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Bridgewater Bancshares, Inc. Announces Offering of Depositary Shares

Bridgewater Bancshares, Inc. Announces Offering of Depositary Shares

ST. LOUIS PARK, Minn.–(BUSINESS WIRE)–
Bridgewater Bancshares, Inc. (Nasdaq: BWB), the parent company of Bridgewater Bank, today announced that it has commenced an underwritten registered public offering of depositary shares, each representing a 1/100th ownership interest in a share of its Non-Cumulative Perpetual Preferred Stock, Series A, par value $0.01 per share, with a liquidation preference of $2,500 per share (equivalent to $25.00 per depositary share). Bridgewater will also grant the underwriters a 30-day option to purchase additional depositary shares solely to cover over-allotments, if any. Bridgewater intends to use the net proceeds from the offering for general corporate purposes, including support for organic growth plans, support for bank level capital ratios and possible redemption or repurchase of currently outstanding indebtedness. Bridgewater intends to file an application to list the depositary shares on the Nasdaq Capital Market.

D.A. Davidson & Co. is acting as the lead book-running manager and Performance Trust Capital Partners, LLC is acting as joint lead book-running manager for the proposed offering.

Any offering of the depositary shares will be made solely pursuant to a prospectus supplement and accompanying prospectus filed as part of Bridgewater’s effective shelf registration statement on Form S-3 filed with the Securities and Exchange Commission (File No. 333-230533). Prospective investors should read the prospectus supplement and accompanying prospectus in the registration statement and other documents that Bridgewater has filed or will file with the SEC for more complete information about Bridgewater and the offering.

This announcement shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any offer or sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. Any offering of the depositary shares will be made only by means of a prospectus supplement and accompanying prospectus, copies of which, when available, may be obtained for free by visiting EDGAR on the SEC’s website at www.sec.gov, or by contacting D.A. Davidson & Co. at 8 Third Street North, Great Falls, MT 59401, or by emailing [email protected], or calling 1-800-322-5915; or by contacting Performance Trust Capital Partners, LLC at 500 W. Madison Ave, Suite 450, Chicago IL 60661, or by emailing [email protected], or by calling (312) 521-1126.

About Bridgewater

Bridgewater Bancshares, Inc. (Nasdaq: BWB) is a St. Louis Park, Minnesota-based financial holding company. Bridgewater’s primary banking subsidiary, Bridgewater Bank, is a premier, full-service Twin Cities bank dedicated to serving the diverse needs of commercial real estate investors, entrepreneurs, business clients and high-net-worth individuals. By pairing a range of deposit, lending and business services solutions with a responsive service model, Bridgewater has seen continuous growth and profitability. With total assets of $3.2 billion and seven branches as of June 30, 2021, Bridgewater is considered one of the largest locally led banks in the State of Minnesota, and has received numerous awards for its growth, banking services and esteemed corporate culture.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meanings of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act, and Section 21E of the Exchange Act, including but not limited to statements about the anticipated use of the net proceeds from the offering and other matters.

Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond the Company’s control. The Company cautions you that the forward-looking statements presented in this press release are not a guarantee of future events, and that actual events may differ materially from those made in or suggested by the forward-looking information contained in this press release. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “plan,” “seek,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe” or “continue” or the negative thereof or variations thereon or similar terminology. Factors that may cause actual results to differ materially from those made or suggested by the forward-looking statements contained in this press release include those identified in the Company’s most recent annual report on Form 10-K and subsequent filings with the SEC. Any forward-looking statements presented herein are made only as of the date of this press release, and the Company does not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

Media Contact:

Jessica Stejskal | SVP Marketing

[email protected] | 952.893.6860

Investor Contact:

Justin Horstman | Director of Investor Relations

[email protected] | 952.542-5169

 

KEYWORDS: United States North America Minnesota

INDUSTRY KEYWORDS: Finance Banking Professional Services Commercial Building & Real Estate Construction & Property

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European Wax Center, Inc. Announces Closing of Initial Public Offering

European Wax Center, Inc. Announces Closing of Initial Public Offering

PLANO, Texas–(BUSINESS WIRE)–
European Wax Center (“EWC” or the “Company”) today announced the closing of its previously announced initial public offering of 10,600,000 shares of its Class A common stock, including 1,684,794 shares of its Class A common stock sold by certain existing stockholders, at a price to the public of $17.00 per share. The shares began trading on the Nasdaq Global Select Market on August 5, 2021 under the ticker symbol “EWCZ.”

EWC sold 8,915,206 shares of its Class A common stock and received gross proceeds of approximately $151.6 million from the offering.

Morgan Stanley, BofA Securities, and Jefferies served as joint lead book-running managers and as representatives of the underwriters for the offering. Citigroup, Guggenheim Securities, Truist Securities and Baird served as bookrunners for the offering. Telsey Advisory Group, Academy Securities, Penserra Securities LLC and R. Seelaus & Co., LLC served as co-managers for the offering.

A registration statement relating to this offering was declared effective by the Securities and Exchange Commission on August 4, 2021. This offering was made only by means of a prospectus, copies of which may be obtained from any of the following sources: Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, 10014; BofA Securities, NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, North Carolina 28555, Attention: Prospectus Department or by email at [email protected]; or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, New York 10022, by telephone at (877) 821-7388 or by email at [email protected].

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

Forward Looking Statements

This press release includes “forward looking information,” including with respect to the initial public offering. These statements are made through the use of words or phrases such as “will”, “intend” or “expect” and similar words and expressions of the future. Forward-looking statements involve known and unknown risks, uncertainties and assumptions, including the risks outlined under “Risk Factors” in the preliminary prospectus and elsewhere in the Company’s filings with the SEC, which may cause actual results to differ materially from any results expressed or implied by any forward-looking statement. Although the Company believes that the expectations reflected in its forward-looking statements are reasonable, it cannot guarantee future results. The Company has no obligation, and does not undertake any obligation, to update or revise any forward-looking statement made in this press release to reflect changes since the date of this press release, except as required by law.

About European Wax Center, Inc.

European Wax Center, Inc. is a leading personal care franchise brand founded in 2004. They offer expert wax services from certified Wax Specialists, ensuring that every guest who walks through the door leaves feeling confident—in European Wax Center and themselves. European Wax Center provides guests with a first class, professional waxing experience by the most highly trained estheticians in the industry, within the privacy of clean, individual waxing suites. They’re so certain everyone will love the European Wax Center experience, European Wax Center offers a free complimentary wax to each new guest. European Wax Center continues to revolutionize the waxing category with their innovative, signature Comfort Wax™. This proprietary blend is formulated with the highest quality ingredients to leave skin feeling smooth and make waxing an efficient and relatively painless experience. To help enhance and extend waxing services after leaving the center, European Wax Center offers a full collection of proprietary products in the skincare, body, and brow categories. European Wax Center is a leading wax specialty personal care brand in the United States, and its network now includes 808 centers nationwide.

Carleigh Roesler

Edelman for European Wax Center

[email protected]

952.221.2803

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Cosmetics Retail Specialty Fashion

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W. P. Carey Inc. Announces Public Offering of Common Stock

PR Newswire

 

NEW YORK, Aug. 9, 2021 /PRNewswire/ — W. P. Carey Inc. (the “Company”) (NYSE: WPC) announced today the commencement of an underwritten public offering of an aggregate of 4,500,000 shares of common stock, offered on a forward basis in connection with the forward sale agreements described below. The underwriters of the offering have been granted a 30-day option to purchase up to an additional 675,000 shares of common stock.

W. P. Carey intends to use the proceeds, if any, received upon the settlement of the forward sale agreements (and from the sale of any shares of its common stock that it may sell to the underwriters in lieu of the forward purchasers (or their affiliates) selling its common stock to the underwriters) to fund potential future investments (including acquisitions and development and redevelopment activities), to repay certain indebtedness, including amounts outstanding under its $1.8 billion unsecured revolving credit facility, and for general corporate purposes.

J.P. Morgan and Barclays will act as joint book-running managers for the offering.

In connection with the offering of shares of its common stock, the Company expects to enter into forward sale agreements with J.P. Morgan and Barclays (or their respective affiliates), referred to in such capacities as the forward purchasers. In connection with such forward sale agreements, the forward purchasers (or their respective affiliates) are expected to borrow from third parties and to sell to the underwriters an aggregate of 4,500,000 shares of the Company’s common stock (or 5,175,000 shares if the underwriters’ option is exercised in full).

Pursuant to the terms of the forward sale agreements, and subject to its right to elect cash or net share settlement, the Company is obligated to issue and deliver, upon physical settlement of such forward sale agreements on one or more dates specified by the Company occurring no later than approximately 18 months from the date of the prospectus supplement relating to the offering, the number of shares of the Company’s common stock underlying the forward sale agreements in exchange for a cash payment per share equal to the forward sale price under the forward sale agreements. The Company expects to physically settle the forward sale agreements and receive proceeds, subject to certain adjustments, from the sale of its shares of common stock upon one or more such physical settlements within approximately 18 months from the date of the prospectus supplement relating to the offering.

A registration statement relating to these securities has become effective under the Securities Act of 1933, as amended (the “Securities Act”). The offering is being made by means of a preliminary prospectus supplement and related base prospectus. Before making an investment in these securities, potential investors should read the preliminary prospectus supplement and the accompanying prospectus for more complete information about W. P. Carey Inc. and the offering. Potential investors may obtain these documents for free by visiting EDGAR on the Securities and Exchange Commission (the “SEC”) website at www.sec.gov. Alternatively, potential investors may contact any underwriter or dealer participating in the offering, who will arrange to send them these documents: J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204 and Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, [email protected], (888) 603-5847.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. Any offer or sale of these securities will be made only by means of a prospectus supplement relating to the offering and the accompanying prospectus.

W. P. Carey Inc.

W. P. Carey Inc. is a diversified real estate investment trust and a leading owner of commercial real estate, net leased to companies located primarily in North America and Europe on a long-term basis.

Forward-Looking Statements

Certain of the matters discussed in this press release constitute forward-looking statements within the meaning of the Securities Act, and the Securities Exchange Act of 1934, as amended, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of W. P. Carey Inc., and may be identified by the use of words such as “may,” “will,” “should,” “would,” “assume,” “outlook,” “seek,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast” and other comparable terms. These forward-looking statements represent W. P. Carey Inc.’s expectations and beliefs concerning future events, and no assurance can be given that the future results described in this press release will be achieved. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of the companies. The factors and assumptions upon which any forward-looking statements herein are based are subject to risks and uncertainties which include, among others, risks associated with the offering of common stock, including whether such offering of common stock will be successful and on what terms it may be completed; the risk factors set forth in W. P. Carey Inc.’s most recent Annual Report on Form 10-K and in subsequent reports filed with the SEC; and other factors over which it has little or no control. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this communication may not occur. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, W. P. Carey Inc. does not undertake any obligation to publicly release any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.

Institutional Investors:

Peter Sands

W. P. Carey Inc.
212-492-1110
[email protected]

Press Contact:

Anna McGrath

W. P. Carey Inc.
212-492-1166
[email protected]

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/w-p-carey-inc-announces-public-offering-of-common-stock-301351454.html

SOURCE W. P. Carey Inc.

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Cabot Corp Reports Third Quarter Fiscal 2021 Results

Cabot Corp Reports Third Quarter Fiscal 2021 Results

Strong Diluted EPS of $1.48 and Adjusted EPS of $1.35

BOSTON–(BUSINESS WIRE)–Cabot Corporation (NYSE: CBT) today announced results for its third quarter of fiscal year 2021.

Key Highlights

  • GAAP EPS of $1.48, compared to a loss of $0.12 in the prior fiscal year third quarter. Adjusted EPS of $1.35, compared to a loss of $0.07 in the prior fiscal year third quarter
  • Exceptional operating results for the third consecutive quarter in the fiscal year
  • Robust demand across our diverse set of applications and geographies
  • Continued momentum in our energy materials business with new adoptions by leading lithium-ion battery customers
  • Liquidity remained strong at approximately $1.3 billion; Debt to EBITDA ratio of 1.9 times as of June 30, 2021

(In millions, except per share amounts)

Three Months Ended

 

 

Nine Months Ended

 

6/30/21

 

6/30/20

 

 

6/30/21

 

6/30/20

 

Net sales

$

917

$

518

$

2,505

$

1,955

Net income (loss) attributable to Cabot Corporation

$

86

$

(6)

$

221

$

34

 

 

 

 

 

 

Net earnings (loss) per share attributable to Cabot Corporation

$

1.48

$

(0.12)

$

3.84

$

0.59

Less: Certain items after tax per share

$

0.13

$

(0.05)

$

(0.07)

$

(0.81)

Adjusted EPS

$

1.35

$

(0.07)

$

3.91

$

1.40

“I am very pleased with the exceptional operating results this quarter, as we delivered another quarter of strong volumes and earnings growth,” said Cabot President and Chief Executive Officer, Sean Keohane. “Our extensive global network of plants and strong execution enabled us to support our customers’ needs, while also managing the external factors related to both the COVID-19 pandemic and global supply chain challenges. We have been successfully implementing price increases to maintain robust margins as raw material costs have continued to increase. In addition, we realized higher sales from our targeted growth initiatives, including new adoptions at leading battery customers.”

Keohane continued, “Cash flow from operations was $71 million for the third quarter and $157 million year-to-date, which includes an increase in growth-related working capital and the impact of higher raw material costs on inventory and accounts receivable balances. Our balance sheet remains strong with approximately $1.3 billion of liquidity and a total debt to EBITDA ratio of 1.9 times as of June 30, 2021.”

Financial Detail

For the third quarter of fiscal 2021, net income attributable to Cabot Corporation was $86 million ($1.48 per diluted common share). Net income reflects an after-tax per share benefit from certain items of $0.13. Adjusted EPS for the third quarter of fiscal 2021 was $1.35 per share.

Segment Results

Reinforcement Materials – Third quarter fiscal 2021 EBIT in Reinforcement Materials increased by $90 million compared to the third quarter of fiscal 2020. The increase in EBIT was driven by significantly higher volumes across all regions, and strong pricing in Asia. Higher volumes were driven by demand increases across all regions compared to the same quarter last year, which was significantly impacted by COVID-19 shutdowns.

