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Fourth quarter net sales of $137.2 million up 21.4% year over year, with gross margins expanding 260 basis points to 19.5% for the quarter. Fourth quarter adjusted EBITDA 1 of $7.5 million up $4.3 million , or 132.6% , year over year. Fourth quarter net loss of $43.9 million unfavorable $43.6 million versus prior year due to a $37.9 million deferred tax asset valuation allowance and asset impairment charges of $8.0 million . Improved profitability and cash generation in the fourth quarter, with net debt 1 finishing at $89.0 million and gross leverage per the Company’s credit agreement 1 declining from 3.3x to 2.8x as of quarter end. Fourth quarter new orders 1 of $137.8 million increased 44.8% year over year; backlog of $272.3 million remains near all-time high. Full year 2022 net sales of $497.5 million down 3.1% due primarily to divestiture activity, with 2022 adjusted EBITDA 1 of $24.2 million up 29.4% year over year. Full year 2022 net loss of $45.6 million unfavorable $49.1 million versus prior year. The Company announced full year financial guidance for 2023 with net sales expected to range from $540.0 million to $570.0 million and adjusted EBITDA 1 in a range of $27.0 million to $31.0 million. The Company also announced that its Board of Directors has authorized the repurchase of up to $15.0 million of the Company’s common stock through February 2026.

PITTSBURGH, March 06, 2023 (GLOBE NEWSWIRE) — L.B. Foster Company (NASDAQ: FSTR), a global technology solutions provider of products and services for the rail and infrastructure markets (the “Company”), today reported its 2022 fourth quarter and full year operating results.

CEO Comments


John Kasel, President and Chief Executive Officer, commented, “We concluded 2022 with strong revenue growth from both organic and inorganic sources, with robust profitability growth and margin expansion that confirms our belief that the strategic transformation of L.B. Foster Company is on track and taking hold. Order intake levels were up nearly 45% in the quarter and the full year book-to-bill ratio was strong at 1.11 : 1.0. These favorable trends, coupled with the $272 million near record backlog give us confidence moving into 2023. We remain focused on integrating and leveraging the VanHooseCo and Skratch acquisitions for continued profitable growth and making further progress to reduce our gross leverage. The Company’s Board-approved stock buyback program, representing approximately 11% of the Company’s current market value, provides an additional lever to increase shareholder value by proactively managing our capital structure as our cash flows and liquidity improve.

Mr. Kasel continued, “At the close of 2022, we recorded $8 million in asset impairment charges related to our precision measurement products and systems and fabricated bridge products businesses. Both of these businesses have been experiencing increasingly challenging market conditions which required us to reassess their longer-term outlooks and related asset carrying values, resulting in the impairment charges in the quarter. In addition, we recorded a $38 million net deferred tax asset valuation allowance based on cumulative historical evidence evaluated as required by accounting standards. As our strategic transformation continues to drive growth and profitability improvement in the coming years, these tax assets, most of which have an indefinite carryforward period, are expected to provide a valuable shield reducing our cash tax obligation for years to come.

Mr. Kasel concluded, “In many ways, 2022 was a significant transition year for our Company. We established our foundational strategic roadmap in late 2021 and completed five portfolio moves since then, with four of them occurring in 2022. Our teams were resilient in addressing supply chain and inflationary headwinds we faced in the first half of the year, and we delivered strong second half results, with adjusted EBITDA at 6.2% of adjusted sales¹ compared to 3.1% for the comparable prior-year period. We’ve established a favorable trend in performance and are looking forward to continued progress in 2023 toward our aspirational goals of ~$600 million in revenue and ~$50 million in EBITDA in 2025.”

¹ See “Non-GAAP Disclosures” at the end of this press release for a description of and information regarding adjusted EBITDA, gross leverage ratio per the Company’s credit agreement, new orders, backlog, results adjusted for portfolio movement, net debt, adjusted sales, funding capacity, and related reconciliations to the comparable United States Generally Accepted Accounting Principles financial measures.

Fourth Quarter Consolidated Highlights

The Company’s fourth quarter performance highlights are reflected below. During the years ended December 31, 2022 and 2021, the Company completed three acquisition and two divestiture transactions in line with its strategic transformation plan. Where meaningful, this release adjusts for the impact of these strategic portfolio changes to highlight performance from ongoing operations.

• New orders¹ totaling $137.8 million for the 2022 fourth quarter increased 44.8% over the prior year quarter. Excluding portfolio changes, new orders¹ increased 33.0% from the prior year comparable quarter. Backlog¹ totaling $272.3 million increased by $62.1 million, or 29.5%, compared to the prior year.
• Net sales for the 2022 fourth quarter were $137.2 million, a $24.2 million increase, or 21.4%, over the prior year quarter. Excluding portfolio changes, net sales¹ for the quarter were $123.6 million, a $14.7 million increase, or 13.5%, over the prior year comparable quarter.
• Gross profit for the 2022 fourth quarter was $26.8 million, an increase of $7.7 million, or 40.7%, over the prior year quarter. Gross profit margin for the 2022 fourth quarter was 19.5%, a 260-basis point increase over the prior year quarter. Excluding portfolio changes, gross profit¹ for the 2022 fourth quarter was $22.5 million, a $3.4 million increase, or 17.8%, over the prior year quarter. Gross profit margin¹ for the 2022 fourth quarter excluding portfolio changes was 18.2%, a 70-basis point increase over the prior year comparable quarter.
• Selling and administrative expenses for the 2022 fourth quarter were $23.3 million, a $5.2 million increase, or 28.7%, over the prior year quarter. The increase was primarily attributable to the Company’s acquisitions completed in 2022, which drove $2.5 million in additional expenses plus $0.8 million in associated transaction costs, coupled with $1.7 million in increased personnel expenses in the legacy business year over year. Selling and administrative expenses as a percent of net sales increased to 17.0% compared to 16.1% in the prior year quarter.
• Operating loss for the 2022 fourth quarter was $6.3 million, which includes $8.0 million in goodwill and long-lived asset impairment charges, a decrease of $5.7 million from the prior year quarter.
• Net loss for the 2022 fourth quarter was $43.9 million, or $4.09 per diluted share, a decrease of $4.06 per diluted share from the prior year quarter, driven by a $37.9 million net deferred tax asset valuation allowance and the $8.0 million impairment charges.
• Adjusted EBITDA¹ for the 2022 fourth quarter, which adjusts for impairment charges and acquisition and divestiture-related items, was $7.5 million, a $4.3 million increase, or 132.6%, versus the prior year quarter.
• Net operating cash flow in the 2022 fourth quarter totaled $8.3 million, a $2.3 million increase compared to the prior year quarter.
• Net debt¹ as of December 31, 2022 declined $5.0 million during the quarter to $89.0 million, with the year end balance up $68.1 million over last year primarily due to increased funding for the Company’s acquisition activity during the year, net of divestiture proceeds. The Company’s gross leverage ratio per its credit agreement¹ was 2.8x as of December 31, 2022, an improvement from 3.3x as of the prior quarter end.

