Market Newsdesk

August 25, 2021 9:29 am

Celanese Announces Cash Tender Offer for up to €300,000,000 Aggregate Principal Amount of Celanese US Holdings LLC’s 1.125% Senior Notes Due 2023

Celanese Announces Cash Tender Offer for up to €300,000,000 Aggregate Principal Amount of Celanese US Holdings LLC’s 1.125% Senior Notes Due 2023

DALLAS–(BUSINESS WIRE)–
Celanese Corporation (NYSE: CE) (“Celanese”), a global chemical and specialty materials company, today announced that Celanese US Holdings LLC, a direct wholly-owned subsidiary of Celanese (the “Company”) has commenced a cash tender offer to purchase (the “Tender Offer”) up to an aggregate principal amount not to exceed €300,000,000 (as it may be increased or decreased by the Company in its sole discretion, the “Maximum Acceptance Amount”), of its outstanding 1.125% Senior Notes due 2023 (ISIN: XS1492691008) (the “Notes”), subject to the terms and conditions set forth in the Offer to Purchase dated August 25, 2021 (as it may be amended or supplemented from time to time, the “Offer to Purchase”). Capitalized terms used in this announcement but not defined have the meaning given to them in the Offer to Purchase.

The Tender Offer will expire at 11:59 p.m., New York City Time, on September 22, 2021 (unless the Tender Offer is extended or terminated) (such time and date, as the same may be extended, the “Expiration Time”). To be eligible to receive the “Total Consideration” which will be calculated based upon the Fixed Early Tender Yield as set forth in the table below, which includes an early tender premium of €30.00 per €1,000 principal amount of the Notes accepted for purchase pursuant to the Tender Offer (the “Early Tender Premium”), Holders must validly tender and not validly withdraw their Notes at or prior to 5:00 p.m., New York City Time, on September 8, 2021 (unless extended or terminated) (such date and time, as the same may be extended, the “Early Tender Time”). Holders who validly tender their Notes after the Early Tender Time and at or prior to the Expiration Time will be eligible to receive only the Tender Offer Consideration, which is an amount equal to the Total Consideration less the Early Tender Premium. Holders who tender their Notes prior to the Early Tender Time may withdraw such Notes at any time prior to the Early Tender Time.

The following table sets forth certain terms of the Tender Offer:

Title of Security	ISIN	Outstanding Principal Amount	Maximum Acceptance Amount⁽¹⁾	Early Tender Premium⁽²⁾	Fixed Early Tender Yield (%)⁽³⁾	Hypothetical Total Consideration⁽²⁾⁽³⁾	Hypothetical Tender Offer Consideration⁽⁴⁾⁽⁵⁾
1.125% Senior Notes due 2023 (the “Notes”)*	XS1492691008	€750,000,000	€300,000,000	€30.00	-0.40	€1,027.35	€997.35

* Listed on the New York Stock Exchange. The Notes may be redeemed by the Company at par plus accrued interest on any date from June 26, 2023.
(1)	Subject to increase or decrease in the Company’s sole discretion.
(2)	For each €1,000 principal amount of Notes tendered at or prior to the Early Tender Time and accepted for purchase.
(3)	The Total Consideration shall be calculated from the Fixed Early Tender Yield, as described in the Offer to Purchase, and already includes the Early Tender Premium when calculated in such a manner. For information purposes only, the Total Consideration in respect of the Notes will, when determined in the manner described in the Offer to Purchase on the basis of an Early Settlement Date of September 13, 2021, be €1,027.35 per €1,000 in principal amount of the Notes. Should the Early Settlement Date differ from September 13, 2021, the Total Consideration will be recalculated as further described in the Offer to Purchase. For avoidance of doubt and in accordance with market convention, the Total Consideration will be calculated with reference to the first date on which the Company may exercise the optional redemption feature at par, being June 26, 2023, and assuming the full payment of principal on such date. The Total Consideration does not include Accrued Interest, which will also be paid in addition to the Tender Offer Consideration and the Total Consideration (as applicable)
(4)	For each €1,000 principal amount of Notes tendered after the Early Tender Time and at or prior to the Expiration Time and accepted for purchase.
(5)	The Tender Offer Consideration shall be equal to the Total Consideration minus the Early Tender Premium. Should the Early Settlement Date differ from September 13, 2021, the Tender Offer Consideration will be recalculated based upon the Total Consideration minus the Early Tender Premium.

In addition to the Tender Offer Consideration or the Total Consideration, as applicable, all Holders of Notes accepted for purchase will also receive accrued and unpaid interest on such Notes, rounded to the nearest cent per €1,000 principal amount of Notes, from the last interest payment date up to, but not including, the Early Settlement Date or the Final Settlement Date (each as defined below), as applicable.

Acceptance of Notes may be subject to proration if the aggregate principal amount of the Notes validly tendered and not validly withdrawn as of the Early Tender Time or the Expiration Time, as applicable, is greater than the Maximum Acceptance Amount. Notes tendered at or prior to the Early Tender Time will be accepted for purchase in priority to Notes tendered after the Early Tender Time, and to the extent Notes are tendered at or prior to the Early Tender Time and accepted for purchase pursuant to the Tender Offer, the portion of the Maximum Acceptance Amount available for the purchase of Notes tendered after the Early Tender Time will be reduced or may be eliminated completely.

The Tender Offer is conditioned upon, among other things, the Company (in its sole discretion) being satisfied that it has received, or will receive, by the Early Settlement Date an amount of net proceeds from the sale of a new series of notes to be denominated in euros (the “New Notes”) in an offering (the “New Notes Offering”) to be announced by the Company, subject to market conditions, which such amount of net proceeds would be sufficient to finance the payment by the Company of the sum of the Total Consideration and the Tender Offer Consideration with respect to all Notes validly tendered and accepted for purchase pursuant to the Offer to Purchase.

When considering allocation of the New Notes, the Company may give preference to those Holders who, prior to such allocation, have validly tendered or have given a firm intention to the Company or any Dealer Manager that they intend to tender their Notes for purchase pursuant to the Offer. Therefore, a Holder who wishes to subscribe for New Notes in addition to tendering its existing Notes for purchase pursuant to the Offer may be eligible to receive, at the sole and absolute discretion of the Company, priority in the allocation of the New Notes, subject to the issue of the New Notes and such Holder making a separate application for the purchase of such New Notes to a joint bookrunner of the issue of the New Notes in accordance with the standard new issue procedures of such joint bookrunner. However, the Company is not obliged to allocate any New Notes to a Holder who has validly tendered or indicated a firm intention to tender its Notes for purchase pursuant to the Offer and, if New Notes are allocated, the principal amount thereof may be less or more than the principal amount of Notes tendered by such Holders and accepted for purchase by the Company pursuant to the Offer. The pricing of the New Notes is expected to take place prior to the Early Tender Time and, as such, Holders are advised to contact a Dealer Manager as soon as possible prior to the Early Tender Time to provide a firm intention that they intend to tender Notes for purchase pursuant to the Offer. Please refer to the Offer to Purchase for further details.

The purpose of the Tender Offer and the New Notes Offering is to proactively manage the Company’s debt profile and to extend the weighted average maturity of the Company’s debt.

It is expected that payment for Notes validly tendered at or prior to the Early Tender Time and accepted by the Company will be made promptly following the Early Tender Time, on September 13, 2021 (the “Early Settlement Date”), and payment for Notes validly tendered after the Early Tender Time but at or prior to the Expiration Time and accepted by the Company will be made on September 24, 2021 (the “Final Settlement Date”).

Subject to applicable law and the terms and conditions of the Offer to Purchase, the Company may terminate the Tender Offer, waive any or all of the conditions of the Tender Offer prior to the Expiration Time, extend the Expiration Time or amend the terms of the Tender Offer.

The Company has retained Lucid Issuer Services Limited to act as Tender and Information Agent for the Tender Offer. Questions regarding procedures for tendering Notes may be directed to:

Lucid Issuer Services Limited

Email: [email protected]

Offer Website: https://deals.lucid-is.com/celanese/

Tel: +44 2077040880

Attention: Arlind Bytyqi

The Dealer Managers for the Tender Offer are:

Citigroup Global Markets Inc.

388 Greenwich Street, Trading

4th Floor

New York, New York 10013

Attn: Liability Management Group

Collect: (212) 723-6106

Toll-Free: (800) 558-3745

Merrill Lynch International

2 King Edward Street

London, EC1A 1HQ

United Kingdom

E-mail: [email protected]

London: +44 207 996 5420

U.S. Toll Free: +1 888 292 0070

Collect: +1 980 388 3646

UniCredit Bank AG

Arabellastrasse 12

Munich, 81925

Germany

E-mail: [email protected]

Telephone: +49 171 306 6648

Attention: Liability Management

None of the Company, Celanese, the Dealer Managers, the Tender and Information Agent or the trustee (nor any director, officer, employee, agent or affiliate of, any such person) makes any recommendation whether holders should tender or refrain from tendering Notes in the Tender Offer. Holders must make their own decision as to whether to tender Notes and, if so, the principal amount of the Notes to tender.