Global and regional volume changes for Reinforcement Materials for the third quarter of fiscal 2021 as compared to the same quarter of the prior year are set forth in the table below:

 

Third Quarter

Year-over-Year Change

Global Reinforcement Materials Volumes

71%

Asia

30%

Europe, Middle East, Africa

100%

Americas

146%

Performance Chemicals – Third quarter fiscal 2021 EBIT in Performance Chemicals increased by $33 million compared to the third quarter of fiscal 2020, primarily due to higher volumes and improved product mix driven by higher sales into automotive applications and our target growth initiatives. Year-over-year, volumes increased by 17% in the Performance Additives business and 20% in the Formulated Solutions business driven by higher demand across all product lines.

Purification Solutions – Third quarter fiscal 2021 EBIT in Purification Solutions increased by $4 million compared to the third quarter of fiscal 2020. The increase in EBIT was largely due to higher volumes in specialty applications and the benefit from insurance proceeds related to a plant outage that occurred in the first quarter of this fiscal year.

Cash Performance– The Company ended the third quarter of fiscal 2021 with a cash balance of $173 million. During the third quarter of fiscal 2021, cash flows from operating activities were a source of $71 million. Capital expenditures for the third quarter of fiscal 2021 were $46 million. Additional uses of cash during the third quarter included $20 million for the payment of dividends.

Taxes – During the third quarter of fiscal 2021, the Company recorded a tax provision of $30 million for an effective tax rate of 24%. The provision reflected a $2 million net benefit from non-GAAP tax adjustments, which include the tax impact on certain items. The year-to-date operating tax rate was 28% through the third quarter of fiscal 2021. We expect our operating tax rate for fiscal 2021 to be in the range of 27% to 28%.

Outlook

Commenting on the outlook for the Company, Keohane said, “Given the exceptional year to date results and our expectations for the fourth quarter, we are increasing our outlook for the year, and we expect adjusted earnings per share for fiscal year 2021 to be in the range of $4.85 to $5.05. As we look ahead to the fourth quarter of the fiscal year, we expect demand to remain strong across the segments. We are also anticipating an elevated level of fixed costs as compared to the third quarter due to the timing of maintenance activities, unfavorable impacts associated with plant outages, and higher feedstock differentials.”

Keohane continued, “I am excited about the strong fundamentals of our businesses and performance momentum we have demonstrated. Looking forward, these factors and our growth investments position us well for fiscal 2022 and the coming years.”

Earnings Call

The Company will host a conference call with industry analysts at 8:00 a.m. Eastern time on Tuesday, August 10, 2021. The call can be accessed through Cabot’s investor relations website at http://investor.cabot-corp.com

About Cabot Corporation

Cabot Corporation (NYSE: CBT) is a global specialty chemicals and performance materials company, headquartered in Boston, Massachusetts. The company is a leading provider of rubber and specialty carbons, activated carbon, inkjet colorants, masterbatches and conductive compounds, fumed silica, and aerogel. For more information on Cabot, please visit the company’s website at: http://www.cabotcorp.com. The Company encourages investors and potential investors to consult the Cabot website regularly.

Forward-Looking Statements – This earnings release contains forward-looking statements. All statements that address expectations or projections about the future, including with respect to our expectations for our performance in fiscal year 2021, including our expectations for adjusted earnings per share and the strength of demand, the factors that we expect will impact our results of operations, and our expected operating tax rate for fiscal 2021, are forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties, potentially inaccurate assumptions, and other factors, some of which are beyond our control and difficult to predict. If known or unknown risks materialize, or should underlying assumptions prove inaccurate, our actual results could differ materially from past results and from those expressed or implied by forward-looking statements. Important factors that could cause our results to differ materially from those expressed or implied in the forward-looking statements include, but are not limited to, competition from other specialty chemical companies; volatility in the price of energy and raw materials; a significant adverse change in a customer relationship; safety, health and environmental requirements; unanticipated delays in, or increased cost of, site development projects; negative or uncertain worldwide or regional economic conditions and market opportunities, including from trade relations or global health matters; and fluctuations in foreign currency exchange and interest rates. These factors are discussed more fully in the reports we file with the Securities and Exchange Commission (“SEC”), particularly under the heading “Risk Factors” in our annual report on Form 10-K for our fiscal year ended September 30, 2020, filed with the SEC at www.sec.gov. We assume no obligation to provide revisions to any forward-looking statements should circumstances change, except as otherwise required by securities and other applicable laws.

Use of Non-GAAP Financial Measures

To supplement Cabot’s consolidated financial statements presented on a generally accepted accounting principle (“GAAP”) basis, the preceding discussion of our results and the accompanying financial tables report Adjusted EPS, Total Segment EBIT, Total Segment EBITDA, Adjusted EBITDA, our operating tax rate, Free Cash Flow and Discretionary Free Cash Flow, all of which are non-GAAP financial measures. These non-GAAP financial measures are not computed in accordance with, or as an alternative to, GAAP, and the definitions of these measures may not be comparable to those used by other companies. Reconciliations of Adjusted EPS to net income (loss) per share attributable to Cabot Corporation, the most directly comparable GAAP financial measure, Total Segment EBIT, Total Segment EBITDA, and Adjusted EBITDA to income (loss) from continuing operations before income taxes and equity in earnings of affiliated companies, the most directly comparable GAAP financial measure of each such non-GAAP measure, operating tax rate to effective tax rate, the most directly comparable GAAP financial measure and Free Cash Flow and Discretionary Free Cash Flow to Cash flow from operating activities, the most directly comparable GAAP financial measure, are provided in the tables titled “Cabot Corporation Certain Items and Reconciliation of Adjusted EPS and Operating Tax Rate” and “Cabot Corporation Reconciliation of Non-GAAP Financial Measures.”

Management believes these non-GAAP measures provide investors with greater transparency to the information used by Cabot management in its financial and operational decision-making, allow investors to see Cabot’s results through the eyes of management, and better enable Cabot’s investors to understand Cabot’s operating performance and financial condition.

Adjusted EPS. In calculating Adjusted EPS, we exclude from our net income (loss) attributable to Cabot Corporation items of expense and income that management does not consider representative of the Company’s business operations. Accordingly, reporting earnings on an adjusted basis supplements the GAAP measure of performance and provides additional information related to the underlying performance of the business. For example, certain of the items we exclude are items that we are required by GAAP to recognize in one period that relate to activities extending over several periods or relate to single events that management considers to be unusual and infrequent, although not necessarily non-recurring. We refer to these items as “certain items.” Management believes excluding these items facilitates operating performance comparisons from period to period by eliminating differences caused by the existence and timing of certain expense and income items that would not otherwise be apparent on a GAAP basis and evaluates the Company’s operating performance without the impact of these costs or benefits. Management also uses Adjusted EPS as a key measure in evaluating management performance for incentive compensation purposes.

The items of income and expense that we exclude from our calculations of Adjusted EPS but that are included in our GAAP net income (loss) per share, as applicable in a particular reporting period, include, but are not limited to, the following:

  • Global restructuring activities, which include costs or benefits associated with cost reduction initiatives or plant closures and are primarily related to (i) employee termination costs, (ii) asset impairment charges associated with restructuring actions, (iii) costs to close facilities, including environmental costs and contract termination penalties, and (iv) gains realized on the sale of land or equipment associated with restructured plants or locations.
  • Non-recurring gains (losses) on foreign currency, which are primarily related to the impact of continued currency devaluations on our net monetary assets denominated in that currency.
  • Legal and environmental reserves and matters, which consist of costs or benefits for matters typically related to former businesses or that are otherwise incurred outside of the ordinary course of business.
  • Executive transition costs, which include incremental charges, including stock compensation charges, associated with the retirement or termination of employment of senior executives of the Company.
  • Asset impairment charges, which primarily include charges associated with an impairment of goodwill or other long-lived assets.
  • Acquisition and integration-related charges, which include transaction costs, redundant costs incurred during the period of integration, and costs associated with transitioning certain management and business processes to Cabot’s processes.
  • Gains (losses) on sale of investments, which primarily relate to the sale of investments accounted for under the cost-method.
  • Inventory reserve adjustment, which generally results from an evaluation performed as part of an impairment analysis.
  • Indirect tax settlement credits, which includes favorable settlements resulting in the recoveries of indirect taxes.
  • Gains (losses) on sale of a business.
  • Employee benefit plan settlements, which consist of either charges or benefits associated with the termination of a pension plan or the transfer of a pension plan to a multi-employer plan.

Cabot does not provide an expected GAAP EPS range or reconciliation of the Adjusted EPS range with an expected GAAP EPS range because, without unreasonable effort, we are unable to predict with reasonable certainty the matters we would allocate to “certain items,” including unusual gains and losses, costs associated with future restructurings, acquisition-related expenses and litigation outcomes. These items are uncertain, depend on various factors, and could have a material impact on GAAP EPS in future periods.

Total Segment EBIT. Total segment EBIT reflects the sum of EBIT from our three reportable segments. In calculating Total segment EBIT we exclude from our income (loss) from continuing operations before income taxes and equity in earnings of affiliated companies, certain items and items that, because they are not controlled by the business segments and primarily benefit corporate objectives, are not allocated to our business segments, such as interest expense and other corporate costs, which include unallocated corporate overhead expenses such as certain corporate salaries and headquarter expenses, plus costs related to corporate projects and initiatives.

Total Segment EBITDA. Total Segment EBITDA is equal to Total Segment EBIT (as defined above), but further adjusted for depreciation and amortization.

Adjusted EBITDA. Adjusted EBITDA reflects Total Segment EBITDA and is further adjusted for unallocated corporate costs, which include unallocated corporate overhead expenses such as certain corporate salaries and headquarter expenses, plus costs related to corporate projects and initiatives.

Free Cash Flow. To calculate “Free Cash Flow” we deduct Additions to property, plant and equipment from cash flow from operating activities.

Discretionary Free Cash Flow. To calculate “Discretionary Free Cash Flow” we deduct sustaining and compliance capital expenditures and changes in Net Working Capital from cash flow from operating activities.

Operating Tax Rate. Our “operating tax rate” is calculated based upon management’s forecast of the annual operating tax rate for the fiscal year applied to adjusted pre-tax earnings. The operating tax rate excludes income tax (expense) benefit on certain items, discrete tax items and, on a quarterly basis the timing of losses in certain jurisdictions. The income tax (expense) benefit on certain items is determined using the applicable rates in the taxing jurisdictions in which the certain items occurred and includes both current and deferred income tax (expense) benefit based on the nature of the certain items. Discrete tax items include, but are not limited to, changes in valuation allowance, uncertain tax positions, and other tax items, such as the tax impact of legislative changes. Management believes that this non-GAAP financial measure is useful supplemental information because it helps our investors compare our tax rate year to year on a consistent basis and to understand what our tax rate on current operations would be without the impact of these items.

Cabot does not provide a forward-looking reconciliation of the operating tax rate range with an effective tax rate range because, without unreasonable effort, we are unable to predict with reasonable certainty the matters we would allocate to “certain items,” including unusual gains and losses, costs associated with future restructurings, acquisition-related expenses and litigation outcomes. These items are uncertain, depend on various factors, and could have a material impact on the effective tax rate in future periods.

Explanation of Terms Used

Product Mix. The term “product mix” refers to the mix of types and grade of products sold or the mix of geographic regions where products are sold, and the positive or negative impact this has on the revenue or profitability of the business or segment.

Net Working Capital. The term “net working capital” includes accounts receivable, inventory and accounts payable and accrued expenses.

Third Quarter Earnings Announcement, Fiscal 2021
 
 
CABOT CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
Periods ended June 30

Three Months

Nine Months

Dollars in millions, except per share amounts (unaudited)

2021

 

2020

 

2021

 

2020

 
Net sales and other operating revenues

$

917

$

518

$

2,505

$

1,955

Cost of sales

 

703

 

449

 

1,884

 

1,592

Gross profit

 

214

 

69

 

621

 

363

Selling and administrative expenses

 

68

 

52

 

200

 

230

Research and technical expenses

 

12

 

13

 

41

 

41

Specialty Fluids loss on sale and asset impairment charge

 

—

 

—

 

—

 

1

Income (loss) from operations

 

134

 

4

 

380

 

91

Other income (expense)
Interest and dividend income

 

2

 

1

 

6

 

7

Interest expense

 

(12)

 

(13)

 

(37)

 

(41)

Other income (expense)

 

(1)

 

(3)

 

(9)

 

(6)

Total other income (expense)

 

(11)

 

(15)

 

(40)

 

(40)

Income (loss) before income taxes and equity in earnings of affiliated companies

123

(11)

340

51

(Provision) benefit for income taxes

 

(30)

 

5

 

(93)

 

(9)

Equity in earnings of affiliated companies, net of tax

 

2

 

1

 

3

 

2

Net income (loss)

 

95

 

(5)

 

250

 

44

Net income (loss) attributable to noncontrolling interests

 

9

 

1

 

29

 

10

Net income (loss) attributable to Cabot Corporation

$

86

$

(6)

$

221

$

34

 
Diluted earnings (loss) per share of common stock attributable to Cabot Corporation $

1.48

 $

(0.12)

$

3.84

 $

0.59

 
Diluted weighted average common shares outstanding

 

57.0

 

56.5

 

56.8

 

56.7

Third Quarter Earnings Announcement, Fiscal 2021
 
 
CABOT CORPORATION SUMMARY RESULTS BY SEGMENT
 
 
Periods ended June 30

Three Months

Nine Months

Dollars in millions, except per share amounts (unaudited)

2021

 

2020

 

2021

 

2020

Sales
Reinforcement Materials

$

479

$

197

$

1,288

$

931

Performance Chemicals

 

303

 

220

 

864

 

707

Performance Additives

 

208

 

151

 

595

 

489

Formulated Solutions

 

95

 

69

 

269

 

218

Purification Solutions

 

69

 

63

 

191

 

186

Segment sales

 

851

 

480

 

2,343

 

1,824

Unallocated and other (A)

 

66

 

38

 

162

 

131

Net sales and other operating revenues

$

917

$

518

$

2,505

$

1,955

 
Segment Earnings Before Interest and Taxes (B)
Reinforcement Materials

$

85

$

(5)

$

262

$

103

Performance Chemicals

 

54

 

21

 

166

 

93

Purification Solutions

 

6

 

2

 

6

 

3

Total Segment Earnings Before Interest and Taxes

 

145

 

18

 

434

 

199

 
Unallocated and Other
Interest expense

 

(12)

 

(13)

 

(37)

 

(41)

Certain items (C)

 

5

 

(7)

 

(7)

 

(74)

Unallocated corporate costs

 

(14)

 

(10)

 

(43)

 

(32)

General unallocated income (expense) (D)

 

1

 

2

 

(4)

 

1

Less: Equity in earnings of affiliated companies

 

2

 

1

 

3

 

2

Income (loss) before income taxes and equity in earnings of affiliated companies

 

123

 

(11)

 

340

 

51

(Provision) benefit for income taxes (including tax certain items)

 

(30)

 

5

 

(93)

 

(9)

Equity in earnings of affiliated companies

 

2

 

1

 

3

 

2

Net income (loss)

 

95

 

(5)

 

250

 

44

Net income (loss) attributable to noncontrolling interests

 

9

 

1

 

29

 

10

Net income (loss) attributable to Cabot Corporation

$

86

$

(6)

$

221

$

34

 
Diluted earnings (loss) per share of common stock attributable to Cabot Corporation

$

1.48

$

(0.12)

$

3.84

$

0.59

 
Adjusted earnings (loss) per share (E)

$

1.35

$

(0.07)

$

3.91

$

1.40

 
Diluted weighted average common shares outstanding

 

57.0

 

56.5

 

56.8

 

56.7

(A) Unallocated and other reflects royalties, other operating revenues, external shipping and handling fees, the impact of the corporate adjustment for unearned revenue, the removal of 100% of the sales of an equity method affiliate, discounting charges for certain Notes receivable, and indirect tax settlement credits.
 
