Sema4 to Participate at Two Upcoming Investor Conferences in August

STAMFORD, Conn., July 28, 2021 (GLOBE NEWSWIRE) — Sema4 (Nasdaq: SMFR), a patient-centered health intelligence company leveraging AI and machine learning to derive data-driven insights, today announced that members of the Sema4 management team will participate at two upcoming virtual investor conferences in August. Eric Schadt, Ph.D., Founder and Chief Executive Officer, will participate in a fireside chat at the UBS Genomics 2.0 and MedTech Innovations Summit on Wednesday, August 11, 2021 at 10:00 a.m. ET. The Company will also participate at the Annual Needham Virtual Med Tech & Diagnostics 1×1 Conference on Tuesday, August 17, 2021.

About Sema4

Sema4 is a patient-centered health intelligence company dedicated to advancing healthcare through data-driven insights. Sema4 is transforming healthcare by applying AI and machine learning to multidimensional, longitudinal clinical and genomic data to build dynamic models of human health and defining optimal, individualized health trajectories. Centrellis™, our innovative health intelligence platform, is enabling us to generate a more complete understanding of disease and wellness and to provide science-driven solutions to the most pressing medical needs. Sema4 believes that patients should be treated as partners, and that data should be shared for the benefit of all.

For more information, please visit sema4.com and connect with Sema4 on Twitter, LinkedIn, Facebook and YouTube.

Investor Relations Contact:

David Deuchler
Gilmartin Group
[email protected]

Media Contact:

Radley Moss
[email protected]



Allison Transmission Announces Second Quarter 2021 Results

Allison Transmission Announces Second Quarter 2021 Results

  • Net Sales of $603 million, up 60% year-over-year
  • Net Income of $110 million, 18% of Net Sales, up over 375% year-over-year
  • Adjusted EBITDA of $213 million, 35% of Net Sales
  • Diluted EPS of $1.01

INDIANAPOLIS–(BUSINESS WIRE)–Allison Transmission Holdings Inc. (NYSE: ALSN), a leading designer and manufacturer of conventional and electrified vehicle propulsion solutions and the largest global manufacturer of medium- and heavy-duty fully automatic transmissions for commercial and defense vehicles, today reported a 60 percent increase in net sales from the same period in 2020, as the recovery in customer demand and the global economy continue to strengthen, despite ongoing industry production constraints due to global supply chain challenges.

Year-over-year results were led by an 84 percent increase in net sales in the North America On-Highway end market and a 63 percent increase in net sales in the Outside North America On-Highway end market as a result of the continuing recovery in global on-highway customer demand following the pandemic-related disruptions experienced in 2020. Service Parts, Support Equipment & Other end market net sales were up 44 percent from the same period in 2020 principally driven by higher demand for North America service parts, aluminum die cast components and support equipment.

Net sales for the quarter were $603 million. Net income for the quarter was $110 million. Diluted EPS for the quarter was $1.01. Adjusted EBITDA, a non-GAAP financial measure, for the quarter was $213 million. Net cash provided by operating activities for the quarter was $131 million. Adjusted free cash flow, a non-GAAP financial measure, for the quarter was $95 million.

David S. Graziosi, Chairman and Chief Executive Officer of Allison Transmission, commented, “Allison’s second quarter 2021 results reflect an unprecedented recovery in global markets. Customer demand is quickly nearing pre-pandemic levels, and despite broad challenges to global supply chains, industry production is recovering. I am extremely proud of the resilience and dedication demonstrated by the Allison team and extended family throughout this critical and historic time to ensure the continuous delivery of the Allison Brand Promise.

Graziosi continued, “As a result of the ongoing global economic recovery, we are reaffirming the 2021 guidance ranges released to the market on April 28. Finally, during the second quarter, we continued our well-defined approach to capital allocation by settling $130 million of share repurchases, representing 3 percent of outstanding shares, and paying a quarterly dividend of $0.19 per share. Notably, Allison has repurchased over 50 percent of outstanding shares since its 2012 initial public offering.”

Second Quarter Net Sales by End Market

 

End Market

Q2 2021

Net Sales ($M)

Q2 2020

Net Sales ($M)

 

% Variance

North America On-Highway

$302

$164

84

%

North America Off-Highway

$9

$3

200

%

Defense

$48

$42

14

%

Outside North America On-Highway

$98

$60

63

%

Outside North America Off-Highway

$18

$19

(5

%)

Service Parts, Support Equipment & Other

$128

$89

44

%

Total Net Sales

$603

$377

60

%

Second Quarter Financial Highlights

Gross profit for the quarter was $288 million, an increase of 75 percent from $165 million for the same period in 2020. Gross margin for the quarter was 47.8 percent, an increase of 400 basis points from a gross margin of 43.8 percent for the same period in 2020. The increase in gross profit was principally driven by higher net sales, 2020 restructuring charges that did not recur in 2021 and price increases on certain products partially offset by higher manufacturing expense commensurate with higher net sales and unfavorable material costs.

Selling, general and administrative expenses for the quarter were $80 million, an increase of $11 million from $69 million for the same period in 2020. The increase was principally driven by higher incentive compensation expense and higher commercial activities spending partially offset by the impact of 2020 restructuring charges.

Engineering – research and development expenses for the quarter were $41 million, an increase of $3 million from $38 million for the same period in 2020. The increase was principally driven by increased product initiatives spending partially offset by the impact of 2020 restructuring charges.

Net income for the quarter was $110 million, an increase of $87 million from $23 million for the same period in 2020. The increase was principally driven by higher gross profit partially offset by higher selling, general and administrative expenses and increased product initiatives spending.

Net cash provided by operating activities was $143 million, an increase of $51 million from $92 million for the same period in 2020. The increase was principally driven by higher gross profit and lower cash interest expense partially offset by higher operating working capital requirements, higher cash income taxes, increased product initiatives spending and higher commercial activities spending.

Second Quarter Non-GAAP Financial Measures

Adjusted EBITDA for the quarter was $213 million, an increase of $98 million from $115 million for the same period in 2020. The increase in Adjusted EBITDA was principally driven by higher gross profit partially offset by increased incentive compensation expense, increased product initiatives spending and higher commercial activities spending.

Adjusted free cash flow for the quarter was $95 million, an increase of $28 million from $67 million for the same period in 2020. The increase was principally driven by higher net cash provided by operating activities partially offset by increased capital expenditures.

Full Year 2021 Guidance Update

We are reaffirming the full year 2021 guidance ranges released to the market on April 28 for Net Sales, Adjusted EBITDA, Net Cash Provided by Operating Activities, Adjusted Free Cash Flow and Capital Expenditures. Allison expects 2021 Net Sales in the range of $2,325 to $2,475 million, Net Income in the range of $395 to $465 million, Adjusted EBITDA in the range of $795 to $885 million, Net Cash Provided by Operating Activities in the range of $585 to $655 million, Adjusted Free Cash Flow in the range of $415 to $475 million and Capital Expenditures in the range of $170 to $180 million.

Our 2021 net sales guidance continues to reflect higher demand in the global On-Highway, Service Parts, Support Equipment & Other and North America Off-Highway end markets as a result of the ongoing global economic recovery and price increases on certain products. Our full year 2021 guidance also assumes the continuation of industry production constraints and global supply chain challenges for the foreseeable future.

Conference Call and Webcast

The company will host a conference call at 8:00 a.m. ET on Thursday, July 29 to discuss its second quarter 2021 results. The dial-in phone number for the conference call is 1-877-425-9470 and the international dial-in number is 1-201-389-0878. A live webcast of the conference call will also be available online at http://ir.allisontransmission.com.

For those unable to participate on the conference call, a replay will be available from 11:00 a.m. ET on July 29 until 11:59 p.m. ET on August 5. The replay dial-in phone number is 1-844-512-2921 and the international replay dial-in number is 1-412-317-6671. The replay passcode is 13721635.

About Allison Transmission

Allison Transmission (NYSE: ALSN) is a leading designer and manufacturer of vehicle propulsion solutions for commercial and defense vehicles, the largest global manufacturer of medium- and heavy-duty fully automatic transmissions, and a leader in electrified propulsion systems that Improve the Way the World Works. Allison products are used in a wide variety of applications, including on-highway trucks (distribution, refuse, construction, fire and emergency), buses (school, transit and coach), motorhomes, off-highway vehicles and equipment (energy, mining and construction applications) and defense vehicles (tactical wheeled and tracked). Founded in 1915, the company is headquartered in Indianapolis, Indiana, USA. With a presence in more than 150 countries, Allison has regional headquarters in the Netherlands, China and Brazil, manufacturing facilities in the USA, Hungary and India, as well as global engineering resources, including electrification engineering centers in Indianapolis, Indiana, Auburn Hills, Michigan and London in the United Kingdom. Allison also has more than 1,400 independent distributor and dealer locations worldwide. For more information, visit allisontransmission.com.

Forward-Looking Statements

This press release contains forward-looking statements. All statements other than statements of historical fact contained in this press release are forward-looking statements, including all statements regarding future financial results. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expect,” “plans,” “project,” “anticipate,” “believe,” “estimate,” “predict,” “intend,” “forecast,” “could,” “potential,” “continue” or the negative of these terms or other similar terms or phrases. Forward-looking statements are not guarantees of future performance and involve known and unknown risks. Factors which may cause the actual results to differ materially from those anticipated at the time the forward-looking statements are made include, but are not limited to: the duration and spread of the COVID-19 pandemic, including new variants of the virus and the pace and availability of vaccines, mitigating efforts deployed by government agencies and the public at large, and the overall impact from such outbreak on economic conditions, financial market volatility and our business, including but not limited to the operations of our manufacturing and other facilities, our supply chain, our distribution processes and demand for our products and the corresponding impacts to our net sales and cash flow; increases in cost, disruption of supply or shortage of labor, freight, raw materials or components used to manufacture or transport our products, including as a result of the COVID-19 pandemic; risks related to our substantial indebtedness; our participation in markets that are competitive; the highly cyclical industries in which certain of our end users operate; uncertainty in the global regulatory and business environments in which we operate; our ability to prepare for, respond to and successfully achieve our objectives relating to technological and market developments, competitive threats and changing customer needs; the concentration of our net sales in our top five customers and the loss of any one of these; the failure of markets outside North America to increase adoption of fully-automatic transmissions; the success of our research and development efforts, the outcome of which is uncertain; U.S. and foreign defense spending; risks associated with our international operations, including increased trade protectionism; general economic and industry conditions; the discovery of defects in our products, resulting in delays in new model launches, recall campaigns and/or increased warranty costs and reduction in future sales or damage to our brand and reputation; our ability to identify, consummate and effectively integrate acquisitions; labor shortages, labor strikes, work stoppages or similar labor disputes, which could significantly disrupt our operations or those of our principal customers or suppliers; our intention to pay dividends and repurchase shares of our common stock and other risks and uncertainties associated with our business described in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Although we believe the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that the expectations will be attained or that any deviation will not be material. All information is as of the date of this press release, and we undertake no obligation to update any forward-looking statement to conform the statement to actual results or changes in expectations.

Use of Non-GAAP Financial Measures

This press release contains information about Allison’s financial results and forward-looking estimates of financial results which are not presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Such non-GAAP financial measures are reconciled to their closest GAAP financial measures at the end of this press release. Non-GAAP financial measures should not be considered in isolation or as a substitute for our reported results prepared in accordance with GAAP and, as calculated, may not be comparable to other similarly titled measures of other companies.

We use Adjusted EBITDA and Adjusted EBITDA as a percent of net sales to measure our operating profitability. We believe that Adjusted EBITDA and Adjusted EBITDA as a percent of net sales provide management, investors and creditors with useful measures of the operational results of our business and increase the period-to-period comparability of our operating profitability and comparability with other companies. Adjusted EBITDA as a percent of net sales is also used in the calculation of management’s incentive compensation program. The most directly comparable GAAP measure to Adjusted EBITDA is Net income. The most directly comparable GAAP measure to Adjusted EBITDA as a percent of net sales is Net Income as a percent of net sales. Adjusted EBITDA is calculated as the earnings before interest expense, income tax expense, amortization of intangible assets, depreciation of property, plant and equipment and other adjustments as defined by Allison Transmission, Inc.’s, the Company’s wholly-owned subsidiary, Second Amended and Restated Credit Agreement. Adjusted EBITDA as a percent of net sales is calculated as Adjusted EBITDA divided by net sales.

We use Adjusted Free Cash Flow to evaluate the amount of cash generated by our business that, after the capital investment needed to maintain and grow our business and certain mandatory debt service requirements, can be used for the repayment of debt, stockholder distributions and strategic opportunities, including investing in our business. We believe that Adjusted Free Cash Flow enhances the understanding of the cash flows of our business for management, investors and creditors. Adjusted Free Cash Flow is also used in the calculation of management’s incentive compensation program. The most directly comparable GAAP measure to Adjusted Free Cash Flow is Net cash provided by operating activities. Adjusted Free Cash Flow is calculated as Net cash provided by operating activities, excluding non-recurring restructuring charges, after additions of long-lived assets.

Attachments

  • Condensed Consolidated Statements of Operations
  • Condensed Consolidated Balance Sheets
  • Condensed Consolidated Statements of Cash Flows
  • Reconciliation of GAAP to Non-GAAP Financial Measures
  • Reconciliation of GAAP to Non-GAAP Financial Measures for Full Year Guidance
Allison Transmission Holdings, Inc.
Condensed Consolidated Statements of Operations
(Unaudited, dollars in millions, except per share data)
 

Three months ended June 30,

 

Six months ended June 30,

 

2021

 

 

 

2020

 

 

 

2021

 

 

 

2020

 

 
Net sales

$

603

 

$

377

 

$

1,191

 

$

1,014

 

Cost of sales

 

315

 

 

212

 

 

612

 

 

523

 

Gross profit

 

288

 

 

165

 

 

579

 

 

491

 

Selling, general and administrative

 

80

 

 

69

 

 

153

 

 

144

 

Engineering – research and development

 

41

 

 

38

 

 

79

 

 

74

 

Operating income

 

167

 

 

58

 

 

347

 

 

273

 

Interest expense, net

 

(30

)

 

(33

)

 

(59

)

 

(66

)

Other income, net

 

3

 

 

5

 

 

6

 

 

4

 

Income before income taxes

 

140

 

 

30

 

 

294

 

 

211

 

Income tax expense

 

(30

)

 

(7

)

 

(64

)

 

(49

)

Net income

$

110

 

$

23

 

$

230

 

$

162

 

Basic earnings per share attributable to common stockholders

$

1.01

 

$

0.20

 

$

2.09

 

$

1.42

 

Diluted earnings per share attributable to common stockholders

$

1.01

 

$

0.20

 

$

2.07

 

$

1.41

 

Allison Transmission Holdings, Inc.
Condensed Consolidated Balance Sheets
(Unaudited, dollars in millions)
 

June 30,

 

December 31,

 

2021

 

 

2020

ASSETS
Current Assets
Cash and cash equivalents

$

238

$

310

Accounts receivable, net

 

299

 

228

Inventories

 

206

 

181

Other current assets

 

55

 

37

Total Current Assets

 

798

 

756

 
Property, plant and equipment, net

 

665

 

638

Intangible assets, net

 

940

 

963

Goodwill

 

2,064

 

2,064

Other non-current assets

 

55

 

56

TOTAL ASSETS

$

4,522

$

4,477

 
LIABILITIES
Current Liabilities
Accounts payable

$

167

$

157

Product warranty liability

 

29

 

36

Current portion of long-term debt

 

6

 

6

Deferred revenue

 

39

 

34

Other current liabilities

 

188

 

140

Total Current Liabilities

 

429

 

373

 
Product warranty liability

 

31

 

30

Deferred revenue

 

103

 

109

Long-term debt

 

2,505

 

2,507

Deferred income taxes

 

473

 

442

Other non-current liabilities

 

249

 

260

TOTAL LIABILITIES

 

3,790

 

3,721

 
TOTAL STOCKHOLDERS’ EQUITY

 

732

 

756

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY

$

4,522

$

4,477

Allison Transmission Holdings, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited, dollars in millions)
 

Three months ended June 30,

 

Six months ended June 30,

 

2021

 

 

 

2020

 

 

 

2021

 

 

 

2020

 

 
Net cash provided by operating activities (a)

$

143

 

$

92

 

$

271

 

$

240

 

 
Net cash used for investing activities (b) (c)

 

(48

)

 

(24

)

 

(69

)

 

(45

)

 
Net cash (used for) provided by financing activities

 

(153

)

 

252

 

 

(274

)

 

49

 

 
Effect of exchange rate changes on cash

 

1

 

 

 

 

 

 

(2

)

 
Net (decrease) increase in cash and cash equivalents

 

(57

)

 

320

 

 

(72

)

 

242

 

 
Cash and cash equivalents at beginning of period

 

295

 

 

114

 

 

310

 

 

192

 

Cash and cash equivalents at end of period

$

238

 

$

434

 

$

238

 

$

434

 

Supplemental disclosures:
Interest paid

$

31

 

$

57

 

$

38

 

$

65

 

Income taxes paid

$

44

 

$

2

 

$

45

 

$

8

 

 
(a) Restructuring charges

$

 

$

3

 

$

 

$

3

 

(b) Additions of long-lived assets

$

(48

)

$

(28

)

$

(69

)

$

(49

)

(c) Business acquisitions

$

 

$

4

 

$

 

$

4

 

Allison Transmission Holdings, Inc.
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited, dollars in millions)
 

Three months ended

Six months ended

June 30,

June 30,

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net income (GAAP)

$

110

 

$

23

 

$

230

 

$

162

 

plus:
Income tax expense

 

30

 

 

7

 

 

64

 

 

49

 

Interest expense, net

 

30

 

 

33

 

 

59

 

 

66

 

Depreciation of property, plant and equipment

 

26

 

 

24

 

 

51

 

 

46

 

Amortization of intangible assets

 

11

 

 

13

 

 

23

 

 

29

 

Stock-based compensation expense (a)

 

5

 

 

2

 

 

8

 

 

5

 

Unrealized loss on foreign exchange (b)

 

1

 

 

 

 

 

 

2

 

Restructuring charges (c)

 

 

 

12

 

 

 

 

12

 

Acquisition-related earnouts (d)

 

 

 

1

 

 

 

 

1

 

Adjusted EBITDA (Non-GAAP)

$

213

 

$

115

 

$

435

 

$

372

 

Net sales (GAAP)

$

603

 

$

377

 

$

1,191

 

$

1,014

 

Net income as a percent of net sales (GAAP)

 

18.2

%

 

6.1

%

 

19.3

%

 

16.0

%

Adjusted EBITDA as a percent of net sales (Non-GAAP)

 

35.3

%

 

30.5

%

 

36.5

%

 

36.7

%

 
Net cash provided by operating activities (GAAP)

$

143

 

$

92

 

$

271

 

$

240

 

Deductions to Reconcile to Adjusted Free Cash Flow:
Additions of long-lived assets

 

(48

)

 

(28

)

 

(69

)

 

(49

)

Restructuring charges (c)

 

 

 

3

 

 

 

 

3

 

Adjusted free cash flow (Non-GAAP)

$

95

 

$

67

 

$

202

 

$

194

 

(a)

Represents stock-based compensation expense (recorded in Cost of sales, Selling, general and administrative, and Engineering – research and development).

