14%		87.1			75.4			—		—		11.7
Corporate & Eliminations		4.1			9.2		(55)%	(55)%		(5.1	)		(5.1	)		—		—		—
Total Revenues	$	1,242.3		$	1,086.7		14%	13%	$	155.6		$	137.6		$	—	$	—	$	18.0

Adjusted EBITDA
Mexico	$	123.4		$	95.8		29%	13%	$	27.6		$	12.4		$	13.1	$	—	$	2.1
Peru		266.7			245.7		9%	6%		21.0			14.6			—		—		6.4
Corporate & Eliminations		(51.2	)		(88.1	)	42%	42%		36.9			36.9			—		—		—
Total Adjusted EBITDA	$	338.9		$	253.4		34%	25%	$	85.5		$	63.9		$	13.1	$	—	$	8.5

_{⁽¹⁾Organic Constant Currency results exclude the period-over-period impact from currency fluctuations, acquisitions and divestitures, and other items. Other items include the impact of acquisition-related contingent liabilities for taxes other-than-income tax, net of changes in recorded indemnification assets. Organic Constant Currency is calculated using the change from prior-period average foreign exchange rates to current-period average foreign exchange rates, as applied to local-currency operating results for the current period. The “Organic Constant Currency” % changes are calculated by dividing the Organic Constant Currency amounts by the 2021 Revenues and Adjusted EBITDA amounts, excluding the impact of the divestitures.}

Consolidated Balance Sheets

IN MILLIONS	December 31, 2022		December 31, 2021		Change
Assets
Cash and cash equivalents	$	85.2	$	324.8	$	(239.6	)
Receivables (current), net		80.7		152.0		(71.3	)
Other current assets		60.3		67.5		(7.2	)
Property and equipment, net		523.4		499.5		23.9
Operating lease right-of-use assets, net		389.6		384.3		5.3
Goodwill and other intangible assets		735.1		689.6		45.5
Deferred income taxes		51.9		38.7		13.2
Other long-term assets		46.0		48.6		(2.6	)
Long-term assets held for sale		—		6.2		(6.2	)
Total assets	$	1,972.2	$	2,211.3	$	(239.1	)

Liabilities and stockholders’ equity
Accounts payable and accrued expenses	$	178.6	$	182.9	$	(4.3	)
Deferred revenue and student deposits		51.3		44.0		7.3
Total operating leases, including current portion		415.9		415.3		0.6
Total long-term debt, including current portion		232.1		153.7		78.4
Other liabilities		318.6		263.4		55.2
Current and long-term liabilities held for sale		—		10.8		(10.8	)
Total liabilities		1,196.5		1,070.0		126.5
Redeemable noncontrolling interests and equity		1.4		1.7		(0.3	)
Total stockholders’ equity		774.4		1,139.6		(365.2	)
Total liabilities and stockholders’ equity	$	1,972.2	$	2,211.3	$	(239.1	)

Consolidated Statements of Cash Flows

	For the year ended December 31,
IN MILLIONS		2022			2021		Change
Cash flows from operating activities
Net income	$	69.0		$	203.8		$	(134.8	)
Depreciation and amortization		59.1			101.2			(42.1	)
Amortization of operating lease right-of-use assets		29.4			44.1			(14.7	)
Loss on impairment of assets		0.1			73.8			(73.7	)
Gain on sales and disposal of subsidiaries, property and equipment and leases, net		(11.1	)		(609.5	)		598.4
Loss on derivative instruments		—			24.5			(24.5	)
Loss on debt extinguishment		—			78.0			(78.0	)
Deferred income taxes		(0.5	)		195.6			(196.1	)
Unrealized foreign currency exchange loss (gain)		13.9			(7.0	)		20.9
Income tax receivable/payable, net		31.3			(101.1	)		132.4
Working capital, excluding tax accounts		(52.2	)		(177.0	)		124.8
Payments for lease settlements		—			(46.8	)		46.8
Other non-cash adjustments		39.2			64.6			(25.4	)
Net cash provided by (used in) operating activities		178.2			(156.1	)		334.3
Cash flows from investing activities
Purchase of property and equipment		(52.8	)		(50.4	)		(2.4	)
Expenditures for deferred costs		(0.3	)		(5.8	)		5.5
Receipts from sales of discontinued operations, net of cash sold, property and equipment		83.4			2,150.8			(2,067.4	)
Payments of derivatives related to sale of discontinued operations		—			(50.3	)		50.3
Net cash provided by investing activities		30.3			2,044.2			(2,013.9	)
Cash flows from financing activities
Increase (decrease) in long-term debt, net		62.5			(895.5	)		958.0
Payments of special cash distributions, dividend, and dividend equivalent rights		(253.2	)		(1,374.9	)		1,121.7
Proceeds from exercise of stock options		13.2			3.4			9.8
Payments to repurchase common stock		(282.2	)		(380.5	)		98.3
Payments of call premiums and debt issuance costs		—			(33.0	)		33.0
Financing other, net		(2.0	)		(2.8	)		0.8
Net cash used in by financing activities		(461.6	)		(2,683.2	)		2,221.6
Effects of exchange rate changes on cash		1.2			(14.7	)		15.9
Change in cash included in current assets held for sale		—			288.1			(288.1	)
Net change in cash and cash equivalents		(251.8	)		(521.7	)		269.9
Cash and cash equivalents at beginning of period		345.6			867.3			(521.7	)
Cash and cash equivalents at end of period	$	93.8		$	345.6		$	(251.8	)
Liquidity (including Undrawn Revolver)	$	395.2		$	734.8		$	(339.6	)

Non-GAAP Reconciliations

The following table reconciles income (loss) from continuing operations to Adjusted EBITDA:

	For the three months ended									For the year ended
	December 31,									December 31,
IN MILLIONS		2022			2021		Change				2022			2021		Change
Income (loss) from continuing operations	$	34.9		$	7.7		$	27.2		$	60.7		$	(283.1	)	$	343.8
Plus:
Equity in net income of affiliates, net of tax		(0.2	)		—			(0.2	)		(0.3	)		—			(0.3	)
Income tax expense (benefit)		26.2			(28.6	)		54.8			185.4			145.6			39.8
Income (loss) from continuing operations before income taxes and equity in net income of affiliates		60.9			(20.9	)		81.8			245.9			(137.5	)		383.4
Plus:
Loss (gain) on disposal of subsidiaries, net		0.1			(0.3	)		0.4			(1.4	)		0.6			(2.0	)
Foreign currency exchange loss (gain), net		14.5			5.0			9.5			17.4			(13.8	)		31.2
Other (income) expense, net		(0.4	)		1.6			(2.0	)		(0.8	)		1.7			(2.5	)
Loss on derivatives		—			—			—			—			24.5			(24.5	)
Loss on debt extinguishment		—			—			—			—			77.9			(77.9	)
Interest expense		4.8			5.5			(0.7	)		16.4			46.3			(29.9	)
Interest income		(1.9	)		(1.9	)		—			(7.6	)		(4.4	)		(3.2	)
Operating income (loss)		78.0			(11.0	)		89.0			270.0			(4.6	)		274.6
Plus:
Depreciation and amortization		15.5			25.6			(10.1	)		59.1			101.2			(42.1	)
EBITDA		93.5			14.6			78.9			329.1			96.6			232.5
Plus:
Share-based compensation expense⁽²⁾		1.8			2.9			(1.1	)		8.8			8.9			(0.1	)
Loss on impairment of assets ⁽³⁾		—			5.3			(5.3	)		0.1			72.5			(72.4	)
EiP implementation expenses ⁽⁴⁾		(0.5	)		37.9			(38.4	)		0.8			75.4			(74.6	)
Adjusted EBITDA	$	94.8		$	60.7		$	34.1		$	338.9		$	253.4		$	85.5

_{⁽²⁾Represents non-cash, share-based compensation expense pursuant to the provisions of ASC Topic 718, “Stock Compensation.”}

_{⁽³⁾Represents non-cash charges related to impairments of long-lived assets.}

_{⁽⁴⁾Excellence-in-Process (EiP) implementation expenses are related to our enterprise-wide initiative to optimize and standardize Laureate’s processes, creating vertical integration of procurement, information technology, finance, accounting and human resources. It included the establishment of regional shared services organizations (SSOs), as well as improvements to the Company’s system of internal controls over financial reporting. The EiP initiative also included other back- and mid-office areas, as well as certain student-facing activities, expenses associated with streamlining the organizational structure, an enterprise-wide program aimed at revenue growth, and certain non-recurring costs incurred in connection with the dispositions. The EiP initiative was completed as of December 31, 2021, except for certain EiP expenses related to the run out of programs that began in prior periods.}

The following table reconciles operating cash flow to Free Cash Flow for the years ended December 31, 2022 and 2021:

IN MILLIONS		2022			2021		Change
Net cash provided by (used in) operating activities	$	178.2		$	(156.1	)	$	334.3

Capital expenditures:
Purchase of property and equipment		(52.8	)		(50.4	)		(2.4	)
Expenditures for deferred costs		(0.3	)		(5.8	)		5.5
Free Cash Flow	$	125.1		$	(212.3	)	$	337.4

Investor Relations Contact:

[email protected]

Media Contacts:
Laureate Education

Adam Smith
[email protected]
U.S.: +1 (443) 255 0724
Source: Laureate Education, Inc.

February 23, 2023 7:45 am

Thryv Grows SaaS Revenue 25% Year-Over-Year in Fourth Quarter 2022

Thryv Grows SaaS Revenue 25% Year-Over-Year in Fourth Quarter 2022

– Company exceeds all guidance metrics

– Fourth quarter total SaaS clients increased 13% and SaaS monthly active users increased 37% year-over-year

DALLAS–(BUSINESS WIRE)–Thryv Holdings, Inc. (NASDAQ:THRY) (“Thryv” or the “Company”), the provider of the leading small business software platform, Thryv®, announced that it grew its SaaS revenue 25% year-over-year in the fourth quarter of 2022.

“We delivered strong fourth quarter results, closing out a record year at Thryv,” said Joe Walsh, Thryv Chairman and CEO. “We exceeded all of our guidance metrics – reporting strong SaaS revenue growth, improving SaaS Adjusted EBITDA and increasing marketing services revenue. Our key SaaS metrics, subscribers and ARPU, grew double digits year-over-year as a result of our focus on innovation and execution. Our software platform is driving time to first value for clients. We hear from clients they want to reduce friction by consolidating their multiple point solutions and logins. With our all-in-one cloud based platform, SMBs have one login and one dashboard to gain greater business efficiency.”

“As we begin 2023, we are focused on our strategic initiatives – increasing engagement and usage – because these lead to increased renewal and spend,” Walsh continued. “In support of our goal of driving engagement, we recently announced the move to a multiple-center platform. By offering multiple centers, we can solve additional problems small to medium businesses (SMBs) face.”

Marketing Center, Thryv’s newest center, delivers the tools an SMB needs to market and grow their business. The solution offers improved online presence, a suite of marketing tools, search, social, display and connected TV advertising. In the future, additional centers will be launching enabling SMBs to address additional problems.

“I am confident that in 2023, we will sustain durable SaaS revenue growth and will continue to generate strong EBITDA margins from a consolidated standpoint,” said Paul Rouse, Chief Financial Officer. “Given the strength of our product offering, size of our customer base and revenue diversification, market demand has remained strong.”

Fourth Quarter 2022 Financial Highlights:

Revenue

Total SaaS¹ revenue was $59.3 million, a 24.9% increase year-over-year
Total Marketing Services² revenue was $220.1 million, an 11.7% increase year-over-year
Consolidated total revenue was $279.4 million, an increase of 14.3% year-over-year
Consolidated net loss was $50.4 million, or $(1.47) per diluted share, which includes a non-cash charge of $102.0 million, or $2.98 per diluted share, related to goodwill impairment; compared to net income of $5.1 million, or $0.13 per diluted share, for the fourth quarter of 2021
Consolidated Adjusted EBITDA was $68.2 million, representing an Adjusted EBITDA margin of 24.4%
Total SaaS Adjusted EBITDA loss was $2.2 million
Total Marketing Services Adjusted EBITDA was $70.4 million, representing an Adjusted EBITDA margin of 32.0%
Consolidated Gross Profit was $178.9 million, an increase of 18.2% year-over-year
Consolidated Adjusted Gross Profit was $188.6 million
SaaS Gross Profit was $35.7 million, representing a Gross Profit Margin of 60.2%
SaaS Adjusted Gross Profit was $37.3 million, representing an Adjusted Gross Profit Margin of 62.8%

Full-Year 2022 Financial Highlights

Total SaaS revenue was $216.3 million, a 26.5% increase year-over-year
Total Marketing Services revenue was $986.0 million, an 4.6% increase year-over-year
Consolidated total revenue was $1,202.4 million, an increase of 8.0% year-over-year
Consolidated net income was $54.3 million, or $1.49 per diluted share, which includes a non-cash charge of $102.0 million related to goodwill impairment; compared to net income of $101.6 million, or $2.78 per diluted share, for the same period last year
Consolidated Adjusted EBITDA was $333.3 million, representing an Adjusted EBITDA margin of 27.7%
Total SaaS Adjusted EBITDA loss was $13.4 million
Total Marketing Services Adjusted EBITDA was $346.7 million, representing an Adjusted EBITDA margin of 35.2%
Consolidated Gross Profit was $780.4 million, an increase of 11% year-over-year
Consolidated Adjusted Gross Profit was $819.2 million
SaaS Gross Profit was $132.3 million, representing a Gross Profit Margin of 61.2%
SaaS Adjusted Gross Profit was $137.6 million, representing an Adjusted Gross Profit Margin of 63.6%

SaaS Metrics

SaaS monthly Average Revenue per Unit (“ARPU”)³ increased to $387 for the fourth quarter of 2022, compared to $351 in the fourth quarter of 2021
Total SaaS clients increased 13% year-over-year to 52 thousand for the fourth quarter of 2022
Seasoned Net Dollar Retention⁴ was 91% at the end of the fourth quarter of 2022
SaaS monthly active users⁵ increased 37% year-over-year to 41 thousand active users for the fourth quarter of 2022
ThryvPay total payment volume increased 114% year-over-year

Outlook

Based on information available as of February 23, 2023, Thryv is issuing guidance⁶ for the full year 2023 as indicated below:

	1st Quarter	Full Year
(in millions)	2023	2023
SaaS Revenue	$59.5 – $60.0	$257 to $259
SaaS Adjusted EBITDA	($2.0 – $3.0)	Turns Profitable

	1st Quarter	2nd Quarter	3rd Quarter	4th Quarter	Full Year
(in millions)	2023	2023	2023	2023	2023
Marketing Services Revenue	$176 – $180	$182 – $186	$112 – $115	$165 – $168	$635 – $649
Marketing Services Adjusted EBITDA					$185 – $187

____________________________

¹ Total SaaS revenue in the U.S. and International segments was $57.9 million and $1.4 million for the three months ended December 31, 2022, respectively.

² Total Marketing Services revenue in the U.S. and International segments was $187.8 million and $32.3 million for the three months ended December 31, 2022, respectively.

³ Defined as total client billings by month divided by the number of clients that have revenue-generating solutions during the month.

⁴ Seasoned Net Dollar Retention is defined as net dollar retention excluding clients acquired over the previous 12 months.

⁵ Defined as a client with one or more users who log into our SaaS solutions at least once during the calendar month.

⁶ These statements are forward-looking and actual results may materially differ. Refer to the “Forward-Looking Statements” section below for information on the factors that could cause our actual results to materially differ from these forward-looking statements.

Earnings Conference Call Information

Thryv will host a conference call on Thursday, February 23, 2023 at 8:30 a.m. (Eastern Time) to discuss the Company’s fourth quarter 2022 results.

For analysts to register for this conference call, please use this link. To listen to the webcast, please use this link or visit Thryv’s Investor Relations website at investor.thryv.com. After registering, a confirmation email will be sent, including dial-in details and a unique code for entry. We recommend registering a day in advance or at a minimum thirty minutes prior to the start of the call. A live webcast will also be available on the Investor Relations section of the Company’s website at investor.thryv.com.

If you are unable to participate in the conference call, a replay will be available. To access the replay, please dial (800) 770-2030 or (647) 362-9199 and enter “87769.”