This news release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security. No offer, solicitation or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. The Tender Offer is only being made pursuant to the Offer to Purchase. Holders of the Notes are urged to carefully read the Offer to Purchase before making any decision with respect to the Tender Offer.

The distribution of announcement release in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required by each of the Company, Celanese, the Dealer Managers and the Tender and Information Agent to inform themselves about and to observe any such restrictions.

OFFER AND DISTRIBUTION RESTRICTIONS

Neither this news release nor the Offer to Purchase constitutes an invitation to participate in the Tender Offer in or from any jurisdiction in or from which, or to any person to or from whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws and regulations. The distribution of this news release and the Offer to Purchase in certain jurisdictions may be restricted by laws and regulations. Persons into whose possession this news release or the Offer to Purchase comes are required by each of the Company, Celanese, the Dealer Managers and the Tender and Information Agent to inform themselves about, and to observe, any such restrictions.

United Kingdom

The communication of this news release and any other documents or materials relating to the Tender Offer is not being made, and such documents or materials have not been approved, by an authorized person for the purposes of Section 21 of the Financial Services and Markets Act 2000, as amended (the “FSMA”). Accordingly, such documents or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of such documents or materials is exempt from the restriction on financial promotions under Section 21 of the FSMA on the basis that it is only directed at and may be communicated to (i) persons who have professional experience in matters relating to investments, being investment professionals as defined in Article 19 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Financial Promotion Order”); (ii) persons who fall within Article 43(2) of the Financial Promotion Order; or (iii) any other persons to whom these documents or materials may lawfully be made under the Financial Promotion Order. Any investment or investment activity to which this news release relates is available only to such persons or will be engaged only with such persons and other persons should not rely on it.

Italy

None of the Tender Offer, this news release or any other document or materials relating to the Tender Offer have been or will be submitted to the clearance procedures of the Commissione Nazionale per le Società e la Borsa (“CONSOB”) pursuant to Italian laws and regulations. The Tender Offer is being carried out in Italy as an exempted offer pursuant to article 101-bis, paragraph 3-bis of Legislative Decree No. 58 of 24 February 1998, as amended (the “Financial Services Act”) and article 35-bis, paragraph 3 of CONSOB Regulation No. 11971 of 14 May 1999, as amended. Holders or beneficial owners of the Notes that are located in Italy can tender Notes for purchase in the Tender Offer through authorized persons (such as investment firms, banks or financial intermediaries permitted to conduct such activities in the Republic of Italy in accordance with the Financial Services Act, CONSOB Regulation No. 20307 of 15 February 2018, as amended from time to time, and Legislative Decree No. 385 of 1 September 1993, as amended) and in compliance with applicable laws and regulations or with requirements imposed by CONSOB or any other Italian authority.

France

The Tender Offer is not being made, directly or indirectly, to the public in the Republic of France (“France”). Neither this news release nor any other document or material relating to the Tender Offer has been or shall be distributed to the public in France and only qualified investors (investisseurs qualifies) within the meaning of Article 2(e) of the Regulation (EU) 2017/1129 (the “Prospectus Regulation”), are eligible to participate in the Tender Offer. This news release has not been and will not be submitted for clearance to nor approved by the Autorité des Marchés Financiers.

General

This news release does not constitute an offer to buy or the solicitation of an offer to sell Notes (and tenders of Notes in the Tender Offer will not be accepted from Holders) in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions where the securities, blue sky or other laws require the Tender Offer to be made by a licensed broker or dealer and any Dealer Manager or any of the Dealer Managers’ respective affiliates is such a licensed broker or dealer in any such jurisdiction, the Tender Offer shall be deemed to be made by such Dealer Manager or affiliate, as the case may be, on behalf of the Company in such jurisdiction.

In addition to the representations referred to above in respect of the United States, each Holder participating in the Tender Offer will also be deemed to give certain representations in respect of the other jurisdictions referred to above and generally as set out in “The Offer—Procedures for Participating in the Offer” in the Offer to Purchase. Any tender of Notes for purchase pursuant to the Tender Offer from a Holder that is unable to make these representations will not be accepted. Each of the Company, each Dealer Manager and the Tender and Information Agent reserves the right, in its absolute discretion, to investigate, in relation to any tender of Notes for purchase pursuant to the Tender Offer, whether any such representation given by a Holder is correct and, if such investigation is undertaken and as a result the Company determines (for any reason) that such representation is not correct, such tender shall not be accepted.

About Celanese

Celanese Corporation is a global chemical leader in the production of differentiated chemistry solutions and specialty materials used in most major industries and consumer applications. Our businesses use the full breadth of Celanese’s global chemistry, technology and commercial expertise to create value for our customers, employees, shareholders and the corporation. As we partner with our customers to solve their most critical business needs, we strive to make a positive impact on our communities and the world through The Celanese Foundation.

Forward-Looking Statements: This release may contain “forward-looking statements,” which include information concerning the timing and results of the Tender Offer and the anticipated notes offering, and other information that is not historical information. When used in this release, the words “outlook,” “forecast,” “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements are based upon current expectations and beliefs and various assumptions. There can be no assurance that Celanese will realize these expectations or that these beliefs will prove correct. There are a number of risks and uncertainties that could cause actual results to differ materially from the results expressed or implied by the forward-looking statements contained in this release. Numerous other factors, many of which are beyond Celanese’s control, could cause actual results to differ materially from those expressed as forward-looking statements. Other risk factors include those that are discussed in Celanese’s filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it is made, and Celanese undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210825005497/en/

Celanese Contacts:

Investor Relations

Brandon Ayache

+1 972 443 8509

[email protected]

Media Relations – Global

W. Travis Jacobsen

+1 972 443 3750

[email protected]

Media Relations Europe (Germany)

Petra Czugler

+49 69 45009 1206

[email protected]

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Chemicals/Plastics Manufacturing

MEDIA:

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August 25, 2021 9:23 am

STEALTHGAS INC. Reports Second Quarter and Six Months 2021 Financial and Operating Results

ATHENS, Greece, Aug. 25, 2021 (GLOBE NEWSWIRE) — STEALTHGAS INC. (NASDAQ: GASS), a ship-owning company primarily serving the liquefied petroleum gas (LPG) sector of the international shipping industry, announced today its unaudited financial and operating results for the second quarter and six months ended June 30, 2021.

OPERATIONAL AND FINANCIAL HIGHLIGHTS
¹

Fleet utilization of 98.1% – with 60 days of technical off hire mainly as a result of three drydockings completed within Q2 2021.
Operational utilization of 96.3%, a stronger performance compared to the first quarter of 2021, mainly due to the decreased activity in the spot market along with the reduction of commercial off hire days by 45%.
About 74% of fleet days secured on period charters for the remainder of 2021, with total fleet employment days for all subsequent periods generating approximately $66 million (excl. JV vessels) in contracted revenues. Period coverage for the remainder of Q3 21’ is currently 87%.
Agreement to sell two small LPG vessels – both for further trading.
Voyage revenues of $39.2 million in Q2 21’, an increase of $2.9 million compared to Q2 20’ mostly due to a 54% reduction of bareboat activity where revenues are by default lower than time charter and spot earnings.
Net income of $1.6 million for Q2 21’ corresponding to an EPS of $0.04 compared to net income of $8.9 million corresponding to an EPS of $0.23 in the same period of last year.
EBITDA of $14.2 million in Q2 21’ compared to $21.8 million in Q2 20’.
Adjusted EBITDA of $17.3 million in Q2 21’ compared to $22.4 million in Q2 20’- mainly due to higher voyage, operating and drydocking costs.
Low gearing, as debt to assets stands at 37.1%, and a reduction in finance costs by $1.8 million for the six months ended June 30, 2021 compared to the same period in prior year.
Total cash, including restricted cash, of $48.5 million.
Adjusted net Income of $4.8 million for Q2 21’ corresponding to an EPS of $0.13.

____________________________
¹ EBITDA, Adjusted EBITDA, Adjusted Net Income and Adjusted EPS are non-GAAP measures. Refer to the reconciliation of these measures to the most directly comparable financial measure in accordance with GAAP set forth later in this release.