(b)

Represents losses (recorded in Other income, net) on intercompany financing transactions related to investments in plant assets for our India facility.

(c)

Represents restructuring charges (recorded in Cost of sales, Selling, general and administrative, and Engineering – research and development) related to voluntary and involuntary separation programs for hourly and salaried employees in the second quarter of 2020.

(d)

Represents expense (recorded in Selling, general and administrative and Engineering – research and development) for earnouts related to our acquisition of Vantage Power Limited.

Allison Transmission Holdings, Inc.

Reconciliation of GAAP to Non-GAAP Financial Measures for Full Year Guidance

(Unaudited, dollars in millions)

 

Guidance

Year Ending December 31, 2021

Low

 

High

Net Income (GAAP)

$

395

 

$

465

 

plus:
 
Depreciation and amortization

 

152

 

 

152

 

Interest expense, net

 

118

 

 

118

 

Income tax expense

 

113

 

 

133

 

Stock-based compensation expense (a)

 

16

 

 

16

 

Acquisition-related earnouts (b)

 

1

 

 

1

 

 
Adjusted EBITDA (Non-GAAP)

$

795

 

$

885

 

 
Net Cash Provided by Operating Activities (GAAP)

$

585

 

$

655

 

Deductions to Reconcile to Adjusted Free Cash Flow:
Additions of long-live assets

$

(170

)

$

(180

)

Adjusted Free Cash Flow (Non-GAAP)

$

415

 

$

475

 

(a)

Represents stock-based compensation expense (recorded in Cost of sales, Selling, general and administrative, and Engineering – research and development).

(b)

Represents expense (recorded in Selling, general and administrative and Engineering – research and development) for earnouts related to our acquisition of Vantage Power Limited.

 

Raymond Posadas

Managing Director, Investor Relations

[email protected]

(317) 242-3078

Media Relations

[email protected]

(317) 242-5000

KEYWORDS: United States North America Indiana

INDUSTRY KEYWORDS: Aftermarket Automotive Automotive Manufacturing Manufacturing Performance & Special Interest Other Manufacturing

MEDIA:

Points International to Hold Second Quarter 2021 Conference Call on Wednesday, August 11, 2021 at 4:30 p.m. ET

TORONTO, July 28, 2021 (GLOBE NEWSWIRE) — Points International Ltd. (TSX: PTS) (Nasdaq: PCOM) (Points), the global leader in powering loyalty commerce, will hold a conference call on Wednesday, August 11, 2021 at 4:30 p.m. Eastern time to discuss its financial results for the second quarter ended June 30, 2021. The company will report its results in a press release prior to the conference call.

Points management will host the conference call, followed by a question and answer period.

Date: Wednesday, August 11, 2021
Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific time)
Toll-free dial-in number: 1-877-407-0784
International dial-in number: 1-201-689-8560
Conference ID: 13721291

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Gateway Investor Relations at 1-949-574-3860.

The conference call will be broadcast live and available for replay here and via the Events section of Points International’s IR site here.

A replay of the conference call will be available after 7:30 p.m. Eastern time on the same day through August 25, 2021.

Toll-free dial-in number: 1-844-512-2921
International dial-in number: 1-412-317-6671
Conference ID: 13721291

About Points International Ltd.


Points
, (TSX: PTS) (Nasdaq: PCOM) is a trusted partner to the world’s leading loyalty programs, leveraging its unique Loyalty Commerce Platform to build, power, and grow a network of ways members can get and use their favourite loyalty currency. Our platform combines insights, technology, and resources to make the movement of loyalty currency simpler and more intelligent for nearly 60 reward programs worldwide. Founded in 2000, Points is headquartered in Toronto with teams operating around the globe.

For more information, visit Points.com.

Investor Relations Contact

Cody Slach and Jackie Keshner
Gateway Investor Relations
1-949-574-3860
[email protected]



LSB Industries, Inc. Reports Operating Results for the 2021 Second Quarter

LSB Industries, Inc. Reports Operating Results for the 2021 Second Quarter

Achieves Record Adjusted EBITDA

OKLAHOMA CITY–(BUSINESS WIRE)–
LSB Industries, Inc. (NYSE: LXU) (“LSB” or the “Company”) today announced results for the second quarter ended June 30, 2021.

Second Quarter Highlights

  • Net sales of $140.7 million compared to $105.0 million in the second quarter of 2020
  • Adjusted EBITDA(1) of $46.0 million compared to $29.2 million in the second quarter of 2020
  • Adjusted EBITDA(1) margin of 32.7% compared to 27.8% in the second quarter of 2020
  • Total liquidity of approximately $68 million as of June 30, 2021
  • Initiated process of exchanging outstanding preferred stock into shares of common stock in order to provide Company with lower cost of capital and unlock growth opportunities

“We delivered significant year-over-year growth in both our top and bottom line in the second quarter,” stated Mark Behrman, LSB Industries’ President and CEO. “Our net sales increased 34% while adjusted EBITDA, which reached an all-time record level for our chemical operations, was up almost 60% versus the same period last year. These outstanding results reflect robust demand and pricing trends for both our agricultural and industrial products coupled with continued solid operating performance by our facilities and the operating leverage inherent in our business model.”

“In addition to the strong improvement in our financial performance, which we expect to persist through the balance of the year and into 2022, we recently announced that we signed an agreement with the holder of our outstanding preferred stock to exchange their preferred stock for shares of LSB common stock. If our shareholders approve the exchange transaction, we expect this transformative transaction to simplify our capital structure, lower our cost of capital and provide us with greater financial flexibility to pursue growth initiatives. Given the favorable nitrogen industry dynamics we are currently experiencing, we believe that now is an opportune time to execute this transaction, particularly given our intention to refinance our senior secured notes and opportunities we believe exist to drive organic growth, including our entry into the rapidly emerging blue/green ammonia and clean energy markets. Additionally, we regularly evaluate M&A prospects that we believe could be accretive to earnings as a result of the increased scale and expanded production capabilities that they would provide us. We believe that the exchange of this preferred stock into common stock and the overall simplification of our capital structure, including the potential refinancing of our senior secured notes, will enhance our ability to generate profitable growth and greater long-term value for our shareholders.”

Second Quarter Results Overview

 

 

Three Months Ended June 30,

 

 

 

2021

 

2020

 

 

 

 

(Dollars in thousands)

 

Net Sales by Market Sector

 

Net

Sales

 

Sector

Mix

 

Net

Sales

 

Sector

Mix

 

%

Change

Agricultural

 

$ 66,508

 

47%

 

$ 64,997

 

62%

 

2%

 

Industrial

 

60,608

 

43%

 

29,559

 

28%

 

105%

 

Mining

 

13,580

 

10%

 

10,477

 

10%

 

30%

 

 

 

$ 140,696

 

 

 

$105,033

 

 

34%

 

Comparison of 2021 to 2020 quarterly periods:

  • Net sales of our agricultural products increased during the quarter relative to the prior year period driven by stronger pricing for UAN, ammonia and HDAN. Partially offsetting the benefit of stronger pricing was the impact from winter storm Uri in February 2021. Our El Dorado and Pryor facilities were shut down as our natural gas supply was curtailed during the very cold weather conditions that were experienced throughout the central United States. This shutdown, resulted in a drawdown of inventory, particularly of HDAN, given increased sales in the first quarter, reducing our inventory available for sale in the second quarter. Also depressing agricultural volumes during the second quarter was the impact of wet weather across the Southern Plains throughout much of May which delayed the application of fertilizer products. Agricultural sales were also impacted by a shift in product mix as we continue our focus on the Industrial business.
  • Net sales of our industrial and mining products increased as a result of higher pricing related to a rise in the Tampa ammonia benchmark price, to which many of our industrial contracts are tied. Also benefitting industrial sales was the ramp up of a new nitric acid offtake agreement along with the continued recovery of demand from several key end markets including automotive, home building and power generation, which have now exceeded pre-pandemic levels of demand.
  • The year-over-year improvement in operating income and adjusted EBITDA was primarily the result of the higher selling prices along with stronger Industrial and Mining volumes partially offset by higher natural gas prices as well as the impact of the weather issues that reduced our inventory headed into the second quarter.

The following tables provide key sales metrics for our Agricultural products:

 

 

Three Months Ended June 30,

Product (tons sold)

 

 

2021

 

 

2020

 

% Change

Urea ammonium nitrate (UAN)

 

 

121,995

 

 

111,860

 

9

%

High density ammonium nitrate (HDAN)

 

 

76,539

 

 

128,018

 

(40

) %

Ammonia

 

 

17,038

 

 

28,383

 

(40

) %

Other

 

 

6,628

 

 

9,257

 

(28

) %

 

 

 

222,200

 

 

277,518

 

(20

) %

Average Selling Prices (price per ton)(A)

 

 

 

 

 

 

UAN

 

$

231

 

$

149

 

55

%

HDAN

 

$

286

 

$

232

 

23

%

Ammonia

 

$

395

 

$

250

 

58

%

(A) Average selling prices represent “net back” prices which are calculated as sales less freight expenses divided by product sales volume in tons.

The following table indicates the volumes sold of our major Industrial and Mining products:

 

 

Three Months Ended June 30,

Product (tons sold)

 

 

2021

 

 

2020

 

% Change

Ammonia

 

 

67,503

 

 

62,108

 

9

%

AN, Nitric Acid, Other

 

 

118,327

 

 

72,990

 

62

%

 

 

 

185,830

 

 

135,098

 

38

%

 

 

 

 

 

 

 

Tampa Ammonia Benchmark (price per metric ton)

 

$

545

 

$

234

 

133

%

 

 

 

 

 

 

 

Input Costs

 

 

 

 

 

 

Average natural gas cost/MMBtu

 

$

2.78

 

$

1.81

 

54

%

Financial Position and Capital Expenditures

As of June 30, 2021, our total cash position was $17.6 million. Additionally, LSB had approximately $50.3 million of borrowing availability under its Working Capital Revolver resulting in total liquidity of approximately $68 million. Total long-term debt, including the current portion, was $470.5 million on June 30, 2021 compared to $484.2 million on December 31, 2020. The aggregate liquidation value of the Series E-! Redeemable Preferred at June 30, 2021, inclusive of accrued dividends of $157.9 million, was $297.7 million.

Interest expense for the second quarter of 2021 was $12.3 million compared to $12.5 million for the same period in 2020.

In June 2021, the entire principal balance and interest of the Company’s Paycheck Protection Program (“PPP”) loan was forgiven in the amount of $10.0 million plus interest. The loan was originally issued to the Company in April 2020 under the CARES Act.

Capital expenditures were approximately $14.8 million for the first half of 2021. For the full year of 2021, total capital expenditures related to capital work to be performed in 2021 are expected to be approximately $30-$35 million, inclusive of investments for margin enhancement purposes.

Outlook

The environment for U.S. agricultural markets is significantly more favorable relative to this point last year due to a combination of stronger farmer incomes in 2020, increased demand for corn from China and other countries, and dry conditions in South America, which have led to the highest corn prices in eight years. This has translated into strong demand and a significant increase in pricing for fertilizers. Tampa ammonia, based on its second quarter 2021 average selling price, increased by over $300/MT, or 133% relative to the same period in 2020, while UAN and HDAN, increased by approximately $80 per ton and $50 per ton, or nearly 55% and 25%, respectively, compared to the same period last year. Our industrial business also continues to benefit from positive trends in its key end markets including automotive, homebuilding and power generation, which have recovered to above pre-pandemic levels reflecting the beneficial impact of widespread COVID vaccination throughout the U.S. Economic forecasts point to continued expansion, including those from The International Monetary Fund, that predict 7% year-over-year GDP growth for the U.S. in 2021, the largest percentage increase since 1984. The strength in the Tampa ammonia price also has positive ramifications for our industrial business as many industrial chemical contracts are indexed to the Tampa ammonia price. With the market trends on both sides of our business expected to continue through 2021, we continued to anticipate significant growth in net sales and adjusted EBITDA for the full year relative to 2020.

Conference Call

LSB’s management will host a conference call covering the second quarter results on Thursday, July 29, 2021 at 10:00 am ET / 9:00 am CT to discuss these results and recent corporate developments. Participating in the call will be President & Chief Executive Officer, Mark Behrman and Executive Vice President & Chief Financial Officer, Cheryl Maguire. Interested parties may participate in the call by dialing (201) 493-6739. Please call in 10 minutes before the conference is scheduled to begin and ask for the LSB conference call. To coincide with the conference call, LSB will post a slide presentation at www.lsbindustries.com on the webcast section of the Investor tab of our website.

To listen to a webcast of the call, please go to the Company’s website at www.lsbindustries.com at least 15 minutes prior to the conference call to download and install any necessary audio software. If you are unable to listen live, the conference call webcast will be archived on the Company’s website.

LSB Industries, Inc.

LSB Industries, Inc., headquartered in Oklahoma City, Oklahoma, manufactures and sells chemical products for the agricultural, mining, and industrial markets. The Company owns and operates facilities in Cherokee, Alabama, El Dorado, Arkansas and Pryor, Oklahoma, and operates a facility for a global chemical company in Baytown, Texas. LSB’s products are sold through distributors and directly to end customers primarily throughout the United States and parts of Mexico and Canada. Additional information about the Company can be found on its website at www.lsbindustries.com.

Forward-Looking Statements

Statements in this release that are not historical are forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are subject to known and unknown risks, uncertainties and assumptions about us, may include projections of our future financial performance including the effects of the COVID-19 pandemic and anticipated performance based on our growth and other strategies and anticipated trends in our business. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or actual achievements to differ materially from the results, level of activity, performance or anticipated achievements expressed or implied by the forward-looking statements. Significant risks and uncertainties may relate to, but are not limited to, business and market disruptions related to the COVID-19 pandemic, market conditions and price volatility for our products and feedstocks, as well as global and regional economic downturns, including as a result of the COVID-19 pandemic, that adversely affect the demand for our end-use products; disruptions in production at our manufacturing facilities; our ability to complete the preferred stock exchange transaction on the terms disclosed or at all and other financial, economic, competitive, environmental, political, legal and regulatory factors. These and other risk factors are discussed in the Company’s filings with the Securities and Exchange Commission (SEC).

Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for our management to predict all risks and uncertainties, nor can management assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Unless otherwise required by applicable laws, we undertake no obligation to update or revise any forward-looking statements, whether because of new information or future developments.

See Accompanying Tables

LSB Industries, Inc.