Final Results

Thryv Holdings, Inc. and Subsidiaries Consolidated Statements of Operations and Comprehensive Income (Loss)

	Three Months Ended						Years Ended
	December 31,						December 31,
(in thousands, except share and per share data)		2022			2021			2022			2021
Revenue	$	279,368		$	244,439		$	1,202,388		$	1,113,382
Cost of services		100,463			93,109			422,006			408,043
Gross profit		178,905			151,330			780,382			705,339

Operating expenses:
Sales and marketing		86,773			99,536			362,432			357,813
General and administrative		56,892			46,540			216,406			153,902
Impairment charges		102,000			—			102,222			3,611
Total operating expenses		245,665			146,076			681,060			515,326

Operating (loss) income		(66,760	)		5,254			99,322			190,013
Other income (expense):
Interest expense		(16,318	)		(10,708	)		(56,902	)		(48,867	)
Interest expense, related party		—			(4,278	)		(3,505	)		(17,507	)
Other components of net periodic pension benefit		39,317			13,831			44,612			14,829
Other income (expense)		(119	)		3			15,448			(4,154	)
(Loss) income before income tax (expense) benefit		(43,880	)		4,102			98,975			134,314
Income tax (expense) benefit		(6,565	)		986			(44,627	)		(32,737	)
Net (loss) income	$	(50,445	)	$	5,088		$	54,348		$	101,577
Other comprehensive income (loss):
Foreign currency translation adjustment, net of tax		4,397			498			(8,214	)		(8,047	)
Comprehensive (loss) income	$	(46,048	)	$	5,586		$	46,134		$	93,530

Net (loss) income per common share:
Basic	$	(1.47	)	$	0.15		$	1.58		$	3.02
Diluted	$	(1.47	)	$	0.13		$	1.49		$	2.78

Weighted-average shares used in computing basic and diluted net (loss) income per common share:
Basic		34,270,520			34,006,358			34,336,493			33,607,446
Diluted		34,270,520			37,983,847			36,506,095			36,495,746

Thryv Holdings, Inc. and Subsidiaries Consolidated Balance Sheets

(in thousands, except share data)	December 31, 2022			December 31, 2021
Assets
Current assets
Cash and cash equivalents	$	16,031		$	11,262
Accounts receivable, net of allowance of $14,766 in 2022 and $17,387 in 2021		284,698			279,053
Contract assets, net of allowance of $33 in 2022 and $88 in 2021		2,583			5,259
Taxes receivable		11,553			14,711
Prepaid expenses		25,092			22,418
Indemnification asset		26,495			24,346
Other current assets		11,864			13,596
Total current assets		378,316			370,645
Fixed assets and capitalized software, net		42,334			50,938
Goodwill		566,004			671,886
Intangible assets, net		34,715			82,577
Deferred tax assets		113,859			90,565
Other assets		42,649			33,891
Total assets	$	1,177,877		$	1,300,502

Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	18,972		$	8,610
Accrued liabilities		126,810			131,813
Current portion of unrecognized tax benefits		31,919			29,771
Contract liabilities		41,854			51,726
Current portion of long-term debt		70,000			70,000
Other current liabilities		10,937			15,214
Total current liabilities		300,492			307,134
Term Loan, net		345,256			309,672
Term Loan, related party		—			142,875
ABL Facility		54,554			39,929
Pension obligations, net		72,590			140,167
Deferred tax liabilities		513			10,798
Other liabilities		22,205			35,212
Total long-term liabilities		495,118			678,653
Commitments and contingencies
Stockholders’ equity
Common stock – $0.01 par value, 250,000,000 shares authorized; 61,279,379 shares issued and 34,593,837 shares outstanding at December 31, 2022; and 60,830,853 shares issued and 34,145,311 shares outstanding at December 31, 2021		613			608
Additional paid-in capital		1,105,701			1,084,288
Treasury stock – 26,685,542 shares at December 31, 2022 and December 31, 2021		(468,879	)		(468,879	)
Accumulated other comprehensive income (loss)		(16,261	)		(8,047	)
Accumulated deficit		(238,907	)		(293,255	)
Total stockholders’ equity		382,267			314,715
Total liabilities and stockholders’ equity	$	1,177,877		$	1,300,502

Thryv Holdings, Inc. and Subsidiaries Consolidated Statements of Cash Flows

	Years Ended December 31,
(in thousands)		2022			2021
Cash Flows from Operating Activities
Net income	$	54,348		$	101,577
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		88,392			105,473
Amortization of debt issuance costs		5,749			4,919
Deferred income taxes		(15,119	)		(20,438	)
Provision for credit losses and service credits		25,971			19,394
Stock-based compensation expense		14,628			8,094
Other components of net periodic pension (benefit)		(44,612	)		(14,829	)
Impairment charges		102,222			3,611
(Gain) loss on foreign currency exchange rates		(1,591	)		745
Bargain purchase gain		(10,883	)		—
Other		(2,866	)		(2,569	)
Changes in working capital items, excluding acquisitions:
Accounts receivable		(5,242	)		74,368
Contract assets		2,764			5,628
Prepaid expenses and other assets		2,518			6,084
Accounts payable and accrued liabilities		(41,105	)		(125,883	)
Other liabilities		(26,601	)		4,397
Net cash provided by operating activities		148,573			170,571

Cash Flows from Investing Activities
Additions to fixed assets and capitalized software		(29,233	)		(26,849	)
Proceeds from the sale of fixed assets		—			6,836
Acquisition of a business, net of cash acquired		(22,793	)		(175,370	)
Other		—			(1,192	)
Net cash (used in) investing activities		(52,026	)		(196,575	)

Cash Flows from Financing Activities
Proceeds from Term Loan		—			418,070
Proceeds from Term Loan, related party		—			260,930
Payments of Term Loan		(104,165	)		(110,215	)
Payments of Term Loan, related party		(8,347	)		(47,785	)
Payments of Senior Term Loan		—			(335,821	)
Payments of Senior Term Loan, related party		—			(113,789	)
Proceeds from ABL Facility		976,296			1,046,249
Payments of ABL Facility		(961,670	)		(1,085,558	)
Proceeds from exercises of stock options and stock warrants		6,789			20,967
Other		—			(13,960	)
Net cash (used in) provided by financing activities		(91,097	)		39,088

Effect of exchange rate changes on cash and cash equivalents		(827	)		(1,933	)
Increase in cash and cash equivalents and restricted cash		4,623			11,151
Cash and cash equivalents and restricted cash, beginning of period		13,557			2,406
Cash and cash equivalents and restricted cash, end of period	$	18,180		$	13,557

Supplemental Information
Cash paid for interest	$	57,084		$	66,737
Cash paid for income taxes, net	$	58,259		$	63,893

The following tables summarize the operating results of the Company’s reportable segments:

	Three Months Ended December 31,						Change
(in thousands of $)		2022			2021		Amount			%
Revenue
Thryv U.S. ⁽¹⁾
Marketing Services	$	187,755		$	153,555		$	34,200		22.3	%
SaaS		57,938			47,061			10,877		23.1	%
Thryv International ⁽²⁾
Marketing Services		32,295			43,409			(11,114	)	(25.6	)%
SaaS		1,380			414			966		NM
Consolidated Revenue	$	279,368		$	244,439		$	34,929		14.3	%

Segment Gross Profit
Thryv U.S. ⁽¹⁾
Marketing Services	$	124,413		$	97,622		$	26,791		27.4	%
SaaS		34,944			28,710			6,234		21.7	%
Thryv International ⁽²⁾
Marketing Services		18,802			25,006			(6,204	)	(24.8	)%
SaaS		746			(8	)		754		NM
Consolidated Segment Gross Profit	$	178,905		$	151,330		$	27,575		18.2	%

Segment EBITDA
Thryv U.S. ⁽¹⁾
Marketing Services	$	59,758		$	40,684		$	19,074		46.9	%
SaaS		83			(6,693	)		6,776		101.2	%
Thryv International ⁽²⁾
Marketing Services		10,657			16,968			(6,311	)	(37.2	)%
SaaS		(2,305	)		(4,481	)		2,176		(48.6	)%
Consolidated Adjusted EBITDA	$	68,193		$	46,478		$	21,715		46.7	%

(1)		Thryv U.S. includes Vivial results of operations subsequent to the January 21, 2022 acquisition date.
(2)		Thryv International includes Thryv Australia results of operations subsequent to the March 1, 2021 acquisition date.

	Years Ended December 31,						Change
(in thousands of $)		2022			2021		Amount			%
Revenue
Thryv U.S. ⁽¹⁾
Marketing Services	$	820,032		$	797,493		$	22,539		2.8	%
SaaS		211,801			170,498			41,303		24.2	%
Thryv International ⁽²⁾
Marketing Services		166,010			144,837			21,173		14.6	%
SaaS		4,545			554			3,991		NM
Consolidated Revenue	$	1,202,388		$	1,113,382		$	89,006		8.0	%

Segment Gross Profit
Thryv U.S. ⁽¹⁾
Marketing Services	$	539,543		$	539,866		$	(323	)	(0.1	)%
SaaS		130,272			104,944			25,328		24.1	%
Thryv International ⁽²⁾
Marketing Services		108,496			60,761			47,735		78.6	%
SaaS		2,071			(232	)		2,303		NM
Consolidated Segment Gross Profit	$	780,382		$	705,339		$	75,043		10.6	%

Segment EBITDA
Thryv U.S. ⁽¹⁾
Marketing Services	$	271,629		$	318,230		$	(46,601	)	(14.6	)%
SaaS		(3,686	)		(14,004	)		10,318		73.7	%
Thryv International ⁽²⁾
Marketing Services		75,106			53,150			21,956		41.3	%
SaaS		(9,707	)		(6,853	)		(2,854	)	41.6	%
Consolidated Adjusted EBITDA	$	333,342		$	350,523		$	(17,181	)	(4.9	)%

(1)		Thryv U.S. includes Vivial results subsequent to the January 21, 2022 acquisition date.
(2)		Thryv International includes Thryv Australia results subsequent to the March 1, 2021 acquisition date.

Non-GAAP Measures

Our results included in this press release include Adjusted EBITDA, Adjusted EBITDA margin and Adjusted Gross Profit, which are not presented in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures are presented for supplemental informational purposes only and are not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Please refer to the supplemental information presented in the tables below for a reconciliation of Adjusted EBITDA to Net income and Adjusted Gross Profit to Gross profit. Both Net income and Gross profit are the most comparable GAAP financial measure to Adjusted EBITDA and Adjusted Gross Profit, respectively. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue.

We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance and allow for greater transparency with respect to important metrics used by our management for financial and operational decision-making. We believe that these measures provide additional tools for investors to use in comparing our core financial performance over multiple periods with other companies in our industry. However, it is important to note that the particular items we exclude from, or include in, our non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies in the same industry.

The following is a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure, Net income:

	Three Months Ended December 31,						Years Ended December 31,
(in thousands)		2022			2021			2022			2021
Reconciliation of Adjusted EBITDA
Net (loss) income	$	(50,445	)	$	5,088		$	54,348		$	101,577
Impairment charges		102,000			—			102,222			3,611
Depreciation and amortization expense		22,438			24,798			88,392			105,473
Interest expense		16,318			14,986			60,407			66,374
Income tax expense (benefit)		6,565			(986	)		44,627			32,737
Restructuring and integration expenses ⁽¹⁾		3,365			3,109			17,804			18,145
Stock-based compensation expense ⁽²⁾		4,488			1,862			14,628			8,094
Transaction costs ⁽³⁾		1,322			5,086			6,119			25,059
Other components of net periodic pension (benefit) ⁽⁴⁾		(39,317	)		(13,831	)		(44,612	)		(14,829	)
Non-cash (gain) loss from remeasurement of indemnification asset ⁽⁵⁾		(676	)		1,247			(2,148	)		(1	)
Other ⁽⁶⁾		2,135			5,119			(8,445	)		4,283
Adjusted EBITDA	$	68,193		$	46,478		$	333,342		$	350,523

(1)		For the years ended December 31, 2022 and 2021, expenses relate to periodic efforts to enhance efficiencies and reduce costs, and include severance benefits, loss on disposal of fixed assets and capitalized software, and costs associated with abandoned facilities and system consolidation.
(2)		We record stock-based compensation expense related to the amortization of grant date fair value of the Company’s stock-based compensation awards.
(3)		Expenses related to the Thryv Australia and Vivial acquisitions and other transaction costs.
(4)		Other components of net periodic pension (benefit) is from our non-contributory defined benefit pension plans that are currently frozen and incur no additional service costs. The most significant component of Other components of net periodic pension (benefit) relates to the mark-to-market pension remeasurement.
(5)		In connection with the YP Acquisition, the seller indemnified us for future potential losses associated with certain federal and state tax positions taken in tax returns filed by the seller prior to the acquisition date.
(6)		During the year ended December 31, 2022, Other primarily represents the bargain purchase gain as a result of the Vivial Acquisition, partially offset by foreign exchange-related expense. During the years ended December 31, 2021 and 2020, Other primarily includes expenses related to potential non-income based tax liabilities and foreign exchange-related expense.

The following tables set forth reconciliations of Adjusted Gross Profit and Adjusted Gross Margin, to their most directly comparable GAAP measures, Gross profit and Gross margin:

	Three Months Ended December 31, 2022
	Thryv U.S.						Thryv International
(in thousands)	Marketing Services			SaaS			Marketing Services			SaaS			Total
Reconciliation of Adjusted Gross Profit
Gross profit	$	124,413		$	34,944		$	18,802		$	746		$	178,905
Plus:
Depreciation and amortization expense		4,419			1,379			3,614			168			9,580
Stock-based compensation expense		81			26			—			—			107
Adjusted Gross Profit	$	128,913		$	36,349		$	22,416		$	914		$	188,592
Gross Margin		66.3	%		60.3	%		58.2	%		54.1	%		64.0	%
Adjusted Gross Margin		68.7	%		62.7	%		69.4	%		66.2	%		67.5	%

	Three Months Ended December 31, 2021
	Thryv U.S.						Thryv International
(in thousands)	Marketing Services			SaaS			Marketing Services			SaaS			Total
Reconciliation of Adjusted Gross Profit
Gross profit	$	97,622		$	28,710		$	25,006		$	(8	)	$	151,330
Plus:
Depreciation and amortization expense		3,493			1,102			5,594			53			10,242
Stock-based compensation expense		44			16			—			—			60
Adjusted Gross Profit	$	101,159		$	29,828		$	30,600		$	45		$	161,632
Gross Margin		63.6	%		61.0	%		57.6	%		(1.9	)%		61.9	%
Adjusted Gross Margin		65.9	%		63.4	%		70.5	%		10.9	%		66.1	%

	Year Ended December 31, 2022
	Thryv U.S.						Thryv International
(in thousands)	Marketing Services			SaaS			Marketing Services			SaaS			Total
Reconciliation of Adjusted Gross Profit
Gross profit	$	539,543		$	130,272		$	108,496		$	2,071		$	780,382
Plus:
Depreciation and amortization expense		17,800			4,657			15,385			505			38,347
Stock-based compensation expense		332			89			—			—			421
Adjusted Gross Profit	$	557,675		$	135,018		$	123,881		$	2,576		$	819,150
Gross Margin		65.8	%		61.5	%		65.4	%		45.6	%		64.9	%
Adjusted Gross Margin		68.0	%		63.7	%		74.6	%		56.7	%		68.1	%

	Year Ended December 31, 2021
	Thryv U.S.						Thryv International
(in thousands)	Marketing Services			SaaS			Marketing Services			SaaS			Total
Reconciliation of Adjusted Gross Profit
Gross profit	$	539,866		$	104,944		$	60,761		$	(232	)	$	705,339
Plus:
Depreciation and amortization expense		16,978			3,700			32,463			92			53,233
Stock-based compensation expense		309			71			—			—			380
Adjusted Gross Profit	$	557,153		$	108,715		$	93,224		$	(140	)	$	758,952
Gross Margin		67.7	%		61.6	%		42.0	%		(41.9	)%		63.4	%
Adjusted Gross Margin		69.9	%		63.8	%		64.4	%		(25.3	)%		68.2	%

Supplemental Financial Information

The following supplemental financial information provides Revenue, Adjusted EBITDA and Adjusted EBITDA Margin by (i) Marketing Services businesses in the U.S., International and in Total and (ii) SaaS businesses in the U.S., International and in Total. Total SaaS Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. Total Marketing Services Adjusted EBITDA and Adjusted EBITDA margin are also non-GAAP financial measures. These non-GAAP financial measures are presented for supplemental informational purposes only and are not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Please refer to the supplemental information presented in the tables below for a reconciliation of these non-GAAP financial measures to the corresponding segment financial measures presented in accordance with GAAP.