Second Quarter 2021 Results:

Revenues for the three months ended June 30, 2021 amounted to $39.2 million, an increase of $2.9 million, or 8.0%, compared to revenues of $36.3 million for the three months ended June 30, 2020, mainly due to six vessels, now operating either in the spot market or under a time charter contract which were employed on bareboat charters in the same period of last year.
Voyage expenses and vessels’ operating expenses for the three months ended June 30, 2021 were $6.0 million and $15.8 million, respectively, compared to $2.1 million and $11.6 million, respectively, for the three months ended June 30, 2020. The $3.9 million increase in voyage expenses is attributed to the 121% (or 486 days) increase in spot days. The 36.2% increase in vessels’ operating expenses compared to the same period of 2020, is a result of six fewer vessels on bareboat, which vessels are now operating either on time charter or in the spot market along with an increase of our daily crew costs crew due to the COVID-19 pandemic.
General and administrative expenses: for the three months ended June 30, 2021 and 2020 were $0.9 million and $0.5 million, respectively. This $0.4 milion increase compared to the same period of last year is primarily due to legal expenses and management fees paid to unaffiliated third parties.
Drydocking costs for the three months ended June 30, 2021 and 2020 were $2.0 million and $0.2 million, respectively. Drydocking expenses during the second quarter of 2021 relate to the drydocking of three vessels and to the drydocking preparation of four vessels compared to the drydocking in progress of one vessel in the same period of last year.
Depreciation for the three months ended June 30, 2021 and 2020 was $9.6 million and $9.2 million, respectively, due to the slight increase in the average number of our vessels.
Impairment loss for the three months ended June 30, 2021 was $3.1 million relating to three vessels, one older vessel plus two vessels for which the Company has entered into separate agreements to sell them to third parties. Impairment loss for the three months ended June 30, 2020 was $0.7 million relating to two of its oldest vessels.
Interest and finance costs for the three months ended June 30, 2021 and 2020 were $3.0 million and $3.7 million, respectively. The $0.7 million decrease from the same period of last year is mostly due to the decline of LIBOR rates.
Equity earnings in joint ventures for the three months ended June 30, 2021 and 2020 was a gain of $4.2 million and a gain of $1.9 million, respectively. The $2.3 million increase from the same period of last year is mainly due to the gain on sale of one of the vessels owned by the MGC joint venture arrangement.
As a result of the above, for the three months ended June 30, 2021, the Company reported net income of $1.6 million, compared to net income of $8.9 million for the three months ended June 30, 2020. The weighted average number of shares outstanding for the three months ended June 30, 2021 and 2020 was 37.9 million and 38.3 million, respectively. This decrease in the number of shares is a result of our share buyback program and the tender offer that was completed in April 2020.
Earnings per share, basic and diluted, for the three months ended June 30, 2021 amounted to $0.04 compared to earnings per share of $0.23 for the same period of last year.
Adjusted net income was $4.8 million or $0.13 per share for the three months ended June 30, 2021 compared to adjusted net income of $9.5 million or $0.25 per share for the same period of last year.
EBITDA for the three months ended June 30, 2021 amounted to $14.2 million. Reconciliations of Adjusted Net Income, EBITDA and Adjusted EBITDA to Net Income are set forth below.
An average of 42.0 vessels were owned by the Company during the three months ended June 30, 2021 compared to 41.1 vessels for the same period of 2020.

Six Months 2021 Results:

Revenues for the six months ended June 30, 2021, amounted to $76.7 million, an increase of $6.1 million, or 8.6%, compared to revenues of $70.6 million for the six months ended June 30, 2020, primarily due to the reduction of our bareboat activity by 56% (equivalent to 1,166 days) where revenues are inherently lower.
Voyage expenses and vessels’ operating expenses for the six months ended June 30, 2021 were $12.9 million and $30.9 million, respectively, compared to $4.9 million and $24.8 million for the six months ended June 30, 2020. The $8.0 million increase in voyage expenses was mainly due to the 182% (or 1,318 days) increase of spot days. The $6.1 million increase in vessels’ operating expenses, is due to the seven vessels (six small LPGs and our aframax tanker), previously on bareboat, now operating either on time charter or in the spot market for which we incur operating costs along with a rise of crew related costs due to the COVID-19 pandemic.
General and administrative expenses: for the six months ended June 30, 2021 and 2020 were $1.8 million and $1.1 million, respectively. This $0.7 milion increase compared to the same period of last year is primarily due to legal expenses and management fees paid to unaffiliated third parties.
Drydocking costs for the six months ended June 30, 2021 and 2020 were $2.6 million and $0.4 million, respectively. The costs for the six months ended June 30, 2021 mainly related to the drydocking of four small LPG vessels, while the costs for the same period of last year related to the drydocking of one vessel.
Depreciation for the six months ended June 30, 2021, was $19.1 million, a $0.5 million increase from $18.6 million for the same period of last year, due to the slight increase in the average number of our vessels.
Impairment loss for the six months ended June 30, 2021 and 2020 was $3.1 million relating to three vessels, one older vessel plus two vessels for which the Company has entered into separate agreements to sell them to third parties. Impairment loss for the six months ended June 30, 2020 was $0.7 million relating to two of the Company’s oldest vessels.
Interest and finance costs for the six months ended June 30, 2021 and 2020 were $6.1 million and $7.9 million respectively. The $1.8 million decrease from the same period of last year, is mostly due to the decline of LIBOR rates, along with the decrease of our indebtedness.
Equity earnings in joint ventures for the six months ended June 30, 2021 and 2020 was a gain of $5.3 million and a gain of $2.5 million, respectively. The $2.8 million increase from the same period of last year is mainly due to the gain on sale of one of the vessels owned by the MGC joint venture arrangement.
As a result of the above, the Company reported a net income for the six months ended June 30, 2021 of $2.4 million, compared to a net income of $11.9 million for the six months ended June 30, 2020. The weighted average number of shares outstanding as of June 30, 2021 and 2020 was 37.9 million and 38.9 million, respectively. Earnings per share for the six months ended June 30, 2021 amounted to $0.06 compared to earnings per share of $0.31 for the same period of last year.
Adjusted net income was $5.4 million, or $0.14 per share, for the six months ended June 30, 2021 compared to adjusted net income of $12.6 million, or $0.32 per share, for the same period of last year.
EBITDA for the six months ended June 30, 2021 amounted to $27.6 million. Reconciliations of Adjusted Net Income, EBITDA and Adjusted EBITDA to Net Income are set forth below. An average of 41.8 vessels were owned by the Company during the six months ended June 30, 2021, compared to 41.1 vessels for the same period of 2020.
As of June 30, 2021, cash and cash equivalents amounted to $33.0 million and total debt amounted to $352.1 million. During the six months ended June 30, 2021 debt repayments amounted to $47.6 million.

Fleet Update Since Previous Announcement

The Company announced the conclusion of the following chartering arrangements:

A two-year time charter extension for its 2006 built LPG carrier the Gas Alice, to an International oil major up until August 2023.
A one-year time charter for its 2015 built LPG carrier the Eco Green, to an International oil major up until June 2022.
A six months’ time charter extension for its 2012 built LPG carrier the Gas Esco, to an International LPG trader up until March 2022.
A six months’ time charter extension for its 2020 built LPG carrier the Eco Alice, to an International LPG trader up until January 2022.
A six months’ time charter for its 2015 built LPG carrier the Eco Dream, to an International oil major up until December 2021.
A three months’ time charter extension for its 2020 built LPG carrier the Eco Texiana, to an International LPG trader up until December 2021.
A four months’ time charter for its 2011 built LPG carrier the Gas Cerberus, to an International LPG trader up until October 2021.
A one month time charter for its 1997 built LPG carrier the Gas Monarch, to an International LPG trader up until September 2021.
A one month time charter for its 2015 built LPG carrier the Eco Galaxy, to an International LPG trader up until September 2021.

With these charters, the Company has total contracted revenues of approximately $66 million.

Total anticipated fleet days of our fleet is 74% covered with charter contracts for the remainder of 2021

Board Chairman Michael Jolliffe Commented

During the second quarter of 2021 we managed to improve our revenues and reduce our commercial off hire. In addition period activity picked up particularly for vessels above 5,000 cbm and consequently we were able to conclude and extend period charters and therefore reduce the number of spot vessels reaching nearly pre pandemic levels. However compared to the same period of last year we had six additional vessels concluding their bareboat charters thus adding to our operating cost base, we faced additional costs due to the COVID-19 pandemic, particularly crew expenses related to medical and crew changes. Additionally our voyage costs were burdened as daily bunker costs increased by 70% compared to the same period of last year. Added to this we underwent three drydockings at a time of strict yard restirctions, again due to the COVID-19 pandemic thus adding further to our costs.

Due to these reasons our revenue generation was not reflected in our operating profitability.

It is difficult to predict how our market will behave in the quarters ahead as the global economy due to the COVID-19 pandemic and related variants still remains fragile.

Nevertheless we own a strong and diversified fleet across the broader LPG spectrum, we enjoy adequate liquidity, further enhanced by our recent agreement to sell two small LPG vessels, and low debt levels which will allow us to gain leverage regardless on how the global economy will respond to the recent COVID-19 pandemic escalation.

Conference Call details:

On August 25, 2021 at 11:00 am ET, the company’s management will host a conference call to discuss the results and the company’s operations and outlook.