Fourth Quarter Business Results

• Net sales for the fourth quarter of 2022 were $137.2 million, a $24.2 million increase, or 21.4%, compared to the prior year quarter. Sales in the Rail, Technologies, and Services (“Rail”) segment increased by $6.9 million, or 9.8%, due to strength in the Rail Products business, as well as the acquisition of Skratch Enterprises Ltd. (“Skratch”) in the Technology Services and Solutions business, which contributed $2.1 million in sales, partially offset by the impact of the sale of the Company’s rail spikes and anchors track components business (“Track Components”). Sales in the Precast Concrete Products (“Precast”) segment increased $16.5 million, or 81.3%, due largely to the VanHooseCo Precast (“VanHooseCo”) asset acquisition, which contributed $11.4 million in sales during the quarter, and higher demand in the legacy precast business. Sales in the Steel Products and Measurement segment increased by $0.8 million, or 3.6%, from the prior year quarter due to increases in the Coatings and Measurement business, partially offset by declines in Fabricated Steel Products business. Excluding portfolio changes, consolidated net sales¹ increased 13.5% over the prior year comparable quarter.
• Gross profit for the 2022 fourth quarter was $26.8 million, a $7.7 million increase, or 40.7%, from the prior year quarter. Gross profit in the Rail segment increased by $4.1 million, or 29.4%, due to the Skratch acquisition, favorable product mix, and price realization. Gross profit in the Precast segment increased $3.5 million, or 105.0%, due to the VanHooseCo acquisition and higher volume in the legacy Precast business. Gross profit in the Steel Products and Measurement segment increased by $0.1 million, or 7.1%, from the prior year quarter. Excluding portfolio changes, consolidated gross profit¹ increased $3.4 million, or 17.8% from the prior year comparable quarter.
• Consolidated gross profit margins were 19.5%, up 260 basis points from the prior year quarter. Rail margins were 23.1%, up 350 basis points from the prior year quarter, due to sale of the less profitable Track Components business, the acquisition of the accretive Skratch business, and favorable margins in Rail Products. Precast margins were 18.8%, up 220 basis points from the prior year quarter, due to the acquisition of VanHooseCo. Steel Products and Measurement margins were 8.6%, a 30-basis point increase from the prior year quarter. Excluding portfolio changes, consolidated gross profit margins¹ were 18.2%, up 70 basis points from the prior year comparable quarter.
• Selling and administrative expenses in the fourth quarter increased $5.2 million, or 28.7%, over the prior year quarter, due partially to acquisitions and related acquisition transaction costs as well as increases in personnel costs.
• Operating loss for the 2022 fourth quarter was $6.3 million, due to the impairment of the intangible assets of the Company’s precision measurement products and systems business and the impairment of goodwill in the Company’s Fabricated Bridge business, both of which reside in the Steel Products and Measurement segment.
• Net loss for the 2022 fourth quarter was $43.9 million, or $4.09 per diluted share, compared to loss of $0.3 million, or $0.03 per diluted share in the prior year quarter, driven a $37.9 million net deferred tax asset valuation allowance and $8.0 million in asset impairment charges recorded in the fourth quarter of 2022.
• Adjusted EBITDA¹ for the 2022 fourth quarter was $7.5 million, a $4.3 million increase compared to the prior year quarter.
• Net operating cash flow in the 2022 fourth quarter totaled $8.3 million, a $2.3 million increase compared to the prior year quarter. During the fourth quarter of 2022, the Company reduced its net debt by $5.0 million to $89.0 million. The Company’s gross leverage ratio per its credit agreement¹ was 2.8x as of December 31, 2022, an improvement from 3.3x as of the prior quarter end, with total available funding capacity¹ of $40.7 million as of December 31, 2022.
• Fourth quarter new orders¹ were $137.8 million, an increase of $42.6 million from the prior year quarter. Compared to the prior year quarter, new orders¹ were up $15.1 million in Rail, $13.5 million in Precast due to the VanHooseCo acquisition, and $14.0 million in Steel Products and Measurement. Excluding portfolio changes, new orders¹ increased $30.5 million, or 33.0%. The Company’s backlog¹ was $272.3 million as of December 31, 2022, up $62.1 million over the prior year.

Full Year Business Results

• Net sales for the year ended December 31, 2022 were $497.5 million, a $16.1 million decrease, or 3.1%, compared to prior year. Rail sales increased $0.8 million, or 0.3%, due to strength in Rail Products, partially offset by net declines from portfolio changes and a $4.0 million unfavorable adjustment for certain long-term commercial contracts related to the multi-year Crossrail project in the Company’s Technology Services and Solutions business in the U.K. Precast sales increased $33.2 million, or 46.8%, due to the VanHooseCo acquisition contributing $17.8 million in sales, as well as strong sales in the southern U.S. market served. Steel Products and Measurement sales declined $50.2 million due to the Piling divestiture, which had $60.8 million in sales in 2021, partially offset by stronger sales in Coatings and Measurement in 2022. Excluding portfolio movement, consolidated net sales¹ were $467.5 million, a 6.6% increase over the comparable prior year.
• Gross profit for the year ended December 31, 2022 was $89.6 million, a $3.3 million increase, or 3.8%, from prior year. The 18.0% consolidated gross profit margin increased by 120 basis points compared to prior year. Rail gross profit margin was 19.8%, a 70-basis point improvement over the prior year, despite an unfavorable $4.0 million gross profit adjustment for the Crossrail settlement in 2022. Precast gross profit margin of 17.6% was flat versus the prior year, despite an unfavorable expense of $1.1 million for inventory fair value amortization in 2022 related to the VanHooseCo acquisition. The Steel Products and Measurement profit margin of 12.7% increased 110 basis points versus the prior year. Excluding portfolio movements, consolidated gross profit margin¹ was 17.6%, a 60-basis point decrease versus the comparable prior year.
• Selling and administrative expenses for the year ended December 31, 2022 increased by $6.7 million, or 8.8%, over the prior year period. Acquisition costs of $2.0 million and $0.5 million in contingent consideration related to acquisition activity contributed to the increase, as well as increases in personnel, travel, and professional services costs, including costs related to acquired entities. Selling and administrative expenses as a percent of net sales were 16.6%, an increase of 180 basis points versus the prior year.
• Net loss for the year ended December 31, 2022 was $45.6 million, or $4.25 per diluted share, a $49.1 million reduction, or $4.58 per diluted share, from $3.6 million of income, or $0.33 per diluted share, in the prior year period. Included in the 2022 net loss is a $37.9 million tax valuation allowance and $8.0 million in impairment charges.
• Adjusted EBITDA¹ for the year ended December 31, 2022 was $24.2 million, a $5.5 million increase compared to prior year.
• Operating cash used by operations for the year ended December 31, 2022 was $10.6 million, compared to $0.8 million in the prior year. Both periods included $8.0 million in payments related to the Company’s concrete tie warranty settlement agreement with Union Pacific.   Remaining payments under the settlement agreement total $16.0 million with $8.0 million to be paid in each of 2023 and 2024.
• New orders¹ for the year ended December 31, 2022 were $552.0 million, an 8.6% increase from prior year. New orders in Rail and Precast increased 11.5% and 16.9%, respectively, while new orders in Steel Products and Measurement decreased 3.3% versus the prior year. Excluding portfolio changes, consolidated new orders¹ increased 20.1% from the prior year.