Condensed Consolidated Statement of Operations

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(In Thousands, Except Per Share Amounts)

 

Net sales

 

$

140,696

 

 

$

105,033

 

 

$

238,812

 

 

$

188,444

 

Cost of sales

 

 

105,688

 

 

 

86,012

 

 

 

195,744

 

 

 

166,872

 

Gross profit

 

 

35,008

 

 

 

19,021

 

 

 

43,068

 

 

 

21,572

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative expense

 

 

8,545

 

 

 

8,504

 

 

 

17,338

 

 

 

18,510

 

Other expense (income), net

 

 

6

 

 

 

(167

)

 

 

(257

)

 

 

(635

)

Operating income

 

 

26,457

 

 

 

10,684

 

 

 

25,987

 

 

 

3,697

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

12,290

 

 

 

12,476

 

 

 

24,662

 

 

 

25,955

 

Gain on extinguishment of debt

 

 

(10,000

)

 

 

 

 

 

(10,000

)

 

 

 

Non-operating other expense (income), net

 

 

745

 

 

 

(128

)

 

 

1,140

 

 

 

(803

)

Income (loss) before benefit for income taxes

 

 

23,422

 

 

 

(1,664

)

 

 

10,185

 

 

 

(21,455

)

Benefit for income taxes

 

 

(248)

 

 

 

(1,299

)

 

 

(206)

 

 

 

(1,638

)

Net income (loss)

 

 

23,670

 

 

 

(365

)

 

 

10,391

 

 

 

(19,817

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends on convertible preferred stocks

 

 

75

 

 

 

75

 

 

 

150

 

 

 

150

 

Dividends on Series E redeemable preferred stock

 

 

10,213

 

 

 

8,689

 

 

 

19,724

 

 

 

16,996

 

Accretion of Series E redeemable preferred stock

 

 

513

 

 

 

505

 

 

 

1,024

 

 

 

1,009

 

Net income attributable to participating securities

 

 

223

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders

 

$

12,646

 

 

$

(9,634

)

 

$

(10,507

)

 

$

(37,972

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) per Common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

0.44

 

 

$

(0.34

)

 

$

(0.37)

 

 

$

(1.35

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

0.42

 

 

$

(0.34

)

 

$

(0.37)

 

 

$

(1.35

)

LSB Industries, Inc.

Consolidated Balance Sheets

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

(In Thousands)

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

17,625

 

 

$

16,264

 

Accounts receivable

 

 

67,431

 

 

 

42,929

 

Allowance for doubtful accounts

 

 

(377

)

 

 

(378

)

Accounts receivable, net

 

 

67,054

 

 

 

42,551

 

Inventories:

 

 

 

 

 

 

 

 

Finished goods

 

 

12,781

 

 

 

17,778

 

Raw materials

 

 

1,521

 

 

 

1,795

 

Total inventories

 

 

14,302

 

 

 

19,573

 

Supplies, prepaid items and other:

 

 

 

 

 

 

 

 

Prepaid insurance

 

 

5,682

 

 

 

12,315

 

Precious metals

 

 

7,801

 

 

 

6,787

 

Supplies

 

 

25,878

 

 

 

25,288

 

Other

 

 

4,757

 

 

 

6,802

 

Total supplies, prepaid items and other

 

 

44,118

 

 

 

51,192

 

Total current assets

 

 

143,099

 

 

 

129,580

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

 

871,780

 

 

 

891,198

 

 

 

 

 

 

 

 

 

 

Other assets:

 

 

 

 

 

 

 

 

Operating lease assets

 

 

27,854

 

 

 

26,403

 

Intangible and other assets, net

 

 

6,752

 

 

 

6,121

 

 

 

 

34,606

 

 

 

32,524

 

 

 

 

 

 

 

 

 

 

 

 

$

1,049,485

 

 

$

1,053,302

 

LSB Industries, Inc.

Consolidated Balance Sheets (continued)

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

(In Thousands)

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

51,212

 

 

$

46,551

 

Short-term financing

 

 

4,516

 

 

 

13,576

 

Accrued and other liabilities

 

 

30,541

 

 

 

30,367

 

Current portion of long-term debt

 

 

9,049

 

 

 

16,801

 

Total current liabilities

 

 

95,318

 

 

 

107,295

 

 

 

 

 

 

 

 

 

 

Long-term debt, net

 

 

461,459

 

 

 

467,389

 

 

 

 

 

 

 

 

 

 

Noncurrent operating lease liabilities

 

 

20,277

 

 

 

19,845

 

 

 

 

 

 

 

 

 

 

Other noncurrent accrued and other liabilities

 

 

7,372

 

 

 

6,090

 

 

 

 

 

 

 

 

 

 

Deferred income taxes

 

 

31,195

 

 

 

30,939

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Redeemable preferred stocks:

 

 

 

 

 

 

 

 

Series E 14% cumulative, redeemable Class C preferred stock, no par value,

210,000 shares issued; 139,768 outstanding; aggregate liquidation preference

of $297,706,000 ($277,982,000 at December 31, 2020)

 

 

292,849

 

 

 

272,101

 

Series F redeemable Class C preferred stock, no par value, 1 share issued and

outstanding; aggregate liquidation preference of $100

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Series B 12% cumulative, convertible preferred stock, $100 par value; 20,000

shares issued and outstanding; aggregate liquidation preference

of $3,385,000 ($3,265,000 at December 31, 2020)

 

 

2,000

 

 

 

2,000

 

Series D 6% cumulative, convertible Class C preferred stock, no par value;

1,000,000 shares issued and outstanding; aggregate liquidation preference

of $1,342,000 ($1,312,000 at December 31, 2020)

 

 

1,000

 

 

 

1,000

 

Common stock, $.10 par value; 75,000,000 shares authorized,

31,283,210 shares issued

 

 

3,128

 

 

 

3,128

 

Capital in excess of par value

 

 

192,980

 

 

 

198,215

 

Accumulated deficit

 

 

(51,844

)

 

 

(41,487

)

 

 

 

147,264

 

 

 

162,856

 

Less treasury stock, at cost:

 

 

 

 

 

 

 

 

Common stock, 982,639 shares (2,074,565 shares at December 31, 2020)

 

 

6,249

 

 

 

13,213

 

Total stockholders’ equity

 

 

141,015

 

 

 

149,643

 

 

 

$

1,049,485

 

 

$

1,053,302

 

LSB Industries, Inc.

Non-GAAP Reconciliations

This news release includes certain “non-GAAP financial measures” under the rules of the Securities and Exchange Commission, including Regulation G. These non-GAAP measures are calculated using GAAP amounts in our consolidated financial statements.

EBITDA and Adjusted EBITDA Reconciliation

EBITDA is defined as net income (loss) plus interest expense, less gain on extinguishment of debt, plus depreciation and amortization (D&A) (which includes D&A of property, plant and equipment and amortization of intangible and other assets), plus provision for income taxes. Adjusted EBITDA is reported to show the impact of one time/non-cash or non-operating items-such as, loss (gain) on sale of a business and other property and equipment, one-time income or fees, certain fair market value (FMV) adjustments, non-cash stock-based compensation, and consulting costs associated with reliability and purchasing initiatives (Initiatives). We historically have performed turnaround activities on an annual basis; however, we have moved towards extending Turnarounds to a two or three-year cycle. Rather than being capitalized and amortized over the period of benefit, our accounting policy is to recognize the costs as incurred. Given these Turnarounds are essentially investments that provide benefits over multiple years, they are not reflective of our operating performance in a given year.

We believe that certain investors consider EBITDA a useful means of measuring our ability to meet our debt service obligations and evaluating our financial performance. In addition, we believe that certain investors consider adjusted EBITDA as more meaningful to further assess our performance. We believe that the inclusion of supplementary adjustments to EBITDA is appropriate to provide additional information to investors about certain items.

EBITDA and adjusted EBITDA have limitations and should not be considered in isolation or as a substitute for net income, operating income, cash flow from operations or other consolidated income or cash flow data prepared in accordance with GAAP. Because not all companies use identical calculations, this presentation of EBITDA and adjusted EBITDA may not be comparable to a similarly titled measure of other companies. The following table provides a reconciliation of net income (loss) to EBITDA and adjusted EBITDA for the periods indicated. Adjusted EBITDA margin is calculated by taking adjusted EBITDA divided by Net Sales.

LSB Industries, Inc.

Non-GAAP Reconciliations (continued)

LSB Consolidated ($ in thousands)

Three Months Ended June 30,

 

Six Months Ended June 30,

2021

 

2020

 

2021

 

2020

 

Net income (loss)

$ 23,670

 

$(365)

 

$ 10,391

 

$ (19,817)

Plus:

 

 

 

 

 

 

 

Interest expense

12,290

 

12,476

 

24,662

 

25,955

Depreciation and amortization

17,277

 

17,295

 

34,354

 

35,202

Gain on Extinguishment of debt-PPP loan

(10,000)

 

 

(10,000)

 

Benefit for income taxes

(248)

 

(1,299)

 

(206)

 

(1,638)

EBITDA

$ 42,989

 

$ 28,107

 

$ 59,201

 

$ 39,702

Stock-based compensation

1,063

 

685

 

1,776

 

1,180

Noncash loss (gain) on natural gas contracts

 

(396)

 

(1,205)

 

131

Legal fees (Leidos)

441

 

955

 

1,327

 

4,242

Loss (gain) on disposal of assets

91

 

(54)

 

174

 

(277)

FMV adjustment on preferred

 

 

 

 

 

 

 

stock embedded derivatives

716

 

(120)

 

1,152

 

(757)

Consulting costs associated with Initiatives

 

 

 

576

Turnaround costs

707

 

11

 

847

 

11

Adjusted EBITDA

$ 46,007

 

$ 29,188

 

$ 63,272

 

$ 44,808

 

 

 

 

 

 

 

 

 Adjusted EBITDA Margin

32.7 %

27.8 %

 

26.5 %

 

23.8 %

 

 

 

 

 

 

 

 

Agricultural Sales Price Reconciliation

The following table provides a reconciliation of total agricultural net sales as reported under GAAP in our consolidated financial statement reconciled to netback sales which is calculated as net sales less freight expenses. We believe this provides a relevant industry comparison among our peer group.

Three Months Ended June 30,

 

Six Months Ended June 30,

2021

 

2020

 

2021

 

2020

 

Agricultural net sales ($ in thousands)

$ 66,508

 

$ 64,997

 

$ 111,421

 

$ 106,455

 

 

 

 

 

 

 

 

Less freight

4,089

 

5,530

 

7,715

 

9,466

 

 

 

 

 

 

 

 

Agricultural netback sales

$ 62,419

 

$ 59,467

 

$ 103,706

 

$ 96,989

 

Company Contact:

Mark Behrman, President & CEO

Cheryl Maguire, Executive Vice President & CFO

(405) 235-4546

Investor Contact: The Equity Group Inc.

Fred Buonocore, CFA (212) 836-9607

Mike Gaudreau (212) 836-9620

KEYWORDS: United States North America Oklahoma

INDUSTRY KEYWORDS: Commercial Building & Real Estate Agriculture Construction & Property Natural Resources Engineering Chemicals/Plastics Other Construction & Property Manufacturing

MEDIA:

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Colliers to issue US$150 million and €125 million of senior unsecured notes

Already-strong balance sheet further reinforced by long-term, attractively priced notes due 2031

TORONTO, July 28, 2021 (GLOBE NEWSWIRE) — Colliers International Group Inc. (NASDAQ and TSX: CIGI) (“Colliers”) announced today that it has entered into a note purchase agreement to issue US dollar and Euro fixed rate senior unsecured notes (the “Notes”), consisting of US$150 million of 3.02% Notes due 2031 and €125 million of 1.52% Notes due 2031. The Notes were placed privately and rank equally with Colliers’ senior unsecured revolving credit facility and existing senior unsecured Euro notes due 2028. The proceeds of the issuances will be drawn on or about October 7, 2021. Colliers intends to use the proceeds for general corporate purposes and to reduce outstanding borrowings under its revolving credit facility.

“This Notes issuance, totaling approximately US$300 million, aligns extremely well with the investments we have made in our US and European operations over the past few years, and future investments that we expect to make moving forward. This financing further reinforces our already-strong balance sheet, bringing our liquidity (defined as available unused credit plus cash on hand) to more than US$1 billion,” said Christian Mayer, Chief Financial Officer. “The issuance also extends our debt maturities and mitigates the impact of future increases in interest rates by securing attractively priced debt capital from high quality institutions for the long term.”

The Notes offered in the private placement have not been and will not be registered under the Securities Act of 1933, as amended, or the securities laws of any other jurisdiction. The notes may not be offered or sold in the United States absent registration with the US Securities and Exchange Commission or an applicable exemption from such registration requirements. This press release does not constitute an offer to sell or a solicitation of an offer to buy the notes described in this press release, nor shall there be any sale of notes in any jurisdiction in which such an offer, sale or solicitation would be unlawful prior to registration under the securities laws of such jurisdiction.

About Colliers 

Colliers (NASDAQ, TSX: CIGI) is a leading diversified professional services and investment management company. With operations in 66 countries, our more than 15,000 enterprising professionals work collaboratively to provide expert advice to real estate occupiers, owners and investors. For more than 25 years, our experienced leadership with significant insider ownership has delivered compound annual investment returns of almost 20% for shareholders. With annualized revenues of $3.0 billion ($3.3 billion including affiliates) and $40 billion of assets under management, we maximize the potential of property and accelerate the success of our clients and our people. Learn more at corporate.colliers.com, Twitter @Colliers or LinkedIn.

Forward-looking Statements

Certain information included in this news release is forward-looking, within the meaning of applicable securities laws. Much of this information can be identified by words such as “believe”, “expects”, “expected”, “will”, “intends”, “projects”, “anticipates”, “estimates”, “continues” or similar expressions suggesting future outcomes or events. Colliers believes the expectations reflected in such forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon.

Forward-looking statements are based on current information and expectations that involve a number of risks and uncertainties, which could cause actual results or events to differ materially from those anticipated. These risks include, but are not limited to, risks associated with: (i) general economic and business conditions, which will, among other things, impact demand for Colliers’ services and the cost of providing services; (ii) the ability of Colliers to implement its business strategy, including Colliers’ ability to identify and acquire suitable acquisition candidates on acceptable terms and successfully integrate newly acquired businesses with its existing businesses; (iii) changes in or the failure to comply with government regulations; and (iv) such factors as are identified in the Annual Information Form of Colliers for the year ended December 31, 2020 under the heading “Risk Factors” (which factors are adopted herein and a copy of which can be obtained at www.sedar.com). Forward looking statements contained in this news release are made as of the date hereof and are subject to change. All forward-looking statements in this news release are qualified by these cautionary statements. Except as required by applicable law, Colliers undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

COMPANY CONTACT:

Christian Mayer
Chief Financial Officer
(416) 960-9500 



MaxLinear, Inc. Announces Second Quarter 2021 Financial Results

MaxLinear, Inc. Announces Second Quarter 2021 Financial Results

  • Net revenue of $205.4 million, up 215% year-on-year
  • GAAP gross margin 54.8%, up 140 bps from previous quarter
  • Non-GAAP Gross Margin of 60.2%, up 160 bps from previous quarter, above the high-end guidance
  • Strong Sales growth expected to continue into Q3 across all end-markets

CARLSBAD, Calif.–(BUSINESS WIRE)–
MaxLinear, Inc. (NYSE: MXL), a leading provider of RF, analog, digital and mixed-signal integrated circuits, today announced financial results for the second quarter ended June 30, 2021.

Second Quarter Financial Highlights

GAAP basis:

  • Net revenue was $205.4 million, up 215% year-on-year.
  • GAAP gross margin was 54.8%, compared to 53.4% in the prior quarter, and 50.2% in the year-ago quarter.
  • GAAP operating expenses were $110.3 million in the second quarter 2021, or 54% of net revenue, compared to $101.8 million in the prior quarter, or 49% of net revenue, and $55.5 million in the year-ago quarter, or 85% of net revenue.
  • GAAP income from operations was 1% of revenue, compared to income from operations of 5% in the prior quarter, and loss from operations of 35% in the year-ago quarter.
  • Net cash flow provided by operating activities was $7.9 million, compared to net cash flow provided by operating activities of $60.3 million in the prior quarter, and net cash flow provided by operating activities of $9.3 million in the year-ago quarter.
  • GAAP diluted earnings per share was $0.01, compared to diluted earnings per share of $0.05 in the prior quarter, and diluted loss per share of $0.30 in the year-ago quarter.

Non-GAAP basis:

  • Non-GAAP gross margin was 60.2%. This compares to 58.6% in the prior quarter, and 63.7% in the year-ago quarter.
  • Non-GAAP operating expenses were $75.2 million, or 37% of revenue, compared to $72.6 million or 35% of revenue in the prior quarter, and $32.6 million or 50% of revenue in the year-ago quarter.
  • Non-GAAP income from operations was 24% of revenue, compared to 24% in the prior quarter, and 14% in the year-ago quarter.
  • Non-GAAP diluted earnings per share was $0.53, compared to diluted earnings per share of $0.55 in the prior quarter, and diluted earnings per share of $0.09 in the year-ago quarter.