(B) Segment EBIT is a measure used by Cabot’s Chief Operating Decision-Maker to measure consolidated operating results, assess segment performance and allocate resources. Segment EBIT includes equity in earnings of affiliated companies, royalty income, and allocated corporate costs.
 
(C) Details of Certain items are presented in the Certain Items and Reconciliation of Adjusted EPS and Operating Tax Rate table.
 
(D) General unallocated income (expense) consists of gains (losses) arising from foreign currency transactions, net of other foreign currency risk management activities, Interest and dividend income, the profit or loss related to the corporate adjustment for unearned revenue, the impact of including the full operating results of a contractual joint venture in Purification Solutions Segment EBIT and unrealized holding gains (losses) for equity securities.
 
(E) Adjusted EPS is a non-GAAP measure, and a reconciliation of Adjusted EPS to GAAP EPS is presented in the Certain Items and Reconciliation of Adjusted EPS and Operating Tax Rate table.
 
Third Quarter Earnings Announcement, Fiscal 2021
 
 
CABOT CORPORATION CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
 
 
June 30, September 30,
Dollars in millions (unaudited)

2021

2020

 
Current assets:
Cash and cash equivalents

$

173

$

151

Accounts and notes receivable, net of reserve for doubtful accounts of $3 and $2

 

633

 

418

Inventories:
Raw materials

 

141

 

82

Finished goods

 

293

 

225

Other

 

53

 

52

Total inventories

 

487

 

359

Prepaid expenses and other current assets

 

77

 

50

Total current assets

 

1,370

 

978

 
Property, plant and equipment, net

 

1,359

 

1,314

 
Goodwill

 

142

 

134

Equity affiliates

 

41

 

39

Intangible assets, net

 

103

 

103

Deferred income taxes

 

46

 

53

Other assets

 

164

 

160

Total assets

$

3,225

$

2,781

Third Quarter Earnings Announcement, Fiscal 2021
 
 
CABOT CORPORATION CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
 
 
June 30, September 30,
Dollars in millions, except share and per share amounts (unaudited)

2021

 

2020

 
Current liabilities:
Short-term borrowings

$

59

 

$

14

 

Accounts payable and accrued liabilities

 

602

 

 

488

 

Income taxes payable

 

34

 

 

20

 

Current portion of long-term debt

 

9

 

 

7

 

Total current liabilities

 

704

 

 

529

 

 
Long-term debt

 

1,088

 

 

1,094

 

Deferred income taxes

 

58

 

 

58

 

Other liabilities

 

281

 

 

286

 

 
Stockholders’ equity:
Preferred stock:
Authorized: 2,000,000 shares of $1 par value
Issued and Outstanding: None and none

 

—

 

 

—

 

Common stock:
Authorized: 200,000,000 shares of $1 par value, Issued: 56,866,956 and 56,616,030 shares
Outstanding: 56,723,495 and 56,466,638 shares

 

57

 

 

57

 

Less cost of 143,461 and 149,392 shares of common treasury stock

 

(4

)

 

(4

)

Additional paid-in capital

 

—

 

 

—

 

Retained earnings

 

1,169

 

 

989

 

Accumulated other comprehensive income (loss)

 

(267

)

 

(351

)

Total Cabot Corporation stockholders’ equity

 

955

 

 

691

 

Noncontrolling interests

 

139

 

 

123

 

Total stockholders’ equity

 

1,094

 

 

814

 

Total liabilities and stockholders’ equity

$

3,225

 

$

2,781

 

Third Quarter Earnings Announcement, Fiscal 2021
 
 
CABOT CORPORATION QUARTERLY RESULTS BY SEGMENT
 
 

Fiscal 2020

 

Fiscal 2021
Dollars in millions,

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

except per share amounts (unaudited)

Dec. Q

 

Mar. Q

 

June Q

 

Sept. Q

 

FY

 

Dec. Q

 

Mar. Q

 

June Q

 

Sept. Q

 

FY
 
Sales
Reinforcement Materials

$

379

 

$

355

 

$

197

 

$

325

 

$

1,256

 

$

375

 

$

434

 

$

479

 

$

―

$

1,288

 

Performance Chemicals

242

 

245

 

 

220

 

226

 

 

933

 

267

 

 

294

 

303

 

 

—

 

864

 

Performance Additives

170

 

168

 

151

 

156

 

645

 

 

184

 

203

 

208

 

—

595

 

Formulated Solutions

72

 

77

 

69

 

70

 

288

 

83

 

91

 

95

 

 

—

269

 

Purification Solutions

59

 

64

 

63

 

67

 

253

 

 

59

 

63

 

69

 

—

191

 

Segment sales

680

 

664

 

480

 

 

618

 

2,442

 

701

 

791

 

851

 

—

2,343

 

Unallocated and other (A)

47

 

46

 

38

 

41

 

172

 

45

 

51

 

66

 

 

—

162

 

Net sales and other operating revenues

$

727

 

$

710

 

$

518

 

$

659

 

$

2,614

 

$

746

 

$

842

 

$

917

 

$

―

$

2,505

 

 
Segment Earnings Before Interest and Taxes (B)
Reinforcement Materials

$

47

 

$

61

 

$

(5

)

$

59

 

$

162

 

$

88

 

$

89

 

$

85

 

$

―

$

262

 

Performance Chemicals

41

 

31

 

21

 

25

 

118

 

54

 

58

 

54

 

—

166

 

Purification Solutions

(2

)

3

 

2

 

—

 

3

 

(2

)

2

 

6

 

—

6

 

Total Segment Earnings Before Interest and Taxes

86

 

95

 

18

 

84

 

283

 

140

 

149

 

145

 

—

434

 

Unallocated and Other
Interest expense

(14

)

(14

)

(13

)

(12

)

(53

)

(12

)

(13

)

(12

)

—

(37

)

Certain items (C)

(11

)

(56

)

(7

)

(144

)

(218

)

(11

)

(1

)

5

 

—

(7

)

Unallocated corporate costs

(10

)

(12

)

(10

)

(9

)

(41

)

(13

)

(16

)

(14

)

—

(43

)

General unallocated income (expense) (D)

(1

)

—

 

2

 

(2

)

(1

)

(5

)

—

 

1

 

—

(4

)

Less: Equity in earnings of affiliated companies

—

 

1

 

1

 

 

1

 

 

3

 

—

 

1

 

2

 

—

3

 

Income (loss) before income taxes and
equity in earnings of affiliated companies

 

50

 

 

12

 

 

(11

)

 

(84

)

 

(33

)

 

99

 

 

118

 

 

123

 

 

—

 

340

 

(Provision) benefit for income taxes (including tax certain items)

 

(4

)

 

(10

)

 

5

 

 

(182

)

 

(191

)

 

(29

)

 

(34

)

 

(30

)

 

—

 

(93

)

Equity in earnings of affiliated companies

 

—

 

 

1

 

 

1

 

 

1

 

 

3

 

 

—

 

 

1

 

 

2

 

 

—

 

3

 

Net income (loss)

46

3

 

(5

)

(265

)

(221

)

70

85

95

 

—

250

 

Net income (loss) attributable to noncontrolling interests

 

5

 

 

4

 

 

1

 

 

7

 

 

17

 

 

10

 

 

10

 

 

9

 

 

—

 

29

 

Net income (loss) attributable to Cabot Corporation

$

41

 

$

(1

)

$

(6

)

$

(272

)

$

(238

)

$

60

 

$

75

 

$

86

 

$

―

$

221

 

Diluted earnings (loss) per share of common stock
attributable to Cabot Corporation

$

0.70

 

$

(0.01

)

$

(0.12

)

$

(4.81

)

$

(4.21

)

$

1.06

 

$

1.30

 

$

1.48

 

$

—

$

3.84

 

Adjusted earnings (loss) per share (E)

$

0.69

 

$

0.77

 

$

(0.07

)

$

0.68

 

$

2.08

 

$

1.18

 

$

1.38

 

$

1.35

 

$

—

$

3.91

 

Diluted weighted average common shares outstanding

 

57.0

 

 

56.6

 

 

56.5

 

 

56.5

 

 

56.6

 

 

56.6

 

 

56.7

 

 

57.0

 

 

—

 

56.8

 

(A) Unallocated and other reflects royalties, other operating revenues, external shipping and handling fees, the impact of the corporate adjustment for unearned revenue, the removal of 100% of the sales of an equity method affiliate, discounting charges for certain Notes receivable, and indirect tax settlement credits.
 
(B) Segment EBIT is a measure used by Cabot’s Chief Operating Decision-Maker to measure consolidated operating results, assess segment performance and allocate resources. Segment EBIT includes equity in earnings of affiliated companies, royalty income, and allocated corporate costs.
 
(C) Details of certain items are presented in the Certain Items and Reconciliation of Adjusted EPS and Operating Tax Rate table.
 
(D) General unallocated income (expense) consists of gains (losses) arising from foreign currency transactions, net of other foreign currency risk management activities, Interest and dividend income, the profit or loss related to the corporate adjustment for unearned revenue, the impact of including the full operating results of a contractual joint venture in Purification Solutions Segment EBIT and unrealized holding gains (losses) for equity securities.
 
(E) Adjusted EPS is a non-GAAP measure, and a reconciliation of Adjusted EPS to GAAP EPS is presented in the Certain Items and Reconciliation of Adjusted EPS and Operating Tax Rate table.
 
Third Quarter Earnings Announcement, Fiscal 2021
 
 
CABOT CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
Periods ended June 30 Three Months Nine Months
Dollars in millions (unaudited)

2021

2020

2021

2020

 
Cash Flows from Operating Activities:
Net income (loss)

$

95

 

$

(5

)

$

250

 

$

44

 

Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization

 

40

 

 

39

 

 

117

 

 

117

 

Other non-cash charges, net

 

(1

)

 

4

 

 

34

 

 

(13

)

Cash dividends received from equity affiliates

 

1

 

 

—

 

 

2

 

 

1

 

Changes in assets and liabilities:
Changes in certain working capital items (A)

 

(47

)

 

126

 

 

(226

)

 

178

 

Changes in other assets and liabilities, net

 

(17

)

 

(15

)

 

(20

)

 

(49

)

Cash provided by (used in) operating activities

 

71

 

 

149

 

 

157

 

 

278

 

 
Cash Flows from Investing Activities:
Additions to property, plant and equipment

 

(46

)

 

(43

)

 

(115

)

 

(162

)

Cash paid for acquisition of business, net of cash acquired of $0, $1, $0, and $1

 

—

 

 

(84

)

 

—

 

 

(92

)

Other investing activities, net

 

2

 

 

1

 

 

5

 

 

2

 

Cash provided by (used in) investing activities

 

(44

)

 

(126

)

 

(110

)

 

(252

)

 
Cash Flows from Financing Activities:
Change in debt, net

 

15

 

 

(24

)

 

29

 

 

90

 

Cash dividends paid to common stockholders

 

(20

)

 

(20

)

 

(60

)

 

(60

)

Other financing activities, net

 

(16

)

 

(3

)

 

(17

)

 

(67

)

Cash provided by (used in) financing activities

 

(21

)

 

(47

)

 

(48

)

 

(37

)

Effect of exchange rates on cash

 

17

 

 

9

 

 

23

 

 

4

 

Increase (decrease) in cash and cash equivalents

 

23

 

 

(15

)

 

22

 

 

(7

)

Cash and cash equivalents and restricted cash at beginning of period

 

150

 

 

177

 

 

151

 

 

169

 

Cash and cash equivalents at end of period

$

173

 

$

162

 

$

173

 

$

162

 

(A) Includes Accounts and notes receivable, Inventories, and Accounts payable and accrued liabilities.
Third Quarter Earnings Announcement, Fiscal 2021
 
 
CABOT CORPORATION CERTAIN ITEMS AND RECONCILIATION OF ADJUSTED EPS AND OPERATING TAX RATE
 
 
TABLE 1: DETAIL OF CERTAIN ITEMS
Periods ended June 30 Three Months Nine Months
Dollars in millions, except per share amounts (unaudited)

2021

2020

2021

2020

 
Certain items before and after income taxes
Indirect tax settlement credits

$

12

 

—

$

12

 

3

Global restructuring activities

 

(4)

 

(3)

 

(8)

 

(16)

Employee benefit plan settlement and other charges

 

(1)

 

(2)

 

(6)

 

(5)

Acquisition and integration-related charges

 

(2)

 

(1)

 

(4)

 

(3)

Legal and environmental matters and reserves

 

—

 

(1)

 

—

 

(51)

Specialty Fluids loss on sale and asset impairment charges

 

—

 

—

 

—

 

(1)