Business Outlook, 2023 Financial Guidance and Stock Buyback Authorization

The Company’s backlog¹ continues to be robust at $272.3 million and order rates were strong in the second half of 2022. While recessionary risks persist in many industrial markets, we remain optimistic in the near and longer-term prospects for our core end markets of freight and transit rail and general infrastructure. Previously-announced government funding programs for infrastructure-related projects should provide some level of support in demand for the Company’s products.

The Company is initiating 2023 financial guidance with net sales expected to range between $540.0 million to $570.0 million and adjusted EBITDA¹ expected to range between $27.0 million and $31.0 million. The Company will provide periodic updates to its 2023 financial outlook as appropriate.

The Company’s Board of Directors has authorized the repurchase of up to $15.0 million of the Company’s common stock in open market transactions and/or 10b5-1 trading plans through February 2026. Repurchases are limited to up to $5.0 million in any trailing 12-month period, with unused amounts carrying forward to future periods through the end of the authorization. Any repurchases will be subject to the Company’s liquidity, including availability of borrowings and covenant compliance under its revolving credit facility, and other capital needs of the business.

Fourth Quarter Conference Call


L.B. Foster Company will conduct a conference call and webcast to discuss its fourth quarter 2022 operating results on March 6, 2023 at 11:00 AM ET. The call will be hosted by Mr. John Kasel, President and Chief Executive Officer. Listen via audio and access the slide presentation on the L.B. Foster website: www.lbfoster.com, under the Investor Relations page. A conference call replay will be available through March 13, 2023 via webcast through L.B. Foster’s Investor Relations page of the company’s website.

Those interested in participating in the question-and-answer session may register for the call at https://register.vevent.com/register/BIe3b71a8ed7aa46808cd18e08001166e4 to receive the dial-in numbers and unique PIN to access the call. The registration link will also be available on the Company’s Investor Relations page of its website.

About L.B. Foster Company


Founded in 1902, L.B. Foster Company is a global solutions provider of engineered, manufactured products and services that builds and supports infrastructure. The Company’s innovative engineering and product development solutions address the safety, reliability, and performance needs of its customer’s most challenging requirements. The Company maintains locations in North America, South America, Europe, and Asia. For more information, please visit www.lbfoster.com.

Non-GAAP Financial Measures


This press release contains financial measures that are not calculated and presented in accordance with generally accepted accounting principles in the United States (“GAAP”). These non-GAAP financial measures are provided as additional information for investors. The presentation of this additional information is not meant to be considered in isolation or as a substitute for GAAP measures. For definitions of the non-GAAP financial measures used in this press release and reconciliations to the most directly comparable respective GAAP measures, see the “Non-GAAP Disclosures” section below.

The Company has not reconciled the forward-looking adjusted EBITDA to the most directly comparable GAAP measure because this cannot be done without unreasonable effort due to the variability and low visibility with respect to certain costs, the most significant of which are acquisition and divestiture-related costs and impairment expense. These underlying expenses and others that may arise during the year are potential adjustments to future earnings. The Company expects the variability of these items to have a potentially unpredictable, and a potentially significant, impact on our future GAAP financial results.

The Company defines new orders as a contractual agreement between the Company and a third-party in which the Company will, or has the ability to, satisfy the performance obligations of the promised products or services under the terms of the agreement. The Company defines backlog as contractual commitments to customers for which the Company’s performance obligations have not been met, including with respect to new orders and contracts for which the Company has not begun any performance. Management utilizes new orders and backlog to evaluate the health of the industries in which the Company operates, the Company’s current and future results of operations and financial prospects, and strategies for business development. The Company believes that new orders and backlog are useful to investors as supplemental metrics by which to measure the Company’s current performance and prospective results of operations and financial performance. The Company views its gross leverage ratio per its credit agreement, as defined in the Second Amendment to its Fourth Amended and Restated Credit Agreement dated August 12, 2022, as an important indication of the Company’s financial health and believes it is useful to investors as an indicator of the Company’s ability to service its existing indebtedness and borrow additional funds for its investing and operational needs.

Forward-Looking Statements

This release may contain forward-looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Forward-looking statements include any statement that does not directly relate to any historical or current fact. Sentences containing words such as “believe,” “intend,” “plan,” “may,” “expect,” “should,” “could,” “anticipate,” “estimate,” “predict,” “project,” or their negatives, or other similar expressions of a future or forward-looking nature generally should be considered forward-looking statements. Forward-looking statements in this release are based on management’s current expectations and assumptions about future events that involve inherent risks and uncertainties and may concern, among other things, L.B. Foster Company’s (the “Company’s”)
expectations relating to our strategy, goals, projections, and plans regarding our financial position, liquidity, capital resources, and results of operations and decisions regarding our strategic growth initiatives, market position, and product development. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory, and other risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. The Company cautions readers that various factors could cause the actual results of the Company to differ materially from those indicated by forward-looking statements. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. Among the factors that could cause the actual results to differ materially from those indicated in the forward-looking statements are risks and uncertainties related to: the COVID-19 pandemic, and any future global health crises, and the related social, regulatory, and economic impacts and the response thereto by the Company, our employees, our customers, and national, state, or local governments; volatility in the prices of oil and natural gas and the related impact on the midstream energy markets, which could result in cost mitigation actions, including shutdowns or furlough periods; a continuation or worsening of the adverse economic conditions in the markets we serve, including recession, whether as a result of the COVID-19 pandemic or otherwise, including its impact on labor markets and supply chains, macroeconomic factors, including the impact of inflation and pricing pressures, travel and demand for oil and gas, the continued volatility in the prices for oil and gas, governmental travel restrictions, project delays, and budget shortfalls, or otherwise; volatility in the global capital markets, including interest rate fluctuations, which could adversely affect our ability to access the capital markets on terms that are favorable to us; restrictions on our ability to draw on our credit agreement, including as a result of any future inability to comply with restrictive covenants contained therein; a continuing decrease in freight or transit rail traffic, including as a result of the ongoing COVID-19 pandemic, strikes, or labor stoppages; environmental matters, including any costs associated with any remediation and monitoring of such matters; the risk of doing business in international markets, including compliance with anti-corruption and bribery laws, foreign currency fluctuations, and trade restrictions or embargoes; our ability to effectuate our strategy, including cost reduction initiatives, and our ability to effectively integrate acquired businesses or to divest businesses, such as the recent dispositions of the Track Components, Piling, and IOS Test and Inspection businesses, and acquisitions of the Skratch Enterprises Ltd., Intelligent Video Ltd., and VanHooseCo Precast LLC businesses and to realize anticipated benefits; costs of and impacts associated with shareholder activism; continued customer restrictions regarding the on-site presence of third party providers due to the COVID-19 pandemic; the timeliness and availability of materials from our major suppliers, including any continuation or worsening of the disruptions in the supply chain experienced as a result of the COVID-19 pandemic, as well as the impact on our access to supplies of customer preferences as to the origin of such supplies, such as customers’ concerns about conflict minerals; labor disputes; cyber-security risks such as data security breaches, malware, ransomware, “hacking,” and identity theft, which could disrupt our business and may result in misuse or misappropriation of confidential or proprietary information, and could result in the disruption or damage to our systems, increased costs and losses, or an adverse effect to our reputation; the continuing effectiveness of our ongoing implementation of an enterprise resource planning system; changes in current accounting estimates and their ultimate outcomes; the adequacy of internal and external sources of funds to meet financing needs, including our ability to negotiate any additional necessary amendments to our credit agreement or the terms of any new credit agreement, and reforms regarding the use of SOFR as a benchmark for establishing applicable interest rates; the Company’s ability to manage its working capital requirements and indebtedness; domestic and international taxes, including estimates that may impact taxes; domestic and foreign government regulations, including tariffs; economic conditions and regulatory changes caused by the United Kingdom’s exit from the European Union; geopolitical conditions, including the conflict in Ukraine; a lack of state or federal funding for new infrastructure projects; an increase in manufacturing or material costs; the loss of future revenues from current customers; and risks inherent in litigation and the outcome of litigation and product warranty claims. Should one or more of these risks or uncertainties materialize, or should the assumptions underlying the forward-looking statements prove incorrect, actual outcomes could vary materially from those indicated.
Significant risks and uncertainties that may affect the operations, performance, and results of the Company’s business and forward-looking statements include, but are not limited to, those set forth under Item 1A, “Risk Factors,” and elsewhere in our Annual Report on Form 10-K for the year ended
December 31, 2021
, or as updated and amended by our other periodic filings with the Securities and Exchange Commission.