We believe that these non-GAAP financial measures provide useful information about our global SaaS and Marketing Services financial performance, enhance the overall understanding of our global SaaS and Marketing Services past financial performance and allow for greater transparency with respect to important metrics used by our management for financial and operational decision-making. We believe that these measures provide additional tools for investors to use in comparing our core financial performance over multiple periods.

	Three Months Ended December 31, 2022
(in thousands)	Marketing Services									SaaS
	U.S.			International			Total			U.S.			International			Total
Revenue	$	187,755		$	32,295		$	220,050		$	57,938		$	1,380		$	59,318
Adjusted EBITDA		59,758			10,657			70,415			83			(2,305	)		(2,222	)
Adjusted EBITDA Margin		31.8	%		33.0	%		32.0	%		0.1	%		(167.0	)%		(3.7	)%

	Three Months Ended December 31, 2021
(in thousands)	Marketing Services									SaaS
	U.S.			International			Total			U.S.			International			Total
Revenue	$	153,555		$	43,409		$	196,964		$	47,061		$	414		$	47,475
Adjusted EBITDA		40,684			16,968			57,652			(6,693	)		(4,481	)		(11,174	)
Adjusted EBITDA Margin		26.5	%		39.1	%		29.3	%		(14.2	)%		NM			(23.5	)%

	Year Ended December 31, 2022
(in thousands)	Marketing Services									SaaS
	U.S.			International			Total			U.S.			International			Total
Revenue	$	820,032		$	166,010		$	986,042		$	211,801		$	4,545		$	216,346
Adjusted EBITDA		271,629			75,106			346,735			(3,686	)		(9,707	)		(13,393	)
Adjusted EBITDA Margin		33.1	%		45.2	%		35.2	%		(1.7	)%		(213.6	)%		(6.2	)%

	Year Ended December 31, 2021
(in thousands)	Marketing Services									SaaS
	U.S.			International			Total			U.S.			International			Total
Revenue	$	797,493		$	144,837		$	942,330		$	170,498		$	554		$	171,052
Adjusted EBITDA		318,230			53,150			371,380			(14,004	)		(6,853	)		(20,857	)
Adjusted EBITDA Margin		39.9	%		36.7	%		39.4	%		(8.2	)%		NM			(12.2	)%

Forward-Looking Statements

Certain statements contained herein are not historical facts, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and involve a number of risks and uncertainties. Statements that include the words “may”, “will”, “could”, “should”, “would”, “believe”, “anticipate”, “forecast”, “estimate”, “expect”, “preliminary”, “intend”, “plan”, “target”, “project”, “outlook”, “future”, “forward”, “guidance” and similar statements of a future or forward-looking nature identify forward-looking statements. These statements are not guarantees of future performance. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements. We believe that these factors include, but are not limited to, the risks related to the following: risks related to the ongoing COVID-19 pandemic, the Company’s ability to maintain adequate liquidity to fund operations; the Company’s future operating and financial performance; the Company’s ability to consummate acquisitions, or, if consummated, to successfully integrate acquired businesses into the Company’s operations, the Company’s ability to recognize the benefits of acquisitions, or the failure of an acquired company to achieve its plans and objectives; limitations on our operating and strategic flexibility and the ability to operate our business, finance our capital needs or expand business strategies under the terms of our credit facilities; our ability to retain existing business and obtain and retain new business; general economic or business conditions affecting the markets we serve; declining use of print yellow page directories by consumers; our ability to collect trade receivables from clients to whom we extend credit; credit risk associated with our reliance on small and medium sized businesses as clients; our ability to attract and retain key managers; increased competition in our markets; our ability to obtain future financing due to changes in the lending markets or our financial position; our ability to maintain agreements with major Internet search and local media companies; reduced advertising spending and increased contract cancellations by our clients, which causes reduced revenue; and our ability to anticipate or respond effectively to changes in technology and consumer preferences as well as the risks and uncertainties set forth in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on From 10-Q filed with the Securities and Exchange Commission. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by such cautionary statements.

If one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. For these reasons, we caution you against relying on forward-looking statements. All forward-looking statements included in this press release are expressly qualified in their entirety by the foregoing cautionary statements. These forward-looking statements speak only as of the date hereof and, other than as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

About Thryv Holdings, Inc.

Thryv Holdings, Inc. (NASDAQ: THRY) is a global software and marketing services company that empowers small- to medium-sized businesses (“SMBs”) to grow and modernize their operations so they can compete and win in today’s economy. Over 50,000 businesses use our award-winning SaaS platform, Thryv®, to manage their end-to-end operations, which has helped businesses across the U.S. and overseas grow their bottom line. Thryv also manages digital and print presence for approximately 390,000 businesses, connecting these SMBs to local consumers via proprietary local search portals and print directories. For more information about Thryv Holdings, Inc, visit thryv.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230223005351/en/

Media Contact:

Paige Blankenship

Thryv, Inc.

214-392-9609

[email protected]

Investor Contact:

Cameron Lessard

Thryv, Inc.

214.773.7022

[email protected]

KEYWORDS: United States North America Texas

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February 23, 2023 7:44 am

Zevra Therapeutics Announces Two Abstracts Accepted for Presentation at the 19th Annual WORLDSymposium™ 2023

CELEBRATION, Fla., Feb. 23, 2023 (GLOBE NEWSWIRE) — Zevra Therapeutics, Inc. (NasdaqGS: KMPH) (Zevra, or the Company, formerly KemPharm, Inc.), a rare disease therapeutics company, has announced that two abstracts involving clinical research of arimoclomol for the treatment of Niemann-Pick disease type C (NPC), including advancing understanding of NPC disease progression have been accepted for poster presentations at the 19^th Annual WORLDSymposium™ 2023, an annual research conference dedicated to lysosomal diseases. WORLDSymposium 2023 is held February 22-26, 2023, in Orlando, Florida.

Arimoclomol is an orally-delivered, first-in-class investigational product candidate being developed as a treatment for NPC, a rare neurodegenerative lysosomal disease characterized by an inability of the body to transport cholesterol and lipids inside of cells. Arimoclomol has been studied in ten Phase 1, four Phase 2, and three pivotal Phase 2/3 trials. Zevra is currently preparing an updated New Drug Application (NDA) for arimoclomol as a treatment for NPC, which the Company expects to file as early as the third quarter of 2023.

Details of the presentations are as follows:

Poster Number:	277
Title:	Evaluation of the long-term effect of arimoclomol in NPC
Poster Session:	Friday, February 24, 2023, 4:00 – 5:00 PM, ET
Presenter:	Marc Patterson, MD, Professor of Neurology, Pediatrics, and Medical Genetics, Mayo Clinic Children’s Center in Rochester, MN

Poster Number:	83
Title:	Association between NPC severity score domains and corresponding items of the performance-based Scale for the Assessment and Rating of Ataxia (SARA)
Poster Session:	Saturday, February 25, 2023, 3:00 – 4:00 PM, ET
Presenter:	Christine í Dali, MD, Child Neurologist, Chief Medical Officer, Zevra Therapeutics (formerly KemPharm), Celebration, FL, USA

Additional information regarding the WORLDSymposium presentations can be found at: https://worldsymposia.org/.

Along with the new name, Zevra Therapeutics, the Company has recently adopted a new logo and launched a new corporate website. Visit www.zevra.com to learn more.

About Zevra

Zevra Therapeutics is a rare disease company melding science, data, and patient need to create transformational therapies for diseases with limited or no treatment options. With unique, data-driven clinical, regulatory, and commercialization strategies, the Company is overcoming complex drug development challenges to bring much-needed therapies to patients.

Arimoclomol, Zevra’s orally-delivered, first-in-class investigational product candidate for the treatment of Neimann-Pick type C (“NPC”), has been granted orphan drug designation, Fast Track designation and rare pediatric disease designation for NPC by the US Food and Drug Administration (“FDA”) and the European Medicines Agency (“EMA”).

KP1077 is Zevra’s lead clinical candidate being developed to treat idiopathic hypersomnia (“IH”) and narcolepsy. KP1077 is comprised solely of serdexmethylphenidate (“SDX”), Zevra’s proprietary prodrug of d-methylphenidate (“d-MPH”). The FDA has granted KP1077 orphan drug designation for the treatment of IH, and the US Drug Enforcement Agency (“DEA”) has classified SDX as a Schedule IV controlled substance based on evidence suggesting SDX has a lower potential for abuse when compared to d-MPH, a Schedule II controlled substance.

Early access programs are made available by Zevra Therapeutics, Inc. and its affiliates and are subject to the Company’s Early Access Program (“EAP”) policy as published on its website at zevra.com. Participation in these programs is subject to the laws and regulations of each jurisdiction under which each respective program is operated. Eligibility for participation in any such program is at the treating physician’s discretion.

Caution Concerning Forward Looking Statements

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that do not relate solely to historical or current facts, including without limitation and which can be identified by the use of words such as “may,” “will,” “expect,” “project,” “estimate,” “anticipate,” “plan,” “believe,” “potential,” “should,” “continue,” “could,” “intend,” “target,” “predict,” or the negative versions of those words or other comparable words or expressions, although not all forward-looking statements contain these identifying words or expressions. Forward-looking statements are not guarantees of future actions or performance. These forward-looking statements include statements regarding: the promise and potential impact of our preclinical or clinical trial data, including without limitation the initiation, timing and results of any clinical trials or readouts, the timing or results of any Investigational New Drug (IND) applications and New Drug Application (NDA) submissions for arimoclomol or any other product candidates for any specific disease indication or at any dosage, and our strategic and product development objectives. These forward-looking statements are based on information currently available to Zevra and its current plans or expectations and are subject to a number of known and unknown uncertainties, risks and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These and other important factors are described in detail in the “Risk Factors” section of Zevra’s (formerly KemPharm’s) Annual Report on Form 10-K for the year ended December 31, 2021, as updated by Zevra’s (formerly KemPharm’s) Quarterly Report on Form 10-Q for the three months ended September 30, 2022, and Zevra’s (formerly KemPharm’s) other filings with the Securities and Exchange Commission. While we may elect to update such forward-looking statements at some point in the future, except as required by law, we disclaim any obligation to do so, even if subsequent events cause our views to change. Although we believe the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.

Contacts:

Nichol Ochsner
[email protected]

Jennifer Arcure
+1 (917) 603-0681
[email protected]

February 23, 2023 7:44 am

Cheniere Reports Fourth Quarter and Full Year 2022 Results and Introduces Full Year 2023 Financial Guidance

HOUSTON–(BUSINESS WIRE)–
Cheniere Energy, Inc. (“Cheniere”) (NYSE American: LNG) today announced its financial results for the fourth quarter and full year 2022.

YEAR END 2022 SUMMARY FINANCIAL RESULTS

(in billions)							Twelve Months Ended December 31, 2022
Revenues							$33.4
Net Income¹							$1.4
Consolidated Adjusted EBITDA²							$11.6
Distributable Cash Flow²							$8.7

2023 FULL YEAR FINANCIAL GUIDANCE

(in billions)	2023
Consolidated Adjusted EBITDA²	$8.0	–	$8.5
Distributable Cash Flow²	$5.5	–	$6.0

RECENT HIGHLIGHTS

During the three and twelve months ended December 31, 2022, Cheniere generated revenues of approximately $9.1 billion and $33.4 billion, respectively, net income¹ of approximately $3.9 billion and $1.4 billion, respectively, Consolidated Adjusted EBITDA² of approximately $3.1 billion and $11.6 billion, respectively, and Distributable Cash Flow² of approximately $2.3 billion and $8.7 billion, respectively. Both Consolidated Adjusted EBITDA and Distributable Cash Flow totals for the twelve months ended December 31, 2022 are above the most recent guidance ranges for those metrics.

Introducing full year 2023 Consolidated Adjusted EBITDA² guidance of $8.0 – $8.5 billion and full year 2023 Distributable Cash Flow² guidance of $5.5 – $6.0 billion.

Pursuant to Cheniere’s comprehensive capital allocation plan, during the three months ended December 31, 2022, Cheniere prepaid approximately $2.2 billion of consolidated long-term indebtedness, repurchased an aggregate of approximately 4.4 million shares of common stock for over $700 million, and paid a quarterly dividend of $0.395 per share of common stock for the third quarter, representing a 20% increase quarter over quarter. During the twelve months ended December 31, 2022, Cheniere prepaid over $5.4 billion of consolidated long-term indebtedness, repurchased an aggregate of over 9.3 million shares of common stock for approximately $1.4 billion, and paid dividends in aggregate of $1.385 per share of common stock.

In November 2022, Cheniere achieved its first investment grade issuer rating from S&P Global Ratings (“S&P”) as a result of an upgrade from BB+ to BBB with a stable outlook, and Cheniere Energy Partners, L.P. (“Cheniere Partners”) (NYSE American: CQP), Cheniere’s consolidated subsidiary, achieved its second investment grade issuer rating from S&P as a result of an upgrade from BB+ to BBB with a stable outlook. In January 2023, Cheniere achieved its second investment grade issuer rating from Fitch Ratings of BBB- with a stable outlook.

In 2022, Cheniere’s subsidiaries signed new long-term contracts representing an aggregate of over 180 million tonnes of liquefied natural gas (“LNG”) through 2050 with creditworthy counterparties in the form of free-on-board and delivered ex-ship LNG sale and purchase agreements, as well as Integrated Production Marketing (“IPM”) gas supply agreements.

In February and October 2022, respectively, substantial completion was achieved on Train 6 of the SPL Project, (defined below) and the third marine berth at the Sabine Pass LNG Terminal.

In June 2022, Cheniere made a positive final investment decision (“FID”) with respect to the CCL Stage 3 Project (defined below) and issued full notice to proceed (“NTP”) to Bechtel Energy, Inc. (“Bechtel”).

In September 2022, certain subsidiaries of Cheniere entered the pre-filing review process with the Federal Energy Regulatory Commission (“FERC”) under the National Environmental Policy Act for the CCL Midscale Trains 8 & 9 Project (defined below).

In February 2023, certain subsidiaries of Cheniere Partners initiated the pre-filing review process with the FERC under the National Environmental Policy Act for the SPL Expansion Project (defined below).

CEO COMMENT

“Reflecting on an incredible 2022, I am most proud of the Cheniere team’s unwavering commitment to safety and operational excellence, which enabled us to answer the call for reliable, cleaner-burning energy supply during a critical time in energy markets across the globe,” said Jack Fusco, Cheniere’s President and Chief Executive Officer. “2022 brought the criticality of natural gas and energy security into focus throughout the world, and we are proud to have made FID on Corpus Christi Stage 3, which will provide much-needed new LNG volumes to the market beginning in late 2025.”

“Our stable operations continue to underpin our strong financial results, which have enabled Cheniere to execute on our comprehensive capital allocation plan, highlighted by the achievement of investment grade ratings, returning meaningful capital to our stakeholders via debt repayment, share repurchases and dividends, and pursuing further accretive growth at Sabine Pass and Corpus Christi – all of which serves to enhance the long-term value of Cheniere. I look forward to maintaining this momentum throughout 2023 in an environment of moderated global prices and a more balanced market, which further supports our long-held conviction in the structural shift to natural gas worldwide.”

SUMMARY AND REVIEW OF FINANCIAL RESULTS

(in millions, except LNG data)	Three Months Ended December 31,							Twelve Months Ended December 31,
	2022		2021			% Change		2022		2021			% Change
Revenues	$	9,085	$	6,557		39	%	$	33,428	$	15,864		111	%
Net income (loss)¹	$	3,937	$	(1,323	)	nm		$	1,428	$	(2,343	)	nm
Consolidated Adjusted EBITDA²	$	3,100	$	1,339		132	%	$	11,564	$	4,867		138	%
LNG exported:
Number of cargoes		166		153		8	%		638		566		13	%
Volumes (TBtu)		601		542		11	%		2,306		2,018		14	%
LNG volumes loaded (TBtu)		600		540		11	%		2,308		2,015		15	%

Consolidated Adjusted EBITDA increased approximately $1.8 billion and $6.7 billion for the three and twelve months ended December 31, 2022, respectively, as compared to the three and twelve months ended December 31, 2021. The increase in both the three and twelve months ended December 31, 2022 was due primarily to increased total margins, driven by increased margins per MMBtu of LNG, increased volumes of LNG delivered and, to a lesser extent, a higher contribution from certain portfolio optimization activities.