Recent Business Highlights

  • Announced showcase of industry-first 5nm CMOS 800Gbps PAM4 DSP for data center applications.
  • Announced selection of MxL 93516 PAM4 DSP by uSenlight Corporation to deliver sub-3.5W 100G optical modules for hyperscale data centers and wireless front haul applications
  • Announced MaxLinear’s collaboration with MACOM to assure interoperability of PAM4 DSPs and 100G/lane transimpedance amplifiers for 100G/lambda applications in data center applications.
  • Announced partnership with Cree, Inc. combining MaxLinear’s ultra-wideband linearization solution and Cree’s Wolfspeed Gallium Nitride on SiC mid-band power amplifiers increasing wireless capacity of a 5G base station

Management Commentary

“In the second quarter, revenue was up 215% year-over-year, driven by growth across all of our end markets. Solid demand for our broadband access and connectivity and high-performance analog products was due to a combination of end-market strength and company-specific drivers, including platform-level silicon content increases and market share gains. Non-GAAP gross margin for Q2 of 60.2% was the highest level reported in the past four quarters, mainly due to our strategic focus on driving operational synergies. We are currently focused on improving the ability of our manufacturing supply chain to meet the strong and growing market demand for our connectivity, broadband, and infrastructure products in the latter half of 2021 and heading into 2022. Despite the ongoing challenges within the worldwide semiconductor manufacturing supply chain, we are increasingly confident in the Company’s outlook for the remainder of this year,” commented Kishore Seendripu, Ph.D., Chairman and CEO.

Third Quarter 2021 Business Outlook

The company expects revenue in the third quarter 2021 to be approximately $215 million to $225 million. The Company also estimates the following:

  • GAAP gross margin of approximately 54.5% to 56.5%;
  • Non-GAAP gross margin of approximately 59.5% to 61.5%;
  • GAAP operating expenses of approximately $106.0 million to $110.0 million;
  • Non-GAAP operating expenses of approximately $75.5 million to $79.5 million;
  • GAAP interest and other expense of approximately $2.9 million to $3.0 million; and
  • Non-GAAP interest and other expense of approximately $2.8 million to $2.9 million.

Webcast and Conference Call

MaxLinear will host its second quarter financial results conference call today, July 28, 2021 at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time). To access this call, dial US toll free: 1-877-407-3109 / International: 1-201-493-6798. A live webcast of the conference call will be accessible from the investor relations section of the MaxLinear website at https://investors.maxlinear.com, and will be archived and available after the call at https://investors.maxlinear.com until August 11, 2021. A replay of the conference call will also be available until August 11, 2021 by dialing US toll free: 1-877-660-6853 / International: 1-201-612-7415 and Conference ID#: 13721386.

Cautionary Note Concerning Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, among others, statements concerning our future financial performance (including specifically our current guidance for third quarter 2021 revenue, gross margins, and operating expenses as well as statements with respect to confidence in the Company’s outlook for the balance of 2021 and into 2022) and statements concerning expectations of potential developments in our target markets, including (without limitation) management’s views with respect to the prospects for and trends in our broadband, connectivity and 5G wireless and fiber-optic high-speed interconnect infrastructure markets. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to be materially different from any future results expressed or implied by the forward-looking statements. Forward-looking statements are based on management’s current, preliminary expectations and are subject to various risks and uncertainties. In particular, our future operating results are substantially dependent on our assumptions about market trends and conditions. In addition, we have incurred indebtedness, which enhances specific risks relating to our ability to service interest and principal payments and limitations on our operating flexibility based on financial and operating covenants in the applicable term loan agreements, including (without limitation) debt covenant restrictions that may limit our ability to obtain additional financing, granting liens, undergoing certain fundamental changes, or making investments or certain restricted payments, and selling assets. Additional risks and uncertainties affecting our business and future operating results include, without limitation, increasing supply chain risks within our industry, including increases in shipping and material costs and substantial shipping delays resulting in extended lead-times; the on-going impact of the Covid-19 pandemic on our business, including the extent to which our broadband businesses will continue to benefit from work-from-home and similar initiatives as the pandemic abates; risks associated with our ability to realize improved profitability from our Wi-Fi and Broadband assets business; intense competition in our industry; our dependence on a limited number of customers for a substantial portion of our revenues; potential uncertainties arising from continued consolidation among cable television and satellite operators in our target markets and continued consolidation among competitors within the semiconductor industry generally; our ability to develop and introduce new and enhanced products on a timely basis and achieve market acceptance of those products, particularly as we seek to expand outside of our historic markets; potential decreases in average selling prices for our products; risks relating to intellectual property protection and the prevalence of intellectual property litigation in our industry; our reliance on a limited number of third party manufacturers; our lack of long-term supply contracts and dependence on limited sources of supply, which may be adversely affected by the pandemic; uncertainties concerning how end user markets for our products will develop, including in particular markets we have entered more recently such as broadband and Wi-Fi and 5G wireless and fiber-optic data center high-speed interconnect infrastructure markets but also existing markets which we previously referred to as connected home; and uncertainties concerning the outcome of global trade negotiations, export control limitations, and heightened geopolitical risks generally.

In addition to these risks and uncertainties, investors should review the risks and uncertainties contained in our filings with the Securities and Exchange Commission (SEC), including our Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on February 11, 2021, and our Current Reports on Form 8-K, as well as the information to be set forth under the caption “Risk Factors” in MaxLinear’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, which we expect to file soon. All forward-looking statements are based on the estimates, projections and assumptions of management as of July 28, 2021, and MaxLinear is under no obligation (and expressly disclaims any such obligation) to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.

Use of Non-GAAP Financial Measures

To supplement our unaudited consolidated financial statements presented on a basis consistent with GAAP, we disclose certain non-GAAP financial measures, including non-GAAP gross margin, operating expenses, operating expenses as a percentage of revenue, income from operations as percentage of revenue, and diluted earnings per share. These supplemental measures exclude the effects of (i) stock-based compensation expense; (ii) accruals related to our performance based bonus plan for 2021, which we currently intend to settle in shares of our common stock; (iii) accruals related to our performance based bonus plan for 2020, which we settled in shares of common stock in 2021; (iv) amortization of purchased intangible assets; (v) research and development funded by others; (vi) acquisition and integration costs related to our acquisitions; (vii) professional fees and settlement costs related to IP and commercial litigation matters; (viii) severance and other restructuring charges; (ix) impairment losses on intangible assets; (x) loss from extinguishment of debt; (xi) other non-recurring interest and other income (expenses), net attributable to acquisitions and (xii) non-cash income tax benefits and expenses. These non-GAAP measures are not in accordance with and do not serve as an alternative for GAAP. We believe that these non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our GAAP results of operations. These non-GAAP measures should only be viewed in conjunction with corresponding GAAP measures. We compensate for the limitations of non-GAAP financial measures by relying upon GAAP results to gain a complete picture of our performance.

We believe that non-GAAP financial measures can provide useful information to both management and investors by excluding certain non-cash and other one-time expenses that are not indicative of our core operating results. Among other uses, our management uses non-GAAP measures to compare our performance relative to forecasts and strategic plans and to benchmark our performance externally against competitors. In addition, management’s incentive compensation will be determined in part using these non-GAAP measures because we believe non-GAAP measures better reflect our core operating performance.

The following are explanations of each type of adjustment that we incorporate into non-GAAP financial measures:

Stock-based compensation expense relates to equity incentive awards granted to our employees, directors, and consultants. Our equity incentive plans are important components of our employee incentive compensation arrangements and are reflected as expenses in our GAAP results. Stock-based compensation expense has been and will continue to be a significant recurring expense for MaxLinear. While we include the dilutive impact of equity awards in weighted average shares outstanding, the expense associated with stock-based awards reflects a non-cash charge that we exclude from non-GAAP net income.

Bonuses under our executive and non-executive bonus programs have been excluded from our non-GAAP net income for all periods reported. Bonus payments for the 2020 performance periods were settled through the issuance of shares of common stock under our equity incentive plans in March 2021. We currently expect that bonus awards under our fiscal 2021 program will be settled in common stock in the first quarter of fiscal 2022.

Expenses incurred in relation to acquisitions include amortization of purchased intangible assets, acquisition and integration costs primarily consisting of professional and consulting fees, and amortization of discount on deferred purchase price payments to interest expense.

Research and development funded by others represents proceeds received under a contract for a jointly funded R&D project to develop technology that may be commercialized into a product in the future. Such proceeds have not yet been recognized in GAAP results as the Company may be required to repay all or a portion of the funds provided by the other party under certain conditions. Management believes it is not probable that it will trigger such conditions.

Impairment losses relate to certain intangible assets.

Restructuring charges incurred are related to our restructuring plans which eliminate redundancies and primarily include severance and restructuring costs related to impairment of leased right-of-use assets or from exiting certain facilities.

Loss on extinguishment of debt is related to the charge-off of remaining unamortized debt discount and issuance costs on debt we repaid early with proceeds from a new term loan in June 2021.

Expenses incurred in relation to our intellectual property and commercial litigation include professional fees incurred.

Income tax benefits and expense adjustments are those that do not affect cash income taxes payable.

Reconciliations of non-GAAP measures for the historic periods disclosed in this press release appear below. Because of the inherent uncertainty associated with our ability to project future charges, particularly related to stock-based compensation and its related tax effects as well as potential impairments, we have not provided a reconciliation for non-GAAP guidance provided for the third quarter 2021.

About MaxLinear, Inc.

MaxLinear, Inc. (NYSE:MXL) is a leading provider of radio frequency (RF), analog, digital and mixed-signal integrated circuits for access and connectivity, wired and wireless infrastructure, and industrial and multi-market applications. MaxLinear is headquartered in Carlsbad, California. For more information, please visit www.maxlinear.com.

MXL is MaxLinear’s registered trademark. Other trademarks appearing herein are the property of their respective owners.

MAXLINEAR, INC.

UNAUDITED GAAP CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

 

 

Three Months Ended

 

June 30, 2021

 

March 31, 2021

 

June 30, 2020

Net revenue

$

205,376

 

 

$

209,359

 

 

$

65,220

 

Cost of net revenue

92,833

 

 

97,640

 

 

32,477

 

Gross profit

112,543

 

 

111,719

 

 

32,743

 

Operating expenses:

 

 

 

 

 

Research and development

74,416

 

 

63,166

 

 

27,984

 

Selling, general and administrative

35,885

 

 

36,469

 

 

27,470

 

Restructuring charges

38

 

 

2,166

 

 

64

 

Total operating expenses

110,339

 

 

101,801

 

 

55,518

 

Income (loss) from operations

2,204

 

 

9,918

 

 

(22,775

)

Interest income

18

 

 

 

 

31

 

Interest expense

(3,741

)

 

(4,206

)

 

(2,183

)

Loss on extinguishment of debt

(5,221

)

 

 

 

 

Other income (expense), net

(537

)

 

(104

)

 

(81

)

Total other income (expense), net

(9,481

)

 

(4,310

)

 

(2,233

)

Income (loss) before income taxes

(7,277

)

 

5,608

 

 

(25,008

)

Income tax provision (benefit)

(8,010

)

 

1,806

 

 

(3,201

)

Net income (loss)

$

733

 

 

$

3,802

 

 

$

(21,807

)

Net income (loss) per share:

 

 

 

 

 

Basic

$

0.01

 

 

$

0.05

 

 

$

(0.30

)

Diluted

$

0.01

 

 

$

0.05

 

 

$

(0.30

)

Shares used to compute net income (loss) per share:

 

 

 

 

 

Basic

75,930

 

 

74,852

 

 

72,740

 

Diluted

79,026

 

 

78,283

 

 

72,740

 

MAXLINEAR, INC.

UNAUDITED GAAP CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

 

 

Six Months Ended

 

June 30, 2021

 

June 30, 2020

Net revenue

$

414,735

 

 

$

127,247

 

Cost of net revenue

190,473

 

 

63,742

 

Gross profit

224,262

 

 

63,505

 

Operating expenses:

 

 

 

Research and development

137,582

 

 

53,673

 

Selling, general and administrative

72,354

 

 

52,102

 

Impairment losses

 

 

86

 

Restructuring charges

2,204

 

 

553

 

Total operating expenses

212,140

 

 

106,414

 

Income (loss) from operations

12,122

 

 

(42,909

)

Interest income

18

 

 

256

 

Interest expense

(7,947

)

 

(4,659

)

Loss on extinguishment of debt

(5,221

)

 

 

Other income (expense), net

(641

)

 

99

 

Total other income (expense), net

(13,791

)

 

(4,304

)

Loss before income taxes

(1,669

)

 

(47,213

)

Income tax benefit

(6,204

)

 

(9,937

)

Net income (loss)

$

4,535

 

 

$

(37,276

)

Net income (loss) per share:

 

 

 

Basic

$

0.06

 

 

$

(0.51

)

Diluted

$

0.06

 

 

$

(0.51

)

Shares used to compute net income (loss) per share:

 

 

 

Basic

75,394

 

 

72,389

 

Diluted

78,657

 

 

72,389

 

MAXLINEAR, INC.

UNAUDITED GAAP CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

 

Three Months Ended

 

June 30, 2021

 

March 31, 2021

 

June 30, 2020

Operating Activities

 

 

 

 

 

Net income (loss)

$

733

 

 

$

3,802

 

 

$

(21,807

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

Amortization and depreciation

21,997

 

 

22,325

 

 

16,532

 

Amortization of debt issuance costs and accretion of discount on debt and leases

918

 

 

1,153

 

 

397

 

Stock-based compensation

13,966

 

 

12,955

 

 

12,085

 

Deferred income taxes

(6,002

)

 

541

 

 

(2,879

)

Loss on disposal of property and equipment

20

 

 

368

 

 

 

Impairment of leasehold improvements

 

 

226

 

 

 

Impairment of leased right-of-use assets

 

 

429

 

 

 

Loss on extinguishment of debt

5,221

 

 

 

 

 

Loss on foreign currency and other

387

 

 

21

 

 

20

 

Excess tax benefits on stock based awards

(2,822

)

 

(1,809

)

 

(472

)

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

(47,800

)

 

(20,079

)

 

3,362

 

Inventory

(6,254

)

 

5,658

 

 

(3,184

)

Prepaid expenses and other assets

3,588

 

 

29,860

 

 

(669

)

Leased right-of-use assets

36

 

 

36

 

 

(314

)

Accounts payable, accrued expenses and other current liabilities

8,652

 

 

(2,341

)

 

6,020

 

Accrued compensation

13,857

 

 

1,376

 

 

4,396

 

Accrued price protection liability

(344

)

 

7,299

 

 

(2,132

)

Lease liabilities

(2,345

)

 

(2,002

)

 

(1,279

)

Other long-term liabilities

4,043

 

 

454

 

 

(816

)

Net cash provided by operating activities

7,851

 

 

60,272

 

 

9,260

 

Investing Activities

 

 

 

 

 

Purchases of property and equipment

(11,158

)

 

(6,152

)

 

(3,901

)

Purchases of intangible assets

 

 

(1,112

)

 

(13

)

Cash used in acquisitions, net of cash acquired

(7,500

)

 

(20,000

)

 

 

Purchases of long-term investments

 

 

(5,000

)

 

 

Net cash used in investing activities

(18,658

)

 

(32,264

)

 

(3,914

)

Financing Activities

 

 

 

 

 

Proceeds from the issuance of debt

350,000

 

 

 

 

 

Payment of debt issuance cost

(4,127

)

 

 

 

 

Repayment of debt

(349,813

)

 

(20,000

)

 

 

Net proceeds from issuance of common stock

4,796

 

 

1,298

 

 

4,154

 

Minimum tax withholding paid on behalf of employees for restricted stock units

(2,663

)

 

(7,442

)

 

(1,024

)

Repurchase of common stock

(4,464

)

 

(2,673

)

 

 

Net cash provided by (used in) financing activities

(6,271

)

 

(28,817

)

 

3,130

 

Effect of exchange rate changes on cash, cash equivalents and restricted cash

(681

)

 

(32

)

 

513

 

Increase (decrease) in cash, cash equivalents and restricted cash

(17,759

)

 

(841

)

 

8,989

 

Cash, cash equivalents and restricted cash at beginning of period

149,193

 

 

150,034

 

 

98,440

 

Cash, cash equivalents and restricted cash at end of period

$

131,434

 

 

$

149,193

 

 

$

107,429

 

MAXLINEAR, INC.