The forward-looking statements in this release are made as of the date of this release and we assume no obligation to update or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by the federal securities laws.

Investor Relations:

Stephanie Listwak
(412) 928-3417
[email protected]
L.B. Foster Company
415 Holiday Drive
Suite 100
Pittsburgh, PA 15220

L.B. FOSTER COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)

		Three Months Ended December 31,								Year Ended December 31,
			2022				2021				2022				2021
		Unaudited								Unaudited
Sales of goods		$	118,514			$	98,573			$	436,821			$	450,241
Sales of services			18,659				14,392				60,676				63,379
Total net sales			137,173				112,965				497,497				513,620
Cost of goods sold			96,193				81,633				355,106				374,366
Cost of services sold			14,206				12,297				52,780				52,952
Total cost of sales			110,399				93,930				407,886				427,318
Gross profit			26,774				19,035				89,611				86,302
Selling and administrative expenses			23,347				18,146				82,657				75,995
Amortization expense			1,690				1,439				6,144				5,836
Goodwill and long-lived asset impairment charges			8,016				—				8,016				—
Operating (loss) income			(6,279	)			(550	)			(7,206	)			4,471
Interest expense – net			1,593				502				3,340				2,956
Other income – net			(454	)			(324	)			(1,550	)			(3,075	)
(Loss) income from continuing operations before income taxes			(7,418	)			(728	)			(8,996	)			4,590
Income tax expense (benefit) from continuing operations			36,544				(375	)			36,681				1,119
Net (loss) income from continuing operations			(43,962	)			(353	)			(45,677	)			3,471
Net loss attributable to noncontrolling interest			(31	)			(19	)			(113	)			(83	)
Net (loss) income from continuing operations attributable to L.B. Foster Company			(43,931	)			(334	)			(45,564	)			3,554
Discontinued operations:
Income from discontinued operations before income taxes			—				—				—				72
Income tax expense from discontinued operations			—				—				—				—
Net income from discontinued operations			—				—				—				72
Net (loss) income attributable to L.B. Foster Company		$	(43,931	)		$	(334	)		$	(45,564	)		$	3,626
Basic (loss) earnings per common share:
From continuing operations		$	(4.09	)		$	(0.03	)		$	(4.25	)		$	0.33
From discontinued operations			—				—				—				0.01
Basic (loss) earnings per common share		$	(4.09	)		$	(0.03	)		$	(4.25	)		$	0.34
Diluted (loss) earnings per common share:
From continuing operations		$	(4.09	)		$	(0.03	)		$	(4.25	)		$	0.33
From discontinued operations			—				—				—				0.01
Diluted (loss) earnings per common share		$	(4.09	)		$	(0.03	)		$	(4.25	)		$	0.34
Average number of common shares outstanding – Basic			10,747				10,647				10,720				10,623
Average number of common shares outstanding – Diluted			10,747				10,647				10,720				10,752

L.B. FOSTER COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

		December 31, 2022				December 31, 2021
		Unaudited
ASSETS
Current assets:
Cash and cash equivalents		$	2,882			$	10,372
Accounts receivable – net			82,455				55,911
Contract assets			33,613				36,179
Inventories – net			75,721				62,871
Other current assets			11,061				14,146
Total current assets			205,732				179,479
Property, plant, and equipment – net			85,344				58,222
Operating lease right-of-use assets – net			17,291				15,131
Other assets:
Goodwill			30,733				20,152
Other intangibles – net			23,831				31,023
Deferred tax assets			24				37,242
Other assets			2,355				1,346
TOTAL ASSETS		$	365,310			$	342,595
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	48,782			$	41,411
Deferred revenue			19,452				13,411
Accrued payroll and employee benefits			10,558				9,517
Current portion of accrued settlement			8,000				8,000
Current maturities of long-term debt			127				98
Other accrued liabilities			16,192				13,757
Total current liabilities			103,111				86,194
Long-term debt			91,752				31,153
Deferred tax liabilities			3,109				3,753
Long-term portion of accrued settlement			8,000				16,000
Long-term operating lease liabilities			14,163				12,279
Other long-term liabilities			7,577				9,606
Stockholders’ equity:
Class A Common Stock			111				111
Paid-in capital			41,303				43,272
Retained earnings			123,169				168,733
Treasury stock			(6,240	)			(10,179	)
Accumulated other comprehensive loss			(21,165	)			(18,845	)
Total L.B. Foster Company stockholders’ equity			137,178				183,092
Noncontrolling interest			420				518
Total stockholders’ equity			137,598				183,610
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	365,310			$	342,595

Non-GAAP Disclosures

(unaudited)

This earnings release discloses earnings before interest, taxes, depreciation, and amortization (“EBITDA”), adjusted EBITDA, net debt, available funding capacity, and adjusted results for the impact of 2022 and 2021 acquisition and divestiture activity, which are non-GAAP financial measures. The Company believes that EBITDA is useful to investors as a supplemental way to evaluate the ongoing operations of the Company’s business since EBITDA may enhance investors’ ability to compare historical periods as it adjusts for the impact of financing methods, tax law and strategy changes, and depreciation and amortization. In addition, EBITDA is a financial measure that management and the Company’s Board of Directors use in their financial and operational decision-making and in the determination of certain compensation programs. Adjusted EBITDA adjusts for certain charges to EBITDA from continuing operations that the Company believes are unusual, non-recurring, unpredictable, or non-cash.