Participants should dial into the call 10 minutes before the scheduled time using the following numbers: +1 866 280 1157 (US Toll Free Dial In) or 08006941461 (UK Toll Free Dial In).
Access Code:2546835
In case of any problems with the above numbers, please dial +1 6467871226 (US Toll Dial In), +44 (0) 203 0095709 (Standard International Dial In).
Access Code: 2546835

A telephonic replay of the conference call will be available until September 1, 2021 by dialing +1 (866) 331-1332 (US Local Dial In), +44 (0) 3333009785 (Standard International Dial In).

Slides and audio webcast:

There will also be a live and then archived webcast of the conference call, through the STEALTHGAS INC. website (www.stealthgas.com). Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

About STEALTHGAS INC.

StealthGas Inc. is a ship-owning company primarily serving the liquefied petroleum gas (LPG) sector of the international shipping industry. StealthGas Inc. has a fleet of 50 vessels. The fleet is comprised of 46 LPG carriers, including seven Joint Venture vessels on the water and one Joint Venture 40,000 cbm newbuilding Medium Gas Carrier on order to be delivered mid- 2023. These LPG vessels have a total capacity of 441,488 cubic meters (cbm). The Company also owns three M.R. product tankers and one Aframax oil tanker with a total capacity of 255,804 deadweight tons (dwt). StealthGas Inc.’s shares are listed on the Nasdaq Global Select Market and trade under the symbol “GASS.”

Forward-Looking Statements

Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, or impact or duration of the COVID-19 pandemic and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although STEALTHGAS INC. believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, STEALTHGAS INC. cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the impact of the COVID-19 pandemic and efforts throughout the world to contain its spread, the strength of world economies and currencies, general market conditions, including changes in charter hire rates and vessel values, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled drydockings, shipyard performance, changes in STEALTHGAS INC’s operating expenses, including bunker prices, drydocking and insurance costs, ability to obtain financing and comply with covenants in our financing arrangements, or actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, potential disruption of shipping routes due to accidents and political events or acts by terrorists.
Risks and uncertainties are further described in reports filed by STEALTHGAS INC. with the U.S. Securities and Exchange Commission.

Fleet List and Fleet Deployment

For information on our fleet and further information:
Visit our website at www.stealthgas.com

Company Contact:

Fenia Sakellaris
STEALTHGAS INC.
011-30-210-6250-001
E-mail: [email protected]

Fleet Data:

The following key indicators highlight the Company’s operating performance during the periods ended June 30, 2020 and June 30, 2021.

FLEET DATA	Q2 2020		Q2 2021		6M 2020		6M 2021
Average number of vessels (1)	41.1		42.0		41.1		41.8
Period end number of owned vessels in fleet	42		42		42		42
Total calendar days for fleet (2)	3,743		3,822		7,554		7,567
Total voyage days for fleet (3)	3,732		3,750		7,520		7,445
Fleet utilization (4)	99.7	%	98.1	%	99.5	%	98.4	%
Total charter days for fleet (5)	3,329		2,861		6,797		5,404
Total spot market days for fleet (6)	403		889		723		2,041
Fleet operational utilization (7)	97.1	%	96.3	%	97.5	%	94.7	%

1) Average number of vessels is the number of owned vessels that constituted our fleet for the relevant period, as measured by the sum of the number of days each vessel was a part of our fleet during the period divided by the number of calendar days in that period.
2) Total calendar days for fleet are the total days the vessels we operated were in our possession for the relevant period including off-hire days associated with major repairs, drydockings or special or intermediate surveys.
3) Total voyage days for fleet reflect the total days the vessels we operated were in our possession for the relevant period net of off-hire days associated with major repairs, drydockings or special or intermediate surveys.
4) Fleet utilization is the percentage of time that our vessels were available for revenue generating voyage days, and is determined by dividing voyage days by fleet calendar days for the relevant period.
5) Total charter days for fleet are the number of voyage days the vessels operated on time or bareboat charters for the relevant period.
6) Total spot market charter days for fleet are the number of voyage days the vessels operated on spot market charters for the relevant period.
7) Fleet operational utilization is the percentage of time that our vessels generated revenue, and is determined by dividing voyage days excluding commercially idle days by fleet calendar days for the relevant period.

Reconciliation of Adjusted Net Income, EBITDA, adjusted EBITDA and adjusted EPS:

Adjusted net income represents net income before loss on derivatives excluding swap interest paid, impairment loss and share based compensation. EBITDA represents net income before interest and finance costs, interest income and depreciation. Adjusted EBITDA represents net income before interest and finance costs, interest income, depreciation, impairment loss, share based compensation and loss on derivatives.

Adjusted EPS represents Adjusted net income divided by the weighted average number of shares. EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS are not recognized measurements under U.S. GAAP. Our calculation of EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS may not be comparable to that reported by other companies in the shipping or other industries. In evaluating Adjusted EBITDA, Adjusted net income and Adjusted EPS, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation.

EBITDA, adjusted EBITDA, adjusted net income and adjusted EPS are included herein because they are a basis, upon which we and our investors assess our financial performance. They allow us to present our performance from period to period on a comparable basis and provide investors with a means of better evaluating and understanding our operating performance.

(Expressed in United States Dollars, except number of shares)	Second Quarter Ended June 30th,				Six Months Period Ended June 30th,
	2020		2021		2020		2021
Net Income – Adjusted Net Income
Net income	8,923,308		1,626,184		11,936,026		2,382,064
(Less)/Plus (gain)/loss on derivatives	(28,385	)	(11,899	)	40,310		(6,317	)
Less swap interest paid	(16,266	)	—		(10,643	)	(141,446	)
Plus impairment loss	653,079		3,096,391		653,079		3,096,391
Plus share based compensation	—		73,918		—		73,918
Adjusted Net Income	9,531,736		4,784,594		12,618,772		5,404,610

Net income – EBITDA
Net income	8,923,308		1,626,184		11,936,026		2,382,064
Plus interest and finance costs	3,690,645		2,971,065		7,923,842		6,116,503
Less interest income	(38,528	)	(233	)	(151,488	)	(2,777	)
Plus depreciation	9,246,107		9,582,921		18,568,068		19,130,052
EBITDA	21,821,532		14,179,937		38,276,448		27,625,842

Net income – Adjusted EBITDA
Net income	8,923,308		1,626,184		11,936,026		2,382,064
(Less)/Plus (gain)/(loss) on derivatives	(28,385	)	(11,899	)	40,310		(6,317	)
Plus impairment loss	653,079		3,096,391		653,079		3,096,391
Plus share based compensation	—		73,918		—		73,918
Plus interest and finance costs	3,690,645		2,971,065		7,923,842		6,116,503
Less interest income	(38,528	)	(233	)	(151,488	)	(2,777	)
Plus depreciation	9,246,107		9,582,921		18,568,068		19,130,052
Adjusted EBITDA	22,446,226		17,338,347		38,969,837		30,789,834

EPS – Adjusted EPS
Net income	8,923,308		1,626,184		11,936,026		2,382,064
Adjusted net income	9,531,736		4,784,594		12,618,772		5,404,610
Weighted average number of shares	38,323,793		37,858,437		38,862,838		37,858,437
EPS – Basic and Diluted	0.23		0.04		0.31		0.06
Adjusted EPS	0.25		0.13		0.32		0.14

StealthGas Inc.

Unaudited Consolidated Statements of Income

(Expressed in United States Dollars, except for number of shares)

		Quarters Ended June 30,				Six Month Periods Ended June 30,
		2020		2021		2020		2021

Revenues
	Revenues	36,251,844		39,249,850		70,628,602		76,665,531

Expenses
	Voyage expenses	1,667,365		5,465,047		4,058,634		11,933,055
	Voyage expenses – related party	447,486		489,971		873,170		955,174
	Charter hire (income)/expenses	(3,757	)	—		318,606		—
	Vessels’ operating expenses	11,343,561		15,573,624		24,349,107		30,390,650
	Vessels’ operating expenses – related party	224,500		263,000		450,000		521,500
	Drydocking costs	232,381		2,027,921		401,177		2,638,181
	Management fees – related party	1,335,070		1,480,116		2,671,080		2,928,566
	General and administrative expenses	502,949		899,402		1,070,625		1,841,184
	Depreciation	9,246,107		9,582,921		18,568,068		19,130,052
	Impairment loss	653,079		3,096,391		653,079		3,096,391
Total expenses		25,648,741		38,878,393		53,413,546		73,434,753

Income from operations		10,603,103		371,457		17,215,056		3,230,778

Other (expenses)/income
	Interest and finance costs	(3,690,645	)	(2,971,065	)	(7,923,842	)	(6,116,503	)
	Loss/(gain) on derivatives	28,385		11,899		(40,310	)	6,317
	Interest income	38,528		233		151,488		2,777
	Foreign exchange gain/(loss)	2,418		(8,098	)	3,370		(41,317	)
Other expenses, net		(3,621,314	)	(2,967,031	)	(7,809,294	)	(6,148,726	)

Income/(Loss) before equity in earnings of investees		6,981,789		(2,595,574	)	9,405,762		(2,917,948	)
Equity earnings in joint ventures		1,941,519		4,221,758		2,530,264		5,300,012
Net Income		8,923,308		1,626,184		11,936,026		2,382,064

Earnings per share
– Basic & Diluted		0.23		0.04		0.31		0.06

Weighted average number of shares
-Basic & Diluted		38,323,793		37,858,437		38,862,838		37,858,437

StealthGas Inc.