UNAUDITED GAAP CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

 

Six months ended

 

June 30, 2021

 

June 30, 2020

Operating Activities

 

 

 

Net income (loss)

$

4,535

 

 

$

(37,276

)

Adjustments to reconcile net income (loss) to cash provided by operating activities:

 

 

 

Amortization and depreciation

44,322

 

 

33,265

 

Impairment losses

 

 

86

 

Amortization of debt issuance costs and accretion of discount on debt and leases

2,071

 

 

807

 

Stock-based compensation

26,921

 

 

18,912

 

Deferred income taxes

(5,461

)

 

(9,087

)

Loss on disposal of property and equipment

388

 

 

 

Impairment of leasehold improvements

226

 

 

163

 

Impairment of leased right-of-use assets

429

 

 

44

 

Loss on extinguishment of debt

5,221

 

 

 

(Gain) loss on foreign currency

408

 

 

(226

)

Excess tax benefits on stock-based awards

(4,631

)

 

(378

)

Changes in operating assets and liabilities, net of effects of acquisitions:

 

 

 

Accounts receivable

(67,879

)

 

8,977

 

Inventory

(596

)

 

(2,831

)

Prepaid expenses and other assets

33,448

 

 

774

 

Leased right-of-use assets

72

 

 

326

 

Accounts payable, accrued expenses and other current liabilities

6,311

 

 

5,235

 

Accrued compensation

15,233

 

 

7,757

 

Accrued price protection liability

6,955

 

 

(6,669

)

Lease liabilities

(4,347

)

 

(2,709

)

Other long-term liabilities

4,497

 

 

(1,262

)

Net cash provided by operating activities

68,123

 

 

15,908

 

Investing Activities

 

 

 

Purchases of property and equipment

(17,310

)

 

(4,936

)

Purchases of intangible assets

(1,112

)

 

(13

)

Cash used in acquisitions, net of cash acquired

(27,500

)

 

 

Purchases of available-for-sale securities

(5,000

)

 

 

Net cash used in investing activities

(50,922

)

 

(4,949

)

Financing Activities

 

 

 

Proceeds from the issuance of debt

350,000

 

 

 

Payment of debt issuance cost

(4,127

)

 

 

Repayment of debt

(369,813

)

 

 

Net proceeds from issuance of common stock

6,094

 

 

4,642

 

Minimum tax withholding paid on behalf of employees for restricted stock units

(10,105

)

 

(1,499

)

Repurchase of common stock

(7,137

)

 

 

Net cash provided by (used in) financing activities

(35,088

)

 

3,143

 

Effect of exchange rate changes on cash, cash equivalents and restricted cash

(713

)

 

210

 

Increase (decrease) in cash, cash equivalents and restricted cash

(18,600

)

 

14,312

 

Cash, cash equivalents and restricted cash at beginning of period

150,034

 

 

93,117

 

Cash, cash equivalents and restricted cash at end of period

$

131,434

 

 

$

107,429

 

MAXLINEAR, INC.

UNAUDITED GAAP CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

 

 

June 30, 2021

 

March 31, 2021

 

June 30, 2020

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

$

130,312

 

 

$

148,095

 

 

$

107,362

 

Short-term restricted cash

107

 

 

114

 

 

9

 

Accounts receivable, net

135,321

 

 

87,521

 

 

41,434

 

Inventory

98,502

 

 

92,154

 

 

34,284

 

Prepaid expenses and other current assets

13,866

 

 

17,096

 

 

7,489

 

Total current assets

378,108

 

 

344,980

 

 

190,578

 

Long-term restricted cash

1,015

 

 

984

 

 

58

 

Property and equipment, net

48,104

 

 

40,787

 

 

18,059

 

Leased right-of-use assets

22,847

 

 

24,403

 

 

8,942

 

Intangible assets, net

174,964

 

 

191,542

 

 

159,441

 

Goodwill

302,828

 

 

302,828

 

 

238,330

 

Deferred tax assets

91,526

 

 

85,524

 

 

76,371

 

Other long-term assets

7,235

 

 

7,551

 

 

1,281

 

Total assets

$

1,026,627

 

 

$

998,599

 

 

$

693,060

 

 

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

 

 

Current liabilities

$

211,789

 

 

$

197,637

 

 

$

69,964

 

Long-term lease liabilities

20,445

 

 

22,419

 

 

6,833

 

Long-term debt

343,022

 

 

344,116

 

 

207,486

 

Other long-term liabilities

17,704

 

 

13,649

 

 

6,802

 

Stockholders’ equity

433,667

 

 

420,778

 

 

401,975

 

Total liabilities and stockholders’ equity

$

1,026,627

 

 

$

998,599

 

 

$

693,060

 

MAXLINEAR, INC.

UNAUDITED RECONCILIATION OF NON-GAAP ADJUSTMENTS

(in thousands, except per share data)

 

 

Three Months Ended

 

June 30, 2021

 

March 31, 2021

 

June 30, 2020

GAAP gross profit

$

112,543

 

 

$

111,719

 

 

$

32,743

 

Stock-based compensation

148

 

 

169

 

 

126

 

Performance based equity

127

 

 

82

 

 

109

 

Amortization of purchased intangible assets

10,743

 

 

10,747

 

 

8,581

 

Non-GAAP gross profit

123,561

 

 

122,717

 

 

41,559

 

 

 

 

 

 

 

GAAP R&D expenses

74,416

 

 

63,166

 

 

27,984

 

Stock-based compensation

(7,268

)

 

(7,162

)

 

(5,040

)

Performance based equity

(8,249

)

 

(4,598

)

 

(2,054

)

Research and development funded by others

(3,800

)

 

 

 

 

Acquisition and integration costs

(38

)

 

(92

)

 

 

Non-GAAP R&D expenses

55,061

 

 

51,314

 

 

20,890

 

 

 

 

 

 

 

GAAP SG&A expenses

35,885

 

 

36,469

 

 

27,470

 

Stock-based compensation

(6,551

)

 

(5,624

)

 

(6,920

)

Performance based equity

(3,357

)

 

(1,890

)

 

(1,144

)

Amortization of purchased intangible assets

(5,816

)

 

(6,070

)

 

(5,549

)

Acquisition and integration costs

(25

)

 

(1,561

)

 

(2,090

)

IP litigation costs, net

 

 

(11

)

 

(54

)

Non-GAAP SG&A expenses

20,136

 

 

21,313

 

 

11,713

 

 

 

 

 

 

 

GAAP restructuring expenses

38

 

 

2,166

 

 

64

 

Restructuring charges

(38

)

 

(2,166

)

 

(64

)

Non-GAAP restructuring expenses

 

 

 

 

 

 

 

 

 

 

 

GAAP income (loss) from operations

2,204

 

 

9,918

 

 

(22,775

)

Total non-GAAP adjustments

46,160

 

 

40,172

 

 

31,731

 

Non-GAAP income from operations

48,364

 

 

50,090

 

 

8,956

 

 

 

 

 

 

 

GAAP loss on extinguishment of debt

(5,221

)

 

 

 

 

Loss on extinguishment of debt

5,221

 

 

 

 

 

Non-GAAP loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

GAAP and non-GAAP interest and other income (expense), net

(4,260

)

 

(4,310

)

 

(2,233

)

Non-recurring interest and other income (expense), net

133

 

 

310

 

 

 

Non-GAAP interest and other income (expense), net

(4,127

)

 

(4,000

)

 

(2,233

)

 

 

 

 

 

 

GAAP income (loss) before income taxes

(7,277

)

 

5,608

 

 

(25,008

)

Total non-GAAP adjustments

51,514

 

 

40,482

 

 

31,731

 

Non-GAAP income before income taxes

44,237

 

 

46,090

 

 

6,723

 

 

 

 

 

 

 

GAAP income tax provision (benefit)

(8,010

)

 

1,806

 

 

(3,201

)

Adjustment for non-cash tax benefits/expenses

10,665

 

 

959

 

 

3,605

 

Non-GAAP income tax provision

2,655

 

 

2,765

 

 

404

 

 

 

 

 

 

 

GAAP net income (loss)

733

 

 

3,802

 

 

(21,807

)

Total non-GAAP adjustments before income taxes

51,514

 

 

40,482

 

 

31,731

 

Less: total tax adjustments

10,665

 

 

959

 

 

3,605

 

Non-GAAP net income

$

41,582

 

 

$

43,325

 

 

$

6,319

 

 

 

 

 

 

 

Shares used in computing non-GAAP basic net income per share

75,930

 

 

74,852

 

 

72,740

 

Shares used in computing non-GAAP diluted net income per share

79,026

 

 

78,283

 

 

73,772

 

Non-GAAP basic net income per share

$

0.55

 

 

$

0.58

 

 

$

0.09

 

Non-GAAP diluted net income per share

$

0.53

 

 

$

0.55

 

 

$

0.09

 

MAXLINEAR, INC.

UNAUDITED RECONCILIATION OF NON-GAAP ADJUSTMENTS

(in thousands, except per share data)

 

 

Six Months Ended

 

June 30, 2021

 

June 30, 2020

GAAP gross profit

$

224,262

 

 

$

63,505

 

Stock-based compensation

317

 

 

274

 

Performance based equity

209

 

 

178

 

Amortization of purchased intangible assets

21,490

 

 

17,162

 

Non-GAAP gross profit

246,278

 

 

81,119

 

 

 

 

 

GAAP R&D expenses

137,582

 

 

53,673

 

Stock-based compensation

(14,430

)

 

(8,786

)

Performance based equity

(12,847

)

 

(3,804

)

Research and development funded by others

(3,800

)

 

 

Acquisition and integration costs

(130

)

 

 

Non-GAAP R&D expenses

106,375

 

 

41,083

 

 

 

 

 

GAAP SG&A expenses

72,354

 

 

52,102

 

Stock-based compensation

(12,175

)

 

(9,853

)

Performance based equity

(5,247

)

 

(2,280

)

Amortization of purchased intangible assets

(11,886

)

 

(11,272

)

Acquisition and integration costs

(1,586

)

 

(5,360

)

IP litigation costs, net

(11

)

 

(114

)

Non-GAAP SG&A expenses

41,449

 

 

23,223

 

 

 

 

 

GAAP impairment losses

 

 

86

 

Impairment losses

 

 

(86

)

Non-GAAP impairment losses

 

 

 

 

 

 

 

GAAP restructuring expenses

2,204

 

 

553

 

Restructuring charges

(2,204

)

 

(553

)

Non-GAAP restructuring expenses

 

 

 

 

 

 

 

GAAP income (loss) from operations

12,122

 

 

(42,909

)

Total non-GAAP adjustments

86,332

 

 

59,722

 

Non-GAAP income from operations

98,454

 

 

16,813

 

 

 

 

 

GAAP loss on extinguishment of debt

(5,221

)

 

 

Loss on extinguishment of debt

5,221

 

 

 

Non-GAAP loss on extinguishment of debt

 

 

 

 

 

 

 

GAAP and non-GAAP interest and other income (expense), net

(8,570

)

 

(4,304

)

Non-recurring interest and other income (expense), net

443

 

 

 

Non-GAAP interest and other income (expense), net

(8,127

)

 

(4,304

)

 

 

 

 

GAAP income (loss) before income taxes

(1,669

)

 

(47,213

)

Total non-GAAP adjustments

91,996

 

 

59,722

 

Non-GAAP income before income taxes

90,327

 

 

12,509

 

 

 

 

 

GAAP income tax provision (benefit)

(6,204

)

 

(9,937

)

Adjustment for non-cash tax benefits/expenses

11,624

 

 

10,688

 

Non-GAAP income tax provision

5,420

 

 

751

 

 

 

 

 

GAAP net income (loss)

4,535

 

 

(37,276

)

Total non-GAAP adjustments before income taxes

91,996

 

 

59,722

 

Less: total tax adjustments

11,624

 

 

10,688

 

Non-GAAP net income

$

84,907

 

 

$

11,758

 

 

 

 

 

Shares used in computing non-GAAP basic net income per share

75,394

 

 

72,389

 

Shares used in computing non-GAAP diluted net income per share

78,657

 

 

73,223

 

Non-GAAP basic net income per share

$

1.13

 

 

$

0.16

 

Non-GAAP diluted net income per share

$

1.08

 

 

$

0.16

 

MAXLINEAR, INC.

UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

 

 

Three Months Ended

 

June 30, 2021

 

March 31, 2021

 

June 30, 2020

GAAP gross profit

54.8

%

 

53.4

%

 

50.2

%

Stock-based compensation

0.1

%

 

0.1

%

 

0.2

%

Performance based equity

0.1

%

 

%

 

0.2

%

Amortization of purchased intangible assets

5.2

%

 

5.1

%

 

13.2

%

Non-GAAP gross profit

60.2

%

 

58.6

%

 

63.7

%

 

 

 

 

 

 

GAAP R&D expenses

36.2

%

 

30.2

%

 

42.9

%

Stock-based compensation

(3.5

)%

 

(3.4

)%

 

(7.7

)%

Performance based equity

(4.0

)%

 

(2.2

)%

 

(3.1

)%

Research and development funded by others

(1.9

)%

 

%

 

%

Acquisition and integration costs

%

 

%

 

%

Non-GAAP R&D expenses

26.8

%

 

24.5

%

 

32.0

%

 

 

 

 

 

 

GAAP SG&A expenses

17.5

%

 

17.4

%

 

42.1

%

Stock-based compensation

(3.2

)%

 

(2.7

)%

 

(10.6

)%

Performance based equity

(1.6

)%

 

(0.9

)%

 

(1.8

)%

Amortization of purchased intangible assets

(2.8

)%

 

(2.9

)%

 

(8.5

)%

Acquisition and integration costs

%

 

(0.8

)%

 

(3.2

)%

IP litigation costs, net

%

 

%

 

(0.1

)%

Non-GAAP SG&A expenses

9.8

%

 

10.2

%

 

18.0

%

 

 

 

 

 

 

GAAP restructuring expenses

%

 

1.0

%

 

0.1

%

Restructuring charges

%

 

(1.0

)%

 

(0.1

)%

Non-GAAP restructuring expenses

%

 

%

 

%

 

 

 

 

 

 

GAAP income (loss) from operations

1.1

%

 

4.7

%

 

(34.9

)%

Total non-GAAP adjustments

22.5

%

 

19.2

%

 

48.7

%

Non-GAAP income from operations

23.6

%

 

23.9

%

 

13.7

%

 

 

 

 

 

 

GAAP loss on extinguishment of debt

(2.5

)%

 

%

 

%

Loss on extinguishment of debt

2.5

%

 

%

 

%

Non-GAAP loss on extinguishment of debt

%

 

%

 

%

 

 

 

 

 

 

GAAP and non-GAAP interest and other income (expense), net

(2.1

)%

 

(2.1

)%

 

(3.4

)%

Non-recurring interest and other income (expense), net

0.1

%

 

0.1

%

 

%

Non-GAAP interest and other income (expense), net

(2.0

)%

 

(1.9

)%

 

(3.4

)%

 

 

 

 

 

 

GAAP income (loss) before income taxes

(3.5

)%

 

2.7

%

 

(38.3

)%

Total non-GAAP adjustments before income taxes

25.1

%

 

19.3

%

 

48.7

%

Non-GAAP income before income taxes

21.5

%

 

22.0

%

 

10.3

%

 

 

 

 

 

 

GAAP income tax provision (benefit)

(3.9

)%

 

0.9

%

 

(4.9

)%

Adjustment for non-cash tax benefits/expenses

5.2

%

 

0.5

%

 

5.5

%

Non-GAAP income tax provision

1.3

%

 

1.3

%

 

0.6

%

 

 

 

 

 

 

GAAP net income (loss)

0.4

%

 

1.8

%

 

(33.4

)%

Total non-GAAP adjustments before income taxes

25.1

%

 

19.3

%

 

48.7

%

Less: total tax adjustments

5.2

%

 

0.5

%

 

5.5

%

Non-GAAP net income

20.3

%

 

20.7

%

 

9.7

%

MAXLINEAR, INC.

UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

 

 

Six Months Ended

 

June 30, 2021

 

June 30, 2020

GAAP gross profit

54.1

%

 

49.9

%

Stock-based compensation

0.1

%

 

0.2

%

Performance based equity

0.1

%

 

0.1

%

Amortization of purchased intangible assets

5.2

%

 

13.5

%

Non-GAAP gross profit

59.4

%

 

63.7

%

 

 

 

 

GAAP R&D expenses

33.2

%

 

42.2

%

Stock-based compensation

(3.5

)%

 

(6.9

)%

Performance based equity

(3.1

)%

 

(3.0

)%

Research and development funded by others

(0.9

)%

 

%

Acquisition and integration costs

%

 

%

Non-GAAP R&D expenses

25.7

%

 

32.3

%

 

 

 

 

GAAP SG&A expenses

17.4

%

 

40.9

%

Stock-based compensation

(2.9

)%

 

(7.7

)%

Performance based equity

(1.3

)%

 

(1.8

)%

Amortization of purchased intangible assets

(2.9

)%

 

(8.9

)%

Acquisition and integration costs

(0.4

)%

 

(4.2

)%

IP litigation costs, net

%

 

(0.1

)%

Non-GAAP SG&A expenses

10.0

%

 

18.3

%

 

 

 

 

GAAP impairment losses

%

 

0.1

%

Impairment losses

%

 

(0.1

)%

Non-GAAP impairment losses

%

 

%

 

 

 

 

GAAP restructuring expenses

0.5

%

 

0.4

%

Restructuring charges

(0.5

)%

 

(0.4

)%

Non-GAAP restructuring expenses

%

 

%

 

 

 

 

GAAP income (loss) from operations

2.9

%

 

(33.7

)%

Total non-GAAP adjustments

20.8

%

 

46.9

%

Non-GAAP income from operations

23.7

%

 

13.2

%

 

 

 

 

GAAP loss on extinguishment of debt

(1.3

)%

 

%

Loss on extinguishment of debt

1.3

%

 

%

Non-GAAP loss on extinguishment of debt

%

 

%

 

 

 

 

GAAP and non-GAAP interest and other income (expense), net

(2.1

)%

 

(3.4

)%

Non-recurring interest and other income (expense), net

0.1

%

 

%

Non-GAAP interest and other income (expense), net

(2.0

)%

 

(3.4

)%

 

 

 

 

GAAP income (loss) before income taxes

(0.4

)%

 

(37.1

)%

Total non-GAAP adjustments

22.2

%

 

46.9

%

Non-GAAP income before income taxes

21.8

%

 

9.8

%

 

 

 

 

GAAP income tax provision (benefit)

(1.5

)%

 

(7.8

)%

Adjustment for non-cash tax benefits/expenses

2.8

%

 

8.4

%

Non-GAAP income tax provision

1.3

%

 

0.6

%

 

 

 

 

GAAP net income (loss)

1.1

%

 

(29.3

)%

Total non-GAAP adjustments before income taxes

22.2

%

 

46.9

%

Less: total tax adjustments

2.8

%

 

8.4

%

Non-GAAP net income

20.5

%

 

9.2

%

 

MaxLinear, Inc. Investor Relations Contact:

Steven Litchfield

Tel: 949-333-0080

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Technology Mobile/Wireless Hardware Semiconductor

MEDIA:

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NextNav, a Leader in Next Generation GPS, to Present at Upcoming Conferences

NextNav, a Leader in Next Generation GPS, to Present at Upcoming Conferences

MCLEAN, Va.–(BUSINESS WIRE)–
NextNav, a leader in next generation GPS, and Spartacus Acquisition Corporation (NASDAQ: TMTS, TMTSW, and TMTSU) (“Spartacus” or the “Company”), a special purpose acquisition company, today announced that NextNav will be presenting at the following upcoming conferences.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210728005989/en/

Cowen’s 7th Annual Communications Infrastructure Summit

Date:
Tuesday, August 10, 2021

Panel Discussion:5G Spectrum Building Blocks

Panel Time: 3:55 PM ET / 12:55 PM PT

(No webcast)

Oppenheimer’s Virtual 24th Annual Technology, Internet & Communications Conference

Date:
Wednesday, August 11, 2021

Presentation Time: 2:05 PM ET / 11:05 AM PT

A live webcast of the Oppenheimer event will be available on the Spartacus website at https://www.spartacus-ac.com/.