Net Income and Consolidated Adjusted EBITDA for the three and twelve months ended December 31, 2022 was positively impacted by the recognition of the $765 million lump-sum payment made by Chevron U.S.A. Inc. (“Chevron”) throughout the six months ended December 31, 2022 related to the previously announced early termination of the Terminal Use Agreement (TUA) between Sabine Pass LNG, L.P. and Chevron.

Net income (loss) was approximately $3.9 billion and $1.4 billion for the three and twelve months ended December 31, 2022, respectively, as compared to approximately $(1.3) billion and $(2.3) billion in the corresponding 2021 periods. The favorable change for the three months ended December 31, 2022 was primarily due to favorable changes in fair value of our derivative portfolio of approximately $3.9 billion (before tax and non-controlling interests) as compared to the $0.6 billion of unfavorable changes in fair value in the prior period, as well as increased total margins driven by increased volumes of LNG delivered and increased margins per MMBtu of LNG. The favorable change for the twelve months ended December 31, 2022 was primarily due to increased total margins driven by increased margins per MMBtu of LNG and increased volumes of LNG delivered, partially offset by an increase in unfavorable changes in fair value of our derivative portfolio of approximately $1.4 billion (before tax and non-controlling interests), as well as the provision for income taxes as compared to the tax benefit recognized in the prior period.

Substantially all derivative gains (losses) relate to the use of commodity derivative instruments indexed to international gas and LNG prices, primarily related to our long-term IPM agreements. Our IPM agreements are designed to provide stable margins on purchases of natural gas and sales of LNG over the life of the agreements and have a fixed fee component, similar to that of LNG sold under our long-term, fixed fee LNG SPAs. However, the long-term duration and international price basis of our IPM agreements make them particularly susceptible to fluctuations in fair market value from period to period. In addition, accounting requirements prescribe recognition of these long-term gas supply agreements at fair value, but do not currently permit fair value recognition of the associated sale of LNG, resulting in a mismatch of accounting recognition for the purchase of natural gas and sale of LNG. As a result of the significant volatility in forward international gas and LNG price curves during the three and twelve months ended December 31, 2022, we recognized $4.4 billion and $(4.7) billion, respectively, of non-cash favorable (unfavorable) changes in fair value attributable to such positions (before tax and non-controlling interests).

Share-based compensation expenses included in net income (loss) totaled $90 million and $205 million for the three and twelve months ended December 31, 2022, respectively, compared to $48 million and $140 million for the three and twelve months ended December 31, 2021, respectively. The increase in share-based compensation expense for the three and twelve months ended December 31, 2022 compared to the corresponding 2021 periods is primarily driven by higher expense recognized in 2022 on the modification of certain equity awards to permit cash settlement upon vesting.

Our financial results are reported on a consolidated basis. Our ownership interest in Cheniere Partners as of December 31, 2022 consisted of 100% ownership of the general partner and a 48.6% limited partner interest.

BALANCE SHEET MANAGEMENT

Capital Resources

As of December 31, 2022, our total consolidated available liquidity was approximately $9.9 billion. We had cash and cash equivalents of $1.4 billion on a consolidated basis, of which $904 million was held by Cheniere Partners. In addition, we had restricted cash and cash equivalents of $1.1 billion, $1.3 billion of available commitments under the Cheniere Revolving Credit Facility, $1.3 billion of available commitments under the Cheniere Corpus Christi Holdings, LLC (“CCH”) Working Capital Facility, $3.3 billion of available commitments under CCH’s term loan credit facility (the “CCH Credit Facility”), $750 million of available commitments under Cheniere Partners’ credit facilities, and $872 million of available commitments under the Sabine Pass Liquefaction, LLC (“SPL”) Working Capital Facility.

Recent Key Financial Transactions and Updates

In November and December 2022, SPL issued an aggregate principal amount of $500 million of Senior Secured Amortizing Notes due 2037, the proceeds of which, together with cash on hand, were used to redeem the remaining outstanding amount of SPL’s 5.625% Senior Secured Notes due 2023, subsequent to the $300 million redemption in October 2022.

In December 2022, pursuant to a tender offer, $752 million in aggregate principal amount outstanding of CCH’s 7.000% Senior Secured Notes due 2024 (“2024 CCH Senior Notes”) was repurchased with cash on hand. In January 2023, the remaining outstanding principal amount of $498 million of the 2024 CCH Senior Notes was redeemed with cash on hand.

During the three months ended December 31, 2022, Cheniere repurchased over $434 million in principal of outstanding senior notes at CCH in the open market, partially redeeming the 5.875% Senior Secured Notes due 2025, the 5.125% Senior Secured Notes due 2027, the 3.700% Senior Secured Notes due 2029 and the Senior Secured Notes due 2039.

LIQUEFACTION PROJECTS OVERVIEW

Construction Progress as of January 31, 2023:

	CCL Stage 3 Project
Project Status	Under Construction
Project Completion Percentage	24.5%⁽¹⁾
Expected Substantial Completion	2H 2025 – 1H 2027
(1) Engineering 41.3% complete, procurement 36.9% complete, subcontract work 29.5% complete and construction 2.2% complete.

SPL Project

Through Cheniere Partners, we operate six natural gas liquefaction Trains for a total production capacity of approximately 30 mtpa of LNG at the Sabine Pass LNG terminal in Cameron Parish, Louisiana (the “SPL Project”).

SPL Expansion Project

Through Cheniere Partners, we are developing an expansion adjacent to the SPL Project consisting of up to three natural gas liquefaction Trains with an expected total production capacity of approximately 20 mtpa of LNG (the “SPL Expansion Project”). In February 2023, certain subsidiaries of Cheniere Partners initiated the pre-filing review process with respect to the SPL Expansion Project with the FERC.

CCL Project

We operate three natural gas liquefaction Trains for a total production capacity of approximately 15 mtpa of LNG at the Corpus Christi LNG terminal near Corpus Christi, Texas (the “CCL Project”).

Corpus Christi Stage 3 Project

We are constructing an expansion adjacent to the CCL Project consisting of seven midscale Trains with an expected total production capacity of over 10 mtpa of LNG (the “CCL Stage 3 Project”). In June 2022, our Board of Directors made a positive FID with respect to the CCL Stage 3 Project and issued full notice to proceed with construction to Bechtel.

Corpus Christi Liquefaction Midscale Trains 8 & 9 Project

We are developing an expansion adjacent to the CCL Stage 3 Project consisting of two midscale Trains with an expected total production capacity of approximately 3 mtpa of LNG (the “CCL Midscale Trains 8 & 9 Project”). In September 2022, certain of our subsidiaries entered the pre-filing review process with the FERC.

INVESTOR CONFERENCE CALL AND WEBCAST

We will host a conference call to discuss our financial and operating results for the fourth quarter and full year 2022 on Thursday, February 23, 2023, at 11 a.m. Eastern time / 10 a.m. Central time. A listen-only webcast of the call and an accompanying slide presentation may be accessed through our website at www.cheniere.com. Following the call, an archived recording will be made available on our website.

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¹Net income (loss) as used herein refers to Net income (loss) attributable to common stockholders on our Consolidated Statements of Operations.

²Non-GAAP financial measure. See “Reconciliation of Non-GAAP Measures” for further details.

About Cheniere

Cheniere Energy, Inc. is the leading producer and exporter of LNG in the United States, reliably providing a clean, secure, and affordable solution to the growing global need for natural gas. Cheniere is a full-service LNG provider, with capabilities that include gas procurement and transportation, liquefaction, vessel chartering, and LNG delivery. Cheniere has one of the largest liquefaction platforms in the world, consisting of the Sabine Pass and Corpus Christi liquefaction facilities on the U.S. Gulf Coast, with total production capacity of approximately 45 mtpa of LNG in operation and an additional 10+ mtpa of expected production capacity under construction. Cheniere is also pursuing liquefaction expansion opportunities and other projects along the LNG value chain. Cheniere is headquartered in Houston, Texas, and has additional offices in London, Singapore, Beijing, Tokyo, and Washington, D.C.

For additional information, please refer to the Cheniere website at www.cheniere.com and Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission.

Use of Non-GAAP Financial Measures

In addition to disclosing financial results in accordance with U.S. GAAP, the accompanying news release contains non-GAAP financial measures. Consolidated Adjusted EBITDA and Distributable Cash Flow are non-GAAP financial measures that we use to facilitate comparisons of operating performance across periods. These non-GAAP measures should be viewed as a supplement to and not a substitute for our U.S. GAAP measures of performance and the financial results calculated in accordance with U.S. GAAP and reconciliations from these results should be carefully evaluated.

Non-GAAP measures have limitations as an analytical tool and should not be considered in isolation or in lieu of an analysis of our results as reported under GAAP and should be evaluated only on a supplementary basis.

Forward-Looking Statements

This press release contains certain statements that may include “forward-looking statements” within the meanings of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical or present facts or conditions, included herein are “forward-looking statements.” Included among “forward-looking statements” are, among other things, (i) statements regarding Cheniere’s financial and operational guidance, business strategy, plans and objectives, including the development, construction and operation of liquefaction facilities, (ii) statements regarding regulatory authorization and approval expectations, (iii) statements expressing beliefs and expectations regarding the development of Cheniere’s LNG terminal and pipeline businesses, including liquefaction facilities, (iv) statements regarding the business operations and prospects of third-parties, (v) statements regarding potential financing arrangements, (vi) statements regarding future discussions and entry into contracts, and (vii) statements relating to Cheniere’s capital deployment, including intent, ability, extent, and timing of capital expenditures, debt repayment, dividends, share repurchases and execution on the capital allocation plan. Although Cheniere believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Cheniere’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in Cheniere’s periodic reports that are filed with and available from the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required under the securities laws, Cheniere does not assume a duty to update these forward-looking statements.

(Financial Tables and Supplementary Information Follow)

LNG VOLUME SUMMARY

As of February 17, 2023, approximately 2,650 cumulative LNG cargoes totaling over 180 million tonnes of LNG have been produced, loaded and exported from our liquefaction projects.

During the three and twelve months ended December 31, 2022, we exported 601 and 2,306 TBtu of LNG, respectively, from our liquefaction projects. 56 TBtu of LNG exported from our liquefaction projects and sold on a delivered basis was in transit as of December 31, 2022, none of which was related to commissioning activities.

The following table summarizes the volumes of operational and commissioning LNG that were loaded from our liquefaction projects and for which the financial impact was recognized on our Consolidated Financial Statements during the three and twelve months ended December 31, 2022:

	Three Months Ended December 31, 2022			Twelve Months Ended December 31, 2022
(in TBtu)	Operational		Commissioning	Operational		Commissioning
Volumes loaded during the current period	600		—	2,295		13
Volumes loaded during the prior period but recognized during the current period	37		—	49		1
Less: volumes loaded during the current period and in transit at the end of the period	(56	)	—	(56	)	—
Total volumes recognized in the current period	581		—	2,288		14

In addition, during the three and twelve months ended December 31, 2022, we recognized 10 TBtu and 29 TBtu of LNG on our Consolidated Financial Statements related to LNG cargoes sourced from third-parties.

Cheniere Energy, Inc. Consolidated Statements of Operations (in millions, except per share data)⁽¹⁾

	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
		2022			2021			2022			2021
Revenues
LNG revenues	$	8,355		$	6,405		$	31,804		$	15,395
Regasification revenues		477			67			1,068			269
Other revenues		253			85			556			200
Total revenues		9,085			6,557			33,428			15,864

Operating costs and expenses
Cost of sales (excluding items shown separately below)⁽²⁾		1,471			5,365			25,632			13,773
Operating and maintenance expense		454			387			1,681			1,444
Selling, general and administrative expense		151			101			416			325
Depreciation and amortization expense		292			258			1,119			1,011
Development expense		4			2			16			7
Other		2			5			5			5
Total operating costs and expenses		2,374			6,118			28,869			16,565

Income (loss) from operations		6,711			439			4,559			(701	)

Other income (expense)
Interest expense, net of capitalized interest		(346	)		(350	)		(1,406	)		(1,438	)
Loss on modification or extinguishment of debt		(23	)		(21	)		(66	)		(116	)
Interest rate derivative gain (loss), net		—			2			2			(1	)
Other income (expense), net		26			(8	)		5			(22	)
Total other expense		(343	)		(377	)		(1,465	)		(1,577	)

Income (loss) before income taxes and non-controlling interest		6,368			62			3,094			(2,278	)
Less: income tax provision (benefit)		1,221			1,151			459			(713	)
Net income (loss)		5,147			(1,089	)		2,635			(1,565	)
Less: net income attributable to non-controlling interest		1,210			234			1,207			778
Net income (loss) attributable to common stockholders	$	3,937		$	(1,323	)	$	1,428		$	(2,343	)

Net income (loss) per share attributable to common stockholders—basic ⁽³⁾	$	15.92		$	(5.22	)	$	5.69		$	(9.25	)
Net income (loss) per share attributable to common stockholders—diluted⁽³⁾	$	15.78		$	(5.22	)	$	5.64		$	(9.25	)

Weighted average number of common shares outstanding—basic		247.2			253.6			251.1			253.4
Weighted average number of common shares outstanding—diluted		249.5			253.6			253.4			253.4

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(1)	Please refer to the Cheniere Energy, Inc. Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission.
(2)	Cost of Sales includes approximately $3.8 billion and $(6.0) billion of gains (losses) from changes in the fair value of commodity derivatives prior to contractual delivery or termination during the three and twelve months ended December 31, 2022, respectively, as compared to $(1.5) billion and $(4.3) billion of losses in the corresponding 2021 periods, respectively.
(3)	Earnings per share in the table may not recalculate exactly due to rounding because it is calculated based on whole numbers, not the rounded numbers presented.

Cheniere Energy, Inc. Consolidated Balance Sheets (in millions, except share data)⁽¹⁾⁽²⁾
	December 31,
		2022			2021
ASSETS
Current assets
Cash and cash equivalents	$	1,353		$	1,404
Restricted cash and cash equivalents		1,134			413
Trade and other receivables, net of current expected credit losses		1,944			1,506
Inventory		826			706
Current derivative assets		120			55
Margin deposits		134			765
Other current assets		97			207
Total current assets		5,608			5,056

Property, plant and equipment, net of accumulated depreciation		31,528			30,288
Operating lease assets		2,625			2,102
Derivative assets		35			69
Goodwill		77			77
Deferred tax assets		864			1,204
Other non-current assets, net		529			462
Total assets	$	41,266		$	39,258

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable	$	124		$	155
Accrued liabilities		2,679			2,299
Current debt, net of discount and debt issuance costs		813			366
Deferred revenue		234			155
Current operating lease liabilities		616			535
Current derivative liabilities		2,301			1,089
Other current liabilities		28			94
Total current liabilities		6,795			4,693

Long-term debt, net of premium, discount and debt issuance costs		24,055			29,449
Operating lease liabilities		1,971			1,541
Finance lease liabilities		494			57
Derivative liabilities		7,947			3,501
Other non-current liabilities		175			50

Commitments and contingencies

Stockholders’ deficit
Preferred stock: $0.0001 par value, 5.0 million shares authorized, none issued		—			—
Common stock: $0.003 par value, 480.0 million shares authorized; 276.7 million shares and 275.2 million shares issued at December 31, 2022 and 2021, respectively		1			1
Treasury stock: 31.2 million shares and 21.6 million shares at December 31, 2022 and 2021, respectively, at cost		(2,342	)		(928	)
Additional paid-in-capital		4,314			4,377
Accumulated deficit		(4,942	)		(6,021	)
Total Cheniere stockholders’ deficit		(2,969	)		(2,571	)
Non-controlling interest		2,798			2,538
Total stockholders’ deficit		(171	)		(33	)
Total liabilities and stockholders’ deficit	$	41,266		$	39,258

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(1)	Please refer to the Cheniere Energy, Inc. Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission.
(2)	Amounts presented include balances held by our consolidated variable interest entity, Cheniere Partners. As of December 31, 2022, total assets and liabilities of Cheniere Partners, which are included in our Consolidated Balance Sheets, were $18.9 billion and $21.7 billion, respectively, including $0.9 billion of cash and cash equivalents and $0.1 billion of restricted cash and cash equivalents.