Unaudited Consolidated Balance Sheets

(Expressed in United States Dollars)

		December 31,		June 30,
		2020		2021

Assets
Current assets
	Cash and cash equivalents	38,242,411		33,006,378
	Trade and other receivables	3,602,764		5,077,138
	Other current assets	309,608		212,558
	Claims receivable	120,547		120,547
	Inventories	3,687,098		3,151,164
	Advances and prepayments	782,125		1,904,939
	Restricted cash	1,308,971		2,970,413
	Vessel held for sale	—		12,250,000
Total current assets		48,053,524		58,693,137

Non current assets
	Advances for vessels under construction	6,539,115		—
	Operating lease right-of-use assets	—		148,926
	Vessels, net	832,335,059		828,336,968
	Other receivables	26,427		—
	Restricted cash	13,488,820		12,482,184
	Investments in joint ventures	43,177,657		50,296,344
	Deferred finance charges	385,705		—
Total non current assets		895,952,783		891,264,422
Total assets		944,006,307		949,957,559

Liabilities and Stockholders’ Equity
Current liabilities
	Payable to related parties	4,659,861		4,129,627
	Trade accounts payable	9,974,751		11,287,513
	Accrued and other liabilities	3,773,499		4,315,201
	Operating lease liabilities	—		97,891
	Customer deposits	968,000		868,000
	Deferred income	2,995,657		4,914,213
	Fair value of derivatives	141,447		—
	Current portion of long-term debt	40,547,892		40,023,643
	Current portion of long-term debt associated with vessel held for sale	—		7,524,663
Total current liabilities		63,061,107		73,160,751

Non current liabilities
	Fair value of derivatives	5,099,464		4,177,450
	Operating lease liabilities	—		51,035
	Deferred income	—		90,664
	Long-term debt	311,249,321		304,509,564
Total non current liabilities		316,348,785		308,828,713
Total liabilities		379,409,892		381,989,464

Commitments and contingencies

Stockholders’ equity
	Capital stock	431,836		435,274
	Treasury stock	(25,373,380	)	(25,373,380	)
	Additional paid-in capital	499,564,087		499,634,567
	Retained earnings	94,926,695		97,308,759
	Accumulated other comprehensive loss	(4,952,823	)	(4,037,125	)
Total stockholders’ equity		564,596,415		567,968,095
Total liabilities and stockholders’ equity		944,006,307		949,957,559

StealthGas Inc.

Unaudited Consolidated Statements of Cash Flows

(Expressed in United States Dollars)

		Six Month Periods Ended June 30,
		2020		2021

Cash flows from operating activities
	Net income for the period	11,936,026		2,382,064

Adjustments to reconcile net income to net cash
provided by operating activities:
	Depreciation	18,568,068		19,130,052
	Amortization of deferred finance charges	355,763		479,098
	Amortization of operating lease right-of-use assets	428,167		44,879
	Share based compensation	—		73,918
	Change in fair value of derivatives	29,667		(147,763	)
	Equity earnings in joint ventures	(2,530,264	)	(5,300,012	)
	Impairment loss	653,079		3,096,391

Changes in operating assets and liabilities:
	(Increase)/decrease in
	Trade and other receivables	1,511,957		(1,447,947	)
	Other current assets	20,069		97,050
	Claims receivable	(12,050	)	—
	Inventories	(474,205	)	535,934
	Changes in operating lease liabilities	(428,167	)	(44,879	)
	Advances and prepayments	(502,712	)	(1,122,814	)
	Increase/(decrease) in
	Balances with related parties	(1,625,469	)	(530,234	)
	Trade accounts payable	181,778		1,411,406
	Accrued liabilities	(1,187,028	)	716,766
	Deferred income	1,102,505		2,009,220
Net cash provided by operating activities		28,027,184		21,383,129

Cash flows from investing activities
	Vessels’ acquisitions and advances for vessels under construction	(26,000,323	)	(24,180,481	)
	Investment in joint ventures	(41,998,500	)	(3,348,675	)
	Return of investments from joint ventures	26,781,000		1,530,000
	Advances to joint ventures	(29,245	)	—
	Advances from joint ventures	29,245		—
Net cash used in investing activities		(41,217,823	)	(25,999,156	)

Cash flows from financing activities
	Stock repurchase	(3,880,930	)	—
	Deferred finance charges paid	(373,263	)	(667,766	)
	Advances from joint ventures	1,837,299		—
	Advances to joint ventures	(5,823,507	)	—
	Customer deposits paid	—		(100,000	)
	Loan repayments	(20,710,673	)	(47,628,684	)
	Proceeds from long-term debt	11,505,000		48,431,250
Net cash (used in)/provided by financing activities		(17,446,074	)	34,800

	Net decrease in cash, cash equivalents and restricted cash	(30,636,713	)	(4,581,227	)
	Cash, cash equivalents and restricted cash at beginning of year	82,120,332		53,040,202
Cash, cash equivalents and restricted cash at end of period		51,483,619		48,458,975
Cash breakdown
	Cash and cash equivalents	36,637,082		33,006,378
	Restricted cash, current	1,286,840		2,970,413
	Restricted cash, non current	13,559,697		12,482,184
Total cash, cash equivalents and restricted cash shown in the statements of cash flows		51,483,619		48,458,975

August 25, 2021 9:19 am

Independent Restaurants Can Streamline Operations of Online Orders Through New Clover and Grubhub Integration

Independent Restaurants Can Streamline Operations of Online Orders Through New Clover and Grubhub Integration

Integration offers restaurants an opportunity to increase order volumes while aggregating inventory, menu, and order management via the Clover platform

BROOKFIELD, Wis.–(BUSINESS WIRE)–Fiserv, Inc. (NASDAQ: FISV), a leading global provider of payments and financial services technology, including the Clover^® point-of-sale and business management platform, and Grubhub, (NASDAQ: GRUB), a leading U.S. food-ordering and delivery marketplace, announced today a direct integration of the Clover and Grubhub platforms to help thousands of independent restaurants more efficiently manage and fulfill online orders.

The Clover platform includes Clover Online Ordering, which gives restaurant owners a consolidated view of their entire online ordering operation — from menu updates to order management. Restaurants that utilize Clover and are already partnered with Grubhub will be able to integrate operations directly into their Clover platform, eliminating the need for a separate tablet for Grubhub orders and significantly streamlining digital orders through menu synchronization, order submissions, and more. Restaurants that utilize Clover and are not currently partnered with Grubhub will be able to easily and seamlessly sign up for pickup and delivery on Grubhub through the Clover platform for a commission-free trial, effectively expanding their reach to Grubhub’s more than 33 million diners across the country.

“We know that simplifying ordering operations is top of mind for our restaurant partners, and with the Clover integration, restaurateurs can have peace of mind knowing all of their orders are going to one place — negating the need for multiple tablets and having to manually input orders,” said Theresa Dold, vice president of restaurant product at Grubhub. “We’re excited to offer this integration to tens of thousands of independent restaurants across the country who are looking to streamline their operations.”

“Integrating Clover and Grubhub makes management of delivery orders much easier for restaurants, enabling them to reach more customers while operating more efficiently,” said Ellen Linardi, senior vice president of product and design at Clover. “This is the first of multiple delivery options that will be accessible to restaurants via the Clover platform, providing a practical way for restaurants to meet customers’ growing appetite for food delivery.”

According to the Mercator Advisory Group’s U.S. 2021 Buyers PaymentsInsights survey, the percentage of consumers who have ordered restaurant delivery services through a mobile phone or computer jumped from 8 percent in 2019 to 21 percent in 2021.

“The popularity of food delivery apps was already growing before 2020,” said Rob Misasi, president of Mercator Advisory Group. “The pandemic acted as a catalyst that accelerated the adoption rate as stay-at-home households looked for a quick, easy and safe way to have restaurant meals delivered. Now, many consumers continue to want this convenience, and the integration of services such as Clover and Grubhub can increase the competitiveness of restaurants among customers looking for this type of dining option.”

Existing and new Grubhub merchants can sign up for the integration from the Clover platform, and will benefit from:

Streamlined order management — In-store and online orders input via the Clover platform, as well as Grubhub orders, both real-time and scheduled, are sent directly to the restaurant’s kitchen printers —streamlining order management and helping to ensure order accuracy.

Real-time synchronization — A restaurant’s menu is updated directly in real time on Grubhub sites, reflecting when items become out of stock or when stores close or open early. Merchants can also pause and later resume Grubhub ordering by toggling off “Accept Orders” in the Clover platform.