In the three months ended December 31, 2022, the Company made adjustments to exclude acquisition and divestiture-related costs, VanHooseCo acquisition-related inventory step-up amortization and contingent consideration expense, and impairment expense. In the twelve months ended December 31, 2022, the Company made adjustments to exclude the gain from insurance proceeds, acquisition and divestiture-related costs, VanHooseCo acquisition-related inventory step-up amortization and contingent consideration expense, impairment expense, the Crossrail project settlement amount, and the gain (loss) on the sale and operating results of the Track Components and Piling Products businesses. The Company believes the results adjusted to exclude the items listed above are useful to investors as these items are nonroutine in nature.

The Company views net debt, which is total debt less cash and cash equivalents, and funding capacity, which is defined as net availability under its credit facility plus cash and cash equivalents, as important metrics of the operational and financial health of the organization and believes they are useful to investors as indicators of its ability to incur additional debt and to service its existing debt.

Non-GAAP financial measures are not a substitute for GAAP financial results and should only be considered in conjunction with the Company’s financial information that is presented in accordance with GAAP. Quantitative reconciliations of EBITDA, adjusted EBITDA from continuing operations, net debt, available funding capacity, and adjustments to results to exclude divestiture and acquisition activity in 2022 and 2021 (in thousands, except percentages and ratios):

		Three Months Ended December 31,								Year Ended December 31,								Six Months Ended December 31,
			2022				2021				2022				2021				2022				2021
Adjusted EBITDA From Continuing Operations Reconciliation
Net (loss) income from continuing operations		$	(43,962	)		$	(353	)		$	(45,677	)		$	3,471			$	(46,067	)		$	1,887
Interest expense – net			1,593				502				3,340				2,956				2,586				1,224
Income tax expense (benefit)			36,544				(375	)			36,681				1,119				36,368				301
Depreciation expense			2,552				2,002				8,635				8,051				4,821				4,043
Amortization expense			1,690				1,439				6,144				5,836				3,289				2,901
Total EBITDA from continuing operations		$	(1,583	)		$	3,215			$	9,123			$	21,433			$	997			$	10,356
Acquisition and divestiture costs			420				—				2,235				—				1,678				—
Commercial contract settlement			—				—				3,956				—				3,956				—
Insurance proceeds			—				—				(790	)			—				—				—
Loss on divestiture of Track Components			—				—				467				—				467				—
Gain on divestiture of Piling Products			—				—				(489	)			(2,741	)			—				(2,741	)
VanHooseCo inventory adjustment to fair value amortization			284				—				1,135				—				1,135				—
VanHooseCo contingent consideration			341				—				526				—				526				—
Impairment expense			8,016				—				8,016				—				8,016				—
Adjusted EBITDA from continuing operations		$	7,478			$	3,215			$	24,179			$	18,692			$	16,775			$	7,615
Total sales, as reported			137,173				112,965				497,497				513,620				267,188				243,018
Commercial contract settlement			—				—				3,956				—				3,956				—
Total sales, as adjusted		$	137,173			$	112,965			$	501,453			$	513,620			$	271,144			$	243,018
Adjusted EBITDA from continuing operations as a percentage of adjusted sales			5.5	%			2.8	%			4.8	%			3.6	%			6.2	%			3.1	%

		December 31,
			2022				2021
Net Debt Reconciliation
Total debt		$	91,879			$	31,251
Less: cash and cash equivalents			(2,882	)			(10,372	)
Net debt		$	88,997			$	20,879

		December 31, 2022
Available Funding Capacity Reconciliation
Cash and cash equivalents						$	2,882
Credit agreement:
Total availability under the credit agreement		$	130,000
Outstanding borrowings on revolving credit facility			(91,567	)
Letters of credit outstanding			(619	)
Net availability under the revolving credit facility							37,814
Total available funding capacity						$	40,696

		Three Months Ended December 31,								Year Ended December 31,
			2022				2021				2022				2021
Adjusted Results of Operations for Acquisitions and Divestitures Reconciliation
Net sales, as reported		$	137,173			$	112,965			$	497,497			$	513,620
Total sales from divested businesses			—				4,041				9,244				74,958
Total sales from acquired businesses			13,553				—				20,763				—
Net sales, excluding portfolio changes		$	123,620			$	108,924			$	467,490			$	438,662
Gross profit, as reported		$	26,774			$	19,035			$	89,611			$	86,302
Total gross profit from divested businesses			—				(26	)			1,400				6,654
Total gross profit from acquired businesses			4,318				—				6,058				—
Gross profit excluding portfolio changes		$	22,456			$	19,061			$	82,153			$	79,648
Gross profit margin, as reported			19.5	%			16.9	%			18.0	%			16.8	%
Gross profit margin, excluding portfolio changes			18.2	%			17.5	%			17.6	%			18.2	%

		Three Months Ended December 31,								Year Ended December 31,
			2022				2021				2022				2021
New Orders Reconciliation
New orders, as reported		$	137,828			$	95,197			$	551,954			$	508,248
Total orders from divested businesses			—				2,534				8,224				74,091
Total orders from acquired businesses			14,616				—				22,392				—
New orders, excluding portfolio changes		$	123,212			$	92,663			$	521,338			$	434,157

PHILADELPHIA, March 06, 2023 (GLOBE NEWSWIRE) — Investor protection law firm Kaskela Law LLC announces that it is investigating Interface, Inc. (“Interface” or the “Company”) (NASDAQ: TILE) on behalf of the Company’s long-term stockholders.

Recently a securities fraud complaint was filed against Interface on behalf of certain investors who purchased shares of the Company’s stock between May 12, 2016 and September 28, 2020. According to the complaint, during that time period, Interface made a series of false and misleading statements to investors concerning the Company’s operational and financial results, and internal controls over financial reporting.

On April 24, 2019, Interface disclosed that it had “received a letter in November 2017 from the [SEC] requesting that the Company voluntarily provide information and documents in connection with an investigation into the Company’s historical quarterly [EPS] calculations and rounding practices during the period 2014-2017. The Company subsequently received subpoenas from the SEC in February 2018, July 2018 and April 2019 requesting additional documents and information.” Following this news, shares of Interface’s common stock fell $1.43 per share, or over 8% in value, to close at $15.66 per share on August 25, 2019.

On September 28, 2020, the SEC issued an Order in which it found that Interface and two of the Company’s former executives had violated the federal securities laws. In connection therewith, Interface agreed to pay a $5 million civil penalty to the SEC.