Reconciliation of Non-GAAP Measures Regulation G Reconciliations Consolidated Adjusted EBITDA The following table reconciles our Consolidated Adjusted EBITDA to U.S. GAAP results for the three and twelve months ended December 31, 2022 and 2021 (in millions):

	Three Months Ended December 31,						Twelve Months Ended December 31,
		2022			2021			2022			2021
Net income (loss) attributable to common stockholders	$	3,937		$	(1,323	)	$	1,428		$	(2,343	)
Net income attributable to non-controlling interest		1,210			234			1,207			778
Income tax provision (benefit)		1,221			1,151			459			(713	)
Interest expense, net of capitalized interest		346			350			1,406			1,438
Loss on modification or extinguishment of debt		23			21			66			116
Interest rate derivative gain (loss), net		—			(2	)		(2	)		1
Other income (expense), net		(26	)		8			(5	)		22
Income (loss) from operations	$	6,711		$	439		$	4,559		$	(701	)
Adjustments to reconcile loss from operations to Consolidated Adjusted EBITDA:
Depreciation and amortization expense		292			258			1,119			1,011
Loss (gain) from changes in fair value of commodity and FX derivatives, net⁽¹⁾		(3,910	)		624			5,773			4,450
Total non-cash compensation expense		5			11			108			100
Other		2			7			5			7
Consolidated Adjusted EBITDA	$	3,100		$	1,339		$	11,564		$	4,867

^{___________________________}
(1) Change in fair value of commodity and FX derivatives prior to contractual delivery or termination

Consolidated Adjusted EBITDA is commonly used as a supplemental financial measure by our management and external users of our Consolidated Financial Statements to assess the financial performance of our assets without regard to financing methods, capital structures, or historical cost basis. Consolidated Adjusted EBITDA is not intended to represent cash flows from operations or net income (loss) as defined by U.S. GAAP and is not necessarily comparable to similarly titled measures reported by other companies.

We believe Consolidated Adjusted EBITDA provides relevant and useful information to management, investors and other users of our financial information in evaluating the effectiveness of our operating performance in a manner that is consistent with management’s evaluation of financial and operating performance.

Consolidated Adjusted EBITDA is calculated by taking net income (loss) attributable to common stockholders before net income (loss) attributable to non-controlling interest, interest expense, net of capitalized interest, changes in the fair value and settlement of our interest rate derivatives, taxes, depreciation and amortization, and adjusting for the effects of certain non-cash items, other non-operating income or expense items, and other items not otherwise predictive or indicative of ongoing operating performance, including the effects of modification or extinguishment of debt, impairment expense and loss on disposal of assets, changes in the fair value of our commodity and FX derivatives prior to contractual delivery or termination, and non-cash compensation expense. The change in fair value of commodity and FX derivatives is considered in determining Consolidated Adjusted EBITDA given that the timing of recognizing gains and losses on these derivative contracts differs from the recognition of the related item economically hedged. We believe the exclusion of these items enables investors and other users of our financial information to assess our sequential and year-over-year performance and operating trends on a more comparable basis and is consistent with management’s own evaluation of performance.

Consolidated Adjusted EBITDA and Distributable Cash Flow The following table reconciles our actual Consolidated Adjusted EBITDA and Distributable Cash Flow to Net income (loss) attributable to common stockholders for the three and twelve months ended December 31, 2022 and forecast amounts for full year 2023 (in billions):

	Three Months Ended December 31,			Twelve Months Ended December 31,			Full Year
	2022			2022			2023
Net income attributable to common stockholders	$	3.94		$	1.43		$	3.5		–	$	3.9
Net income attributable to non-controlling interest		1.21			1.21			1.0		–		1.1
Income tax provision		1.22			0.46			1.1		–		1.2
Interest expense, net of capitalized interest		0.35			1.41			1.2		–		1.2
Depreciation and amortization expense		0.29			1.12			1.2		–		1.2
Other expense (income), financing costs, and certain non-cash operating expenses		(3.91	)		5.95			0.0		–		(0.1	)
Consolidated Adjusted EBITDA	$	3.10		$	11.56		$	8.0		–	$	8.5
Interest expense (net of capitalized interest and amortization) and realized interest rate derivatives		(0.32	)		(1.36	)		(1.2	)	–		(1.2	)
Maintenance capital expenditures, income tax and other expense		(0.04	)		(0.15	)		(0.4	)	–		(0.3	)
Consolidated Distributable Cash Flow	$	2.73		$	10.05		$	6.4		–	$	7.0
Cheniere Partners’ distributable cash flow attributable to non-controlling interest		(0.41	)		(1.33	)		(0.9	)	–		(1.0	)
Cheniere Distributable Cash Flow	$	2.32		$	8.72		$	5.5		–	$	6.0
Note: Totals may not sum due to rounding.

Distributable Cash Flow is defined as cash generated from the operations of Cheniere and its subsidiaries and adjusted for non-controlling interest. The Distributable Cash Flow of Cheniere’s subsidiaries is calculated by taking the subsidiaries’ EBITDA less interest expense, net of capitalized interest, interest rate derivatives, taxes, maintenance capital expenditures and other non-operating income or expense items, and adjusting for the effect of certain non-cash items and other items not otherwise predictive or indicative of ongoing operating performance, including the effects of modification or extinguishment of debt, amortization of debt issue costs, premiums or discounts, changes in fair value of interest rate derivatives, impairment of equity method investment and deferred taxes. Cheniere’s Distributable Cash Flow includes 100% of the Distributable Cash Flow of Cheniere’s wholly-owned subsidiaries. For subsidiaries with non-controlling investors, our share of Distributable Cash Flow is calculated as the Distributable Cash Flow of the subsidiary reduced by the economic interest of the non-controlling investors as if 100% of the Distributable Cash Flow were distributed in order to reflect our ownership interests and our incentive distribution rights, if applicable. The Distributable Cash Flow attributable to non-controlling interest is calculated in the same method as Distributions to non-controlling interest as presented on our Statements of Stockholders’ Equity in our Forms 10-Q and Forms 10-K filed with the Securities and Exchange Commission. This amount may differ from the actual distributions paid to non-controlling investors by the subsidiary for a particular period.

We believe Distributable Cash Flow is a useful performance measure for management, investors and other users of our financial information to evaluate our performance and to measure and estimate the ability of our assets to generate cash earnings after servicing our debt, paying cash taxes and expending sustaining capital, that could be used for discretionary purposes such as common stock dividends, stock repurchases, retirement of debt, or expansion capital expenditures. Distributable Cash Flow is not intended to represent cash flows from operations or net income (loss) as defined by U.S. GAAP and is not necessarily comparable to similarly titled measures reported by other companies.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230222005707/en/

Cheniere Energy, Inc.

Investors

Randy Bhatia, 713-375-5479

Frances Smith, 713-375-5753

Media Relations

Eben Burnham-Snyder, 713-375-5764

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Oil/Gas Energy

MEDIA:

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February 23, 2023 7:43 am

SIGA Technologies to Host Business Update Call on March 2nd, 2023 Following Release of Fourth Quarter and Full Year 2022 Financial Results

NEW YORK, Feb. 23, 2023 (GLOBE NEWSWIRE) — SIGA Technologies, Inc. (SIGA) (NASDAQ: SIGA), a commercial-stage pharmaceutical company, today announced that management will host a webcast and conference call to provide a business update at 4:30 P.M. ET on Thursday, March 2^nd, 2023. Participating on the call will be Dr. Phil Gomez, Chief Executive Officer and Daniel Luckshire, Chief Financial Officer.

A live webcast of the call will also be available on the Company’s website at www.siga.com under the ‘Events & Presentations’ tab in the Investor Relations section, or by clicking here. Please log in approximately 5-10 minutes prior to the scheduled start time.

Participants may access the call by dialing 1-877-425-9470 for domestic callers or 1-201-389-0878 for international callers.

A replay of the call will be available for two weeks by dialing 1-844-512-2921 for domestic callers or 1-412-317-6671 for international callers and using Conference ID: 13735849. The archived webcast will be available in the Events and Presentations section of the Company’s website.

ABOUT SIGA TECHNOLOGIES, INC. and TPOXX
^®

SIGA Technologies, Inc. is a commercial-stage pharmaceutical company focused on the health security market. Health security comprises countermeasures for biological, chemical, radiological and nuclear attacks (biodefense market), vaccines and therapies for emerging infectious diseases, and health preparedness. Our lead product is TPOXX®, also known as tecovirimat and ST-246®, an orally administered and IV formulation antiviral drug for the treatment of human smallpox disease caused by variola virus. TPOXX is a novel small-molecule drug and the US maintains a supply of TPOXX under Project BioShield. The oral formulation of TPOXX was approved by the FDA for the treatment of smallpox in 2018, and the IV formulation was approved for the same indication in 2022. The full label is available by clicking here. Oral tecovirimat received approval from the European Medicines Agency (EMA) and the Medicines and Healthcare Products Regulatory Agency (MHRA) in the United Kingdom in 2022. The EMA and UK approvals include labeling for oral tecovirimat indicating its use for the treatment of smallpox, monkeypox, cowpox, and vaccinia complications following vaccination against smallpox. The full label is available by clicking here. In September 2018, SIGA signed a contract with the Biomedical Advanced Research and Development Authority (BARDA), part of the office of the Assistant Secretary for Preparedness and Response within the U.S. Department of Health and Human Services, for additional procurement and development related to both oral and intravenous formulations of TPOXX. For more information about SIGA, please visit www.siga.com. The information contained on the websites referenced in this press release is not incorporated by reference herein.

FORWARD-LOOKING STATEMENTS

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, including statements relating to the progress of SIGA’s development programs and timelines for bringing products to market, as well as the impact of COVID-19 on SIGA’s business. Forward-looking statements may be identified by words or phrases such as “believes,” “estimates,” “expects,” “may,” “will,” “would,” “can,” “could,” and similar words and phrases. Such forward-looking statements are based on current expectations and assumptions and subject to various known and unknown risks and uncertainties, and SIGA cautions you that any forward-looking information provided by or on behalf of SIGA is not a guarantee of future performance. SIGA’s actual results could differ materially from those anticipated by such forward-looking statements due to a number of factors, some of which are beyond SIGA’s control, including, but not limited to, (i) the risk that the U.S. Biomedical Advanced Research and Development Authority (“BARDA”) elects, in its sole discretion as permitted under the BARDA Contracts (as defined below), not to exercise all, or any, of the remaining unexercised options under those contracts, (ii) the risk that SIGA may not complete performance under its contracts with BARDA (the “BARDA Contracts”) on schedule or in accordance with contractual terms, (iii) the risk that the BARDA Contracts are modified or canceled at the request or requirement of the U.S. government, (iv) the risk that the nascent international biodefense market does not develop to a degree that allows SIGA to successfully market TPOXX internationally, (v) the risk that potential products, including potential alternative uses or formulations of TPOXX that appear promising to SIGA or its collaborators, cannot be shown to be efficacious or safe in subsequent pre-clinical or clinical trials, (vi) the risk that SIGA or its collaborators will not obtain appropriate or necessary governmental approvals to market these or other potential products or uses, (vii) the risk that SIGA may not be able to secure or enforce sufficient legal rights in its products, including intellectual property protection, (viii) the risk that any challenge to SIGA’s patent and other property rights, if adversely determined, could affect SIGA’s business and, even if determined favorably, could be costly, (ix) the risk that regulatory requirements applicable to SIGA’s products may result in the need for further or additional testing or documentation that will delay or prevent SIGA from seeking or obtaining needed approvals to market these products, (x) the risk that the volatile and competitive nature of the biotechnology industry may hamper SIGA’s efforts to develop or market its products, (xi) the risk that changes in domestic or foreign economic and market conditions may affect SIGA’s ability to advance its research or may affect its products adversely, (xii) the effect of federal, state, and foreign regulation, including drug regulation and international trade regulation, on SIGA’s businesses, (xiii) the risk that the COVID-19 pandemic could impact SIGA’s operations by disrupting SIGA’s supply chain for the manufacture of TPOXX, causing delays in SIGA’s research and development activities, causing delays or the re-allocation of funding in connection with SIGA’s government contracts, or diverting the attention of government staff overseeing SIGA’s government contracts, (xiv) the risk that the U.S. or foreign governments’ responses (including inaction) to national or global economic conditions or infectious diseases such as COVID-19 are ineffective and may affect SIGA’s business adversely, and (xv) other risk factors discussed in Item 1A. “Risk Factors” of SIGA’s Annual Report on Form 10-K for the year ended December 31, 2021, and in SIGA’s subsequent filings with the U.S. Securities and Exchange Commission. These documents are publicly available at the SEC’s website at http://www.sec.gov and SIGA’s website at https://investor.siga.com. Forward-looking statements are current only as of the date on which such statements were made, and except as may be otherwise required by law, we undertake no obligation to update publicly any forward-looking statements whether as a result of new information, future events, or otherwise.

The information contained in this press release does not necessarily reflect the position or the policy of the U.S. government and no official endorsement should be inferred. The information contained on the websites referenced herein is not incorporated by reference into this press release.

Investor Contacts:

Laine Yonker, Edison Group

[email protected]

February 23, 2023 7:43 am

Build-A-Bear Workshop, Inc. Announces Fourth Quarter and Fiscal Year 2022 Results Release Date, Webcast and Conference Call

Build-A-Bear Workshop, Inc. Announces Fourth Quarter and Fiscal Year 2022 Results Release Date, Webcast and Conference Call

ST. LOUIS–(BUSINESS WIRE)–
Build-A-Bear Workshop, Inc. (NYSE: BBW), today announced that the Company will report fourth quarter and fiscal year 2022 results for the period ended January 28, 2023, on Thursday, March 9, 2023, prior to the opening of trading on the New York Stock Exchange. The Company will host its quarterly investor conference call to discuss the results at 9 a.m. ET on the same day.

The dial-in number for the live conference call is (201) 493-6780 (toll/international) or (877) 407-3982 (toll free). The access code is Build-A-Bear. The live Internet broadcast may be accessed at the Company’s investor relations website, http://IR.buildabear.com. The call is expected to conclude by 10 a.m. ET.

A replay of the conference call will be available via the internet and telephone. The replay of the conference call webcast will be available at the investor relations website for one year. A telephone replay will be available beginning at approximately 12 p.m. ET on Thursday, March 9, 2023, until 11:59 p.m. ET on March 16, 2023. The telephone replay is available by calling (412) 317-6671 (toll/international) or (844) 512-2921 (toll free). The access code is 13736006.

About Build-A-Bear Workshop, Inc.:

Build-A-Bear is a multi-generational global brand focused on its mission to “add a little more heart to life” appealing to a wide array of consumer groups who enjoy the personal expression in making their own “furry friends” to celebrate and commemorate life moments. Nearly 500 interactive brick-and-mortar retail locations operated through a variety of formats provide guests of all ages a hands-on entertaining experience, which often fosters a lasting and emotional brand connection. The company also offers engaging e-commerce/digital purchasing experiences on www.buildabear.com including its online “Bear-Builder” as well as the new “Bear Builder 3D Workshop”. In addition, extending its brand power beyond retail, Build-A-Bear Entertainment, a subsidiary of Build-A-Bear Workshop, Inc., is dedicated to creating engaging content for kids and adults that fulfills the company’s mission, while the company also offers products at wholesale and in non-plush consumer categories via licensing agreements with leading manufacturers. Build-A-Bear Workshop, Inc. (NYSE: BBW) posted total revenue of $411.5 million in fiscal 2021. For more information, visit the Investor Relations section of buildabear.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230223005142/en/

Voin Todorovic

Build-A-Bear Workshop

314-423-8000 x5221

KEYWORDS: United States North America New York Missouri

INDUSTRY KEYWORDS: Retail Toys Other Retail

MEDIA:

February 23, 2023 7:42 am

Cheniere Partners Reports Fourth Quarter and Full Year 2022 Results and Introduces Full Year 2023 Distribution Guidance

HOUSTON–(BUSINESS WIRE)–
Cheniere Energy Partners, L.P. (“Cheniere Partners”) (NYSE American: CQP) today announced its financial results for fourth quarter and full year 2022.