Third-party delivery menu — Clover merchants can manage a third-party delivery partner menu that differs from the restaurant’s in-store and online ordering menus, allowing restaurants to tailor items and pricing specifically for Grubhub.

DeliveryOptions — Pickup, self-delivery by restaurant drivers, and Grubhub delivery are all supported. Self-delivery stores, delivery fees and delivery zones will be maintained by Grubhub.

Consolidated reporting —The integration consolidates financial reporting for restaurants into one system within the Clover platform.

Restaurants that are not currently partnered with Grubhub can sign up through their Clover platform for a free 60-day trial*. For more information on the integration and to sign up, please visit grubhub.com/restaurant/clover/.

Clover is a complete business-management platform enabling businesses to maximize their operating efficiencies and grow, while allowing customers to pay using a debit or credit card or via mobile payment options such as Apple Pay®, Samsung Pay®, and Google Pay®. As a point-of-sale platform for merchants, Clover processes $180 billion in annualized payment volume.

*60-day Free Offer is available for a limited time only and is open to select restaurants that maintain point-of-sale integration with Clover. Restaurant must be new to the Grubhub platform. Offer is non-transferrable. Restaurant will remain responsible for Grubhub’s standard order processing fee (which includes credit card fees). Grubhub reserves the right to cancel, suspend and/or modify the offer, or any part of it, for any reason at any time, including, without limitation, if any fraud or technical failure impairs the integrity or proper functioning of the offer. Offer and participation are subject to the Grubhub Terms of Use and the Grubhub Privacy Policy.

About Fiserv

Fiserv, Inc. (NASDAQ:FISV) aspires to move money and information in a way that moves the world. As a global leader in payments and financial technology, the company helps clients achieve best-in-class results through a commitment to innovation and excellence in areas including account processing and digital banking solutions; card issuer processing and network services; payments; e-commerce; merchant acquiring and processing; and the Clover® cloud-based point-of-sale solution. Fiserv is a member of the S&P 500® Index and the FORTUNE® 500, and is among FORTUNE World’s Most Admired Companies®. Visit fiserv.com and follow on social media for more information and the latest company news.

About Grubhub

Grubhub is part of Just Eat Takeaway.com (LSE: JET, AMS: TKWY, NASDAQ: GRUB), a leading global online food delivery marketplace. Dedicated to connecting more than 33 million diners with the food they love from their favorite local restaurants, Grubhub elevates food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub features more than 300,000 restaurant partners in over 4,000 U.S. cities.

FISV-G

View source version on businesswire.com: https://www.businesswire.com/news/home/20210825005487/en/

Media Relations:

Ann S. Cave

Vice President, External Communications

Fiserv, Inc.

+1 678-325-9435

[email protected]

Additional Contact:

Jenna DeMarco

Senior Associate, Corporate Communications

Grubhub

+1 630-945-6405

[email protected]

KEYWORDS: United States North America Wisconsin

INDUSTRY KEYWORDS: Technology Finance Professional Services Small Business Software Restaurant/Bar Food/Beverage Retail Data Management

MEDIA:

Logo

August 25, 2021 9:19 am

Aditxt, Inc. Signs Letter of Intent for Exclusive Rights to Negotiate the Acquisition of a Biopharmaceutical Company Commercializing and Distributing Antiviral Oral Therapy for COVID-19

Target Acquisition Has Operational and Sales Footprint in Europe, Asia, and the Middle East

RICHMOND, Va.–(BUSINESS WIRE)–Aditxt, Inc. (Nasdaq: ADTX), a biotech innovation company with a mission to improve the health of the immune system, today announced that it has signed a letter of intent (“the LOI”) to acquire a biopharmaceutical company, the “Target Company”, commercializing COVID-19 antiviral oral therapy. The Target Company is currently selling its products under emergency and compassionate use, standard of care, and full approval in multiple countries internationally outside of the U.S. and Canada.

The acquisition is subject to the satisfaction of numerous conditions, including satisfactory due diligence, the negotiation and execution of definitive agreements and other closing conditions, including board and shareholder approval and approval by Nasdaq of the listing of shares proposed to be issued in the transaction. The parties have agreed to an exclusivity period until September 30, 2021, with a view to settling the definitive agreement. However, there can be no assurance that a definitive agreement will be entered into or that the proposed acquisition will be completed as proposed or at all.

Key terms of the proposed transaction as stated in the LOI include: the completion of a proposed $6.5M secured loan from Aditxt to the Target Company by August 31, 2021, as well as Aditxt issuing such number of shares of common stock that yields 50% of the number of Aditxt’s outstanding shares post-closing of the transaction.

“We have been eager to grow the global footprint of Aditxt’s immune therapeutic and monitoring platforms,” said Amro Albanna, Co-founder and Chief Executive Officer of Aditxt. “We are also excited about this potential transaction, which, if completed, would be a complementary strategic fit with our company.”

About Aditxt:

Aditxt is developing technologies specifically focused on improving the health of the immune system through immune monitoring and reprogramming. Aditxt’s immune monitoring technology is designed to provide a personalized comprehensive profile of the immune system. Aditxt’s immune reprogramming technology is currently at the pre-clinical stage and is designed to retrain the immune system to induce tolerance with an objective of addressing rejection of transplanted organs, autoimmune diseases, and allergies. For more information, please visit: www.aditxt.com

Forward-Looking Statements

Certain statements in this press release constitute “forward-looking statements” within the meaning of federal securities laws. Forward looking statements include statements regarding the Company’s intentions, beliefs, projections, outlook, analyses or current expectations concerning, among other things, the Company’s ongoing and planned product and business development; the Company’s intellectual property position; the Company’s ability to develop commercial functions; expectations regarding product launch and revenue; the Company’s results of operations, cash needs, spending, financial condition, liquidity, prospects, growth and strategies; the industry in which the Company operates; and the trends that may affect the industry or the Company. Forward-looking statements are not guarantees of future performance and actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, as well as those risks more fully discussed in the section titled “Risk Factors” in the Company’s most recent Annual Report on Form 10-K, as well as discussions of potential risks, uncertainties, and other important factors in the Company’s other filings with the Securities and Exchange Commission. All such statements speak only as of the date made, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210825005485/en/

Media and Investor Relations Contact:

Sunny Uberoi

Chief Communications Officer

Aditxt

[email protected]

KEYWORDS: United States North America Virginia

INDUSTRY KEYWORDS: Infectious Diseases Biotechnology Pharmaceutical Health

MEDIA:

August 25, 2021 9:18 am

Faster and Farther: Lucid Announces Performance and Range Versions of Lucid Air Dream Edition

Two distinct Air Dream Editions showcase Lucid’s engineering capabilities and reset expectations for electric vehicles with versions optimized for unrivaled power and performance

PR Newswire

NEWARK, Calif., Aug. 25, 2021 /PRNewswire/ — Lucid Group, which is setting new standards with its advanced luxury EVs, today announced that the limited-run Lucid Air Dream Edition will be produced in two distinct versions – the Dream Edition Performance and the Dream Edition Range – each highlighting a different facet of this exceptional electric luxury sedan.

Dream Edition Performance will feature a powertrain optimized for speed and acceleration, with 1,111 horsepower. Dream Edition Range will deliver 933 horsepower while embodying Lucid’s exacting focus on maximizing range¹. EPA range certification is currently in process and will be announced for each version of the Dream Edition when complete. Although the official EPA ranges are not yet available, Lucid recently completed a real-world evaluation drive with Motor Trend. During the drive, a pair of Dream Edition Range cars drove from Los Angeles to San Francisco at highway speeds via central California, and then back across the San Francisco Bay to Lucid’s global headquarters, traveling 445 miles on a single charge. Upon arrival, the cars displayed, respectively, 30 miles and 72 miles of charge remaining (for totals of 475 and 517 miles).

“As a technology company, we seek to exceed expectations and this is clearly evident with our Lucid Air Dream Edition Performance and Range variants,” said Peter Rawlinson, CEO and CTO, Lucid Group. “I’m delighted to provide our Dream Edition customers with this additional choice and breadth of capabilities.”

Lucid will be contacting Dream Edition reservation holders shortly to update their configuration with their preferred version, both of which remain at the fully-equipped price of $169,000 ($161,500 after potential $7,500 US federal tax credit)². In September, Lucid will begin hosting media tours of its factory in Casa Grande, Arizona, ahead of customer deliveries. Deliveries of both versions of the fully reserved Lucid Air Dream Edition will begin later this year, with Lucid Air Grand Touring following shortly thereafter.