In June 2021, NextNav entered into a definitive merger agreement with Spartacus, in a transaction that would result in the combined company being named NextNav Inc., and its common stock and warrants will be listed on the Nasdaq. The transaction is expected to close late in the third quarter of 2021 or early in the fourth quarter of 2021, subject to satisfaction of customary closing conditions.

About NextNav

NextNav provides next generation GPS. NextNav Pinnacle uses highly accurate vertical positioning to transform location services so they reflect the 3D world around us. Our revolutionary TerraPoiNT system keeps critical infrastructure resilient with reliable Position, Navigation and Timing services in the absence of GPS. With carrier-grade dependability and a rapidly expanding nationwide service footprint, NextNav is driving a whole new ecosystem for geolocation applications and services.

About Spartacus Acquisition Corporation

Spartacus Acquisition Corporation is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Company is led by a management team and Board of Directors with extensive experience as strategic investors and operators of businesses throughout market cycles of emerging technologies in next generation fiber, wireless, and spectrum use cases. It includes: Chairman and Chief Executive Officer, Peter D. Aquino, and Chief Financial Officer, Igor Volshteyn. In addition to Messrs. Aquino and Volshteyn, the Board of Directors includes Alan Howe, Eric Edidin, Andrew Day, Shelly C. Lombard and Skyler Wichers and advisor Dave Williams.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “forecast,” “intend,” “seek,” “target,” “anticipate,” “believe,” “expect,” “estimate,” “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements, which involve risks and uncertainties, relate to analyses and other information that are based on forecasts of future results and estimates of amounts not yet determinable and may also relate to Spartacus’, NextNav’s, or the combined company’s future prospects, developments and business strategies. In particular, such forward-looking statements include statements concerning NextNav Inc.’s common stock and warrants being listed on the Nasdaq and the timing of the closing of the transactions (the “Transactions”). These statements are based on Spartacus’ or NextNav’s management’s current expectations and beliefs, as well as a number of assumptions concerning future events.

Such forward-looking statements are subject to known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside Spartacus’ or NextNav’s control that could cause actual results to differ materially from the results discussed in the forward-looking statements. These risks, uncertainties, assumptions and other important factors include, but are not limited to, (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement and the Transactions; (2) the inability to complete the proposed business combination contemplated by the merger agreement and the Transactions due to the failure to obtain approval of the stockholders of Spartacus or other conditions to closing in the merger agreement; (3) the ability of the combined company to meet Nasdaq’s listing standards following the Transactions; (4) the inability to complete the PIPE investment; (5) the risk that the proposed Transactions disrupt current plans and operations of NextNav as a result of the announcement and consummation of the Transactions described herein; (6) the ability to recognize the anticipated benefits of the proposed business combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers retain its management and key employees; (7) costs related to the proposed business combination; (8) changes in applicable laws or regulations and delays in obtaining, adverse conditions contained in, or the inability to obtain necessary regulatory approvals, including from the Federal Communications Commission, required to complete the business combination; (9) the possibility that NextNav may be adversely affected by other economic, business and/or competitive factors; (10) the outcome of any legal proceedings that have or may be instituted against Spartacus, NextNav or any of their respective directors or officers, following the announcement of the Transactions; (11) the failure to realize anticipated pro forma results and underlying assumptions, including with respect to estimated stockholder redemptions; and (12) other risk and uncertainties indicated from time to time in other documents filed or to be filed with the Securities and Exchange Commission (the “SEC”) by Spartacus. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made, and NextNav undertakes no commitment to update or revise the forward-looking statements, whether as a result of new information, whether as a result of new information, future events or otherwise.

Additional Information About the Transactions and Where to Find It

Spartacus Acquisition Shelf Corp. (“Shelf”) filed with the SEC a Registration Statement on Form S-4, that includes a preliminary proxy statement of the Company and also constitutes a preliminary prospectus of Shelf, in connection with the Transactions and will mail a definitive proxy statement/prospectus and other relevant documents to the Company’s stockholders. The Company’s stockholders and other interested persons are advised to read the preliminary proxy statement/prospectus and, when available, any amendments thereto, the definitive proxy statement/prospectus and the other relevant documents filed with the SEC in connection with the Company’s solicitation of proxies for its stockholders’ special meeting to be held to approve the Transactions because the proxy statement/prospectus will contain important information about the Company, Shelf, NextNav and the Transactions. The definitive proxy statement/prospectus will be mailed to stockholders of the Company as of a record date to be established for voting on the Transactions. Investors are able to obtain copies of the preliminary proxy statement/prospectus and, once available, the definitive proxy statement/prospectus and other relevant documents filed by Shelf and the Company with the SEC at the SEC’s website at www.sec.gov. Stockholders of the Company will also be able to obtain copies of the proxy statement/prospectus, without charge, once available, at the SEC’s website at www.sec.gov or by directing a request to: Spartacus Acquisition Corporation, 6470 E Johns Crossing, Suite 490, Duluth, Georgia 30097.

Participants in Solicitation

The Company, Shelf, NextNav and certain of their directors and officers may be deemed participants in the solicitation of proxies of the Company’s stockholders with respect to the approval of the Transactions. Information regarding the Company’s directors and officers and a description of their interests in the Company is contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, which was filed with the SEC. Additional information regarding the participants in the proxy solicitation, including NextNav’s directors and officers, and a description of their direct and indirect interests, by security holdings or otherwise, will be included in in the definitive proxy statement/prospectus and other relevant materials filed with the SEC regarding the Transactions when available. Each of these documents is, or will be, available at the SEC’s website or by directing a request to the Company as described above under “Additional Information About the Transactions and Where to Find It.”

No offer or solicitation

This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any securities pursuant to the proposed transactions or otherwise, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Chelsea Hoedl

LaunchSquad for NextNav

[email protected]

Whit Clay / Erica Bartsch

Sloane & Company

[email protected] / [email protected]

KEYWORDS: United States North America Virginia

INDUSTRY KEYWORDS: Banking Professional Services Finance

MEDIA:

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FIGS to Announce Second Quarter 2021 Financial Results

FIGS to Announce Second Quarter 2021 Financial Results

SANTA MONICA, Calif.–(BUSINESS WIRE)–
FIGS, Inc. (NYSE: FIGS), a direct-to-consumer healthcare apparel and lifestyle brand, announced today that it will release its second quarter 2021 financial results on Thursday, August 12, 2021 after market close. FIGS will host a conference call at 1:30 p.m. PT / 4:30 p.m. ET to discuss its financial and business results and outlook.

FIGS Second Quarter 2021 Financial Results Conference Call

When: Thursday, August 12, 2021

Time: 1:30 p.m. PT / 4:30 p.m. ET

Conference ID: 9988906

Live Call: (866) 211-4956 (US) or (873) 415-0263 (International)

Replay: (800) 585-8367 (US) or (416) 621-4642 (International)

(The replay will be available from approximately two hours after the completion of the live call until 11:59 pm ET on August 19, 2021)

Webcast: https://ir.wearfigs.com/

About FIGS

FIGS is a founder-led, direct-to-consumer healthcare apparel and lifestyle brand that seeks to celebrate, empower and serve current and future generations of healthcare professionals. We create technically advanced apparel and products for healthcare professionals that feature an unmatched combination of comfort, durability, function and style. We market and sell our products directly through our digital platform to provide a seamless experience for healthcare professionals.

Investors:

Jeffrey Lawrence, CFO

[email protected]

Jean Fontana, ICR, Inc.

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Other Consumer Online Retail Fashion Consumer Retail

MEDIA:

Churchill Downs Incorporated Reports 2021 Second Quarter Results

LOUISVILLE, Ky., July 28, 2021 (GLOBE NEWSWIRE) — Churchill Downs Incorporated (Nasdaq: CHDN) (the “Company”, “we”, “us”, “our”) today reported business results for the second quarter ended June 30, 2021.

Second Quarter 2021 Highlights

  • Record net revenue of $515.1 million compared to $185.1 million the prior year quarter
  • Net income(a) of $108.3 million compared to net loss of $118.8 million in the prior year quarter
    • Adjusted net income(a) of $121.1 million, compared to adjusted net loss of $21.1 million in the prior year quarter
  • Record Adjusted EBITDA of $233.3 million compared to $30.1 million in the prior year quarter
  • Churchill Downs successfully ran the 147th Kentucky Oaks and Derby with strong ticketing, NBC viewership, sponsorship revenue, and margins despite capacity restrictions
  • Derby City Gaming delivered record net revenue, Adjusted EBITDA, and margins
  • Oak Grove Racing, Gaming & Hotel (“Oak Grove”) delivered strong double digit sequential growth in net revenue and Adjusted EBITDA as well as margin expansion in its third full quarter of operations
  • Gaming delivered record net revenue and record Adjusted EBITDA and our wholly-owned gaming properties delivered 3.6 percentage points of sequential margin expansion
    • Four of our wholly-owned casino properties delivered record net revenue, Adjusted EBITDA, and margins
    • Our wholly-owned casino properties delivered 10.3 percentage points of margin expansion compared to the same quarter in 2019
    • Rivers Casino Des Plaines (“Rivers Des Plaines”) and Miami Valley Gaming delivered record net revenue, Adjusted EBITDA, and margins as well as significant margin expansion compared to the same quarter in 2019

(a) Reflects amounts attributable to Churchill Downs Incorporated.

CONSOLIDATED RESULTS Second Quarter
(in millions, except per share data) 2021   2020
       
Net revenue $ 515.1     $ 185.1  
Net income (loss)(a) $ 108.3     $ (118.8 )
Diluted EPS(a) $ 2.76     $ (3.00 )
Adjusted net income (loss)(a)(b) $ 121.1     $ (21.1 )
Adjusted diluted EPS(a)(b) $ 3.08     $ (0.53 )
Adjusted EBITDA(b) $ 233.3     $ 30.1  
               
(a) Reflects amounts attributable to Churchill Downs Incorporated.
(b) These are non-GAAP measures. See explanation of non-GAAP measures below.

Second Quarter 2021 Results

The Company’s second quarter of 2021 net income attributable to Churchill Downs Incorporated was $108.3 million compared to net loss attributable to Churchill Downs Incorporated of $118.8 million in the prior year quarter. The Company’s second quarter of 2021 net income from continuing operations was $108.3 million compared to net loss from continuing operations of $23.6 million in the prior year quarter.

The following items impacted the comparability of the Company’s second quarter net income from continuing operations:

  • $8.1 million non-cash after-tax impact related to an asset impairment at Churchill Downs Racetrack related to revised capital plans associated with the first turn project,
  • $4.8 million after-tax increase in Rivers Des Plaines’ legal reserves and transaction costs,
  • Partially offset by a $2.3 million after-tax expense decrease related to our equity portion of the non-cash change in fair value of Rivers Des Plaines’ interest rate swaps, and
  • $0.3 million after-tax expense decrease related to lower transaction, pre-opening and other expenses.

Excluding these items, second quarter 2021 net income from continuing operations increased $142.2 million primarily due to the following:

  • $142.9 million after-tax increase driven by the results of our operations and equity income from our unconsolidated affiliates,
  • Partially offset by $0.7 million after-tax increase in interest expense associated with higher outstanding debt balances.

Louisiana HRMs

During the second quarter of 2021, the Louisiana State Legislature passed a bill that was signed by the Governor of Louisiana to allow Fair Grounds to have up to 50 historical horse racing machines (“HRMs”) in its off-track betting facilities (“OTBs”). The Louisiana Racing Commission will oversee historical racing. Fair Grounds currently operates 15 OTBs and is developing plans to incorporate up to 50 HRMs in each of these facilities.

Segment Results

The summaries below present net revenue from external customers and intercompany revenue from each of our reportable segments:

Live and Historical Racing Second Quarter
(in millions) 2021   2020
       
Net revenue $ 190.5     $ 30.3  
Adjusted EBITDA 98.4     3.6  

For the second quarter of 2021, net revenue increased $160.2 million from the prior year quarter due to a $97.1 million increase at Churchill Downs Racetrack primarily due to the running of the 147th Kentucky Oaks and Derby with capacity restrictions in the second quarter of 2021 compared to the running of the 146th Kentucky Oaks and Derby in the third quarter of 2020; a $32.2 million increase at Derby City Gaming primarily due to the temporary suspension of operations in the prior year quarter and the completion of the second outdoor patio which added an additional 225 HRMs in September 2020; a $25.6 million increase at Oak Grove as a result of the opening of the HRM facility in September 2020 and the hotel in October 2020; a $4.6 million increase at Newport Racing & Gaming (“Newport”) due to the opening of the facility in October 2020; and a $0.7 million increase at Turfway Park primarily due to the temporary suspension of operations in the prior year quarter.

Adjusted EBITDA increased $94.8 million in the second quarter of 2021 from the prior year quarter due to a $65.2 million increase from Churchill Downs Racetrack primarily due to the running of the 147th Kentucky Oaks and Derby with capacity restrictions in the second quarter of 2021 compared to the running of the 146th Kentucky Oaks and Derby in the third quarter of 2020; a $19.3 million increase from Derby City Gaming due to the increase in net revenue, increased operating efficiencies, and the temporary suspension of operations in the prior year quarter; a $9.4 million increase at Oak Grove due to the opening of the Oak Grove HRM facility in September 2020; a $0.6 million increase at Newport due to the opening of the Newport facility in October 2020; and a $0.3 million increase from other sources.

TwinSpires Second Quarter
(in millions) 2021   2020
       
Net revenue $ 135.9     $ 121.7  
Adjusted EBITDA 23.1     38.7  

For the second quarter of 2021, net revenue increased $14.2 million from the prior year quarter primarily due to a $7.2 million increase from Horse Racing and a $7.0 million increase from Sports and Casino. Horse Racing net revenue increased as a result of an increase in handle of $50.9 million, or 9%, compared to the prior year quarter primarily due to the running of the 147th Kentucky Oaks and Derby with capacity restrictions in the second quarter of 2021 compared to the running of the 146th Kentucky Oaks and Derby in the third quarter of 2020. Sports and Casino net revenue increased as a result of our expansion in additional states and increased marketing and promotional activities.

Adjusted EBITDA decreased $15.6 million in the second quarter of 2021 from the prior year quarter primarily due to an $8.2 million decrease from Horse Racing due primarily to an increase in marketing and advertising expense associated with the running of the 147th Kentucky Oaks and Derby with capacity restrictions in the second quarter of 2021 compared to the running of the 146th Kentucky Oaks and Derby in the third quarter of 2020, partially offset by an increase in net revenue; and a $7.4 million increase in the loss from our Sports and Casino business due to increased marketing and promotional activities.

Gaming Second Quarter
(in millions) 2021   2020
       
Net revenue $ 186.0     $ 37.3  
Adjusted EBITDA 119.8     (1.8 )

For the second quarter of 2021, net revenue increased $148.7 million primarily due to the temporary suspension of operations of all of our Gaming properties and the loss of revenue at each property during the prior year quarter.

Adjusted EBITDA increased $121.6 million for the second quarter of 2021 from the prior year quarter driven by a $69.8 million increase from our wholly-owned Gaming properties and a $51.8 million increase from our equity investments, both of which were due to increased operating efficiencies and the temporary suspension of operations of all of our Gaming properties in the prior year quarter.