Other certain items

 

—

 

—

 

(1)

 

(1)

Total certain items, pre-tax

 

5

 

(7)

 

(7)

 

(74)

 
Non-GAAP tax adjustments(A)

 

2

 

4

 

3

 

27

Total certain items after tax

$

7

$

(3)

$

(4)

$

(47)

Total certain items after tax per share impact

$

0.13

$

(0.05)

$

(0.07)

$

(0.81)

 
TABLE 2: CERTAIN ITEMS STATEMENT OF OPERATIONS LINE ITEM
Periods ended June 30 Three Months Nine Months
Dollars in millions, Pre-Tax (unaudited)

2021

2020

2021

2020

 
Statement of Operations Line Item (B)
Net sales and other operating revenues

$

9

 $ ―

$

9

 $ ―
Cost of sales

 

(2)

 

(3)

 

(7)

 

(6)

Selling and administrative expenses

 

(3)

 

(3)

 

(4)

 

(62)

Research and technical expenses

 

—

 

—

 

(1)

 

—

Other income (expense)

 

1

 

(1)

 

(4)

 

(5)

Specialty Fluids loss on sale and asset impairment charges

 

—

 

—

 

—

 

(1)

Total certain items, pre-tax

$

5

$

(7)

$

(7)

$

(74)

 
TABLE 3: RECONCILIATION OF EFFECTIVE TAX RATE TO OPERATING TAX RATE
Three months ended June 30

2021

2020

Dollars in millions (unaudited) (Provision) /
Benefit for
Income Taxes		 Rate (Provision) /
Benefit for
Income Taxes		 Rate
 
Effective Tax Rate

$

(30)

 

24%

$

5

 

51%

Less: Non-GAAP tax adjustments(A)

 

2

 

4

Operating tax rate(C) (D)

$

(32)

 

27%

$

1

 

29%

 
Nine months ended June 30

2021

2020

Dollars in millions (unaudited) (Provision) /
Benefit for
Income Taxes		 Rate (Provision) /
Benefit for
Income Taxes		 Rate
 
Effective Tax Rate

$

(93)

 

27%

$

(9)

 

17%

Less: Non-GAAP tax adjustments(A)

 

3

 

27

Operating tax rate(C) (D)

$

(96)

 

28%

$

(36)

 

29%

 
 
TABLE 4: RECONCILIATION OF ADJUSTED EPS BY QUARTER FOR FISCAL 2021 and FISCAL 2020
Fiscal 2021 (E)
Periods ended (unaudited) Dec. Q Mar. Q June Q Sept. Q FY 2021
Reconciliation of Adjusted EPS to GAAP EPS
Net income (loss) per share attributable to Cabot Corporation

$

1.06

$

1.30

$

1.48

$

—

$

3.84

Less: Certain items after tax per share

 

(0.12)

 

(0.08)

 

0.13

 

—

 

(0.07)

Adjusted earnings (loss) per share

$

1.18

$

1.38

$

1.35

$

—

$

3.91
 
Fiscal 2020 (E)
Periods ended (unaudited) Dec. Q Mar. Q June Q Sept. Q FY 2020
Reconciliation of Adjusted EPS to GAAP EPS
Net income (loss) per share attributable to Cabot Corporation

$

0.70

$

(0.01)

$

(0.12)

$

(4.81)

$

(4.21)

Less: Certain items after tax per share

 

0.01

 

(0.78)

 

(0.05)

 

(5.49)

 

(6.29)

Adjusted earnings (loss) per share

$

0.69

$

0.77

$

(0.07)

$

0.68

$

2.08

(A) Non-GAAP tax adjustments are made to arrive at the operating tax provision. It includes the income tax (expense) benefit on certain items, discrete tax items, and, on a quarterly basis the timing of losses in certain jurisdictions. The income tax (expense) benefit on certain items is determined using the applicable rates in the taxing jurisdictions in which the certain items occurred and includes both current and deferred income tax (expense) benefit based on the nature of the certain items. Discrete tax items include, but are not limited to, changes in valuation allowance, uncertain tax positions, and other tax items, such as the tax impact of legislative changes.
 
(B) This table indicates the line items where certain items are recorded in the Consolidated Statements of Operations.
(C) The operating tax rate is calculated based upon management’s forecast of the annual operating tax rate for the fiscal year applied to adjusted pre-tax earnings. The operating tax rate excludes income tax (expense) benefit on certain items, discrete tax items and, on a quarterly basis the timing of losses in certain jurisdictions.
(D) Our operating tax rate for fiscal 2021 is expected to be in the range of 27% to 28%.
(E) Per share amounts are calculated after tax and, where applicable, noncontrolling interest, net of tax.
Third Quarter Earnings Announcement, Fiscal 2021        
         
         
CABOT CORPORATION RECONCILIATION OF NON-GAAP FINANCIAL MEASURES      
         
         
Fiscal 2021 (A)
Dec. Q   Mar. Q   June Q   Sept. Q   FY 2021
Reconciliation of Adjusted EPS to GAAP EPS        
Net income (loss) per share attributable to Cabot Corporation

$

1.06

 

 

$

1.30

 

 

$

1.48

 

 

$

—

 

 

$

3.84

 

Less: Certain items after tax per share

 

(0.12

)

 

 

(0.08

)

 

 

0.13

 

 

 

—

 

 

 

(0.07

)

Adjusted earnings (loss) per share

$

1.18

 

 

$

1.38

 

 

$

1.35

 

 

$

—

 

 

$

3.91

 

         
Fiscal 2020 (A)
Dec. Q   Mar. Q   June Q   Sept. Q   FY 2020
Reconciliation of Adjusted EPS to GAAP EPS        
Net income (loss) per share attributable to Cabot Corporation

$

0.70

 

 

$

(0.01

)

 

$

(0.12

)

 

$

(4.81

)

 

$

(4.21

)

Less: Certain items after tax per share

 

0.01

 

 

 

(0.78

)

 

 

(0.05

)

 

 

(5.49

)

 

 

(6.29

)

Adjusted earnings (loss) per share

$

0.69

 

 

$

0.77

 

 

$

(0.07

)

  

$

0.68

 

 

$

2.08

 

         
(A) Per share amounts are calculated after tax and, where applicable, noncontrolling interest, net of tax.
         
Dollars in millions Fiscal 2021
Dec. Q   Mar. Q   June Q   Sept. Q   FY 2021
Reconciliation of Total Segment EBIT, Total Segment EBITDA and Adjusted EBITDA to Net Income and Segment EBITDA Margin        
Net income (loss) attributable to Cabot Corporation

$

60

 

 

$

75

 

 

$

86

 

  $ ―  

$

221

 

Net income (loss) attributable to noncontrolling interests

 

10

 

 

 

10

 

 

 

9

 

 

 

—

 

 

 

29

 

Equity in earnings of affiliated companies, net of tax

 

—

 

 

 

(1

)

 

 

(2

)

 

 

—

 

 

 

(3

)

Provision (benefit) for income taxes

 

29

 

 

 

34

 

 

 

30

 

 

 

—

 

 

 

93

 

Income (loss) before income taxes and equity in earnings of affiliated companies

$

99

 

 

$

118

 

 

$

123

 

  $ ―  

$

340

 

Interest expense

 

12

 

 

 

13

 

 

 

12

 

 

 

—

 

 

 

37

 

Certain items

 

11

 

 

 

1

 

 

 

(5

)

 

 

—

 

 

 

7

 

Unallocated corporate costs

 

13

 

 

 

16

 

 

 

14

 

 

 

—

 

 

 

43

 

General unallocated (income) expense

 

5

 

 

 

—

 

 

 

(1

)

 

 

—

 

 

 

4

 

Less: Equity in earnings of affiliated companies

 

—

 

 

 

(1

)

 

 

(2

)

 

 

—

 

 

 

(3

)

Total Segment EBIT

$

140

 

 

$

149

 

 

$

145

 

  $ ―  

$

434

 

Depreciation and amortization

 

39

 

 

 

38

 

 

 

40

 

 

 

—

 

 

 

117

 

Adjustments to depreciation (B)

 

—

 

 

 

2

 

 

 

(1

)

 

 

—

 

 

 

1

 

Total Segment EBITDA

$

179

 

 

$

189

 

 

$

184

 

  $ ―  

$

552

 

Less: Unallocated corporate costs before corporate depreciation

 

13

 

 

 

16

 

 

 

14

 

 

 

—

 

 

 

43

 

Adjusted EBITDA

$

166

 

 

$

173

 

 

$

170

 

  $ ―  

$

509

 

         
(B) Adjustments to depreciation includes the addition of the depreciation expense of a contractual joint venture in Purification Solutions less accelerated depreciation expense not allocated to a business.
         
Dollars in millions Dec. Q   Mar. Q   June Q   Sept. Q   FY 2021
Reinforcement Materials EBIT

$

88

 

 

$

89

 

 

$

85

 

  $ ―  

$

262

 

Reinforcement Materials Depreciation and amortization

 

17

 

 

 

18

 

 

 

17

 

 

 

—

 

 

 

52

 

Reinforcement Materials EBITDA

$

105

 

 

$

107

 

 

$

102

 

  $ ―  

$

314

 

Reinforcement Materials Sales

$

375

 

 

$

434

 

 

$

479

 

  $ ―  

$

1,288

 

Reinforcement Materials EBITDA Margin

 

28

%

  

 

25

%

  

 

21

%

  

 

—

%

  

 

24

%
         
Dollars in millions Dec. Q   Mar. Q   June Q   Sept. Q   FY 2021
Performance Chemicals EBIT

$

54

 

 

$

58

 

 

$

54

 

  $ ―  

$

166

 

Performance Chemicals Depreciation and amortization

 

18

 

 

 

19

 

 

 

18

 

 

 

—

 

 

 

55

 

Performance Chemicals EBITDA

$

72

 

 

$

77

 

 

$

72

 

  $ ―  

$

221

 

Performance Chemicals Sales

$

267

 

 

$

294

 

 

$

303

 

  $ ―  

$

864

 

Performance Chemicals EBITDA Margin

 

27

%

  

 

26

%

  

 

24

%

  

 

—

%

  

 

26

%
         
Dollars in millions Dec. Q   Mar. Q   June Q   Sept. Q   FY 2021
Purification Solutions EBIT

$

(2

)

 

$

2

 

 

$

6

 

  $ ―  

$

6

 

Purification Solutions Depreciation and amortization

 

4

 

 

 

3

 

 

 

4

 

 

 

—

 

 

 

11

 

Purification Solutions EBITDA

$

2

 

 

$

5

 

 

$

10

 

  $ ―  

$

17

 

Purification Solutions Sales

$

59

 

 

$

63

 

 

$

69

 

  $ ―  

$

191

 

Purification Solutions EBITDA Margin

 

3

%

  

 

8

%

  

 

14

%

  

 

—

%

  

 

9

%
         
Dollars in millions Fiscal 2021
Reconciliation of Free Cash Flow and Discretionary Free Cash Flow to Cash Flow from Operating Activities Dec. Q   Mar. Q   June Q   Sept. Q   FY 2021
Cash flow from operating activities (C)

$

21

 

 

$

65

 

 

$

71

 

  $ ―  

$

157

 

Less: Additions to property, plant and equipment

 

29

 

 

 

40

 

 

 

46

 

 

 

—

 

 

 

115

 

Free cash flow

$

(8

)

  

$

25

 

 

$

25

 

  $ ―  

$

42

 

Plus: Additions to property, plant and equipment

 

29

 

 

 

40

 

 

 

46

 

 

 

—

 

 

 

115

 

Less: Changes in net working capital (D)

 

(99

)

 

 

(80

)

 

 

(47

)

 

 

—

 

 

 

(226

)

Less: Sustaining and compliance capital expenditures

 

21

 

 

 

27

 

 

 

26

 

   

 

74

 

Discretionary free cash flow

$

99

 

 

$

118

 

 

$

92

 

  $ ―  

$

309

 

         
(C) As provided in the Condensed Consolidated Statements of Cash Flows.        
(D) Defined as changes in accounts receivable, inventory and accounts payable and accrued liabilities as presented on the Condensed Consolidated Statements of Cash Flows.

 

Investor Contact:

Steve Delahunt

(617) 342-6255

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Chemicals/Plastics Other Manufacturing Manufacturing

MEDIA:

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Cadence Bancorporation Announces Shareholder Approval of Merger with BancorpSouth Bank

Cadence Bancorporation Announces Shareholder Approval of Merger with BancorpSouth Bank

HOUSTON–(BUSINESS WIRE)–
Cadence Bancorporation (NYSE: CADE) today announced that, during a special meeting (“Special Meeting”) of its shareholders held today, CADE shareholders voted to approve the previously announced merger agreement (the “Merger Agreement”) entered into between the Company and BancorpSouth Bank (NYSE: BXS), under which the companies will combine in an all-stock merger with a total market value of more than $6 billion. The board of directors of both companies have previously approved the Merger Agreement.

Of the shares of the Company’s common stock issued and outstanding as of close of business on July 6, 2021, the record date for the Special Meeting, 104 million shares voted in favor of the Merger Agreement, or over 99% of the votes cast.

The proposed transaction remains subject to the receipt of certain regulatory approvals and the satisfaction of other closing conditions. The Company currently anticipates the proposed transaction will be completed during the fourth quarter of 2021.

Following completion of the Merger Agreement, the newly combined company will operate as Cadence Bank. The combined company’s common stock will trade on the New York Stock Exchange (NYSE) under the ticker symbol “CADE”.