HIGHLIGHTS

For the three and twelve months ended December 31, 2022, Cheniere Partners generated revenues of $4.7 billion and $17.2 billion, respectively, net income of $2.5 billion and $2.5 billion, respectively, and Adjusted EBITDA¹ of $1.6 billion and $5.1 billion, respectively.
Declared a cash distribution of $1.07 per common unit to unitholders of record as of February 6, 2023, comprised of a base amount equal to $0.775 and a variable amount equal to $0.295. The common unit distribution and the related general partner distribution was paid on February 14, 2023.
Introducing full year 2023 distribution guidance of $4.00 – $4.25 per common unit.
In February and October 2022, respectively, substantial completion was achieved on Train 6 of the SPL Project (defined below) and the third marine berth at the Sabine Pass LNG Terminal.
In November 2022, Cheniere Partners achieved its second investment grade issuer rating from S&P Global Ratings as a result of an upgrade from BB+ to BBB with a stable outlook.
In February 2023, certain subsidiaries of Cheniere Partners initiated the pre-filing review process with the Federal Energy Regulatory Commission (“FERC”) under the National Environmental Policy Act for the SPL Expansion Project (defined below).

2023 FULL YEAR DISTRIBUTION GUIDANCE

	2023
Distribution per Unit	$	4.00	–	$	4.25

SUMMARY AND REVIEW OF FINANCIAL RESULTS

(in millions, except LNG data)	Three Months Ended December 31,						Twelve Months Ended December 31,
		2022		2021	% Change			2022		2021	% Change
Revenues	$	4,721	$	3,257	45	%	$	17,206	$	9,434	82	%
Net income	$	2,511	$	506	396	%	$	2,498	$	1,630	53	%
Adjusted EBITDA¹	$	1,591	$	868	83	%	$	5,071	$	3,076	65	%
LNG exported:
Number of cargoes		112		97	15	%		423		359	18	%
Volumes (TBtu)		407		345	18	%		1,531		1,284	19	%
LNG volumes loaded (TBtu)		410		342	20	%		1,533		1,280	20	%

Adjusted EBITDA¹increased $0.7 billion and $2.0 billion during the three and twelve months ended December 31, 2022, respectively, as compared to the three and twelve months ended December 31, 2021. The increase in Adjusted EBITDA was primarily due to increased margins per MMBtu of LNG and increased volumes of LNG delivered. Adjusted EBITDA was also positively impacted by the recognition of the $765 million lump-sum payment made by Chevron U.S.A. Inc. (“Chevron”) throughout the six months ended December 31, 2022 related to the previously announced early termination of the Terminal Use Agreement (“TUA”) between Sabine Pass LNG, L.P. and Chevron.

Net income increased $2.0 billion and $0.9 billion during the three and twelve months ended December 31, 2022, respectively, as compared to the three and twelve months ended December 31, 2021. The increase during the three months ended December 31, 2022 was primarily due to non-cash favorable changes in fair value of commodity derivatives, increased margins per MMBtu of LNG, increased volumes of LNG delivered and the recognition of the remaining proceeds of the lump-sum payment related to the early termination of the TUA with Chevron. The increase during the twelve months ended December 31, 2022 was primarily due to increased margins per MMBtu of LNG and increased volumes of LNG delivered, the Chevron TUA payment, and was partially offset by non-cash unfavorable changes in fair value of commodity derivatives.

Substantially all derivative gains (losses) are attributable to the recognition at fair value of our long-term Integrated Production Marketing (“IPM”) agreement with Tourmaline Oil Marketing Corp. (“Tourmaline”), a natural gas supply contract with pricing indexed to the Platts Japan Korea Marker (“JKM”). Our IPM agreement is structured to provide stable margins on purchases of natural gas and sales of LNG over the life of the agreement and has a fixed fee component, similar to that of LNG sold under our long-term, fixed fee LNG SPAs. However, the long-term duration and international price basis of our IPM agreement makes it particularly susceptible to fluctuations in fair market value from period to period. In addition, accounting requirements prescribe recognition of this long-term gas supply agreement at fair value, but does not currently permit fair value recognition of the associated sale of LNG, resulting in a mismatch of accounting recognition for the purchase of natural gas and sale of LNG. As a result of the significant volatility in the forward JKM curves during the three and twelve months ended December 31, 2022, we recognized approximately $1.4 billion and $(0.8) billion, respectively, of non-cash favorable (unfavorable) changes in fair value attributable to the Tourmaline IPM agreement.

During the three and twelve months ended December 31, 2022, we recognized in income 410 TBtu and 1,520 TBtu, respectively, of LNG loaded from the SPL Project. Additionally, in the year ended December 31, 2022, approximately 13 TBtu of commissioning LNG was exported from the SPL Project.

BALANCE SHEET MANAGEMENT

Capital Resources

As of December 31, 2022, our total available liquidity was approximately $2.6 billion. We had cash and cash equivalents of approximately $0.9 billion. In addition, we had current restricted cash and cash equivalents of $92 million, $750 million of available commitments under our CQP Credit Facilities, and $872 million of available commitments under the Sabine Pass Liquefaction, LLC (“SPL”) Working Capital Facility.

Recent Key Financial Transactions and Updates

In November and December 2022, SPL issued an aggregate principal amount of $500 million of Senior Secured Amortizing Notes due 2037, the proceeds of which, together with cash on hand, were used to redeem the remaining outstanding amount of SPL’s 5.625% Senior Secured Notes, subsequent to the $300 million redemption in October 2022.

SABINE PASS OVERVIEW

We own natural gas liquefaction facilities consisting of six liquefaction Trains, with a total production capacity of approximately 30 million tonnes per annum (“mtpa”) of LNG at the Sabine Pass LNG terminal in Cameron Parish, Louisiana (the “SPL Project”).

As of February 17, 2023, approximately 1,990 cumulative LNG cargoes totaling over 135 million tonnes of LNG have been produced, loaded, and exported from the SPL Project.

SPL Expansion Project

We are developing an expansion adjacent to the SPL Project consisting of up to three natural gas liquefaction trains with an expected total production capacity of approximately 20 mtpa of LNG (the “SPL Expansion Project”). In February 2023, certain of our subsidiaries initiated the pre-filing review process with the FERC.

DISTRIBUTIONS TO UNITHOLDERS

In January 2023, we declared a cash distribution of $1.07 per common unit to unitholders of record as of February 6, 2023, comprised of a base amount equal to $0.775 ($3.10 annualized) and a variable amount equal to $0.295, which takes into consideration, among other things, amounts reserved for annual debt repayment and capital allocation goals, anticipated capital expenditures to be funded with cash, and cash reserves to provide for the proper conduct of the business. The common unit distribution and the related general partner distribution was paid on February 14, 2023.

INVESTOR CONFERENCE CALL AND WEBCAST

Cheniere Energy, Inc. will host a conference call to discuss its financial and operating results for fourth quarter and full year 2022 on Thursday, February 23, 2023, at 11 a.m. Eastern time / 10 a.m. Central time. A listen-only webcast of the call and an accompanying slide presentation may be accessed through our website at www.cheniere.com. Following the call, an archived recording will be made available on our website. The call and accompanying slide presentation may include financial and operating results or other information regarding Cheniere Partners.

_________________

¹Non-GAAP financial measure. See “Reconciliation of Non-GAAP Measures” for further details.

About Cheniere Partners

Cheniere Partners owns the Sabine Pass LNG terminal located in Cameron Parish, Louisiana, which has natural gas liquefaction facilities consisting of six liquefaction Trains with a total production capacity of approximately 30 mtpa of LNG. The Sabine Pass LNG terminal also has operational regasification facilities that include five LNG storage tanks, vaporizers, and three marine berths. Cheniere Partners also owns the Creole Trail Pipeline, which interconnects the Sabine Pass LNG terminal with a number of large interstate and intrastate pipelines.

For additional information, please refer to the Cheniere Partners website at www.cheniere.com and Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission.

Use of Non-GAAP Financial Measures

In addition to disclosing financial results in accordance with U.S. GAAP, the accompanying news release contains a non-GAAP financial measure. Adjusted EBITDA is a non-GAAP financial measure that is used to facilitate comparisons of operating performance across periods. This non-GAAP measure should be viewed as a supplement to and not a substitute for our U.S. GAAP measures of performance and the financial results calculated in accordance with U.S. GAAP, and the reconciliation from these results should be carefully evaluated.

Forward-Looking Statements

This press release contains certain statements that may include “forward-looking statements.” All statements, other than statements of historical or present facts or conditions, included herein are “forward-looking statements.” Included among “forward-looking statements” are, among other things, (i) statements regarding Cheniere Partners’ financial and operational guidance, business strategy, plans and objectives, including the development, construction and operation of liquefaction facilities, (ii) statements regarding Cheniere Partners’ anticipated quarterly distributions and ability to make quarterly distributions at the base amount or any amount, (iii) statements regarding regulatory authorization and approval expectations, (iv) statements expressing beliefs and expectations regarding the development of Cheniere Partners’ LNG terminal and liquefaction business, (v) statements regarding the business operations and prospects of third-parties, (vi) statements regarding potential financing arrangements, and (vii) statements regarding future discussions and entry into contracts. Although Cheniere Partners believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Cheniere Partners’ actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in Cheniere Partners’ periodic reports that are filed with and available from the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required under the securities laws, Cheniere Partners does not assume a duty to update these forward-looking statements.

(Financial Tables Follow)

Cheniere Energy Partners, L.P. Consolidated Statements of Income (in millions, except per unit data)⁽¹⁾

	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
		2022			2021			2022			2021
Revenues
LNG revenues	$	2,926		$	2,582		$	11,507		$	7,639
LNG revenues—affiliate		1,300			594			4,568			1,472
LNG revenues—related party		—			—			—			1
Regasification revenues		477			67			1,068			269
Other revenues		18			14			63			53
Total revenues		4,721			3,257			17,206			9,434

Operating costs and expenses
Cost of sales (excluding items shown separately below)		1,441			2,112			11,887			5,290
Cost of sales—affiliate		47			22			213			84
Cost of sales—related party		—			16			—			17
Operating and maintenance expense		207			170			757			635
Operating and maintenance expense—affiliate		48			39			166			142
Operating and maintenance expense—related party		27			12			72			46
General and administrative expense		2			2			5			9
General and administrative expense—affiliate		22			21			92			85
Depreciation and amortization expense		165			140			634			557
Other		—			4			—			11
Other—affiliate		—			1			—			1
Total operating costs and expenses		1,959			2,539			13,826			6,877

Income from operations		2,762			718			3,380			2,557

Other income (expense)
Interest expense, net of capitalized interest		(229	)		(195	)		(870	)		(831	)
Loss on modification or extinguishment of debt		(33	)		(20	)		(33	)		(101	)
Other income, net		11			1			21			3
Other income—affiliate		—			2			—			2
Total other expense		(251	)		(212	)		(882	)		(927	)

Net income	$	2,511		$	506		$	2,498		$	1,630

Basic and diluted net income per common unit ⁽¹⁾	$	4.63		$	0.93		$	3.27		$	3.00

Weighted average basic and diluted number of common units outstanding		484.0			484.0			484.0			484.0

_________________________
(1)	Please refer to the Cheniere Energy Partners, L.P. Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission.

Cheniere Energy Partners, L.P. Consolidated Balance Sheets (in millions, except unit data) ⁽¹⁾

	December 31,
		2022			2021
ASSETS
Current assets
Cash and cash equivalents	$	904		$	876
Restricted cash and cash equivalents		92			98
Trade and other receivables, net of current expected credit losses		627			580
Accounts receivable—affiliate		551			232
Accounts receivable—related party		—			1
Advances to affiliate		177			141
Inventory		160			176
Current derivative assets		24			21
Margin deposits		35			7
Other current assets		50			80
Total current assets		2,620			2,212

Property, plant and equipment, net of accumulated depreciation		16,725			16,830
Operating lease assets		89			98
Debt issuance costs, net of accumulated amortization		8			12
Derivative assets		28			33
Other non-current assets, net		163			173
Total assets	$	19,633		$	19,358

LIABILITIES AND PARTNERS’ EQUITY (DEFICIT)
Current liabilities
Accounts payable	$	32		$	21
Accrued liabilities		1,378			1,073
Accrued liabilities—related party		6			4
Due to affiliates		74			67
Deferred revenue		144			155
Deferred revenue—affiliate		3			1
Current operating lease liabilities		10			8
Current derivative liabilities		769			16
Other current liabilities		5			—
Total current liabilities		2,421			1,345

Long-term debt, net of premium, discount and debt issuance costs		16,198			17,177
Operating lease liabilities		80			89
Finance lease liabilities		18			—
Derivative liabilities		3,024			11
Other non-current liabilities—affiliate		23			18

Commitments and contingencies

Partners’ equity (deficit)
Common unitholders’ interest (484.0 million units issued and outstanding at both December 31, 2022 and 2021)		(1,118	)		1,024
General partner’s interest (2% interest with 9.9 million units issued and outstanding at both December 31, 2022 and 2021)		(1,013	)		(306	)
Total partners’ equity (deficit)		(2,131	)		718
Total liabilities and partners’ equity (deficit)	$	19,633		$	19,358

_________________________
(1)	Please refer to the Cheniere Energy Partners, L.P. Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission.

Reconciliation of Non-GAAP Measures

Regulation G Reconciliations

Adjusted EBITDA

The following table reconciles our Adjusted EBITDA to U.S. GAAP results for the three and twelve months ended December 31, 2022 and 2021 (in millions):

	Three Months Ended December 31,						Twelve Months Ended December 31,
		2022			2021			2022			2021
Net income	$	2,511		$	506		$	2,498		$	1,630
Interest expense, net of capitalized interest		229			195			870			831
Loss on modification or extinguishment of debt		33			20			33			101
Other income, net		(11	)		(1	)		(21	)		(3	)
Other income—affiliate		—			(2	)		—			(2	)
Income from operations	$	2,762		$	718		$	3,380		$	2,557
Adjustments to reconcile income from operations to Adjusted EBITDA:
Depreciation and amortization expense		165			140			634			557
Loss (gain) from changes in fair value of commodity derivatives, net⁽¹⁾		(1,336	)		5			1,057			(49	)
Other		—			5			—			11
Adjusted EBITDA	$	1,591		$	868		$	5,071		$	3,076

_________________________
(1)	Change in fair value of commodity derivatives prior to contractual delivery or termination

Adjusted EBITDA is commonly used as a supplemental financial measure by our management and external users of our Consolidated Financial Statements to assess the financial performance of our assets without regard to financing methods, capital structures, or historical cost basis. Adjusted EBITDA is not intended to represent cash flows from operations or net income as defined by U.S. GAAP and is not necessarily comparable to similarly titled measures reported by other companies.

We believe Adjusted EBITDA provides relevant and useful information to management, investors and other users of our financial information in evaluating the effectiveness of our operating performance in a manner that is consistent with management’s evaluation of financial and operating performance.

Adjusted EBITDA is calculated by taking net income before interest expense, net of capitalized interest, depreciation and amortization, and adjusting for the effects of certain non-cash items, other non-operating income or expense items and other items not otherwise predictive or indicative of ongoing operating performance, including the effects of modification or extinguishment of debt, impairment expense and loss on disposal of assets, and changes in the fair value of our commodity derivatives prior to contractual delivery or termination. The change in fair value of commodity derivatives is considered in determining Adjusted EBITDA given that the timing of recognizing gains and losses on these derivative contracts differs from the recognition of the related item economically hedged. We believe the exclusion of these items enables investors and other users of our financial information to assess our sequential and year-over-year performance and operating trends on a more comparable basis and is consistent with management’s own evaluation of performance.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230222005711/en/

Cheniere Partners

Investors

Randy Bhatia, 713-375-5479

Frances Smith, 713-375-5753

Media Relations

Eben Burnham-Snyder, 713-375-5764

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Oil/Gas Rail Energy Transport Other Energy

MEDIA:

February 23, 2023 7:42 am

RumbleOn Announces Fourth Quarter and Full Year 2022 Earnings Release and Conference Call Schedule

RumbleOn Announces Fourth Quarter and Full Year 2022 Earnings Release and Conference Call Schedule

IRVING, Texas–(BUSINESS WIRE)–
RumbleOn, Inc. (NASDAQ: RMBL) (the “Company” or “RumbleOn”), the nation’s first technology-based omnichannel powersports platform, today announced that it will release its fourth quarter and full year 2022 operational and financial results before the market opens on Thursday, March 16, 2023.