	Dream Performance	Dream Range
Motors	Dual Motor, AWD	Dual Motor, AWD
Power (total, F&R)	1,111 hp	933 hp
Torque (total, F&R)	1000+ Nm	1000+ Nm
0-60 mph	2.5 sec	2.7 sec
Top speed	168 mph	168 mph
Tires	Specially developed Pirelli P-Zero: 245/35 21″ (F) and 265/35 21″ (R) 19″ optional	Specially developed Pirelli P-Zero: 245/45 19″ (F&R) 21″ optional
System voltage	924V	924V

About Lucid Group
Lucid’s mission is to inspire the adoption of sustainable energy by creating the most captivating electric vehicles, centered around the human experience. The company’s first car, Lucid Air, is a state-of-the-art luxury sedan with a California-inspired design underpinned by race-proven technology. Featuring luxurious interior space in a mid-size exterior footprint, select models of Air are expected to be capable of a projected EPA estimated range of over 500 miles. Customer deliveries of Lucid Air, which will be produced at Lucid’s new factory in Casa Grande, Arizona, are planned to begin in the second half of 2021.

Media Contact

[email protected]

Trademarks

This communication contains trademarks, service marks, trade names and copyrights of Lucid Group, Inc. and its affiliates (the “Company”) and other companies, which are the property of their respective owners.

Forward-Looking Statements

This communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target,” “continue,” “could,” “may,” “might,” “possible,” “potential,” “predict” or other similar expressions that predict or indicate future events or trends or that are not statements of historical facts. These forward-looking statements include, but are not limited to, statements regarding the Company’s expectations and timing related to the start of production and deliveries of the Lucid Air and the performance, range, and other features of the Lucid Air. These statements are based on various assumptions, and actual events and circumstances may differ. Forward-looking statements are subject to a number of risks and uncertainties, including factors discussed in the Company’s Registration Statement on Form S-1,, the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2020 and the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, in each case, under the heading “Risk Factors,” as well as other documents of the Company that are filed, or will be filed, with the Securities and Exchange Commission. If any of these risks materialize or the Company’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company does not presently know or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this communication. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this communication.

¹ 500+ projected range for Dream Edition Range based upon manufacturer’s projected EPA estimated range when equipped with 19″ wheels. Actual range will be dependent on many factors, including battery age, driving habits, charging habits, temperatures, accessory use, and other factors.

² Final specifications will be confirmed prior to sale.

View original content to download multimedia:https://www.prnewswire.com/news-releases/faster-and-farther-lucid-announces-performance-and-range-versions-of-lucid-air-dream-edition-301362363.html

SOURCE Lucid Motors

August 25, 2021 9:18 am

Net1 to Host Conference Call to Review Fourth Quarter and Full Year 2021 Results

JOHANNESBURG, South Africa, Aug. 25, 2021 (GLOBE NEWSWIRE) — Net 1 UEPS Technologies, Inc. (NasdaqGS: UEPS; JSE: NT1) (“Net1”) today announced it will release fourth quarter and year-end 2021 results after the market close on September 13, 2021. Net1 management will host a conference call to review these results on September 14, 2021, at 8:00 a.m. Eastern Time.

To participate in the call, dial 1-508-924-4326 (US and Canada), 0333-300-1418 (U.K. only) or 010-201-6800 (South Africa only) ten minutes prior to the start of the call. Callers should request “Net1 call” upon dial-in. The call will also be webcast on the Net1 homepage, www.net1.com. Please click on the webcast link at least ten minutes prior to the call. A webcast of the call will be available for replay on the Net1 website.

Participants can pre-register for the September 14, 2021, conference call by navigating to https://www.diamondpass.net/9817456. Participants utilizing this pre-registration service will receive their dial-in number upon registration.

About Net1 (www.net1.com)

Net1 is a leading financial technology company that utilizes its proprietary banking and payment technology to deliver on its mission of financial inclusion through distribution of low-cost financial and value-added services to underserved consumers and small businesses in Southern Africa, which represents a significant segment of these economies. The Company also provides transaction processing services, including being a payment processor and bill payment platform in South Africa. Net1 leverages its strategic investments to further expand its product offerings or to enter new markets.

Net1 has a primary listing on NASDAQ (NasdaqGS: UEPS) and a secondary listing on the Johannesburg Stock Exchange (JSE: NT1). Visit www.net1.com for additional information about Net1.

Investor Relations Contact:

Dara Dierks
Managing Director – ICR
Email: [email protected]

Media Relations Contact:

Bridget von Holdt
Co-Market Leader | MD – BCW
Phone: +27-82-610-0650
Email: [email protected]

August 25, 2021 9:18 am

Matterport launches Notes, an interactive collaboration and communication tool for its digital twins

Notes enables real-time collaboration, communication, group field notes, documentation to unlock big productivity gains for teams

SUNNYVALE, Calif., Aug. 25, 2021 (GLOBE NEWSWIRE) — Matterport, Inc. (Nasdaq: MTTR), the leading spatial data company driving the digital transformation of the built world, today announced the open beta launch of Notes, a conversational, real-time team collaboration, communication and file sharing tool directly inside Matterport digital twins. With Notes, home buyers and renters can invite friends and family to visually locate and tag their favorite rooms and features of a property; corporate teams in the workplace can collaborate on space planning and office layouts; and enterprise organizations can manage facilities, assign tasks, and make key operating decisions across a portfolio of remote locations faster.

“Notes is a game-changer for teamwork and efficiency,” commented Japjit Tulsi, Chief Technology Officer at Matterport. “Increasingly, companies are adopting business collaboration and communication functionality in order to improve work across distributed workforces to save time and money. Notes is an industry-first, bringing collaborative conversations to digital twins. By enabling interaction with specific locations and objects directly within the digital twin, Notes saves considerable time and significantly improves coordination, teamwork, efficiency and productivity across multiple stakeholders,” he added.

Using Notes, users can have conversations directly within a Matterport space. Anyone who is invited to a space can ask questions or insert comments, view, reply to, and create conversation threads, and receive instant email notifications when new activity happens. New users can be easily added via @mentions. Additionally, multiple users can securely share and access files and engage in rich threads which include attachments, images, documents, and videos. With built-in privacy features, only invited participants can view and comment on Notes, even if a Matterport space is publicly available.

Watch how Notes works here: https://youtu.be/n9ahVqMAWx4

Notes also provides task management capabilities within the digital twin, including functionality to resolve a task note when completed and categorization of tasks with hashtags and colors. File uploads in digital twins are securely stored in the Matterport Cloud and only accessible to those with access to the space. All of these capabilities can be applied at scale across an entire portfolio of projects and properties at an enterprise level.

Notes is being used across a wide range of industries, including:

Residential real estate: homeowners can communicate more easily with contractors and designers for home projects; document insurance claims visually; or invite friends and family to tag and discuss what they like about homes they are considering renting or buying.
Commercial real estate: landlords can provide faster information to service teams working on building maintenance and facilities management.
Architecture, engineering and construction: architects can collaborate on interior architecture decisions remotely; building engineers can address remote inspections and site assessments, while construction teams can connect vendors, assign subcontractor tasks and coordinate on-side trades all remotely and in real-time.
Retail: store managers can communicate directly with central teams on merchandising and store layouts for greater consistency and faster execution across multiple locations at once – all from just a laptop or smartphone.

Learn how to get started today with Notes here.

About Matterport

Matterport, Inc. (Nasdaq: MTTR) is leading the digital transformation of the built world. Our groundbreaking spatial data platform turns buildings into data to make spaces more valuable and accessible. Millions of buildings in more than 150 countries have been transformed into immersive Matterport digital twins to improve every part of the building lifecycle from planning, construction, and operations to documentation, appraisal and marketing. Learn more at matterport.com and browse a gallery of digital twins.

Media Contact:
Naomi Little
Global Communications Manager
[email protected]
+44 203 874 6664

Investor Contact:
Soohwan Kim, CFA
VP, Investor Relations
[email protected]

Forward-Looking Statements

This document contains certain forward-looking statements within the meaning of the federal securities laws, including statements regarding the benefits of the business combination, the services offered by Matterport, Inc. (“Matterport”) and the markets in which Matterport operates, business strategies, debt levels, industry environment, potential growth opportunities, the effects of regulations and Matterport’s projected future results. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “forecast,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions (including the negative versions of such words or expressions).

Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including Matterport’s ability to implement business plans, forecasts, and other expectations in the industry in which Matterport competes, and identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in documents filed by Matterport from time to time with the U.S. Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Matterport assumes no obligation and, except as required by law, does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Matterport does not give any assurance that it will achieve its expectations.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/5b10ad69-74f7-4fa0-93d4-0c3744b78f8a

August 25, 2021 9:16 am

Teladoc, Reliq Health, CVS Health, and WELL Health CEO’s Driving Revenue Growth Through Innovation and New Markets

NEW YORK, Aug. 25, 2021 (GLOBE NEWSWIRE) — Wall Street Reporter, the trusted name in financial news since 1843, has published reports on the latest comments and insights from leaders at: CVS Health Corp. (NYSE: CVS), Reliq Health Technologies (OTC: RQHTF) (TSX.V: RHT), Teladoc Health (NYSE: TDOC) and WELL Health Technologies (TSX: WELL) (OTC: WLYYF).