About Cadence Bancorporation

Cadence Bancorporation (NYSE: CADE), headquartered in Houston, Texas, is a regional financial holding company with $18.7 billion in assets as of June 30, 2021. Its wholly owned subsidiary, Cadence Bank, N.A., operates 99 branch locations in Alabama, Florida, Georgia, Mississippi, Tennessee and Texas, and provides corporations, middle-market companies, small businesses and consumers with a full range of innovative banking and financial solutions. Cadence Bank’s services and products include commercial and business banking, treasury management, specialized lending, asset-based lending, commercial real estate, SBA lending, foreign exchange, wealth management, investment and trust services, financial planning, retirement plan management, personal and business insurance, consumer banking, consumer loans, mortgages, home equity lines and loans, and credit cards. The bank’s clients have access to leading-edge online and mobile solutions, interactive teller machines, and more than 55,000 ATMs. The Cadence Bank team of 1,900 associates is committed to exceeding customer expectations and helping their clients succeed financially. Cadence Bank, N.A. Member FDIC. Equal Housing Lender. NMLS#525022.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended with respect to BancorpSouth Bank’s and Cadence Bancorporation’s and Cadence Bank’s (together, “Cadence”) beliefs, plans, goals, expectations, and estimates. Forward-looking statements are not a representation of historical information but instead pertain to future operations, strategies, financial results or other developments. These forward-looking statements may be identified by their reference to a future period or periods or by the use of forward-looking terminology such as “anticipate,” “believe,” “could,” “continue,” “seek,” “intend,” “estimate,” “expect,” “foresee,” “hope,” “may,” “might,” “plan,” “should,” “predict,” “project,” “goal,” “outlook,” “potential,” “will,” “will result,” “will likely result,” or “would” or future or conditional verb tenses and variations or negatives of such terms. These forward-looking statements include, without limitation, those relating to the terms, timing and closing of the proposed transaction.

BancorpSouth Bank and Cadence caution readers not to place undue reliance on the forward-looking statements contained in this communication, in that actual results could differ materially from those indicated in such forward-looking statements as a result of a variety of factors, many of which are beyond the control of BancorpSouth Bank and Cadence. The factors that could cause actual results to differ materially include the following: the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between BancorpSouth Bank and Cadence; the outcome of any legal proceedings that have been or may be instituted against BancorpSouth Bank or Cadence; the possibility that the proposed transaction will not close when expected or at all because required regulatory or other approvals are not received or other conditions to the closing are not satisfied on a timely basis or at all, or are obtained subject to conditions that are not anticipated; the ability of BancorpSouth Bank and Cadence to meet expectations regarding the timing, completion and accounting and tax treatments of the proposed transaction; the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the common stock of either or both parties to the proposed transaction; the possibility that the anticipated benefits of the proposed transaction will not be realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in the areas where BancorpSouth Bank and Cadence do business; certain restrictions during the pendency of the proposed transaction that may impact the parties’ ability to pursue certain business opportunities or strategic transactions; the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; diversion of management’s attention from ongoing business operations and opportunities; the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the merger within the expected timeframes or at all and to successfully integrate Cadence’s operations and those of BancorpSouth Bank; such integration may be more difficult, time consuming or costly than expected; revenues following the proposed transaction may be lower than expected; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the proposed transaction; BancorpSouth Bank and Cadence’s success in executing their respective business plans and strategies and managing the risks involved in the foregoing; the dilution caused by BancorpSouth Bank’s issuance of additional shares of its capital stock in connection with the proposed transaction; and other factors that may affect future results of BancorpSouth Bank and Cadence; and the other factors discussed in “Risk Factors” in BancorpSouth Bank’s Annual Report on Form 10-K for the year ended December 31, 2020, BancorpSouth Bank’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2021 and June 30, 2021 and BancorpSouth Bank’s other filings with the Federal Deposit Insurance Corporation (the “FDIC”), which are available at https://www.fdic.gov/ andin the “Investor Relations” section of BancorpSouth Bank’s website, https://www.bancorpsouth.com/, under the heading “Public Filings,”and in Cadence’s Annual Report on Form 10-K for the year ended December 31, 2020, Cadence’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2021 and June 30, 2021 and in Cadence’s other filings with the U.S. Securities and Exchange Commission (the “SEC”), which are available at http://www.sec.gov and in the “Investor Relations” section of Cadence’s website, https://cadencebank.com/, under the heading “SEC Filings.” BancorpSouth Bank and Cadence assume no obligation to update the information in this communication, except as otherwise required by law.

Cadence Bancorporation

Media contact:

Danielle Kernell

713-871-4051

[email protected]

Investor relations contact:

Valerie Toalson

713-871-4103 or 800-698-7878

[email protected]

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Banking Professional Services Finance

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INOVIO Reports Second Quarter 2021 Financial Results

Investor Call Today at 4:30 PM ET

PR Newswire

PLYMOUTH MEETING, Pa., Aug. 9, 2021 /PRNewswire/ — INOVIO (NASDAQ:INO), a biotechnology company focused on rapidly bringing to market precisely designed DNA medicines to treat and protect people from infectious diseases, cancer, and HPV-associated diseases, today reported financial results for the quarter ended June 30, 2021. INOVIO’s management will host a live conference call and webcast at 4:30 p.m. Eastern Time today to discuss financial results and provide a general business update. The business update includes INOVIO’s COVID-19 vaccine development efforts that address both current and future variants of concern (“VOC”), accompanied with recent developments associated with INOVIO’s various therapeutic programs relating to its DNA medicines platform. The live webcast and replay may be accessed by visiting INOVIO’s website at http://ir.inovio.com/events-and-presentations/default.aspx.  

Dr. J. Joseph Kim, President and CEO of INOVIO, said, “With COVID-19 rates surging again globally and an increasing number of breakthrough infections, INOVIO recognizes the need for additional safe and effective first-line vaccines, particularly those which could offer potential boosting capabilities, to combat the spread of the virus and emerging variants, including the rapidly spreading delta variant. INO-4800’s ability to generate CD8 T cells are important to mitigating against variants of concern, including the delta variant. Findings from a study using clinical samples showed that INO-4800 maintained a robust T cell level against the delta variant when compared to T-cell responses from the original wildtype strain. These findings further complement our previously published Phase 1 and 2 trial data for INO-4800. As a reminder, the key advantages of INOVIO’s DNA medicines platform include the ability to generate a balanced immune response that includes engagement of both T cells and B cells, coupled with a favorable transport, thermostability, and tolerability profile. These advantages continue to be integral to our ongoing discussions with countries expected to participate in the global INNOVATE Phase 3 trial for INO-4800, some of which are also considering INO-4800 for both clinical trials and the eventual emergency use authorization (EUA).”

Dr. Kim continued, “In parallel with our global INNOVATE Phase 3 trial, we continue to prepare INOVIO’s next-generation, pan-COVID vaccine candidate, INO-4802, in a Phase 1/2 trial entitled IMPACT (INOVIO INO-4802 Multi-variant Pan-COVID-19 Vaccine Trial), where the goal is to induce cross-reactive immune responses against current and emerging viral variants as either a first-line vaccine, or as a boost.”

INOVIO Key Updates & Second Quarter 2021 Highlights


Key Updates

  • INOVIO expanded its partnership with Advaccine Biopharmaceuticals Suzhou Co., Ltd. (“Advaccine”) to jointly conduct the global Phase 3 segment of the ongoing Phase 2/3 trial called INNOVATE (INOVIO INO-4800 Vaccine Trial for Efficacy) in multiple countries.
  • Subsequent to the quarter end, INOVIO and Advaccine received regulatory allowance to conduct two clinical trials in China investigating heterologous boosting with INO-4800 through partner and trial-sponsor Advaccine, together with Sinovac Biotechnology (“Sinovac”). The studies will evaluate the safety and efficacy of heterologous prime-boost sequential immunizations using INO-4800 and CoronaVac®, an inactivated virus COVID-19 vaccine developed by Sinovac and validated by the World Health Organization (WHO) for emergency use.
  • INO-4800 vaccination maintained a similar level of T cell responses against the delta variant when compared to the T cell responses to the original wildtype strain and showed a similar level of reduced neutralizing antibody activity against the delta variant by the mRNA vaccines. These findings build on previously published results showing that INO-4800 provided broad, cross-reactive immune responses in humans against alpha, beta and gamma VOC.
  • INOVIO published pre-clinical data as a pre-print for INO-4802 demonstrating cross-reactive immune responses against current and emerging viral variants that shows the potential INOVIO’s next-generation, pan-COVID-19 vaccine candidate, as either a first-line vaccine or potentially as a booster for individuals previously immunized with various wildtype-matched vaccines. INO-4802 induced potent neutralizing antibodies, T cell responses, and protection in a pre-clinical model against the original wildtype strain as well as against the alpha, beta, gamma and, in subsequent research, the delta variant.
  • Subsequent to the quarter end, INOVIO dosed the first subject in its Phase 2 clinical trial for INO-4700, its DNA vaccine candidate for Middle East Respiratory Syndrome (“MERS”), a disease in the coronavirus family for which there are no approved vaccines. The study, which is sponsored by INOVIO and funded by the Coalition for Epidemic Preparedness Innovations (“CEPI”), is evaluating the safety, tolerability and immunogenicity of INO-4700 in approximately 500 healthy adult volunteers in Jordan and Lebanon.
  • In 2Q 2021, the University of Pennsylvania enrolled its first patient in a Phase 1b investigator-sponsored trial of INOVIO’s DNA vaccine candidate INO-5401 alone or INO-5401 in combination with INO-9012 delivered with INOVIO’s CELLECTRA® smart device, in adult cancer and non-cancer patients with BRCA1 or BRCA2 mutations.


INOVIO Second Quarter 2021 Program Updates


DNA Vaccine Candidates

INO-4800: INNOVATE Phase 3 Trial

INOVIO expanded its partnership with Advaccine to jointly conduct a global Phase 3 trial for INO-4800. Under the terms of the collaboration, INOVIO and Advaccine intend to share equally, subject to specified limitations and conditions, the total cost of the planned global Phase 3 trial, which is estimated to be approximately $100 million. This is an extension of an existing relationship between the two companies, including an exclusive agreement announced in January 2021 under which Advaccine has the exclusive rights to develop, manufacture and commercialize INO-4800 within Greater China, inclusive of mainland China, Hong Kong, Macao and Taiwan. Under the expanded partnership, Advaccine obtained rights to additional Asian countries outside of Greater China. The companies intend to evaluate the safety and efficacy of INO-4800 in a two-dose regimen (2.0 mg), administered one month apart, in a two-to-one randomization in healthy men and non-pregnant women 18 years and older across several countries, with a focus on Latin America, Asia and Africa. The 2.0 mg dose was selected from the Phase 2 segment, where INO-4800 was shown to be generally well-tolerated and immunogenic across all adult age groups. In particular, the geometric mean fold rise of binding and neutralizing antibody levels was statistically significant and greater in the 2.0 mg dose group versus the 1.0 mg dose group. Notably, the T cell immune responses measured by the ELISpot assay were also higher in the 2.0 mg dose group as compared to the 1.0 mg dose group. The primary endpoint of the Phase 3 segment will be virologically confirmed COVID-19 cases, and INOVIO anticipates the first regulatory approval next month.

During the second quarter of 2021, INOVIO released as a pre-print results from a study using clinical samples showing that INO-4800 provided broad cross-reactive immune responses in humans against VOC. The study showed the T cell responses induced by INO-4800 vaccination were fully maintained against the alpha, beta, and gamma variants when compared to the T cell responses to the original wildtype strain. Despite recent reports showing a reduction in neutralizing activity against the gamma variant by the mRNA or viral vector vaccines, INO-4800 generated robust neutralizing antibodies at levels against the gamma variant that were comparable to those observed against the wildtype strain. Taken together with the data showing the maintenance of T cell activity, the results reported in this study provide a comprehensive overview of cross-reactive cellular and humoral immune responses against SARS-CoV-2 variants for INO-4800 vaccinated individuals, showing the potential of INO-4800 to combat emerging as well as future variants of concern. The study, entitled, “INO-4800 DNA Vaccine Induces T Cell Activity and Neutralizing Antibodies Against Global SARS-CoV-2 Variants,” is available via pre-print in bioRxiv.

Subsequent to this published work, INO-4800 vaccination was also found to maintain a similar level of T cell responses against the delta variant when compared to the T cell responses to the original wildtype strain, while it showed a similar level of reduced neutralizing antibody activity against the delta variant by the mRNA vaccines.

INOVIO continues to evaluate and assess the impact the new circulating strains of SARS-CoV-2 have on the immune profile elicited by INO-4800, as well as assessing boosting capabilities of INO-4800.

INO-4800: Heterologous Prime-Boost Trials

This morning, INOVIO announced the regulatory allowance in China to conduct two clinical trials investigating heterologous boosting with INO-4800 through its partner and trial-sponsor Advaccine, together with Sinovac. The trials will evaluate the safety and efficacy of heterologous prime-boost sequential immunizations using INO-4800 and CoronaVac®, an inactivated virus COVID-19 vaccine developed by Sinovac and validated by the WHO for emergency use. China’s Center for Drug Evaluation of the National Medical Products Administration has allowed two Advaccine-sponsored open-label, positive-control trials to evaluate the safety, tolerability and immunogenicity of mixed boosted regimens. Both studies, which will be conducted in China, are anticipated to begin this fall and will involve healthy adult subjects 18 years of age or older.

INOVIO, Advaccine, and Sinovac have completed cross prime-boost pre-clinical animal tests using INO-4800 and CoronaVac®, demonstrating that the prime-boost strategy can stimulate high-level of antigen specific binding antibodies, neutralizing antibodies by both live-virus neutralization assay and hACE2 receptor blocking assay, and antigen-specific T cell immune response.

IMPACT (INOVIO INO-4802 Multi-variant Pan-COVID-19 Vaccine Trial):

In parallel with INO-4800, INOVIO is also developing a second generation, pan-COVID vaccine candidate, INO-4802, which is designed to protect against current and future VOC. INO-4802 could potentially offer boosting capabilities in addition to an initial vaccination regimen with INO-4800 and/or other first-generation vaccines, including both adenovirus and mRNA-based platforms.

In 2Q and then updated subsequent to the quarter, INOVIO released a manuscript as a preprint in bioRxiv entitled, “Design and Immunogenicity of a Pan-SARS-CoV-2 Synthetic DNA Vaccine,” which demonstrated cross-reactive immune responses against current and emerging viral variants using INOVIO’s next-generation pan-COVID-19 vaccine candidate, INO-4802, as either a first-line vaccine, or potentially as a booster for individuals previously immunized with various wildtype-matched vaccines. Specifically, INO-4802 generated potent neutralizing antibodies, T cell responses, and protection in a preclinical model against the original wildtype strain as well as against the alpha, beta, gamma and delta variants.