The investigation seeks to determine whether Interface’s officers and/or directors violated the securities laws and/or breached their fiduciary duties in connection with the above alleged misconduct and shareholder loss.

Current Interface stockholders who purchased or acquired


shares of the Company’s common stock



prior to January 1, 2018



are encouraged to contact


Kaskela Law LLC


(D. Seamus Kaskela, Esq. or Adrienne Bell, Esq.) at (484) 229 – 0750, or by email (



[email protected]



or




[email protected]




) or online at



https://kaskelalaw.com/cases/interface-inc/



, for additional information about this investigation and their legal rights and options.

Kaskela Law LLC exclusively represents investors in securities fraud, corporate governance, and merger & acquisition litigation on a contingent basis. For additional information about Kaskela Law LLC please visit www.kaskelalaw.com.

CONTACT:

KASKELA LAW LLC

D. Seamus Kaskela, Esq.
Adrienne Bell, Esq.
18 Campus Blvd., Suite 100
Newtown Square, PA 19073
(888) 715 – 1740
(484) 229 – 0750
www.kaskelalaw.com

This notice may constitute attorney advertising in certain jurisdictions.

DEERFIELD, Ill., March 06, 2023 (GLOBE NEWSWIRE) — Surgalign Holdings, Inc. (Nasdaq: SRGA), a global medical technology company focused on elevating the standard of care by driving the evolution of digital surgery, today provided updates on its previously announced restructuring plan.

On November 8, 2022, Surgalign’s Board of Directors approved a restructuring plan intended to help the Company drive growth in the most valuable and profitable parts of its business. The approved plan included product portfolio rationalization in the domestic markets, and a scale down of its international business which will continue throughout 2023. Additionally, as part of the restructuring plan, the Company reduced its workforce in December of 2022, cut non-essential spending, and realigned resources to support growth of its Digital Health and core hardware assets.

The primary focus of the planned restructuring has centered on product line rationalization. Surgalign targeted products with declining revenue and more limited growth prospects based on investments, as well as low and negative ROI profiles. The Company estimates that approximately 70% of total 2022 revenue was generated from roughly 30% of its product brands and believes that operating costs to support its other approximately 70% of its brands was too costly. Therefore, in January 2023, the Company began the process of removing those products from its portfolio.

In anticipation of its product rationalization and the resulting downsizing of its offering, Surgalign announced in November 2022, plans to reduce its workforce. Notifications were provided and the Company executed on its plan, resulting in a reduction in force of approximately 20%. The combination of these efforts should enable the Company to significantly reduce its cash burn on a go-forward basis. Additionally, as part of its rationalization initiatives, the Company expects to incur an inventory write-down of approximately $12.5 – $15.5 million in the fourth quarter of 2022. By simplifying its offering, the Company anticipates it will be in a stronger position to service its customers, invest in its offering and execute its Digital Health strategy in the coming year.

Terry Rich, President and CEO of Surgalign commented, “We continue to successfully execute our restructuring initiatives and remain on track to achieve our target savings in 2023. We continue to work closely with our customers and partners to ensure we are in position to honor commitments and support them throughout. We expect to complete the product rationalization process by the end of the first half of 2023, resulting in a smaller offering, but one that focuses on growth-oriented product lines that remain in higher demand. We continue to look at all aspects of our business to streamline resources and improve our ability to invest in our Digital Health strategy and improve customer satisfaction.”

Terry Rich continued, “Product rationalization is something we wanted to do for years but were unable to due to the contractual obligations that were previously in place. Following our revised agreement with our OEM partner, Resolve, in August 2022, we were in position to carry through on our plans and believe the products we have now, coupled with our HOLO Portal and HOLO AI platform, provide us with the greatest opportunities for growth, while significantly reducing our investment needs.”

Furthermore, in an effort to extend its cash runway, Surgalign previously announced that it would explore all strategic avenues, including the potential divestiture of its assets, should opportunities arise. As announced on March 1, 2023, the Company closed on the sale of its Coflex and CoFix brands to Xtant Medical Holdings, Inc. for a total purchase price of $17.0 million. There has and continues to be interest in many of its other brands and the Company intends to continue to explore all strategic paths to unlock and enhance shareholder value.

Terry Rich added, “While Coflex and CoFix were part of the Company’s future plans, the product lines had been on the decline for the past several years and required additional investments to drive innovation that we just couldn’t support in order to maximize the potential of a novel product line. As announced, with these products now under Xtant Medical, we believe they have a home with a partner committed to investing in them and driving value for the customers they serve.”

Surgalign intends to report its 2022 fourth quarter and full year results for the period ending December 31, 2022 later this month and a notice will be sent shortly confirming the date and time, along with conference call and webcast information. The Company estimates it will report full year 2022 revenue of approximately $82.0 million and end the year with approximately $16.3 million in cash.

About Surgalign Holdings, Inc.

Surgalign Holdings, Inc. is a global medical technology company committed to the promise of digital health to drive transformation across the surgical landscape. Uniquely aligned and resourced to advance the standard of care, the company is building technologies physicians and other health providers will look to for what is truly possible for their patients. Surgalign is focused on developing solutions that predictably deliver superior clinical and economic outcomes. Surgalign markets products throughout the United States and in approximately 50 countries worldwide through an expanding network of top independent distributors. Surgalign is headquartered in Deerfield, IL, with commercial, innovation and design centers in San Diego, CA, Warsaw and Poznan, Poland, and Wurmlingen, Germany. Learn more at www.surgalign.com and connect on LinkedIn, Twitter and Instagram.

Forward Looking Statements

This press release contains forward-looking statements including, without limitation, statements relating the intended use of proceeds from the registered direct offering. These forward-looking statements are based on management’s current expectations, estimates and projections about our industry, our management’s beliefs and certain assumptions made by our management. Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” variations of such words and similar expressions are intended to identify such forward-looking statements. Factors that could cause actual results to differ materially from those forward-looking statements include: (i) the Company’s access to adequate operating cash flow, trade credit, borrowed funds and equity capital to fund its operations and pay its obligations as they become due, and the terms on which external financing may be available, including the impact of adverse trends or disruption in the global credit and equity markets; (ii) risks relating to existing or potential litigation or regulatory actions; (iii) the identification of control deficiencies, including material weaknesses in internal control over financial reporting; (iv) general worldwide economic conditions and related uncertainties; (v) the continued impact of the COVID-19 and the Company’s attempts at mitigation, particularly in international markets served by the Company; (vi) the failure by the Company to identify, develop and successfully implement its strategic initiatives, particularly with respect to its digital surgery strategy; (vii) the reliability of our supply chain; (viii) our ability to meet obligations, including purchase minimums, under our vendor and other agreements; (ix) whether or when the demand for procedures involving our products will increase; (x) our financial position and results, total revenue, product revenue, gross margin, and operations; (xi) failure to realize, or unexpected costs in seeking to realize, the expected benefits of the Holo Surgical Inc. (“Holo Surgical”) and Inteneural Networks Inc. (“INN”) acquisitions, including the failure of Holo Surgical’s and INN’s products and services to be satisfactorily developed or achieve applicable regulatory approvals or as a result of the failure to commercialize and distribute its products; (xii) the failure to effectively integrate Holo Surgical’s and INN’s operations with those of the Company, including: retention of key personnel; the effect on relationships with customers, suppliers, and other third parties; and the diversion of management time and attention to the integration; (xiii) the number of shares and amount of cash that will be required in connection with any post-closing milestone payments, including as a result of changes in the trading price of the Company’s common stock and their effect on the amount of cash needed by the Company to fund any post-closing milestone payments in connection with the acquisitions; (xiv) the continuation of recent quality issues with respect to our global supply chain; and (xv) the effect and timing of changes in laws or in governmental regulations. These factors should be considered carefully, and undue reliance should not be placed on the forward-looking statements. Each forward-looking statement in this communication speaks only as of the date of the particular statement.