Reliq Health Technologies (OTC: RQHTF) (TSX.V: RHT) CEO Lisa Crossley: “2021 is Breakout Year for Reliq Telehealth Platform”

Reliq Health Technologies (OTC:RQHTF) is now at an inflection point for explosive revenue growth and profitability shared CEO Lisa Crossley during a recent presentation at Wall Street Reporter’s NEXT SUPER STOCK livestream. RQHTF’s iUGO telehealth remote patient monitoring platform has gained significant traction over the past 6 months, and now has 200,000 patients under contract to be onboarded over the next 18-24 months – which represents over $120 Million in recurring annual revenue at full deployment.

RQHTF has just turned the corner to profitability and revenues are expected to reach $2 million per month revenues, hitting a $24 million run rate by the end of December – and keep increasing as more contracted patients are onboarded. Lisa added that RQHTF is now starting to throw off significant cash flow, enabling the company to fund growth internally, without the need for capital raises in the near future. A NASDAQ uplisting remains a possibility for 2022.

Lisa explained how new patient contract growth is now “snowballing” – powered by expanded medicare and medicaid coverage and reimbursement amounts for virtual care services like RQHTF provides. RQHTF’s powerful iUGO telemedicine platform supports care coordination and community-based virtual healthcare, allows complex patients to receive high quality care at home, improving health outcomes, and reducing the cost of care delivery. iUGO Care provides real-time access to remote patient monitoring data, allowing for timely interventions by the care team to prevent costly hospital readmissions and ER visits.

Watch
Reliq Health Tech (OTC:RQHTF) (TSX.V:RHT)
NEXT SUPER STOCK Video:

https://bit.ly/3BcFkLi

CVS Health Corp. (NYSE: CVS) CEO Karen Lynch: “CVS is Redefining Health Experience in a Digital World”

“… Our results show we are providing superior value by creating an integrated health care model that is centered around the consumer. Our unparalleled capabilities, reach and relationship with customers uniquely positions us to support them throughout their lifetime… It is clear that consumers want convenience, transparency, choice and control over their health care. That is why we are engaging consumers in new and different ways by working to meet their health needs in the community, in the home and virtually.”

“We are a company focused on delivering the most convenient connected experiences for our customers across our CVS Health digital assets. Our ability to redefine the health experience in an increasingly digital and hybrid world, combined with our vast health assets and understanding of consumers’ health, uniquely positions us for growth… We saw a more than 80% increase in visits to our flagship digital properties year-over-year. Growth was primarily driven by engagement in our expanded set of digital health services, such as COVID testing, vaccinations and Omni-channel pharmacy…”

“We are expanding access to care through our digital and virtual channels. We launched a digital-first primary care model that helps consumers navigate the best site of care for their health needs. And lastly, we are also harnessing technology such as AI, machine learning services and natural language processing to simplify our process and optimize our cost structure…”

CVS Health Corporation (NYSE: CVS) Earnings Highlights:

https://bit.ly/3jxb0Fu

Teladoc Health (NYSE: TDOC) CEO Jason Gorevic: “Teladoc is Leading Digital Transformation of Healthcare”

“… Strong momentum across our channels and geographies gives us the confidence and visibility to increase our full year revenue guidance to $2.0 billion to $2.025 billion. Teladoc’s aim is to provide whole-person virtual care. And during the second quarter, we continued to demonstrate progress on achieving our goal of completely reimagining the health care experience… The number of members enrolled in the Livongo suite of products grew 45% year-over-year to 715,000. Rather than focus on one particular disease, our approach is to treat the whole person in an integrated manner, which is important given that over 40% of adults in the U.S. are living with multiple chronic conditions.”

“… As a result of this approach, we continue to drive significant growth in multi-program enrollment. Over 20% of our chronic care members are now enrolled in more than one program, up from 6% in the second quarter of last year. The growth in chronic care members, combined with the greater number of individuals enrolled in multiple programs, such as members enrolled in both our diabetes and hypertension programs, resulted in a 60% year-over-year increase in the total number of chronic programs in which our members are enrolled…Most importantly, our services are driving better outcomes. For example, in a recent survey of over 2,000 consumers of our virtual mental health services, more than 90% of those who sought care experienced improvement, with nearly 40% experiencing a significant breakthrough during treatment…”

Teladoc Health (NYSE: TDOC) Earnings Call Highlights Available at:

https://bit.ly/3zdanWH

WELL Health Technologies
(TSX: WELL) (OTC: WLYYF) “The ‘Berkshire Hathaway’ of Tech-Enabled Health Care – On Track to $400 Million Revenues”

“… We regard ourselves, aspirationally, as the Berkshire Hathaway tech-enabled health care. Much like Berkshire Hathaway, our goal is to make investments in highly successful and resilient companies run by top-notch management teams that have a superior track record of delivering results. The main difference here is that Berkshire, has a very wide mandate and ours is very much focused on the theme of tech-enabled healthcare, as we see this as a pivotal time, where digitization and modernization are occurring in one of the largest sectors in the world…”

“… WELL’s goals for 2021: One, is to drive organic growth across all our business units and again, using the opportunity to cross-fertilize and leverage new opportunities through the network effects brought about by our growing network. Two, continue to follow a very disciplined acquisition and capital allocation strategy. Three, increase EBITDA throughout the year. Four, increase operating cash flows through acquisitions, optimizing costs and digitizing clinical assets. And five, increasing our market share of digital health and virtual care-related products and programs.

“Our outlook remains very positive across all our business units. We continue to have approximately 9 executed LOIs signed and pending for execution. The value of these LOIs when combined with our existing deals propels us to well over $400 million in revenue and over $100 million in EBITDA. Given the strong scale, WELL continues to seriously evaluate the prospects and feasibility of a U.S. IPO in the next few months…”

WELL Health Technologies Corp. (TSX: WELL) (OTC: WLYYF) Earnings Highlights:

https://bit.ly/3604nnc

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August 25, 2021 9:15 am

PDC Energy Declares Quarterly Cash Dividend on Common Shares

DENVER, Aug. 25, 2021 (GLOBE NEWSWIRE) — PDC Energy, Inc. (“PDC” or the “Company”) (Nasdaq:PDCE) announced today that its Board of Directors declared a quarterly cash dividend of $0.12 per share on PDC’s outstanding common stock. The dividend is payable on September 22, 2021 to stockholders of record at the close of business on September 8, 2021.

About PDC Energy, Inc.

PDC Energy, Inc. is a domestic independent exploration and production company that acquires, explores and develops properties for the production of crude oil, natural gas and NGLs, with operations in the Wattenberg Field in Colorado and Delaware Basin in west Texas. Its operations in the Wattenberg Field are focused in the horizontal Niobrara and Codell plays and our Delaware Basin operations are primarily focused in the horizontal Wolfcamp zones.

Contacts:	Kyle Sourk
	Director Corporate Finance & Investor Relations
	303-318-6150
	[email protected]

August 25, 2021 9:13 am

Schneider National, Inc. announces participation in upcoming virtual conferences

Green Bay, Wisconsin, Aug. 25, 2021 (GLOBE NEWSWIRE) — Schneider (NYSE: SNDR), a premier provider of trucking, intermodal and logistics services, today announced participation in the following investment conferences:

Cowen Global 14th Annual Transportation & Sustainable Mobility Conference: Wednesday, September 8, 2021. Steve Bindas, Director of Investor Relations, will participate in a series of investor discussions.
Morgan Stanley Virtual 9th Annual Laguna Conference: Tuesday, September 14, 2021. Mark Rourke, President and Chief Executive Officer, and Stephen Bruffett, Executive Vice President and Chief Financial Officer, will participate in a fireside chat. The fireside chat will begin at 9:45 a.m. (Eastern Time).

Webcasts for these events may be available and located on Schneider’s Investor Relations website (www.investors.schneider.com) and available for a limited time following the conference.

About Schneider

Schneider is a premier provider of transportation and logistics services. Offering one of the broadest portfolios in the industry, Schneider’s solutions include Regional and Long-Haul Truckload, Expedited, Dedicated, Bulk, Intermodal, Brokerage, Warehousing, Supply Chain Management, Port Logistics and Logistics Consulting.

With nearly $4.6 billion in annual revenue, Schneider has been safely delivering superior customer experiences and investing in innovation for over 80 years. The company’s digital marketplace, Schneider FreightPower®, is revolutionizing the industry giving shippers access to an expanded, highly flexible capacity network and provides carriers with unmatched access to quality drop-and-hook freight – Always Delivering, Always Ahead.

For more information about Schneider, visit Schneider.com or follow the company socially on Facebook, LinkedIn and Twitter: @WeAreSchneider.

Source: Schneider SNDR

Attachment

3Q21 SNDR conference participation announcement

Kara Leiterman
Schneider
920-370-7188
[email protected]

Steve Bindas
Schneider
920-592-SNDR (7637)
[email protected]