Infectious Diseases: Middle East Respiratory Syndrome (“MERS”) and Lassa Fever

INOVIO dosed the first subject in its Phase 2 clinical trial for INO-4700, its DNA vaccine candidate for MERS. MERS, which currently has no approved vaccine, is a coronavirus that is about 100 times deadlier than COVID-19 and fatal to approximately 34% of those infected.

The Phase 2 trial is being conducted at sites in Jordan and Lebanon, where MERS cases have been reported. The randomized, double-blinded, placebo-controlled, multi-center trial, which is sponsored by INOVIO and funded by CEPI, evaluates the safety, tolerability and immunogenicity of INO-4700 administered using INOVIO’s CELLECTRA® smart device in approximately 500 healthy adult volunteers.

INOVIO’s pursuit of a MERS vaccine is funded by a previously announced $56 million grant from CEPI, under which INOVIO will develop vaccine candidates through Phase 2 against MERS and Lassa fever. INOVIO and CEPI plan to pursue a stockpile of MERS vaccines available for emergency use as soon as possible following Phase 2 testing.

Subsequent to the quarter end, CEPI announced in July 2021 that it is providing $10.3 million in funding to partners in Benin, Guinea, Liberia, and Sierra Leone to participate in the epidemiological research program entitled Enable, which will enroll up to 23,000 participants, including in Nigeria, which began collecting participant data in December 2020. The Enable study aims to better understand the rate, location, and spread of Lassa virus across the region. CEPI has supported the development of six Lassa vaccine candidates, including INOVIO’s INO-4500. INO-4500 is the first Lassa vaccine candidate to enter Phase 1 trial in the U.S., and in the first quarter INOVIO dosed the first subject in a Phase 1b clinical trial for INO-4500 in Africa. It remains INOVIO’s and CEPI’s goal to making INO-4500 available for possible emergency use as a stockpile product after successful completion of the Phase 2 trial.


HPV-related Diseases

VGX-3100: Cervical, Vulvar, and Anal HSIL

REVEAL 1 / REVEAL 2 (Cervical HSIL)

INOVIO continues to follow subjects in REVEAL 1 (Randomized Evaluation of VGX-3100 and Electroporation for the treatment of Cervical HSIL), a Phase 3 pivotal trial evaluating VGX-3100 for the treatment of cervical high-grade squamous intraepithelial lesions caused by HPV-16 and/or HPV-18, for safety and durability of response for 18 months following the last administration. INOVIO expects to present its findings at a scientific meeting later this year and anticipates full subject-level unblinding for REVEAL 1 in the second half of 2021, which is expected to facilitate better analysis of individual, patient-level data.

Additionally, INOVIO is continuing its partnership with QIAGEN to co-develop an in-vitro diagnostic based on RNA sequencing technology to guide clinical decision-making for the use of VGX-3100 in cervical HSIL. INOVIO expects to report QIAGEN’s findings later this year.

REVEAL 2 continues to enroll across 48 sites globally, with projected total enrollment of approximately 198 adult women with histologically confirmed cervical HSIL. Participants will be evaluated for evidence of cervical HSIL on histology as well as evidence of HPV-16 and/or HPV-18 in cervical samples by type-specific HPV testing at the Week 36 visit accompanied with a one-month safety follow-up.


Immuno-oncology

INO-5401

Glioblastoma Multiforme

INOVIO, along with Regeneron, continues to evaluate its findings from the Phase 1/2 novel combination trial of DNA medicines INO-5401 and INO-9012 in combination with PD-1 inhibitor Libtayo® (cemiplimab) – which is being jointly developed by Regeneron and Sanofi – for the treatment of newly diagnosed Glioblastoma Multiforme (“GBM”). The companies anticipate sharing two-year (24 months) overall survival data, including correlative immunology and tissue data, at an oncology conference in the fourth quarter of 2021.

Breast Cancer

Separately, the University of Pennsylvania enrolled its first patient in a Phase 1b investigator-sponsored study of INO-5401 alone or INO-5401 in combination with INO-9012 delivered with INOVIO’s CELLECTRA® smart device in adult cancer and non-cancer patients with BRCA1 or BRCA2 mutations. This study, which is being conducted at the University of Pennsylvania, will enroll approximately 44 subjects and will test INO-5401, which contains genes that are active in human cancers (hTERT, PSMA, and WT1) and are believed to be good targets for the immune system for both individuals with cancer or at increased risk of getting cancer. ClinicalTrials.gov identifier: NCT04367675


Manufacturing

Update on Global Manufacturing Consortium

Thermo Fisher, a member of INOVIO’s global manufacturing consortium, announced in July that it opened a new cGMP plasmid DNA manufacturing facility in Carlsbad, California with INOVIO as its first client. The new facility enables Thermo Fisher and its partners to meet anticipated demand for plasmid DNA and other nucleic-acid based therapies.


Second Quarter 2021 Financial Results

Total revenue was $273,000 for the three months ended June 30, 2021, compared to $267,000 for the same period in 2020. Total operating expenses were $83.5 million compared to $33.4 million for the same period in 2020.

INOVIO’s net loss for the three months ended June 30, 2021 was $82.1 million, or $0.39 per basic and diluted share, compared to net loss of $128.7 million, or $0.83 per basic and diluted share, for the three months ended June 30, 2020. 

Operating Expenses

Research and development (“R&D”) expenses for the three months ended June 30, 2021, were $70.8 million compared to $22.4 million for the same period in 2020. The increase in R&D expenses was primarily attributable to manufacturing scale-up activities for INO-4800. These INO-4800 activities included the acquisition and installation of manufacturing equipment, drug manufacturing, outside services and clinical study expenses. Other increases included engineering services and expensed equipment related to our CELLECTRA® 3PSP device array automation project, employee and contractor compensation and drug manufacturing expenses related to our RRP trial. These increases were offset by an increase in contra-research and development expense recorded from grant agreements of $8.1 million, among other variances.

General and administrative (“G&A”) expenses were $12.7 million for the three months ended June 30, 2021, compared to $11.1 million for the same period in 2020. The increase in G&A expenses was primarily related to an increase in employee compensation, including non-cash stock-based compensation, partially offset by lower expenses for work performed related to corporate marketing and communications, among other variances.

Capital Resources

As of June 30, 2021, cash and cash equivalents and short-term investments were $443.7 million compared to $411.6 million as of December 31, 2020. As of June 30, 2021, INOVIO had 210.1 million common shares outstanding and 226.7 million common shares outstanding on a fully diluted basis, after giving effect to the exercise, vesting and conversion, as applicable, of its outstanding options, restricted stock units, convertible preferred stock and convertible debt.

INOVIO’s balance sheet and statement of operations are provided below. Additional information is included in INOVIO’s quarterly report on Form 10-Q for the three months ended June 30, 2021, which can be accessed at: http://ir.inovio.com/financials/default.aspx.

Conference Call / Webcast Information

INOVIO’s management will host a live conference call and webcast at 4:30 p.m. Eastern Time today to discuss INOVIO’s financial results and provide a general business update.

The live webcast and a replay may be accessed by visiting INOVIO’s website at http://ir.inovio.com/events-and-presentations/default.aspx.  

About INOVIO’s DNA Medicines Platform

INOVIO has 15 DNA medicine clinical programs currently in development focused on HPV-associated diseases, cancer, and infectious diseases, including coronaviruses associated with COVID-19 and MERS. DNA medicines are composed of optimized DNA plasmids, which are small circles of double-stranded DNA that are synthesized or reorganized by a computer sequencing technology and designed to produce a specific immune response in the body.

INOVIO’s DNA medicines deliver optimized plasmids directly into cells intramuscularly or intradermally using INOVIO’s proprietary hand-held smart device called CELLECTRA®. The CELLECTRA® device uses a brief electrical pulse to reversibly open small pores in the cell to allow the plasmids to enter, which is designed to overcome a key limitation of other DNA and other nucleic acid approaches, such as mRNA. Once inside the cell, the DNA plasmids enable the cell to produce the targeted antigen. The antigen is processed naturally in the cell and triggers the desired T cell and antibody-mediated immune responses. Administration with the CELLECTRA® device is designed to ensure that the DNA medicine is efficiently delivered directly into the body’s cells, where it can go to work to drive an immune response. INOVIO’s DNA medicines do not interfere with or change in any way an individual’s own DNA. The advantages of INOVIO’s DNA medicine platform are how fast DNA medicines can be designed and manufactured; the stability of the products, which do not require freezing in storage and transport; and the robust immune response, safety profile, and tolerability that have been observed in clinical trials.

With more than 3,000 patients receiving INOVIO investigational DNA medicines in more than 7,000 applications across a range of clinical trials, INOVIO has a strong track record of rapidly generating DNA medicine candidates with potential to meet urgent global health needs.

About INOVIO

INOVIO is a biotechnology company focused on rapidly bringing to market precisely designed DNA medicines to treat and protect people from infectious diseases, cancer, and diseases associated with HPV. INOVIO is the first and only company to have clinically demonstrated that a DNA medicine can be delivered directly into cells in the body via a proprietary smart device to produce a robust and tolerable immune response. Specifically, INOVIO’s lead candidate VGX-3100 met primary and secondary endpoints for all evaluable subjects in REVEAL 1, in the first of two Phase 3 trials for precancerous cervical dysplasia, demonstrating ability to destroy and clear both high-grade cervical lesions and the underlying high-risk HPV 16 and 18. INOVIO is also evaluating INO-4800, a DNA vaccine candidate against COVID-19, in a Phase 2 clinical trial in the United States, as well as Phase 2 trials in China and South Korea. Partners and collaborators include Advaccine, ApolloBio Corporation, AstraZeneca, The Bill & Melinda Gates Foundation, Coalition for Epidemic Preparedness Innovations (CEPI), Defense Advanced Research Projects Agency (DARPA)/Joint Program Executive Office for Chemical, Biological, Radiological and Nuclear Defense (JPEO-CBRND)/Department of Defense (DOD), HIV Vaccines Trial Network, International Vaccine Institute (IVI), Kaneka Eurogentec, Medical CBRN Defense Consortium (MCDC), National Cancer Institute, National Institutes of Health, National Institute of Allergy and Infectious Diseases, Ology Bioservices, the Parker Institute for Cancer Immunotherapy, Plumbline Life Sciences, Regeneron, Richter-Helm BioLogics, Thermo Fisher Scientific, University of Pennsylvania, Walter Reed Army Institute of Research, and The Wistar Institute. For more information, visit www.inovio.com.

CONTACTS:

Media: Jeff Richardson, 267-440-4211, [email protected]
Investors: Ben Matone, 484-362-0076, [email protected]

* * * *

This press release contains certain forward-looking statements relating to our business, including our plans to develop DNA medicines, our plans and expectations regarding manufacturing, our plans regarding development of an in-vitro diagnostic, our expectations regarding our research and development programs, including the planned initiation and conduct of preclinical studies and clinical trials and the availability and timing of data from those studies and trials, and our ability to successfully manufacture and produce large quantities of our product candidates if they receive regulatory approval. Actual events or results may differ from the expectations set forth herein as a result of a number of factors, including uncertainties inherent in pre-clinical studies, the structuring, initiation and outcomes of clinical trials, product development programs and commercialization activities and outcomes, our ability to secure sufficient manufacturing capacity to mass produce our product candidates, the availability of funding to support continuing research and studies in an effort to prove safety and efficacy of electroporation technology as a delivery mechanism or develop viable DNA medicines, our ability to support our pipeline of DNA medicine products, the ability of our collaborators to attain development and commercial milestones for products we license and product sales that will enable us to receive future payments and royalties, the adequacy of our capital resources, the availability or potential availability of alternative therapies or treatments for the conditions targeted by us or our collaborators, including alternatives that may be more efficacious or cost effective than any therapy or treatment that we and our collaborators hope to develop, issues involving product liability, issues involving patents and whether they or licenses to them will provide us with meaningful protection from others using the covered technologies, whether such proprietary rights are enforceable or defensible or infringe or allegedly infringe on rights of others or can withstand claims of invalidity and whether we can finance or devote other significant resources that may be necessary to prosecute, protect or defend them, the level of corporate expenditures, assessments of our technology by potential corporate or other partners or collaborators, capital market conditions, the impact of government healthcare proposals and other factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2020, our Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 and other filings we make from time to time with the Securities and Exchange Commission. There can be no assurance that any product candidate in our pipeline will be successfully developed, manufactured or commercialized, that final results of clinical trials will be supportive of regulatory approvals required to market products, or that any of the forward-looking information provided herein will be proven accurate. Forward-looking statements speak only as of the date of this release, and we undertake no obligation to update or revise these statements, except as may be required by law.


INOVIO Pharmaceuticals, Inc.


CONDENSED CONSOLIDATED BALANCE SHEETS


June 30,

2021


December 31,

2020

(Unaudited)


ASSETS


Current assets:

Cash and cash equivalents

$

58,925,302

$

250,728,118

Short-term investments

384,752,382

160,914,935

Accounts receivable

13,128,330

18,559,967

Accounts receivable from affiliated entities

722,941

503,782

Prepaid expenses and other current assets

84,592,179

40,357,456

Prepaid expenses and other current assets from affiliated entities

303,491

106,432


Total current assets

542,424,625

471,170,690

Fixed assets, net

18,111,288

11,348,144

Investment in affiliated entity

3,908,709

4,460,366

Investment in Geneos

—

434,387

Intangible assets, net

2,879,896

3,146,770

Goodwill

10,513,371

10,513,371

Operating lease right-of-use assets

12,173,414

12,741,296

Other assets

1,830,866

25,957,448


Total assets

$

591,842,169

$

539,772,472


LIABILITIES AND STOCKHOLDERS’ EQUITY


Current liabilities:

Accounts payable and accrued expenses

$

30,095,578

$

21,203,808

Accounts payable and accrued expenses due to affiliated entities

1,773,846

642,969

Accrued clinical trial expenses

10,416,164

9,950,345

Deferred revenue

109,128

46,628

Operating lease liability

2,463,878

2,329,394

Grant funding liability

6,859,155

7,474,310

Grant funding liability from affiliated entities

31,250

58,500


Total current liabilities

51,748,999

41,705,954

Deferred revenue, net of current portion

71,788

79,214

Convertible senior notes

14,536,448

14,139,988

Convertible bonds

—

4,515,834

Operating lease liability, net of current portion

16,797,476

18,063,515

Deferred tax liabilities

32,046

32,046

Grant funding liability from affiliated entity, net of current portion

37,500

37,500

Other liabilities

64,141

57,663


Total liabilities

83,288,398

78,631,714


Stockholders’ equity:

Preferred stock

—

—

Common stock

210,146

186,851

Additional paid-in capital

1,551,348,435

1,367,406,869

Accumulated deficit

(1,042,738,901)

(906,196,812)

Accumulated other comprehensive loss

(265,909)

(256,150)


Total Inovio Pharmaceuticals, Inc. stockholders’ equity

508,553,771

461,140,758


Total liabilities and stockholders’ equity

$

591,842,169

$

539,772,472

 


INOVIO Pharmaceuticals, Inc.