The Company has scheduled a conference call and webcast on the same day at 7:30 a.m. Central Time (8:30 a.m. Eastern Time) to discuss its operational and financial results.

What: RumbleOn Fourth Quarter and Full Year 2022 Earnings Conference Call

When: Thursday, March 16, 2023, at 7:30 am Central Time (8:30 a.m. Eastern Time)

Conference Call Dial In: 1-877-407-9716 for United States callers, or 1-201-493-6779 for callers outside the United States; Conference ID: 13735860

Webcast: A live and archived webcast of the event will be accessible from the Investor Relations section of the company’s website at https://investors.rumbleon.com

About RumbleOn

RumbleOn is the nation’s first technology-based omnichannel powersports platform. Headquartered in the Dallas Metroplex, RumbleOn provides the only technology-led omnichannel platform in powersports with a broad footprint of physical locations, full-line manufacturer representation and high-quality used inventory to transform the entire customer experience. Our goal is to integrate the best of both the physical and digital, and make the transition between the two seamless. To learn more please visit us online at https://www.rumbleon.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230223005163/en/

Investor Inquiries:

Dawn Francfort

ICR, Inc.

[email protected]

Will Newell

[email protected]

KEYWORDS: Texas United States North America

INDUSTRY KEYWORDS: Recreational Vehicles Software Performance & Special Interest Sports Online Retail Internet Motorcycles Specialty Technology Other Sports Automotive Retail Other Automotive

MEDIA:

Logo

February 23, 2023 7:42 am

MGP Ingredients Reports Strong Fourth Quarter and Full Year 2022 Results

Full year consolidated sales increased 25% from prior year period

Full year net income and adjusted EBITDA both increased 20%

ATCHISON, Kan., Feb. 23, 2023 (GLOBE NEWSWIRE) — MGP Ingredients, Inc. (Nasdaq:MGPI), a leading provider of distilled spirits, branded spirits and food ingredient solutions, today reported results for the fourth quarter and full year ended December 31, 2022.

2022 fourth quarter consolidated results compared to 2021 fourth quarter

Sales increased 15% to $191.0 million.
Gross profit increased 20% to $63.2 million, representing 33.1% of sales.
Operating income decreased 34% to $29.7 million due to the $16.3 million favorable insurance recovery recorded in the 2021 fourth quarter. Adjusted operating income increased 3% to $29.7 million.
Net income decreased 29% to $22.5 million due to the $12.2 million tax-effected, favorable insurance recovery recorded in the 2021 fourth quarter. Adjusted net income increased 16% to $22.5 million.
Adjusted EBITDA increased 2% to $35.1 million.
Basic earnings per common share (“EPS”) decreased to $1.02 per share from $1.44 per share due to the $0.56 per share favorable insurance recovery recorded in the 2021 fourth quarter. Adjusted basic EPS increased to $1.02 per share from $0.88 per share.
Diluted EPS decreased to $1.01 per share from $1.44 per share due to the $0.56 per share favorable insurance recovery recorded in the 2021 fourth quarter. Adjusted diluted EPS increased to $1.01 per share from $0.88 per share.

2022 full year consolidated results compared to 2021 full year

Sales increased 25% to $782.4 million.
Gross profit and adjusted gross profit increased 27% and 26%, respectively, to $253.3 million, representing 32.4% of sales.
Operating income and adjusted operating income increased 18% and 23%, respectively, to $149.0 million.
Net income and adjusted net income increased 20% and 23%, respectively, to $108.9 million.
Adjusted EBITDA increased 20% to $169.3 million.
Basic EPS increased to $4.94 per share from $4.37 per share. Adjusted basic EPS increased to $4.94 per share from $4.26 per share.
Diluted EPS increased to $4.92 from $4.37 per share. Adjusted diluted EPS increased to $4.92 per share from $4.26 per share.

“We are very pleased with our performance for the quarter and full year and remain confident in the long-term sustainability of our business model,” said Dave Colo, president and CEO of MGP Ingredients. “Our record annual results reflect continued strength in each of our business segments. Brown goods sales increased 65% and 42% for the fourth quarter and full year 2022, respectively, as compared to the prior year periods. Underpinning this growth was continued demand for our new distillate and aged whiskey. Meanwhile, increased commodity costs and excess supply in the market continue to negatively impact industrial alcohol and white goods gross profit. Sales of our premium plus portfolio of brands grew 23% in the quarter driving further gross margin expansion in our Branded Spirits segment. In our Ingredient Solutions business, we remain encouraged by the traction our specialty wheat starches and proteins continue to gain. These results for the fourth quarter and full year demonstrate the continued success of executing our long-term strategy.”

Distilling Solutions

In the fourth quarter 2022, sales for the Distilling Solutions segment increased 23% to $101.2 million, reflecting a 34% increase in sales of premium beverage alcohol. Gross profit increased to $31.7 million or 31.3% of segment sales, compared to $26.9 million, or 32.6% of segment sales in the fourth quarter 2021.

For the full year 2022, Distilling Solutions segment sales increased 22% to $428.5 million, reflecting a 28% increase in sales of premium beverage alcohol, due to continued strong new distillate and aged American Whiskey sales. Gross profit increased to $126.3 million, or 29.5% of segment sales, compared to $114.1 million, or 32.4% of segment sales in 2021.

Branded Spirits

For the fourth quarter 2022, sales for the Branded Spirits segment decreased less than 1% to $60.9 million. Sales of the premium plus price tier spirit brands grew 23%. Gross profit increased to $24.7 million, or 40.6% of segment sales compared to $20.9 million, or 34.3% of segment sales in the fourth quarter 2021.

For the full year 2022, Branded Spirits sales increased 30% to $237.9 million, reflecting the full year impact of the merger with Luxco as well as continued strength in the premium plus portfolio of brands. Sales of the premium plus price tier spirit brands grew 56%. Gross profit increased to $95.5 million, or 40.1% of segment sales, compared to $62.6 million, or 34.1% of segment sales in 2021. Adjusted gross profit increased to $95.5 million, or 40.1% of segment sales, compared to $65.2 million, or 35.5% of segment sales.

Ingredient Solutions

In the fourth quarter 2022, sales for the Ingredient Solutions segment increased 24% to $29.0 million. Gross profit increased to $6.9 million, or 23.8% of segment sales, compared to $5.0 million, or 21.2% of segment sales in the fourth quarter 2021.

For the full year 2022, Ingredient Solutions segment sales increased 28% to $115.9 million, driven primarily by higher sales of specialty wheat starches and specialty wheat proteins. Gross profit increased to $31.5 million, or 27.2% of segment sales, compared to $22.2 million, or 24.5% of segment sales in 2021.

Other

Advertising and promotion expenses for the fourth quarter 2022 increased $4.7 million, or 75%, to $10.9 million as compared to the fourth quarter 2021. For the full year 2022, advertising and promotion expenses increased $13.6 million, or 85%. The increases for both periods are primarily driven by the Luxco acquisition and further incremental investment to support continued growth in the premium plus portfolio of brands.

Corporate selling, general and administrative (“SG&A”) expenses for the fourth quarter 2022 increased $5.1 million to $22.6 million as compared to the fourth quarter 2021. For the full year, corporate SG&A expenses increased $1.8 million to $74.6 million as compared to 2021.

The corporate effective tax rate for the fourth quarter 2022 was 19.0%, compared with 26.8% from the year ago period. The corporate effective tax rate for the full year 2022 was 22.3% compared with 25.0% in 2021.

2023 Outlook

MGP is offering the following consolidated guidance for fiscal 2023:

Sales are projected to be in the range of $815 million to $835 million.
Adjusted EBITDA is expected to be in the range of $178 million to $183 million.
Adjusted basic earnings per common share are forecasted to be in the $5.05 to $5.20 range, with basic weighted average shares outstanding expected to be approximately 22.2 million at year end.

Full year 2023 guidance measures of adjusted EBITDA and adjusted basic EPS are provided on a non-GAAP basis without a reconciliation to the most directly comparable GAAP measures because MGP is unable to predict with a reasonable degree of certainty certain items contained in the GAAP measures without unreasonable efforts. Such items include, but are not limited to, acquisition related expenses, restructuring and related expenses, and other items not reflective of MGP’s ongoing operations.

Conference Call and Webcast Information

MGP Ingredients will host a conference call for analysts and institutional investors at 10 a.m. ET today to discuss these results and current business trends. The conference call and webcast will be available via:

Webcast:	ir.mgpingredients.com on the Events & Presentations page
Conference Call:	844-308-6398 (domestic) or 412-717-9605 (international)

About MGP Ingredients, Inc.

MGP Ingredients, Inc. (Nasdaq: MGPI) is a leading producer of premium distilled spirits, branded spirits, and food ingredient solutions. Since 1941, we have combined our expertise and energy aimed at formulating excellence, bringing product ideas to life collaboratively with our customers.

As one of the largest distillers in the U.S., MGP’s offerings include bourbon and rye whiskeys, gins, and vodkas, which are created at the intersection of science and imagination, for customers of all sizes, from crafts to multinational brands. With distilleries in Kentucky, Indiana and Kansas, and bottling operations in Missouri, Ohio, and Northern Ireland, MGP has the infrastructure and expertise to create on any scale.

MGP’s branded spirits portfolio covers a wide spectrum of brands in every segment, including iconic brands from Luxco, which was founded in 1958 by the Lux Family. Luxco is a leading producer, supplier, importer and bottler of beverage alcohol products. Our branded spirits mission is to meet the needs and exceed the expectations of consumers, associates and business partners. Luxco’s award-winning spirits portfolio includes well-known brands from four distilleries: Bardstown, Kentucky-based Lux Row Distillers, home of Ezra Brooks, Rebel, Blood Oath, David Nicholson and Daviess County; Lebanon, Kentucky-based Limestone Branch Distillery, maker of Yellowstone Kentucky Straight Bourbon Whiskey, Minor Case Straight Rye Whiskey and Bowling & Burch Gin; Jalisco, Mexico-based Destiladora González Lux, producer of 100% agave tequilas, El Mayor, Exotico and Dos Primos; and the historic Ross & Squibb Distillery in Lawrenceburg, Indiana, where the George Remus Straight Bourbon Whiskey and Rossville Union Straight Rye Whiskey are produced. The innovative and high-quality brand portfolio also includes Everclear Grain Alcohol, Pearl Vodka, Green Hat Gin, Saint Brendan’s Irish Cream, The Quiet Man Irish Whiskey and other well-recognized brands.

In addition, our Ingredient Solutions segment offers specialty proteins and starches that help customers harness the power of plants and provide a host of functional, nutritional, and sensory benefits for a wide range of food products.

The transformation of American grain into something more is in the soul of our people, products, and history. We’re devoted to unlocking the creative potential of this extraordinary resource. For more information, visit mgpingredients.com.

Cautionary Note Regarding Forward-Looking Statements

The forward-looking statements contained herein include, but are not limited to, statements about the expected effects on MGP Ingredients, Inc. (the “Company,” or “MGP”) of continuing consumer trends and our announced expansionary projects. Forward looking statements are usually identified by or are associated with such words as “intend,” “plan,” “believe,” “estimate,” “expect,” “anticipate,” “hopeful,” “should,” “may,” “will,” “could,” “encouraged,” “opportunities,” “potential,” and/or the negatives or variations of these terms or similar terminology.

These forward-looking statements reflect management’s current beliefs and estimates of future economic circumstances, industry conditions, Company performance, and Company financial results and financial condition and are not guarantees of future performance. All such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those contemplated by the relevant forward-looking statements. Important factors that could cause actual results to differ materially from our expectations include, (i) disruptions in the operations at any of our facilities, (ii) the availability and cost of grain, flour, and agave, and fluctuations in energy costs, (iii) the effectiveness of our grain purchasing program to mitigate our exposure to commodity price fluctuations, (iv) the effectiveness or execution of our strategic plan, (v) potential adverse effects to operations and our system of internal controls related to the loss of key management personnel, (vi) the competitive environment and related market conditions, (vii) the impact of COVID-19 and other pandemics, (viii) the effects of inflation and our ability to effectively pass raw material and other price increases on to customers, (ix) our ability to maintain compliance with all applicable loan agreement covenants, (x) increases in interest rates, (xi) our ability to realize operating efficiencies, (xii) actions of governments, and (xiii) consumer tastes and preferences. For further information on these and other risks and uncertainties that may affect our business, including risks specific to our Distilling Solutions, Branded Spirits and Ingredient Solutions segments, see Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2022.

Non-GAAP Financial Measures

In addition to reporting financial information in accordance with U.S. GAAP, the Company provides certain non-GAAP financial measures that are not in accordance with, or alternatives for, GAAP. In addition to the comparable GAAP measures, MGP has disclosed adjusted gross profit, adjusted operating income, adjusted income before income taxes, adjusted net income, adjusted MGP earnings, adjusted EBITDA and adjusted basic and diluted earnings per common share. The presentation of non-GAAP financial measures should be reviewed in conjunction with gross profit, operating income, income before income taxes, net income, net income used in earnings per common share calculation, and basic and diluted EPS computed in accordance with U.S. GAAP and should not be considered a substitute for these GAAP measures. The non-GAAP adjustments referenced in the section entitled “Reconciliation of Selected GAAP Measures to Adjusted Non-GAAP Measures,” take into account the impacts of items that are not necessarily ongoing in nature and/or predictive of the Company’s operating trends. We believe that these non-GAAP measures provide useful information to investors regarding the Company’s performance and overall results of operations. In addition, management uses these non-GAAP measures in conjunction with GAAP measures when evaluating the Company’s operating results compared to prior periods on a consistent basis, assessing financial trends and for forecasting purposes. Non-GAAP financial measures may not provide information that is directly comparable to other companies, even if similar terms are used to identify such measures. The attached schedules provide a full reconciliation of these non-GAAP financial measures to their most directly comparable U.S. GAAP financial measure.

For More Information

Investors & Analysts:
Mike Houston
646-475-2998 or [email protected]

Media:
Greg Manis
913-360-5440 or [email protected]

MGP INGREDIENTS, INC.

OPERATING INCOME ROLLFORWARD

(Dollars in thousands)

Operating income, quarter versus quarter	Operating Income			Change
Operating income for quarter ended December 31, 2021	$	45,316
Increase in gross profit – Distilling Solutions segment		4,757		11	pp^(a)
Increase in gross profit – Branded Spirits segment		3,805		8	pp
Increase in gross profit – Ingredient Solutions segment		1,898		4	pp
Increase in advertising and promotion expenses		(4,656	)	(10)	pp
Increase in SG&A expenses		(5,080	)	(11)	pp
Decrease in insurance recoveries		(16,325	)	(36)	pp
Operating income for quarter ended December 31, 2022	$	29,715		(34) %

Operating income, year versus year	Operating Income			Change
Operating income for year ended December 31, 2021	$	126,363
Increase in gross profit – Branded Spirits segment		32,877		26		pp^(a)
Increase in gross profit – Distilling Solutions segment		12,176		10		pp
Increase in gross profit – Ingredient Solutions segment		9,288		7		pp
Increase in advertising and promotion expenses		(13,616	)	(11	)	pp
Increase in SG&A expenses		(1,798	)	(1	)	pp
Decrease in insurance recoveries		(16,325	)	(13	)	pp
Operating income for year ended December 31, 2022	$	148,965		18	%

^(a) Percentage points (“pp”).

MGP INGREDIENTS, INC.