All Other

For the second quarter of 2021, All Other Adjusted EBITDA increased $2.4 million driven by a $4.9 million increase at Arlington and a $1.8 million increase at United Tote, both of which primarily resulted from the temporary suspension of operations in the prior year quarter. Partially offsetting this increase was a $4.3 million decrease from Corporate primarily due to an increase in accrued bonuses compared to the prior year quarter.

Conference Call

A conference call regarding this news release is scheduled for Thursday, July 29, 2021, at 9 a.m. ET. Investors and other interested parties may listen to the teleconference by accessing the online, real-time webcast and broadcast of the call at http://ir.churchilldownsincorporated.com/events.cfm, or by dialing (877) 372-0878 and entering the pass code 3960745 at least 10 minutes before the appointed time. International callers should dial (253) 237-1169. An online replay will be available at approximately noon ET on Thursday, July 29, 2021, and will continue to be available for two weeks. A copy of the Company’s news release announcing quarterly results and relevant financial and statistical information about the period will be accessible at www.churchilldownsincorporated.com.

Use of Non-GAAP Measures

In addition to the results provided in accordance with GAAP, the Company also uses non-GAAP measures, including adjusted net income, adjusted diluted EPS, EBITDA (earnings before interest, taxes, depreciation and amortization) and Adjusted EBITDA.

The Company uses non-GAAP measures as a key performance measure of the results of operations for purposes of evaluating performance internally. These measures facilitate comparison of operating performance between periods and help investors to better understand the operating results of the Company by excluding certain items that may not be indicative of the Company’s core business or operating results. The Company believes the use of these measures enables management and investors to evaluate and compare, from period to period, the Company’s operating performance in a meaningful and consistent manner. The non-GAAP measures are a supplemental measure of our performance that is not required by, or presented in accordance with, GAAP, and should not be considered as an alternative to, or more meaningful than, net income or diluted EPS (as determined in accordance with GAAP) as a measure of our operating results.

We use Adjusted EBITDA to evaluate segment performance, develop strategy and allocate resources. We utilize the Adjusted EBITDA metric to provide a more accurate measure of our core operating results and enable management and investors to evaluate and compare from period to period our operating performance in a meaningful and consistent manner. Adjusted EBITDA should not be considered as an alternative to operating income as an indicator of performance, as an alternative to cash flows from operating activities as a measure of liquidity, or as an alternative to any other measure provided in accordance with GAAP. Our calculation of Adjusted EBITDA may be different from the calculation used by other companies and, therefore, comparability may be limited.

Adjusted net income and adjusted diluted EPS exclude discontinued operations net income or loss; net income or loss attributable to noncontrolling interest; changes in fair value for interest rate swaps related to Rivers Des Plaines; Rivers Des Plaines’ legal reserves and transaction costs; transaction expense, which includes acquisition and disposition related charges, Calder racing exit costs, as well as legal, accounting, and other deal-related expense; pre-opening expense; and certain other gains, charges, recoveries, and expenses.

Adjusted EBITDA includes the Company’s portion of EBITDA from our equity investments.

Adjusted EBITDA excludes:

  • Transaction expense, net which includes:
    • Acquisition and disposition related charges; and
    • Other transaction expense, including legal, accounting, and other deal-related expense;
  • Stock-based compensation expense;
  • Rivers Des Plaines’ impact on our investments in unconsolidated affiliates from:
    • The impact of changes in fair value of interest rate swaps; and
    • Legal reserves and transaction costs;
  • Asset impairments;
  • Legal reserves;
  • Pre-opening expense; and
  • Other charges, recoveries and expenses.

For segment reporting, Adjusted EBITDA includes intercompany revenue and expense totals that are eliminated in the consolidated statements of comprehensive income (loss). Refer to the Reconciliation of Comprehensive Income (Loss) to Adjusted EBITDA included herewith for additional information.

About Churchill Downs Incorporated

Churchill Downs Incorporated is an industry-leading racing, online wagering and gaming entertainment company anchored by our iconic flagship event, the Kentucky Derby. We own and operate three pari-mutuel gaming entertainment venues with approximately 3,050 historical racing machines in Kentucky. We also own and operate TwinSpires, one of the largest and most profitable online wagering platforms for horse racing, sports and iGaming in the U.S. and we have seven retail sportsbooks. We are also a leader in brick-and-mortar casino gaming in eight states with approximately 11,000 slot machines and video lottery terminals and 200 table games. Additional information about Churchill Downs Incorporated can be found online at www.churchilldownsincorporated.com.

This news release contains various “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are typically identified by the use of terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “predict,” “project,” “seek,” “should,” “will,” and similar words or similar expressions (or negative versions of such words or expressions).

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors, among others, that may materially affect actual results or outcomes include the following: the impact of the novel coronavirus (COVID-19) pandemic, including the emergence of variant strains, and related economic matters on our results of operations, financial conditions and prospects; the occurrence of extraordinary events, such as terrorist attacks, public health threats, civil unrest, and inclement weather; the effect of economic conditions on our consumers’ confidence and discretionary spending or our access to credit; additional or increased taxes and fees; the impact of significant competition, and the expectation the competition levels will increase; changes in consumer preferences, attendance, wagering, and sponsorships; loss of key or highly skilled personnel; lack of confidence in the integrity of our core businesses or any deterioration in our reputation; risks associated with equity investments, strategic alliances and other third-party agreements; inability to respond to rapid technological changes in a timely manner; concentration and evolution of slot machine manufacturing and other technology conditions that could impose additional costs; inability to negotiate agreements with industry constituents, including horsemen and other racetracks; inability to successfully expand our TwinSpires Sports and Casino business and effectively compete; inability to identify and complete expansion, acquisition or divestiture projects, on time, on budget or as planned; difficulty in integrating recent or future acquisitions into our operations; costs and uncertainties relating to the development of new venues and expansion of existing facilities; general risks related to real estate ownership and significant expenditures, including fluctuations in market values and environmental regulations; reliance on our technology services and catastrophic events and system failures disrupting our operations; online security risk, including cyber-security breaches, or loss or misuse of our stored information as a result of a breach, including customers’ personal information, could lead to government enforcement actions or other litigation; personal injury litigation related to injuries occurring at our racetracks; compliance with the Foreign Corrupt Practices Act or applicable money-laundering regulations; payment-related risks, such as risk associated with fraudulent credit card and debit card use; work stoppages and labor issues; risks related to pending or future legal proceedings and other actions; highly regulated operations and changes in the regulatory environment could adversely affect our business; restrictions in our debt facilities limiting our flexibility to operate our business; failure to comply with the financial ratios and other covenants in our debt facilities and other indebtedness; and increase in our insurance costs, or obtain similar insurance coverage in the future, and inability to recover under our insurance policies for damages sustained at our properties in the event of inclement weather and casualty events.

We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

CHURCHILL DOWNS INCORPORATED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

  Three Months Ended June 30,   Six Months Ended June 30,
(in millions, except per common share data) 2021   2020   2021   2020
Net revenue:              
Live and Historical Racing $ 175.9     $ 23.3     $ 239.1     $ 51.4  
TwinSpires 135.6     121.3     235.3     190.4  
Gaming 186.0     37.3     338.0     183.2  
All Other 17.6     3.2     27.0     13.0  
Total net revenue 515.1     185.1     839.4     438.0  
Operating expense:              
Live and Historical Racing 100.3     33.1     155.0     66.2  
TwinSpires 96.8     74.7     169.8     125.5  
Gaming 121.0     45.5     227.3     169.6  
All Other 17.0     9.6     30.3     24.2  
Selling, general and administrative expense 33.4     22.4     63.6     46.5  
Asset impairments 11.2         11.2     17.5  
Transaction expense, net     0.2     0.1     0.5  
Total operating expense 379.7     185.5     657.3     450.0  
Operating income (loss) 135.4     (0.4 )   182.1     (12.0 )
Other income (expense):              
Interest expense, net (22.0 )   (20.3 )   (41.4 )   (39.6 )
Equity in income (loss) of unconsolidated affiliates 36.4     (11.1 )   61.3     (14.4 )
Miscellaneous, net 0.1     0.3     0.2     0.3  
Total other income (expense) 14.5     (31.1 )   20.1     (53.7 )
Income (loss) from continuing operations before (provision) benefit for income taxes 149.9     (31.5 )   202.2     (65.7 )
Income tax (provision) benefit (41.6 )   7.9     (57.8 )   19.5  
Income (loss) from continuing operations, net of tax 108.3     (23.6 )   144.4     (46.2 )
Loss from discontinued operations, net of tax     (95.2 )       (96.1 )
Net income (loss) 108.3     (118.8 )   144.4     (142.3 )
Net loss attributable to noncontrolling interest             (0.1 )
Net income (loss) and comprehensive income (loss) attributable to Churchill Downs Incorporated $ 108.3     $ (118.8 )   $ 144.4     $ (142.2 )
               
Net income (loss) per common share data – basic:              
Continuing operations $ 2.80     $ (0.59 )   $ 3.72     $ (1.16 )
Discontinued operations $     $ (2.41 )   $     $ (2.43 )
Net income (loss) per common share data – basic $ 2.80     $ (3.00 )   $ 3.72     $ (3.59 )
               
Net income (loss) per common share data – diluted:              
Continuing operations $ 2.76     $ (0.59 )   $ 3.66     $ (1.16 )
Discontinued operations $     $ (2.41 )   $     $ (2.43 )
Net income (loss) per common share data – diluted $ 2.76     $ (3.00 )   $ 3.66     $ (3.59 )
               
Weighted average shares outstanding:              
Basic 38.7     39.5     38.8     39.6  
Diluted 39.3     39.5     39.4     39.6  
                       

CHURCHILL DOWNS INCORPORATED

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in millions) June 30, 2021   December 31, 2020
ASSETS      
Current assets:      
Cash and cash equivalents $ 342.2     $ 67.4  
Restricted cash 69.2     53.6  
Accounts receivable, net 50.4     36.5  
Income taxes receivable 39.1     49.4  
Other current assets 31.7     28.2  
Total current assets 532.6     235.1  
Property and equipment, net 1,057.6     1,082.1  
Investment in and advances to unconsolidated affiliates 644.6     630.6  
Goodwill 366.8     366.8  
Other intangible assets, net 348.2     350.6  
Other assets 20.8     21.2  
Total assets $ 2,970.6     $ 2,686.4  
LIABILITIES AND SHAREHOLDERS’ EQUITY      
Current liabilities:      
Accounts payable $ 124.5     $ 70.7  
Accrued expenses and other current liabilities 214.9     167.8  
Current deferred revenue 23.1     32.8  
Current maturities of long-term debt 7.0     4.0  
Dividends payable     24.9  
Current liabilities of discontinued operations     124.0  
Total current liabilities 369.5     424.2  
Long-term debt, net of current maturities and loan origination fees 671.4     530.5  
Notes payable, net of debt issuance costs 1,291.7     1,087.8  
Non-current deferred revenue 14.4     17.1  
Deferred income taxes 250.5     213.9  
Other liabilities 55.7     45.8  
Total liabilities 2,653.2     2,319.3  
Commitments and contingencies      
Shareholders’ equity:      
Preferred stock      
Common stock 8.8     18.2  
Retained earnings 309.5     349.8  
Accumulated other comprehensive loss (0.9 )   (0.9 )
Total shareholders’ equity 317.4   367.1
Total liabilities and shareholders’ equity $ 2,970.6     $ 2,686.4  
               

CHURCHILL DOWNS INCORPORATED

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

  Six Months Ended June 30,
(in millions) 2021   2020
Cash flows from operating activities:      
Net income (loss) $ 144.4     $ (142.3 )
Adjustments to reconcile net income (loss) to net cash provided by operating activities:      
Depreciation and amortization 52.0     44.1  
Distributions from unconsolidated affiliates 47.5     4.8  
Equity in (income) loss of unconsolidated affiliates (61.3 )   14.4  
Stock-based compensation 12.6     10.4  
Deferred income taxes 7.4     (24.8 )
Asset impairments 11.2     17.5  
Amortization of operating lease assets 2.7     2.5  
Other 3.1     1.8  
Changes in operating assets and liabilities:      
Income taxes 39.5     (22.4 )
Deferred revenue (12.6 )   43.5  
Current liabilities of discontinued operations (124.0 )   124.0  
Other assets and liabilities 87.8     3.4  
Net cash provided by operating activities 210.3     76.9  
Cash flows from investing activities:      
Capital maintenance expenditures (13.7 )   (13.2 )
Capital project expenditures (15.9 )   (118.1 )
Other (0.9 )   (0.5 )
Net cash used in investing activities (30.5 )   (131.8 )
Cash flows from financing activities:      
Proceeds from borrowings under long-term debt obligations 780.8     726.1  
Repayments of borrowings under long-term debt obligations (427.4 )   (33.4 )
Payment of dividends (24.8 )   (23.4 )
Repurchase of common stock (193.9 )   (28.4 )
Cash settlement of stock awards     (12.7 )
Taxes paid related to net share settlement of stock awards (12.6 )   (15.1 )
Debt issuance costs (6.8 )   (1.7 )
Change in bank overdraft (6.1 )    
Other 1.4      
Net cash provided by financing activities 110.6     611.4  
Net increase in cash, cash equivalents and restricted cash 290.4     556.5  
Cash, cash equivalents and restricted cash, beginning of period 121.0     142.5  
Cash, cash equivalents and restricted cash, end of period $ 411.4     $ 699.0  
               

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION

(Unaudited)

  Three Months Ended June 30,   Six Months Ended June 30,
(in millions) 2021   2020   2021   2020
GAAP net income (loss) attributable to Churchill Downs Incorporated $ 108.3     $ (118.8 )   $ 144.4     $ (142.2 )
               
Adjustments, continuing operations:              
Changes in fair value of interest rate swaps related to Rivers Des Plaines (1.8 )   1.3     (6.0 )   16.2  
Legal reserves and transaction costs related to Rivers Des Plaines 6.7         8.0      
Transaction, pre-opening, and other expense 1.7     2.1     2.4     4.1  
Asset impairments 11.2         11.2     17.5  
Income tax impact on net income (loss) adjustments (a) (5.0 )   (0.9 )   (4.3 )   (10.7 )
Total adjustments, continuing operations 12.8     2.5     11.3     27.1  
Big Fish Games net loss (b)     95.2         96.1  
Total adjustments 12.8     97.7     11.3     123.2  
Adjusted net income (loss) attributable to Churchill Downs Incorporated $ 121.1     $ (21.1 )   $ 155.7     $ (19.0 )
               
Adjusted diluted EPS $ 3.08     $ (0.53 )   $ 3.95     $ (0.48 )
               
Weighted average shares outstanding – Diluted (c) 39.3     39.5     39.4     39.6  

(a) The income tax impact for each adjustment is derived by applying the effective tax rate, including current and deferred income tax expense, based upon the jurisdiction and the nature of the adjustment.
(b) Due to the sale of Big Fish Games, Inc., Big Fish Games is presented as a discontinued operation.
(c) For the three and six months ended June 30, 2020, diluted weighted average shares outstanding included 0.5 million shares of anti-dilutive stock awards excluded from the calculation of diluted shares for purposes of GAAP since we were in a net loss position.