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


(Unaudited)


Three Months Ended June 30,


Six Months Ended June 30,


2021


2020


2021


2020


Revenues:

Revenue under collaborative research and development arrangements

$

82,923

$

74,102

$

122,538

$

145,602

Revenue under collaborative research and development arrangements with affiliated entities

74,787

95,146

124,736

1,267,272

Other revenue

115,114

97,939

396,671

181,587


Total revenues

272,824

267,187

643,945

1,594,461


Operating expenses:

Research and development

70,808,418

22,376,575

109,852,836

41,487,763

General and administrative

12,666,341

11,071,510

26,547,535

18,519,864


Total operating expenses

83,474,759

33,448,085

136,400,371

60,007,627


Loss from operations

(83,201,935)

(33,180,898)

(135,756,426)

(58,413,166)


Other income (expense):

Interest income

928,111

1,067,399

1,697,347

1,483,968

Interest expense

(466,726)

(2,846,641)

(979,760)

(5,650,396)

Change in fair value of derivative liability

—

(97,755,000)

—

(110,976,977)

Gain (loss) on investment in affiliated entities

278,818

(3,883,176)

(551,657)

9,298,443

Net unrealized gain (loss) on available-for-sale equity securities

136,493

4,358,634

(711,465)

(691,458)

Other income (expense), net

185,281

(152,102)

194,259

(577,602)

Gain on deconsolidation of Geneos

—

4,121,075

—

4,121,075


Net loss before share in net loss of Geneos

(82,139,958)

(128,270,709)

(136,107,702)

(161,406,113)

Share in net loss of Geneos

—

(901,757)

(434,387)

(901,757)


Net loss

(82,139,958)

(129,172,466)

(136,542,089)

(162,307,870)

Net loss attributable to non-controlling interest

—

469,407

—

1,063,757


Net loss attributable to Inovio Pharmaceuticals, Inc.

$

(82,139,958)

$

(128,703,059)

$

(136,542,089)

$

(161,244,113)


Net loss per share attributable to Inovio Pharmaceuticals, Inc. stockholders

          Basic and diluted

$

(0.39)

$

(0.83)

$

(0.66)

$

(1.15)


Weighted average number of common shares outstanding

          Basic and diluted

209,561,064

155,807,054

206,007,497

140,215,158

 

Cision View original content:https://www.prnewswire.com/news-releases/inovio-reports-second-quarter-2021-financial-results-301351440.html

SOURCE INOVIO Pharmaceuticals, Inc.

Posted on

Masonite International Corporation Reports 2021 Second Quarter Financial Results

Masonite International Corporation Reports 2021 Second Quarter Financial Results

Highest quarterly Net Sales and Adj EBITDA* since becoming an NYSE-listed company in 2013

TAMPA, Fla.–(BUSINESS WIRE)–
Masonite International Corporation (“Masonite” or “the Company”) (NYSE: DOOR) today announced results for the three and six months ended July 4, 2021.

Executive Summary – 2Q21 versus 2Q20

  • Net sales increased 33% to $662 million versus $500 million.
  • Net income attributable to Masonite increased to $35 million from $34 million.
  • Diluted earnings per share increased to $1.41 from $1.38 per share and adjusted earnings per share* increased to $2.23 from $1.50.
  • Adjusted EBITDA* increased to $111 million from $92 million.
  • Repurchased 283,712 shares of Masonite stock in the second quarter for approximately $32 million.

“Robust demand in our residential end markets and solid execution allowed us to achieve strong Net Sales and Adjusted EBITDA* growth despite strengthening inflation headwinds in the quarter,” said Howard Heckes, President and CEO. “I am extremely proud of this organization’s ability to navigate what was an increasingly difficult backdrop with respect to our supply chain and labor availability. Despite these near-term challenges, we continued to invest in the business for long-term growth and still anticipate full year 2021 Adjusted EBITDA* Margin expansion.”

* See “Non-GAAP Financial Measures and Related Information” for definition and reconciliation of non-GAAP measures.

Second Quarter 2021 Discussion

Net sales were $662 million in the second quarter of 2021, a 33% increase from $500 million in the comparable period of 2020. The increase in net sales was the result of a 19% increase in base volume, a 7% increase in average unit price (AUP), a 5% increase due to favorable foreign exchange and a 2% increase in the sale of components and other products.

  • North American Residential net sales were $493 million, a 29% increase compared to the second quarter of 2020, driven by a 19% increase in base volume, a 7% increase in AUP and a combined 3% increase due to favorable foreign exchange and the sale of components and other products.
  • Europe net sales were $88 million, a 194% increase compared to the second quarter of 2020 due to our UK and Ireland operations being idled for approximately one-half of the prior year period. The increase was driven by a 134% increase in base volume, a 33% increase due to favorable foreign exchange, a 21% increase in AUP and a 7% increase in the sale of components and other products, partially offset by a 1% decrease from the impact of a divestiture.
  • Architectural net sales were $76 million, an 11% decrease compared to the second quarter of 2020, driven by a 16% decrease in base volume, partially offset by a 4% increase in AUP and a 1% increase due to favorable foreign exchange.

Total company gross profit was $164 million in the second quarter of 2021, an increase of 21% compared to $136 million in the second quarter of 2020. Gross profit margin decreased 250 basis points to 24.8%, due to the impact of higher inflation and tariffs on raw materials, rising logistics costs, higher manufacturing wages and benefits and increased investment in the business, partially offset by higher AUP.

Selling, general and administration (SG&A) expenses were $83 million in the second quarter of 2021, an increase of 12% compared to $73 million in the second quarter of 2020. The increase in SG&A was primarily due to higher personnel costs, which includes resources to support growth. SG&A as a percentage of net sales was 12.5%, a 220 basis point decrease compared to the second quarter of 2020.

Net income attributable to Masonite was $35 million in the second quarter of 2021, an increase of 3% compared to $34 million in the second quarter of 2020. Adjusted EBITDA* of $111 million in the second quarter of 2021 increased 20% from $92 million in the second quarter of 2020.

Diluted earnings per share were $1.41 in the second quarter of 2021 compared to $1.38 in the comparable 2020 period. Diluted adjusted earnings per share* were $2.23 in the second quarter of 2021 compared to $1.50 in the comparable 2020 period. Diluted adjusted earnings per share* excludes $20 million in charges related to actions taken as part of our previously announced restructuring plans, the loss on disposal of our Czech business and the UK tax rate change incurred in the second quarter of 2021 and $3 million in charges related to the loss on disposal of our India subsidiary and restructuring in the second quarter of 2020.

Masonite repurchased 283,712 shares of stock in the second quarter of 2021 for $32 million, at an average price of $114.28.

Year to Date 2021 Discussion

Net sales were $1,309 million in the first six months of 2021, a 25% increase from $1,051 million in the comparable period of 2020. The increase in net sales was a result of an 11% increase in AUP, a 9% increase in base volume, a 3% increase due to favorable foreign exchange and a 2% increase in the sale of components and other products.

  • North American Residential net sales were $970 million, a 27% increase compared to the first six months of 2020, driven by a 12% increase in AUP, a 12% increase in base volume, a 2% increase due to foreign exchange and a 1% increase in the sale of components and other products.
  • Europe net sales were $176 million, a 75% increase compared to the first six months of 2020, driven by a 45% increase in base volume, a 16% increase due to favorable foreign exchange, an 11% increase from higher AUP and a 4% increase in the sale of components and other products, partially offset by a less than 1% decrease from the impact of a divestiture.
  • Architectural net sales were $151 million, a 15% decrease compared to the first six months of 2020, driven by a 19% decrease in base volume and a 1% decrease in the sale of components and other products, partially offset by a 4% increase in AUP and a 1% increase due to favorable foreign exchange.

Total company gross profit was $323 million in the first six months of 2021, an increase of 19% compared to $271 million in the first six months of 2020. Gross profit margin decreased 110 basis points to 24.7%, due to the impact of higher inflation and tariffs on raw materials, rising logistics costs, higher manufacturing wages and benefits and increased investment in the business, partially offset by higher AUP.

Selling, general and administration (SG&A) expenses were $166 million in the first six months of 2021, an increase of 8% compared to $154 million in the first six months of 2020. The increase was due to higher personnel costs, which includes resources to support growth. SG&A as a percentage of net sales was 12.7%, a 190 basis point decrease compared to the first six months of 2020.

Net income attributable to Masonite was $82 million in the first six months of 2021, an increase of 28% compared to $64 million in the first six months of 2020. Adjusted EBITDA* of $213 million in the first six months of 2021 increased 23% from $173 million in the first six months of 2020.

Diluted earnings per share were $3.30 in the first six months of 2021 compared to $2.56 in the comparable 2020 period. Diluted adjusted earnings per share* were $4.16 in the first six months of 2021 compared to $2.74 in the comparable 2020 period. Diluted adjusted earnings per share* excludes $22 million in charges related to actions taken as part of our previously announced restructuring plans, the loss on the disposal of our Czech business and the UK tax rate change incurred in the first six months of 2021 and $4 million in charges related to the loss on disposal of our India subsidiary and restructuring incurred in the first six months of 2020.

Masonite repurchased 368,695 shares of stock in the first six months of 2021 for $42 million, at an average price of $113.98.

Updated 2021 Outlook

The Company now expects full-year 2021 net sales growth in the range of 17 to 20 percent, reflecting sustained residential demand, pricing actions taken in response to rapidly changing inflation and the expectation that current foreign exchange tailwinds may continue throughout the year.

The Company’s expectations for 2021 Adjusted EBITDA* remain unchanged at a range of $435 million to $455 million and diluted adjusted earnings per share* of $8.00 to $8.60.

“Based on the continued strength of our residential end markets and additional pricing actions taken to mitigate inflation, we have updated our outlook to reflect even stronger Net Sales growth for the year,” Mr. Heckes concluded.

A quantitative reconciliation of Adjusted EBITDA* and diluted adjusted earnings per share* to the corresponding GAAP information is not provided for the 2021 outlook because it is difficult to predict the GAAP measures that are excluded from Adjusted EBITDA* such as restructuring costs, asset impairments, share based compensation expense and gains/losses on sales of subsidiaries and PP&E.

Masonite Earnings Conference Call

The Company will hold a live conference call and webcast on August 10, 2021. The live audio webcast will begin at 9:00 a.m. EDT and can be accessed, together with the presentation, on the Masonite website www.masonite.com. The webcast can be directly accessed at: Q2’21 Earnings Webcast.

Telephone access to the live call will be available at 877-407-8289 (in the U.S.) or by dialing 201-689-8341 (outside the U.S.).

A telephone replay will be available approximately one hour following completion of the call through August 24, 2021. To access the replay, please dial 877-660-6853 (in the U.S.) or 201-612-7415 (outside U.S.). Enter Conference ID #13720364.

About Masonite

Masonite International Corporation is a leading global designer, manufacturer, marketer and distributor of interior and exterior doors for the new construction and repair, renovation and remodeling sectors of the residential and non-residential building construction markets. Since 1925, Masonite has provided its customers with innovative products and superior service at compelling values. Masonite currently serves more than 7,600 customers in 60 countries. Additional information about Masonite can be found at www.masonite.com.

* See “Non-GAAP Financial Measures and Related Information” for definition and reconciliation of non-GAAP measures.

Forward-looking Statements

This press release contains forward-looking information and other forward-looking statements within the meaning of applicable Canadian and/or U.S. securities laws, including our discussion of our 2021 outlook, the housing and other markets and future demand, the effects of our strategic and restructuring initiatives, new products, impact of the COVID-19 pandemic, and the impact from foreign exchange on net sales. When used in this press release, such forward-looking statements may be identified by the use of such words as “may,” “might,” “could,” “will,” “would,” “should,” “expect,” “believes,” “outlook,” “predict,” “forecast,” “objective,” “remain,” “anticipate,” “estimate,” “potential,” “continue,” “plan,” “project,” “targeting,” or the negative of these terms or other similar terminology.

Forward-looking statements involve significant known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Masonite, or industry results, to be materially different from any future plans, goals, targets, objectives, results, performance or achievements expressed or implied by such forward-looking statements. As a result, such forward-looking statements should not be read as guarantees of future performance or results, should not be unduly relied upon, and will not necessarily be accurate indications of whether or not such results will be achieved. Factors that could cause actual results to differ materially from the results discussed in the forward-looking statements include, but are not limited to, downward trends in our end markets and in economic conditions; reduced levels of residential new construction; residential repair, renovation and remodeling; and non-residential building construction activity due to increases in mortgage rates, changes in mortgage interest deductions and related tax changes and reduced availability of financing; competition; the continued success of, and our ability to maintain relationships with, certain key customers in light of customer concentration and consolidation; our ability to accurately anticipate demand for our products including seasonality; scale and scope of the coronavirus (“COVID-19”) pandemic and its impact on our operations, customer demand and supply chain; increases in prices of raw materials and fuel; tariffs and evolving trade policy and friction between the United States and other countries, including China, and the impact of anti-dumping and countervailing duties; increases in labor costs, the availability of labor, or labor relations (i.e., disruptions, strikes or work stoppages); our ability to manage our operations including potential disruptions, manufacturing realignments (including related restructuring charges) and customer credit risk; product liability claims and product recalls; our ability to generate sufficient cash flows to fund our capital expenditure requirements, to meet our pension obligations and to meet our debt service obligations, including our obligations under our senior notes and our asset-based revolving credit facility (ABL Facility); limitations on operating our business as a result of covenant restrictions under our existing and future indebtedness, including our senior notes and our ABL Facility; fluctuating foreign exchange and interest rates; our ability to replace expiring patents and to innovate, keep pace with technological developments and successfully integrate acquisitions; the continuous operation of our information technology and enterprise resource planning systems and management of potential cyber security threats and attacks; political, economic and other risks that arise from operating a multinational business; uncertainty relating to the United Kingdom’s exit from the European Union; retention of key management personnel; and environmental and other government regulations, including the United States Foreign Corrupt Practices Act (“FCPA”), and any changes in such regulations. For a more detailed discussion of these factors, see the information under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Forward Looking Statements” in our most recent annual report on Form 10-K filed with the SEC on February 25, 2021, in each case as updated by our subsequent filings with the SEC.