These forward-looking statements are not guarantees of future performance and are subject to various risks and uncertainties, including market and other conditions and the risks identified in Surgalign’s most recent Annual Report on Form 10-K and other filings with the SEC. Our actual results may differ materially from the anticipated results reflected in these forward-looking statements. Copies of Surgalign’s SEC filings may be obtained without charge by visiting Surgalign’s website at www.surgalign.com or the SEC’s website at www.sec.gov. We undertake no obligation to update these forward-looking statements except as may be required by law.

Investor Relations and Media Relations Contact:


Glenn Wiener
Email: [email protected]
Tel: +1 917 887 8434

• Automated workflows powered by Enhatch drive efficiencies to deliver patient-specific devices, instrumentation at scale
• Portal improves visibility facilitating better communication, traceability, compliance

ROCK HILL, S.C., March 06, 2023 (GLOBE NEWSWIRE) — Today, 3D Systems (NYSE:DDD) announced VSP^® Connect, a centralized, cloud-based surgical planning portal that integrates automated workflows and artificial intelligence (AI). As the latest addition to the company’s VSP surgical planning solutions, VSP Connect empowers device manufacturers and surgeons with real-time patient case visualization and improved collaboration capabilities. VSP Connect is powered by Enhatch, with whom the company entered a partnership in 2022 to scale personalized medical device delivery. The solution incorporates Enhatch’s AI and automation technologies with 3D Systems’ FDA-cleared workflows for patient-specific solutions, including advanced software, expert planning services, personalized implant and instrument design, and industry-leading 3D printers and manufacturing processes. This combination improves visibility for healthcare systems and medical device manufacturers and streamlines the preoperative planning process — helping make personalized procedures more efficient while delivering improved outcomes.

“VSP Connect is the missing link in surgical planning, bridging the gap between patient care and cutting-edge technology,” said Michael Phipps, CTO/president, Enhatch. “With Enhatch’s advanced AI and automation capabilities, the portal gives surgeons the opportunity to reduce planning times and perform more patient-specific surgeries.”

3D Systems’ VSP surgical planning solutions combine best-in-class digital workflows with the industry’s broadest additive manufacturing portfolio of printers and materials to deliver comprehensive patient-matched solutions. VSP Connect enhances these capabilities through automated workflows that strengthen communication between all stakeholders (i.e., device representative, case manager, patient-specific device designer, surgeon) while facilitating compliance with industry regulations and internal accuracy protocols. With the help of AI, VSP Connect offers pre-populated designs that are tailored to both individual surgeon preferences as well as to standard types of products. The secure, cloud-based portal aggregates disparate processes to provide a single intuitive interface enabling 24/7 access to the status of a case and the ability to send notes or alerts. This seamless, end-to-end experience streamlines the preoperative planning process, from surgical planning to the production and delivery of patient-specific implants and instruments, resulting in reduced procedure times and improved patient outcomes.

“3D Systems is on a mission to transform healthcare through the use of additive manufacturing to make patient care easier and smarter,” said Benjamin Johnson, vice president, portfolio & regulatory, healthcare, 3D Systems. “With VSP Connect, we are providing access to the healthcare industry’s most complete additive manufacturing ecosystem. Combined with Enhatch technology, our unified approach makes it easier to deliver patient-specific implants and instrumentation in a more efficient, cost-effective manner. It’s part of our ongoing commitment to innovation and helps ensure our customers are at the forefront of medical device development and healthcare delivery.”

As a pioneer in personalized healthcare solutions, 3D Systems has worked with surgeons for over a decade to plan more than 150,000 patient-specific cases, and manufacture more than two million implants and instruments for 100+ CE-marked and FDA-cleared devices from its world-class, FDA-registered, ISO 13485-certified facilities in Littleton, Colorado, and Leuven, Belgium. The company will feature its solutions, including VSP Connect, in its booth (#3256) at the AAOS 2023 Annual Meeting, March 8-10 at the Venetian Convention & Expo Center in Las Vegas, Nevada. For more information, please visit the company’s website.

Forward-Looking Statements

Certain statements made in this release that are not statements of historical or current facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company to be materially different from historical results or from any future results or projections expressed or implied by such forward-looking statements. In many cases, forward-looking statements can be identified by terms such as “believes,” “belief,” “expects,” “may,” “will,” “estimates,” “intends,” “anticipates” or “plans” or the negative of these terms or other comparable terminology. Forward-looking statements are based upon management’s beliefs, assumptions, and current expectations and may include comments as to the company’s beliefs and expectations as to future events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside the control of the company. The factors described under the headings “Forward-Looking Statements” and “Risk Factors” in the company’s periodic filings with the Securities and Exchange Commission, as well as other factors, could cause actual results to differ materially from those reflected or predicted in forward-looking statements. Although management believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements are not, and should not be relied upon as a guarantee of future performance or results, nor will they necessarily prove to be accurate indications of the times at which such performance or results will be achieved. The forward-looking statements included are made only as of the date of the statement. 3D Systems undertakes no obligation to update or revise any forward-looking statements made by management or on its behalf, whether as a result of future developments, subsequent events or circumstances or otherwise, except as required by law.

About 3D Systems

More than 35 years ago, 3D Systems brought the innovation of 3D printing to the manufacturing industry. Today, as the leading additive manufacturing solutions partner, we bring innovation, performance, and reliability to every interaction – empowering our customers to create products and business models never before possible. Thanks to our unique offering of hardware, software, materials, and services, each application-specific solution is powered by the expertise of our application engineers who collaborate with customers to transform how they deliver their products and services. 3D Systems’ solutions address a variety of advanced applications in healthcare and industrial markets such as medical and dental, aerospace & defense, automotive, and durable goods. More information on the company is available at www.3dsystems.com.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/7114060d-bc03-4c2c-9754-cb77f929e9f4

Investor Contact: [email protected]
Media Contact:[email protected]

CHARLOTTE, N.C., March 06, 2023 (GLOBE NEWSWIRE) — DENTSPLY SIRONA Inc. (“Dentsply Sirona” or the “Company”) (Nasdaq: XRAY) today announced that it has entered into an accelerated share repurchase agreement (the “ASR”) with Goldman Sachs & Co. LLC to repurchase $150 million of its common stock. The ASR agreement will be completed under Dentsply Sirona’s current share repurchase authorization.