  Three Months Ended June 30,   Six Months Ended June 30,
(in millions) 2021   2020   2021   2020
Total Handle              
Churchill Downs Racetrack $ 529.4     $ 242.8     $ 533.2     $ 248.0  
TwinSpires Horse Racing(a) 620.4     569.5     1,063.5     899.3  

(a) Total handle generated by Velocity is not included in total handle from TwinSpires Horse Racing
   

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION

(Unaudited)

  Three Months Ended June 30,   Six Months Ended June 30,
(in millions) 2021   2020   2021   2020
Net revenue from external customers:              
Live and Historical Racing:              
Churchill Downs Racetrack $ 105.2     $ 15.6     $ 107.2     $ 17.5  
Derby City Gaming 39.9     7.7     72.8     29.3  
Oak Grove 25.6         45.0      
Turfway Park 0.7         5.1     4.6  
Newport 4.5         9.0      
Total Live and Historical Racing 175.9     23.3     239.1     51.4  
TwinSpires:              
Horse Racing 127.2     119.9     219.9     186.5  
Sports and Casino 8.4     1.4     15.4     3.9  
Total TwinSpires 135.6     121.3     235.3     190.4  
Gaming:              
Fair Grounds and VSI 35.1     11.1     73.4     42.7  
Presque Isle 30.5     1.9     54.3     28.9  
Calder 27.4     5.7     48.3     27.5  
Ocean Downs 27.0     3.1     47.0     17.9  
Oxford Casino 24.6     0.1     40.3     20.2  
Riverwalk Casino 18.4     7.4     32.8     19.4  
Harlow’s Casino 16.6     5.7     30.6     17.0  
Lady Luck Nemacolin 6.4     2.3     11.3     9.6  
Total Gaming 186.0     37.3     338.0     183.2  
All Other 17.6     3.2     27.0     13.0  
Net revenue from external customers $ 515.1     $ 185.1     $ 839.4     $ 438.0  
               
Intercompany net revenue:              
Live and Historical Racing $ 14.6     $ 7.0     $ 16.1     $ 8.0  
TwinSpires 0.3     0.4     0.7     0.7  
Gaming         2.0     1.5  
All Other 3.9     2.8     6.6     5.2  
Eliminations (18.8 )   (10.2 )   (25.4 )   (15.4 )
Intercompany net revenue $     $     $     $  
                               

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION

(Unaudited)

  Three Months Ended June 30, 2021
(in millions) Live and
Historical
Racing
  TwinSpires   Gaming   Total
Segments
  All Other   Total
Net revenue from external customers                      
Pari-mutuel:                      
Live and simulcast racing $ 39.6     $ 121.6     $ 4.4     $ 165.6     $ 9.5     $ 175.1  
Historical racing(a) 64.9             64.9         64.9  
Racing event-related services 63.5         0.2     63.7     1.9     65.6  
Gaming(a)     8.4     170.2     178.6         178.6  
Other(a) 7.9     5.6     11.2     24.7     6.2     30.9  
Total $ 175.9     $ 135.6     $ 186.0     $ 497.5     $ 17.6     $ 515.1  

  Three Months Ended June 30, 2020
(in millions) Live and
Historical
Racing
  TwinSpires   Gaming   Total
Segments
  All Other   Total
Net revenue from external customers                      
Pari-mutuel:                      
Live and simulcast racing $ 14.9     $ 115.6     $ 1.7     $ 132.2     $ 0.8     $ 133.0  
Historical racing(a) 7.3             7.3         7.3  
Racing event-related services 0.5         0.7     1.2         1.2  
Gaming(a)     1.4     33.4     34.8         34.8  
Other(a) 0.6     4.3     1.5     6.4     2.4     8.8  
Total $ 23.3     $ 121.3     $ 37.3     $ 181.9     $ 3.2     $ 185.1  

(a) Food and beverage, hotel, and other services furnished to customers for free as an inducement to wager or through the redemption of our customers’ loyalty points are recorded at the estimated standalone selling prices in Other revenue with a corresponding offset recorded as a reduction in historical racing pari-mutuel revenue for HRMs or gaming revenue for our casino properties. These amounts were $5.2 million for the three months ended June 30, 2021 and $0.8 million for the three months ended June 30, 2020.
   

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION

(Unaudited)

  Six Months Ended June 30, 2021
(in millions) Live and
Historical
Racing
  TwinSpires   Gaming   Total
Segments
  All Other   Total
Net revenue from external customers                      
Pari-mutuel:                      
Live and simulcast racing $ 45.5     $ 210.8     $ 16.1     $ 272.4     $ 14.6     $ 287.0  
Historical racing(a) 117.8             117.8         117.8  
Racing event-related services 63.5         0.9     64.4     1.9     66.3  
Gaming(a)     15.4     302.7     318.1         318.1  
Other(a) 12.3     9.1     18.3     39.7     10.5     50.2  
Total $ 239.1     $ 235.3     $ 338.0     $ 812.4     $ 27.0     $ 839.4  

  Six Months Ended June 30, 2020
(in millions) Live and
Historical
Racing
  TwinSpires   Gaming   Total
segment
  All Other   Total
Net revenue from external customers                      
Pari-mutuel:                      
Live and simulcast racing $ 20.1     $ 179.5     $ 11.6     $ 211.2     $ 6.5     $ 217.7  
Historical racing(a) 27.7             27.7         27.7  
Racing event-related services 0.5         2.0     2.5     0.1     2.6  
Gaming(a)     3.9     153.2     157.1         157.1  
Other(a) 3.1     7.0     16.4     26.5     6.4     32.9  
Total $ 51.4     $ 190.4     $ 183.2     $ 425.0     $ 13.0     $ 438.0  

(a) Food and beverage, hotel, and other services furnished to customers for free as an inducement to wager or through the redemption of our customers’ loyalty points are recorded at the estimated standalone selling prices in Other revenue with a corresponding offset recorded as a reduction in historical pari-mutuel revenue for HRMs or gaming revenue for our casino properties. These amounts were $8.9 million for the six months ended June 30, 2021 and $8.4 million for the six months ended June 30, 2020.
   

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION

(Unaudited)

Adjusted EBITDA by segment is comprised of the following:

  Three Months Ended June 30, 2021
(in millions) Live and
Historical
Racing
  TwinSpires   Gaming   Total
Segments
  All Other   Eliminations   Total
Net revenue $ 190.5     $ 135.9     $ 186.0     $ 512.4     $ 21.5     $ (18.8 )   $ 515.1  
                           
Taxes and purses (50.8 )   (8.3 )   (70.0 )   (129.1 )   (3.9 )       (133.0 )
Marketing and advertising (4.9 )   (16.7 )   (2.5 )   (24.1 )           (24.1 )
Salaries and benefits (15.3 )   (3.2 )   (20.6 )   (39.1 )   (5.9 )       (45.0 )
Content expense (0.8 )   (68.5 )   (1.3 )   (70.6 )   (1.8 )   18.4     (54.0 )
Selling, general and administrative expense (3.1 )   (2.4 )   (5.9 )   (11.4 )   (13.9 )   0.4     (24.9 )
Other operating expense (17.3 )   (13.7 )   (17.7 )   (48.7 )   (4.0 )       (52.7 )
Other income 0.1         51.8     51.9             51.9  
Adjusted EBITDA $ 98.4     $ 23.1     $ 119.8     $ 241.3     $ (8.0 )   $     $ 233.3  

  Three Months Ended June 30, 2020
(in millions) Live and
Historical
Racing
  TwinSpires   Gaming   Total
Segments
  All Other   Eliminations   Total
Net revenue $ 30.3     $ 121.7     $ 37.3     $ 189.3     $ 6.0     $ (10.2 )   $ 185.1  
                           
Taxes and purses (14.0 )   (6.7 )   (14.3 )   (35.0 )   (1.6 )       (36.6 )
Marketing and advertising (0.3 )   (2.9 )   (0.4 )   (3.6 )           (3.6 )
Salaries and benefits (5.3 )   (3.0 )   (9.0 )   (17.3 )   (3.0 )       (20.3 )
Content expense (0.1 )   (59.1 )   (0.4 )   (59.6 )   (0.1 )   9.7     (50.0 )
Selling, general and administrative expense (1.2 )   (1.7 )   (3.9 )   (6.8 )   (9.0 )   0.5     (15.3 )
Other operating expense (5.8 )   (9.7 )   (11.0 )   (26.5 )   (2.9 )       (29.4 )
Other income     0.1     (0.1 )       0.2         0.2  
Adjusted EBITDA $ 3.6     $ 38.7     $ (1.8 )   $ 40.5     $ (10.4 )   $     $ 30.1  
                                                       

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION

(Unaudited)

Adjusted EBITDA by segment is comprised of the following:

  Six Months Ended June 30, 2021
(in millions) Live and
Historical
Racing
  TwinSpires   Gaming   Total
Segments
  All Other   Eliminations   Total
Net revenue $ 255.2     $ 236.0     $ 340.0     $ 831.2     $ 33.6     $ (25.4 )   $ 839.4  
                           
Taxes and purses (70.8 )   (14.7 )   (129.3 )   (214.8 )   (7.0 )       (221.8 )
Marketing and advertising (7.0 )   (25.2 )   (3.9 )   (36.1 )   (0.1 )       (36.2 )
Salaries and benefits (25.3 )   (6.3 )   (40.5 )   (72.1 )   (10.2 )       (82.3 )
Content expense (1.4 )   (115.0 )   (2.3 )   (118.7 )   (3.1 )   24.6     (97.2 )
Selling, general and administrative expense (6.1 )   (4.6 )   (11.9 )   (22.6 )   (26.9 )   0.7     (48.8 )
Other operating expense (28.0 )   (24.6 )   (33.2 )   (85.8 )   (7.0 )   0.1     (92.7 )
Other income 0.1         83.3     83.4     0.1         83.5  
Adjusted EBITDA $ 116.7     $ 45.6     $ 202.2     $ 364.5     $ (20.6 )   $     $ 343.9  

  Six Months Ended June 30, 2020
(in millions) Live and
Historical
Racing
  TwinSpires   Gaming   Total
Segments
  All Other   Eliminations   Total
Net revenue $ 59.4     $ 191.1     $ 184.7     $ 435.2     $ 18.2     $ (15.4 )   $ 438.0  
                           
Taxes and purses (23.5 )   (11.0 )   (73.0 )   (107.5 )   (4.8 )       (112.3 )
Marketing and advertising (1.5 )   (6.4 )   (5.7 )   (13.6 )   (0.1 )   0.2     (13.5 )
Salaries and benefits (12.5 )   (6.5 )   (38.5 )   (57.5 )   (8.1 )       (65.6 )
Content expense (0.8 )   (91.7 )   (1.4 )   (93.9 )   (1.4 )   14.4     (80.9 )
Selling, general and administrative expense (2.9 )   (3.1 )   (10.6 )   (16.6 )   (17.7 )   0.7     (33.6 )
Other operating expense (13.6 )   (17.8 )   (30.5 )   (61.9 )   (6.3 )   0.1     (68.1 )
Other income     0.1     21.1     21.2     0.2         21.4  
Adjusted EBITDA $ 4.6     $ 54.7     $ 46.1     $ 105.4     $ (20.0 )   $     $ 85.4  
                                                       

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL INFORMATION

(Unaudited)

  Three Months Ended June 30,   Six Months Ended June 30,
(in millions) 2021   2020   2021   2020
Reconciliation of Comprehensive Income (Loss) to Adjusted EBITDA:              
Net income (loss) attributable to Churchill Downs Incorporated $ 108.3     $ (118.8 )   $ 144.4     $ (142.2 )
Net loss attributable to noncontrolling interest             0.1  
Net income (loss) before noncontrolling interest 108.3     (118.8 )   144.4     (142.3 )
Loss from discontinued operations, net of tax     95.2         96.1  
Income (loss) from continuing operations, net of tax 108.3     (23.6 )   144.4     (46.2 )
               
Additions:              
Depreciation and amortization 26.0     22.1     52.0     44.1  
Interest expense 22.0     20.3     41.4     39.6  
Income tax provision (benefit) 41.6     (7.9 )   57.8     (19.5 )
EBITDA $ 197.9     $ 10.9     $ 295.6     $ 18.0  
               
Adjustments to EBITDA:              
Selling, general and administrative:              
Stock-based compensation expense $ 7.1     $ 6.1     $ 12.6     $ 10.4  
Other charges 0.2     (0.1 )   0.2     (0.1 )
Pre-opening expense and other expense 1.5     1.9     2.1     3.6  
Asset impairments 11.2         11.2     17.5  
Transaction expense, net     0.2     0.1     0.5  
Other income, expense:              
Interest, depreciation and amortization expense related to equity investments 10.5     9.8     20.1     19.3  
Changes in fair value of Rivers Des Plaines’ interest rate swaps (1.8 )   1.3     (6.0 )   16.2  
Rivers Des Plaines’ legal reserves and transaction costs 6.7         8.0      
Total adjustments to EBITDA 35.4     19.2     48.3     67.4  
Adjusted EBITDA $ 233.3     $ 30.1     $ 343.9     $ 85.4  
               
Adjusted EBITDA by segment:              
Live and Historical Racing $ 98.4     $ 3.6     $ 116.7     $ 4.6  
TwinSpires 23.1     38.7     45.6     54.7  
Gaming 119.8     (1.8 )   202.2     46.1  
Total segment Adjusted EBITDA 241.3     40.5     364.5     105.4  
All Other (8.0 )   (10.4 )   (20.6 )   (20.0 )
Total Adjusted EBITDA $ 233.3     $ 30.1     $ 343.9     $ 85.4  
                               

CHURCHILL DOWNS INCORPORATED

SUPPLEMENTAL JOINT VENTURE FINANCIAL STATEMENTS

(Unaudited)

Summarized financial information for our equity investments is comprised of the following:

  Summarized Income Statement
  Three Months Ended June 30,   Six Months Ended June 30,
(in millions) 2021   2020   2021   2020
Net revenue $ 197.9     $ 6.8     $ 336.6     $ 144.6  
               
Operating and SG&A expense 109.8     7.2     195.4     108.0  
Depreciation and amortization 4.4     4.1     8.7     8.3  
Total operating expense 114.2     11.3     204.1     116.3  
Operating income (loss) 83.7     (4.5 )   132.5     28.3  
Interest and other expense, net (19.7 )   (13.4 )   (24.3 )   (49.2 )
Net income (loss) $ 64.0     $ (17.9 )   $ 108.2     $ (20.9 )

  Summarized Balance Sheet
(in millions) June 30, 2021   December 31, 2020
Assets      
Current assets $ 86.3     $ 132.8  
Property and equipment, net 268.1     267.5  
Other assets, net 266.3     244.9  
Total assets $ 620.7     $ 645.2  
       
Liabilities and Members’ Deficit      
Current liabilities $ 78.0     $ 133.5  
Long-term debt 772.0     753.5  
Other liabilities 32.7     42.3  
Members’ deficit (262.0 )   (284.1 )
Total liabilities and members’ deficit $ 620.7     $ 645.2  
               

Contact: Nick Zangari                                 
(502) 394-1157
[email protected]



Ares Capital Corporation Announces Public Offering

Ares Capital Corporation Announces Public Offering

NEW YORK–(BUSINESS WIRE)–
Ares Capital Corporation (Nasdaq: ARCC) announced that it plans to make a public offering of 12,500,000 shares of its common stock. Ares Capital also plans to grant the underwriters an option to purchase up to an additional 1,875,000 shares of common stock. The offering of the shares will be made under Ares Capital’s shelf registration statement filed with the Securities and Exchange Commission on June 3, 2021, which became effective automatically upon filing.

Morgan Stanley & Co. LLC, BofA Securities and Wells Fargo Securities are acting as joint lead book-running managers for this offering. Goldman Sachs & Co. LLC, J.P. Morgan, RBC Capital Markets, LLC, UBS Investment Bank, Keefe Bruyette & Woods and Raymond James & Associates, Inc. are acting as joint book-running managers for this offering. Compass Point Research & Trading, LLC, Janney Montgomery Scott LLC, JMP Securities LLC and Oppenheimer & Co. are acting as co-managers for this offering.

Ares Capital expects to use the net proceeds of this offering to repay certain outstanding indebtedness under its debt facilities. Ares Capital may reborrow under its debt facilities for general corporate purposes, which include investing in portfolio companies in accordance with its investment objective.

Investors are advised to carefully consider the investment objective, risks, charges and expenses of Ares Capital before investing. The preliminary prospectus supplement dated July 28, 2021 and the accompanying prospectus dated June 3, 2021, which have been filed with the Securities and Exchange Commission, contain this and other information about Ares Capital and should be read carefully before investing.

The information in the preliminary prospectus supplement, the accompanying prospectus and this press release is not complete and may be changed. The preliminary prospectus supplement, the accompanying prospectus and this press release are not offers to sell any securities of Ares Capital and are not soliciting an offer to buy such securities in any jurisdiction where such offer and sale is not permitted.

The offering may be made only by means of a preliminary prospectus supplement and an accompanying prospectus. Copies of the preliminary prospectus supplement (and accompanying prospectus) may be obtained from Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attn: Prospectus Department; BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus Department, or email [email protected]; or Wells Fargo Securities at 500 West 33rd Street, New York, New York, 10001, Attn: Equity Syndicate Department, by calling toll free 1-800-326-5897, or by e-mail at [email protected].

ABOUT ARES CAPITAL CORPORATION

Founded in 2004, Ares Capital is a leading specialty finance company focused on providing direct loans and other investments in private middle market companies in the United States. Ares Capital’s objective is to source and invest in high-quality borrowers that need capital to achieve their business goals, which often leads to economic growth and employment. Ares Capital believes its loans and other investments in these companies can generate attractive levels of current income and potential capital appreciation for investors. Ares Capital, through its investment manager, utilizes its extensive, direct origination capabilities and incumbent borrower relationships to source and underwrite predominantly senior secured loans but also subordinated debt and equity investments. Ares Capital has elected to be regulated as a business development company (“BDC”) and is the largest BDC by market capitalization as of June 30, 2021. Ares Capital is externally managed by a subsidiary of Ares Management Corporation (NYSE: ARES), a publicly traded, leading global alternative asset manager.

FORWARD-LOOKING STATEMENTS

Statements included herein may constitute “forward-looking statements,” which relate to future events or Ares Capital’s future performance or financial condition. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties, including the impact of the COVID-19 pandemic and related changes in base interest rates and significant market volatility on Ares Capital’s business, Ares Capital’s portfolio companies, Ares Capital’s industry and the global economy. Actual results and conditions may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in Ares Capital’s filings with the Securities and Exchange Commission. Ares Capital undertakes no duty to update any forward-looking statements made herein.

INVESTOR RELATIONS

Ares Capital Corporation

Carl G. Drake or John Stilmar

888-818-5298

[email protected]

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Banking Professional Services Finance

MEDIA:

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