EARNINGS PER SHARE (“EPS”) ROLLFORWARD

Change in basic and diluted EPS, quarter versus quarter	EPS			Change
Basic and diluted EPS for quarter ended December 31, 2021	$	1.44
Change in operating income^(a)		(0.52	)	(36	)	pp^(b)
Change in other income (expense), net^(a)		(0.02	)	(1	)	pp
Change in interest expense^(a)		0.02		1		pp
Change in effective tax rate		0.10		7		pp
Basic EPS for quarter ended December 31, 2022		1.02		(29) %
Impact of dilutive shares outstanding		(0.01	)	(1	)	pp
Diluted EPS for quarter ended December 31, 2022	$	1.01		(30) %

Change in basic and diluted EPS, year versus year	EPS			Change
Basic and diluted EPS for year ended December 31, 2021	$	4.37
Change in operating income^(a)		1.12		26		pp^(b)
Change in interest expense^(a)		(0.06	)	(1	)	pp
Change in other income (expense), net^(a)		(0.08	)	(2	)	pp
Change in weighted average shares outstanding^(c)		(0.51	)	(12	)	pp
Change in effective tax rate		0.10		2		pp
Basic EPS for year ended December 31, 2022		4.94		13	%
Impact of dilutive shares outstanding		(0.02	)	—		pp
Diluted EPS for year ended December 31, 2022	$	4.92		13	%

^{(a) Items are net of tax based on the effective tax rate for the base year (2021).}

^{(b) Percentage points (“pp”)}

^{(c) Weighted average shares outstanding change primarily due to our repurchases of Common Stock, the vesting of employee restricted stock units (“RSUs”), our purchase of vested RSUs from employees to pay withholding taxes, and the granting of Common Stock to directors.}

MGP INGREDIENTS, INC.

SALES BY OPERATING SEGMENT

(Dollars in thousands)

	DISTILLING SOLUTIONS SALES
	Quarter Ended December 31,				Quarter versus Quarter Sales Change Increase/(Decrease)
		2022		2021	$ Change			% Change
Brown goods	$	53,624	$	32,474	$	21,150		65	%
White goods		16,514		19,769		(3,255	)	(16	)
Premium beverage alcohol		70,138		52,243		17,895		34
Industrial alcohol		11,671		15,732		(4,061	)	(26	)
Food grade alcohol		81,809		67,975		13,834		20
Fuel grade alcohol		3,374		4,054		(680	)	(17	)
Distillers feed and related co-products		10,227		5,885		4,342		74
Warehouse services		5,777		4,574		1,203		26
Total Distilling Solutions	$	101,187	$	82,488	$	18,699		23	%

	BRANDED SPIRITS SALES
	Quarter Ended December 31,				Quarter versus Quarter Sales Change Increase/(Decrease)
		2022		2021	$ Change			% Change
Ultra premium	$	12,409	$	8,231	$	4,178		51	%
Super premium		2,752		2,544		208		8
Premium		6,283		6,614		(331	)	(5	)
Premium plus		21,444		17,389		4,055		23
Mid		19,122		22,893		(3,771	)	(16	)
Value		11,091		12,536		(1,445	)	(12	)
Other		9,204		8,191		1,013		12
Total Branded Spirits	$	60,861	$	61,009	$	(148	)	—	%

	INGREDIENT SOLUTIONS SALES
	Quarter Ended December 31,				Quarter versus Quarter Sales Change Increase / (Decrease)
		2022		2021	$ Change			% Change
Specialty wheat starches	$	15,122	$	12,707	$	2,415		19	%
Specialty wheat proteins		10,088		8,186		1,902		23
Commodity wheat starches		3,737		2,442		1,295		53
Commodity wheat proteins		—		15		(15	)	(100	)
Total Ingredient Solutions	$	28,947	$	23,350	$	5,597		24	%

MGP INGREDIENTS, INC.

SALES BY OPERATING SEGMENT

(Dollars in thousands)

	DISTILLING SOLUTIONS SALES
	Year Ended December 31,				Year versus Year Sales Change Increase/(Decrease)
		2022		2021	$ Change			% Change
Brown goods	$	229,523	$	162,074	$	67,449		42	%
White goods		74,510		75,818		(1,308	)	(2	)
Premium beverage alcohol		304,033		237,892		66,141		28
Industrial alcohol		46,812		62,628		(15,816	)	(25	)
Food grade alcohol		350,845		300,520		50,325		17
Fuel grade alcohol		13,681		14,916		(1,235	)	(8	)
Distillers feed and related co-products		40,354		19,545		20,809		106
Warehouse services		23,598		17,523		6,075		35
Total Distilling Solutions	$	428,478	$	352,504	$	75,974		22	%

	BRANDED SPIRITS SALES
	Year Ended December 31,				Year versus Year Sales Change Increase/(Decrease)
		2022		2021	$ Change		% Change
Ultra premium	$	48,245	$	27,722	$	20,523	74	%
Super premium		12,274		8,937		3,337	37
Premium		24,211		17,626		6,585	37
Premium Plus		84,730		54,285		30,445	56
Mid		82,530		71,292		11,238	16
Value		47,395		38,520		8,875	23
Other		23,284		19,469		3,815	20
Total Branded Spirits	$	237,939	$	183,566	$	54,373	30	%

	INGREDIENT SOLUTIONS SALES
	Year Ended December 31,				Year versus Year Sales Change Increase/(Decrease)
		2022		2021	$ Change			% Change
Specialty wheat starches	$	62,567	$	47,758	$	14,809		31	%
Specialty wheat proteins		39,313		31,485		7,828		25
Commodity wheat starches		14,023		10,014		4,009		40
Commodity wheat proteins		38		1,393		(1,355	)	(97	)
Total Ingredient Solutions	$	115,941	$	90,650	$	25,291		28	%

MGP INGREDIENTS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(Dollars in thousands)

	Quarter Ended December 31,						Year Ended December 31,
		2022			2021			2022			2021
Sales	$	190,995		$	166,847		$	782,358		$	626,720
Cost of sales		127,782			114,094			529,052			427,755
Gross profit		63,213			52,753			253,306			198,965

Advertising and promotion expense		10,866			6,210			29,714			16,098
Selling, general and administrative		22,632			17,552			74,627			72,829
Insurance recoveries		—			(16,325	)		—			(16,325	)
Operating income		29,715			45,316			148,965			126,363

Interest expense, net		(960	)		(1,329	)		(5,451	)		(4,037	)
Other income (loss), net		(981	)		(751	)		(3,342	)		(1,230	)
Income before income taxes		27,774			43,236			140,172			121,096

Income tax expense		5,263			11,578			31,300			30,279
Net income		22,511			31,658			108,872			90,817

Net loss attributable to noncontrolling interest		146			211			590			490
Net income attributable to MGP Ingredients, Inc.		22,657			31,869			109,462			91,307

Income attributable to participating securities		(180	)		(236	)		(871	)		(712	)
Net income used in earnings per share calculation	$	22,477		$	31,633		$	108,591		$	90,595

Weighted average common shares
Basic		22,011,785			21,983,310			22,002,990			20,719,663
Diluted		22,304,093			21,983,310			22,053,966			20,719,663

Earnings per common share
Basic	$	1.02		$	1.44		$	4.94		$	4.37
Diluted	$	1.01		$	1.44		$	4.92		$	4.37

MGP INGREDIENTS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Dollars in thousands)

	December 31,
		2022			2021
ASSETS
Current Assets:
Cash and cash equivalents	$	47,889		$	21,568
Receivables, net		109,267			92,537
Inventory		289,722			245,944
Prepaid expenses		2,957			1,510
Refundable income taxes		4,327			5,539
Total Current Assets		454,162			367,098

Property, plant, and equipment		450,800			404,149
Less accumulated depreciation and amortization		(215,168	)		(196,863	)
Property, Plant, and Equipment, net		235,632			207,286
Operating lease right-of-use assets, net		15,042			9,671
Investment in joint ventures		5,534			4,944
Intangible assets, net		216,768			218,838
Goodwill		226,294			226,294
Other assets		4,779			7,336
TOTAL ASSETS	$	1,158,211		$	1,041,467

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Current maturities of long-term debt	$	5,600		$	3,227
Accounts payable		66,432			53,712
Federal and state excise taxes payable		4,627			6,992
Accrued expenses and other		28,716			24,869
Total Current Liabilities		105,375			88,800

Long-term debt, less current maturities		29,510			35,266
Convertible senior notes		195,225			194,906
Long-term operating lease liabilities		11,622			6,997
Other noncurrent liabilities		3,723			5,132
Deferred income taxes		67,112			66,101
Total Liabilities		412,567			397,202
Total equity		745,644			644,265
TOTAL LIABILITIES AND TOTAL EQUITY	$	1,158,211		$	1,041,467

MGP INGREDIENTS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands)

	December 31,
		2022			2021
Cash Flows from Operating Activities
Net income	$	108,872		$	90,817
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		21,455			19,092
Gain on insurance recoveries		—			(16,325	)
Share-based compensation		5,502			5,555
Equity method investment loss		2,220			1,611
Deferred income taxes, including change in valuation allowance		1,011			6,772
Other, net		194			145
Changes in operating assets and liabilities, net of effects of acquisition:
Receivables, net		(16,786	)		(6,031	)
Inventory		(44,350	)		(14,214	)
Prepaid expenses		(1,468	)		2,586
Income taxes payable (refundable)		1,212			(6,242	)
Accounts payable		10,626			5,301
Accrued expenses and other		1,984			738
Federal and state excise taxes payable		(2,365	)		(1,467	)
Other, net		829			(75	)
Net cash provided by operating activities		88,936			88,263

Cash Flows from Investing Activities
Additions to property, plant, and equipment		(45,323	)		(47,389	)
Purchase of business, net of cash acquired		—			(149,005	)
Contributions to equity method investment		(2,810	)		(1,470	)
Proceeds from property insurance recoveries		—			16,325
Proceeds from sale of property and other		150			—
Other, net		170			(1,080	)
Net cash used in investing activities		(47,813	)		(182,619	)

Cash Flows from Financing Activities
Payment of dividends and dividend equivalents		(10,646	)		(10,017	)
Purchase of treasury stock		(715	)		(767	)
Loan fees paid related to borrowings		—			(7,050	)
Principal payments on long-term debt		(3,403	)		(1,620	)
Proceeds from credit agreement – revolver		—			242,300
Payments on credit agreement – revolver		—			(242,300	)
Proceeds from convertible senior notes		—			201,250
Payment on assumed debt as part of the Merger		—			(87,509	)
Net cash provided by (used in) financing activities		(14,764	)		94,287

Effect of exchange rate changes on cash and cash equivalents		(38	)		(25	)
Increase (decrease) in cash and cash equivalents		26,321			(94	)
Cash and cash equivalents, beginning of period		21,568			21,662
Cash and cash equivalents, end of period	$	47,889		$	21,568

MGP INGREDIENTS, INC.

RECONCILIATION OF SELECTED GAAP MEASURES TO ADJUSTED NON-GAAP MEASURES (UNAUDITED)(in thousands)

Quarter Ended December 31, 2022

Gross
Profit

Operating
Income

Income before
Income Taxes

Net
Income

MGP
Earnings
^(a)

Basic
EPS

Diluted
EPS

Reported GAAP Results

63,213

29,715

27,774

22,511

22,477

1.02

1.01

No adjustments for the period

—

Adjusted Non-GAAP results

63,213

29,715

27,774

22,511

22,477

1.02

1.01

	Quarter Ended December 31, 2021
	Gross Profit		Operating Income			Income before Income Taxes			Net Income			MGP Earnings ^(a)			Basic and Diluted EPS
Reported GAAP Results		52,753	$	45,316		$	43,236		$	31,658		$	31,633		$	1.44
Adjusted to remove:
Insurance recoveries^(b)		—		(16,325	)		(16,325	)		(12,244	)		(12,244	)		(0.56	)
Business acquisition costs^(c)		—		5			5			5			5			—
Adjusted Non-GAAP results	$	52,753	$	28,996		$	26,916		$	19,419		$	19,394		$	0.88

Year Ended December 31, 2022

Gross
Profit

Operating
Income

Income before
Income Taxes

Net
Income

MGP
Earnings
^(a)

Basic
EPS

Diluted
EPS

Reported GAAP Results

253,306

148,965

140,172

108,872

108,591

4.94

4.92

No adjustments for the period

—

Adjusted Non-GAAP results

253,306

148,965

140,172

108,872

108,591

4.94

4.92

	Year Ended December 31, 2021
	Gross Profit		Operating Income			Income before Income Taxes			Net Income			MGP Earnings ^(a)			Basic and Diluted EPS
Reported GAAP Results	$	198,965	$	126,363		$	121,096		$	90,817		$	90,595		$	4.37
Adjusted to remove:
Insurance recoveries^(b)		—		(16,325	)		(16,325	)		(12,244	)		(12,244	)		(0.59	)
Inventory step-up – Branded Spirits^(d)		2,529		2,529			2,529			2,529			2,510			0.12
Business acquisition costs^(c)		—		8,927			8,927			7,529			7,467			0.36
Adjusted Non-GAAP results	$	201,494	$	121,494		$	116,227		$	88,631		$	88,328		$	4.26

^{(a) MGP Earnings has been defined as “Net income used in earnings per share calculation”}

^{(b) The insurance recovery costs are included in the Consolidated Statement of Income within the insurance recoveries line item. During November 2020, we experienced a fire at the Atchison facility. The fire damaged certain equipment in the facility’s feed drying operations and caused a temporary loss of production time. This adjustment includes the legally binding commitment from our insurance carrier for final settlement for the replacement of the damaged dryer.}

^{(c) The business acquisition costs are included in the Consolidated Statement of Income within the selling, general and administrative line item. The adjustment includes transaction and integration costs associated with the merger with Luxco.}

^{(d) The finished goods inventory valuation step-up costs are included in the Consolidated Statement of Income within cost of goods by the Branded Spirits segment. The adjustment includes the purchase accounting adjustment to value the acquired finished goods inventory at its estimated fair value.}

MGP INGREDIENTS, INC.

RECONCILIATION OF NET INCOME TO Adjusted EBITDA

(UNAUDITED) (in thousands)

	Quarter Ended December 31,					Year Ended December 31,
		2022		2021			2022		2021
Net Income	$	22,511	$	31,658		$	108,872	$	90,817
Interest expense		960		1,329			5,451		4,037
Income tax expense		5,263		11,578			31,300		30,279
Depreciation and amortization		5,198		5,424			21,455		19,092
Equity method investment		1,184		872			2,220		1,611
Insurance recoveries		—		(16,325	)		—		(16,325	)
Inventory step-up – Branded Spirits		—		—			—		2,529
Business acquisition costs		—		5			—		8,927
Adjusted EBITDA	$	35,116	$	34,541		$	169,298	$	140,967

The non-GAAP adjusted EBITDA measure is defined as earnings before interest, taxes, depreciation and amortization, equity method investment, insurance recoveries, inventory step-up and business acquisition costs. See section “reconciliation of selected GAAP measure to non-GAAP measures” for further details on each of these non-GAAP Items.

MGP INGREDIENTS, INC.

DILUTIVE SHARES OUTSTANDING CALCULATION

(UNAUDITED)

	Quarter Ended December 31,			Year to Date Ended December 31,
		2022			2022
Principal amount of the bonds	$	201,250,000		$	201,250,000
Par value	$	1,000		$	1,000
Number of bonds outstanding (b)		201,250			201,250

Initial conversion rate		10.3911			10.3911
Conversion price	$	96.23620		$	96.23620

Average share price (c)	$	111.74095		$	98.53736
Impact of conversion (d)	$	233,673,666		$	206,062,202

Cash paid for principal		(201,250,000	)		(201,250,000	)
Conversion premium	$	32,423,666		$	4,812,202

Average share price	$	111.74095		$	98.53736
Conversion premium in shares (a) (e)		290,168			48,836

^{(a) The impacts of the Convertible Senior Notes were included in the diluted weighted average common shares outstanding if the impact was dilutive. The Convertible Senior Notes would only have a dilutive impact if the average market price per share during the quarter and year to date period exceeds the conversion price of $96.23620 per share. For the quarter and year ended December 31, 2022, the inclusion of the shares had a dilutive impact and were included in the diluted EPS calculation.}

^{(b) Number of bonds outstanding is calculated by taking the principal amount of the bonds divided by the par value.}

^{(c) Average share price is calculated by taking the average of the daily closing share price for the period. If the average share price is less then the conversion price of 96.23620 per share, the impact to EPS is anti-dilutive and therefore the shares were excluded from the diluted EPS calculation.}

^{(d) Impact of conversion is calculated by taking the number of bonds outstanding multiplied by the initial conversion rate multiplied by the average share price. If the average share price is less then the conversion price then the impact of conversion is zero.}

^{(e) Conversion premium in shares is calculated by taking the conversion premium divided by the average share price. If the average share price is less then the conversion price then the conversion premium in shares is zero.}