Under the terms of the ASR, Dentsply Sirona will initially receive delivery of approximately 3.1 million shares. The final number of shares will be based on the average of the daily volume-weighted average stock prices of Dentsply Sirona common stock during the valuation period of the ASR, less a discount and subject to adjustments. The resulting adjustments may affect the total amount expended or the aggregate number of shares repurchased. Final settlement of the ASR is expected to be completed before the end of the second quarter of 2023.

About Dentsply Sirona

Dentsply Sirona is the world’s largest manufacturer of professional dental products and technologies, with over a century of innovation and service to the dental industry and patients worldwide. Dentsply Sirona develops, manufactures, and markets a comprehensive solutions offering including dental and oral health products as well as other consumable medical devices under a strong portfolio of world class brands. Dentsply Sirona’s products provide innovative, high-quality and effective solutions to advance patient care and deliver better and safer dental care. Dentsply Sirona’s headquarters is located in Charlotte, North Carolina. The Company’s shares are listed in the United States on Nasdaq under the symbol XRAY. Visit www.dentsplysirona.com for more information about Dentsply Sirona and its products.

Contact Information

Investors:
Andrea Daley
VP, Investor Relations
+1-704-805-1293
[email protected]

WARREN, N.J., March 06, 2023 (GLOBE NEWSWIRE) — Bellerophon Therapeutics, Inc. (Nasdaq: BLPH) (“Bellerophon” or the “Company”), a clinical-stage biotherapeutics company focused on developing treatments for cardiopulmonary diseases, today announced that it has entered into a subscription agreement with a life sciences-focused institutional investor to sell, in a registered direct offering, 718,474 shares of common stock at a price of $2.00 per share and 1,781,526 prefunded warrants at a price of $1.99 per pre-funded warrant for total gross proceeds of approximately $5 million, before deducting estimated offering expenses. The offering is expected to close on March 7, 2023, subject to the satisfaction of customary closing conditions.

The Company intends to use the proceeds of this $5 million offering to complete the Company’s REBUILD Phase 3 study and for working capital and general corporate purposes. The REBUILD study is a Phase 3, randomized, double-blind, placebo-controlled dose escalation and verification clinical trial evaluating the safety and efficacy of pulsed inhaled nitric oxide (iNO) in patients at risk for pulmonary hypertension associated with pulmonary fibrosis on long-term oxygen therapy. With a total of 145 patients fully enrolled, the study is powered >90%, (p-value of 0.01) for the primary endpoint of a change in MVPA measured by actigraphy based on the results from Phase 2. The Company expects to report topline data in mid-2023.

The shares of common stock and pre-funded warrants were offered pursuant to a shelf registration statement on Form S-3 (File No. 333-239473) that was filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 26, 2020 and declared effective on July 2, 2020. A prospectus supplement related to the shares will be filed with the SEC and will be available on the SEC’s website at www.sec.gov.

Before investing in this offering, interested parties should read the prospectus supplement, the accompanying prospectus and the other documents that are incorporated by reference in such prospectus supplement and the accompanying prospectus in their entirety, which provide more information about Bellerophon and the offering.

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

About Bellerophon

Bellerophon Therapeutics is a clinical-stage biotherapeutics company focused on developing innovative therapies that address significant unmet medical needs in the treatment of cardiopulmonary diseases. The Company is currently developing multiple product candidates under its INOpulse® program, a proprietary pulsatile nitric oxide delivery system. For more information, please visit www.bellerophon.com.

Forward-looking Statements

Any statements in this press release about Bellerophon’s future expectations, plans, and prospects, including statements about the clinical development of its product candidates, regulatory actions with respect to the Company’s clinical trials and expectations regarding the sufficiency of the Company’s cash balance to fund clinical trials, operating expenses and capital expenditures, and other statements containing the words “anticipate,” “believe,” “continue,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: risks and uncertainties relating to INOpulse®, the uncertainties inherent in the initiation of future clinical trials, availability and timing of data from ongoing and future clinical trials and the results of such trials, whether preliminary or interim results from a clinical trial will be predictive of the final results of that trial or whether results of early clinical trials will be indicative of the results of later clinical trials, expectations for regulatory approvals, the FDA’s substantial discretion in the approval process, availability of funding sufficient for our foreseeable and unforeseeable operating expenses and capital expenditure requirements and other factors discussed in the “Risk Factors” section of the Company’s most recent Annual Report on Form 10-K and in subsequent filings with the Securities and Exchange Commission. In addition, any forward-looking statements included in this press release represent Bellerophon’s views only as of the date of this release and should not be relied upon as representing the Company’s views as of any subsequent date. The Company specifically disclaims any obligation to update any forward-looking statements included in this press release.

Contacts

LifeSci Advisors:

Brian Ritchie

(212) 915-2578

[email protected]

WOODBURY, NY, March 06, 2023 (GLOBE NEWSWIRE) — Research Frontiers Inc. (Nasdaq: REFR) announced today that it will release its fourth quarter and full year 2022 financial results on Thursday, March 9, 2023. Research Frontiers will host a conference call at 4:30 p.m. Eastern Time on Thursday, March 9, 2023 to discuss its fourth quarter and full-year 2022 financial and operating results as well as recent developments.

• Who: Joseph M. Harary, President & CEO
• Date/Time: Thursday, March 9, 2023, 4:30 PM ET
• Dial-in Information: 1-888-334-5785
• Questions: Email to [email protected]
• Replay: Available on Friday, March 10, 2023 for 90 days at https://smartglass-ir.com/

About Research Frontiers

Research Frontiers (Nasdaq: REFR) is a publicly traded technology company and the developer of patented SPD-Smart light-control film technology which allows users to instantly, precisely and uniformly control the shading of glass or plastic products, either manually or automatically. Research Frontiers has licensed its smart glass technology to over 40 companies that include well known chemical, material science and glass companies. Products using Research Frontiers’ smart glass technology are being used in tens of thousands of cars, aircraft, yachts, trains, homes, offices, museums and other buildings. For more information, please visit our website at www.SmartGlass.com, and on Facebook, Twitter, LinkedIn and YouTube.

Note: From time to time Research Frontiers may issue forward-looking statements which involve risks and uncertainties. This press release contains forward-looking statements. Actual results, especially those reliant on activities by third parties, could differ and are not guaranteed. Any forward-looking statements should be considered accordingly. “SPD-Smart” and “SPD-SmartGlass” are trademarks of Research Frontiers Inc.

CONTACT

Joseph M. Harary
President and CEO
Research Frontiers Inc.
 +1-516-364-1902
[email protected]