Non-GAAP Financial Measures and Related Information

Our management reviews net sales and Adjusted EBITDA (as defined below) to evaluate segment performance and allocate resources. Net assets are not allocated to the reportable segments. Adjusted EBITDA is a non-GAAP financial measure which does not have a standardized meaning under GAAP and is unlikely to be comparable to similar measures used by other companies. Adjusted EBITDA should not be considered as an alternative to either net income or operating cash flows determined in accordance with GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of free cash flow for management’s discretionary use, as it does not include certain cash requirements such as interest payments, tax payments and debt service requirements. Adjusted EBITDA is defined as net income attributable to Masonite adjusted to exclude the following items: depreciation; amortization; share based compensation expense; loss (gain) on disposal of property, plant and equipment; registration and listing fees; restructuring costs; asset impairment; loss (gain) on disposal of subsidiaries; interest expense (income), net; loss on extinguishment of debt; other expense (income), net; income tax expense (benefit); other items; loss (income) from discontinued operations, net of tax; and net income (loss) attributable to non-controlling interest. The definition of Adjusted EBITDA was updated in the third quarter of 2020 to exclude other items as these charges are not part of our underlying business performance. This change had no impact to Adjusted EBITDA for the three and six months ended June 28, 2020. This definition of Adjusted EBITDA differs from the definitions of EBITDA contained in the indentures governing the 2026 and 2028 Notes and the credit agreement governing the ABL Facility. Adjusted EBITDA, as calculated under our ABL Facility or senior notes would also include, among other things, additional add-backs for amounts related to: cost savings projected by us in good faith to be realized as a result of actions taken or expected to be taken prior to or during the relevant period; fees and expenses in connection with certain plant closures and layoffs; and the amount of any restructuring charges, integration costs or other business optimization expenses or reserve deducted in the relevant period in computing consolidated net income, including any one-time costs incurred in connection with acquisitions. Adjusted EBITDA is used to evaluate and compare the performance of the segments and it is one of the primary measures used to determine employee incentive compensation. Intersegment sales are recorded using market prices. We believe that Adjusted EBITDA, from an operations standpoint, provides an appropriate way to measure and assess segment performance. Our management team has established the practice of reviewing the performance of each segment based on the measures of net sales and Adjusted EBITDA. We believe that Adjusted EBITDA is useful to users of the consolidated financial statements because it provides the same information that we use internally to evaluate and compare the performance of the segments and it is one of the primary measures used to determine employee incentive compensation.

The tables below set forth a reconciliation of net income (loss) attributable to Masonite to Adjusted EBITDA for the periods indicated.

Adjusted EBITDA margin is defined as Adjusted EBITDA divided by Net Sales. Management believes this measure provides supplemental information on how successfully we operate our business.

Adjusted EPS is diluted earnings per common share attributable to Masonite (EPS) less restructuring costs, asset impairment charges, loss (gain) on disposal of subsidiaries, loss on extinguishment of debt and other items, if any, that do not relate to Masonite’s underlying business performance (each net of related tax expense (benefit)). Management uses this measure to evaluate the overall performance of the Company and believes this measure provides investors with helpful supplemental information regarding the underlying performance of the Company from period to period. This measure may be inconsistent with similar measures presented by other companies.

Certain amounts in the Condensed Consolidated Financial Statements and associated tables may not foot due to rounding. All percentages have been calculated using unrounded amounts.

 

MASONITE INTERNATIONAL CORPORATION

SALES RECONCILIATION AND ADJUSTED EBITDA BY REPORTABLE SEGMENT

(In millions of U.S. dollars)

(Unaudited)

 

 

North

American

Residential

 

Europe

 

Architectural

 

Corporate

and Other

 

Total

 

% Change

Second quarter 2020 net sales

$

381.2

 

 

$

29.9

 

 

$

85.6

 

 

$

3.0

 

 

$

499.7

 

 

 

Acquisitions, net of divestitures

—

 

 

(0.3

)

 

—

 

 

—

 

 

(0.3

)

 

(0.1

)%

Base volume

70.9

 

 

40.0

 

 

(13.4

)

 

(2.2

)

 

95.3

 

 

19.1

%

Average unit price

25.5

 

 

6.2

 

 

3.1

 

 

—

 

 

34.8

 

 

7.0

%

Other

4.4

 

 

2.2

 

 

(0.4

)

 

4.5

 

 

10.7

 

 

2.1

%

Foreign exchange

11.4

 

 

9.8

 

 

0.9

 

 

0.1

 

 

22.2

 

 

4.4

%

Second quarter 2021 net sales

$

493.4

 

 

$

87.8

 

 

$

75.8

 

 

$

5.4

 

 

$

662.4

 

 

 

Year over year growth, net sales

29.4

%

 

193.6

%

 

(11.4

)%

 

80.0

%

 

32.6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Second quarter 2020 Adjusted EBITDA

$

91.1

 

 

$

(0.9

)

 

$

11.5

 

 

$

(9.8

)

 

$

91.9

 

 

 

Second quarter 2021 Adjusted EBITDA

100.0

 

 

16.6

 

 

0.5

 

 

(6.5

)

 

110.6

 

 

 

Year over year growth, Adjusted EBITDA

9.8

%

 

1,944.4

%

 

(95.7

)%

 

(33.7

)%

 

20.3

%

 

 

 

 

North

American

Residential

 

Europe

 

Architectural

 

Corporate

and Other

 

Total

 

% Change

Year to date 2020 net sales

$

765.0

 

 

$

100.6

 

 

$

176.9

 

 

$

8.4

 

 

$

1,050.9

 

 

 

Acquisitions, net of divestitures

—

 

 

(0.3

)

 

—

 

 

—

 

 

(0.3

)

 

—

%

Base volume

88.2

 

 

44.9

 

 

(33.1

)

 

(2.8

)

 

97.2

 

 

9.2

%

Average unit price

92.5

 

 

11.2

 

 

7.4

 

 

—

 

 

111.1

 

 

10.6

%

Other

8.4

 

 

3.7

 

 

(1.8

)

 

6.0

 

 

16.3

 

 

1.6

%

Foreign exchange

15.8

 

 

16.2

 

 

1.4

 

 

0.1

 

 

33.5

 

 

3.2

%

Year to date 2021 net sales

$

969.9

 

 

$

176.3

 

 

$

150.8

 

 

$

11.7

 

 

$

1,308.7

 

 

 

Year over year growth, net sales

26.8

%

 

75.2

%

 

(14.8

)%

 

39.3

%

 

24.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year to date 2020 Adjusted EBITDA

$

162.8

 

 

$

8.8

 

 

$

22.1

 

 

$

(20.3

)

 

$

173.4

 

 

 

Year to date 2021 Adjusted EBITDA

194.5

 

 

33.3

 

 

2.5

 

 

(17.8

)

 

212.6

 

 

 

Year over year growth, Adjusted EBITDA

19.5

%

 

278.4

%

 

(88.7

)%

 

(12.3

)%

 

22.6

%

 

 

 

MASONITE INTERNATIONAL CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands of U.S. dollars, except share and per share amounts)

(Unaudited)
 

 

Three Months Ended

 

Six Months Ended

 

July 4, 2021

 

June 28, 2020

 

July 4, 2021

 

June 28, 2020

Net sales

$

662,410

 

 

$

499,658

 

 

$

1,308,747

 

 

$

1,050,886

 

Cost of goods sold

498,068

 

 

363,304

 

 

985,767

 

 

780,251

 

Gross profit

164,342

 

 

136,354

 

 

322,980

 

 

270,635

 

Gross profit as a % of net sales

24.8

%

 

27.3

%

 

24.7

%

 

25.8

%

 

 

 

 

 

 

 

 

Selling, general and administration expenses

82,511

 

 

73,390

 

 

166,142

 

 

153,723

 

Selling, general and administration expenses as a % of net sales

12.5

%

 

14.7

%

 

12.7

%

 

14.6

%

 

 

 

 

 

 

 

 

Restructuring costs

2,192

 

 

1,148

 

 

3,835

 

 

3,089

 

Asset impairment

10,374

 

 

—

 

 

10,374

 

 

—

 

Loss on disposal of subsidiaries

8,590

 

 

2,091

 

 

8,590

 

 

2,091

 

Operating income

60,675

 

 

59,725

 

 

134,039

 

 

111,732

 

Interest expense, net

11,918

 

 

11,824

 

 

23,864

 

 

23,106

 

Other (income) expense, net

(1,586

)

 

(1,446

)

 

(2,929

)

 

(1,397

)

Income before income tax expense

50,343

 

 

49,347

 

 

113,104

 

 

90,023

 

Income tax expense

14,246

 

 

14,687

 

 

28,859

 

 

24,326

 

Net income

36,097

 

 

34,660

 

 

84,245

 

 

65,697

 

Less: net income attributable to non-controlling interests

1,051

 

 

663

 

 

2,218

 

 

1,815

 

Net income attributable to Masonite

$

35,046

 

 

$

33,997

 

 

$

82,027

 

 

$

63,882

 

 

 

 

 

 

 

 

 

Basic earnings per common share attributable to Masonite

$

1.43

 

 

$

1.39

 

 

$

3.35

 

 

$

2.59

 

Diluted earnings per common share attributable to Masonite

$

1.41

 

 

$

1.38

 

 

$

3.30

 

 

$

2.56

 

 

 

 

 

 

 

 

 

Shares used in computing basic earnings per share

24,450,542

 

 

24,466,575

 

 

24,460,098

 

 

24,664,008

 

Shares used in computing diluted earnings per share

24,842,019

 

 

24,651,407

 

 

24,883,814

 

 

24,932,864

 

 

MASONITE INTERNATIONAL CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands of U.S. dollars, except share amounts)

(Unaudited)
 

ASSETS

July 4, 2021

 

January 3, 2021

Current assets:

 

 

 

Cash and cash equivalents

$

328,598

 

 

$

364,674

 

Restricted cash

10,560

 

 

10,560

 

Accounts receivable, net

361,663

 

 

290,508

 

Inventories, net

281,179

 

 

260,962

 

Prepaid expenses and other assets

43,198

 

 

42,538

 

Income taxes receivable

3,573

 

 

1,124

 

Total current assets

1,028,771

 

 

970,366

 

Property, plant and equipment, net

605,848

 

 

625,126

 

Operating lease right-of-use assets

145,545

 

 

146,806

 

Investment in equity investees

11,475

 

 

14,636

 

Goodwill

138,072

 

 

138,692

 

Intangible assets, net

160,930

 

 

169,392

 

Deferred income taxes

19,040

 

 

25,331

 

Other assets

47,772

 

 

47,411

 

Total assets

$

2,157,453

 

 

$

2,137,760

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

115,443

 

 

$

97,211

 

Accrued expenses

224,414

 

 

277,716

 

Income taxes payable

4,119

 

 

11,086

 

Total current liabilities

343,976

 

 

386,013

 

Long-term debt

791,950

 

 

792,242

 

Long-term operating lease liabilities

133,924

 

 

136,235

 

Deferred income taxes

78,156

 

 

73,073

 

Other liabilities

59,274

 

 

55,080

 

Total liabilities

1,407,280

 

 

1,442,643

 

Commitments and Contingencies

 

 

 

Equity:

 

 

 

Share capital: unlimited shares authorized, no par value, 24,238,024 and 24,422,934 shares issued and outstanding as of July 4, 2021, and January 3, 2021, respectively

556,398

 

 

552,969

 

Additional paid-in capital

217,599

 

 

223,666

 

Accumulated earnings

68,845

 

 

20,385

 

Accumulated other comprehensive loss

(103,512

)

 

(112,063

)

Total equity attributable to Masonite

739,330

 

 

684,957

 

Equity attributable to non-controlling interests

10,843

 

 

10,160

 

Total equity

750,173

 

 

695,117

 

Total liabilities and equity

$

2,157,453

 

 

$

2,137,760

 

 

MASONITE INTERNATIONAL CORPORATION

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

TO GAAP FINANCIAL MEASURES

(In thousands of U.S. dollars, except share and per share amounts)

(Unaudited)
 

 

Three Months Ended

 

Six Months Ended

(In thousands)

July 4, 2021

 

June 28, 2020

 

July 4, 2021

 

June 28, 2020

Net income attributable to Masonite

$

35,046

 

 

$

33,997

 

 

$

82,027

 

 

$

63,882

 

 

 

 

 

 

 

 

 

Add: Adjustments to net income attributable to Masonite:

 

 

 

 

 

 

 

Restructuring costs

2,192

 

 

1,148

 

 

3,835

 

 

3,089

 

Asset impairment

10,374

 

 

—

 

 

10,374

 

 

—

 

Loss on disposal of subsidiaries

8,590

 

 

2,091

 

 

8,590

 

 

2,091

 

Income tax expense as a result of UK tax rate change

2,430

 

 

—

 

 

2,430

 

 

—

 

Income tax impact of adjustments

(3,285

)

 

(298

)

 

(3,721

)

 

(806

)

Adjusted net income attributable to Masonite

$

55,347

 

 

$

36,938

 

 

$

103,535

 

 

$

68,256

 

 

 

 

 

 

 

 

 

Diluted earnings per common share attributable to Masonite (“EPS”)

$

1.41

 

 

$

1.38

 

 

$

3.30

 

 

$

2.56

 

Diluted adjusted earnings per common share attributable to Masonite (“Adjusted EPS”)

$

2.23

 

 

$

1.50

 

 

$

4.16

 

 

$

2.74

 

 

 

 

 

 

 

 

 

Shares used in computing EPS and Adjusted EPS

24,842,019

 

 

24,651,407

 

 

24,883,814

 

 

24,932,864

 

The weighted average number of shares outstanding utilized for the diluted EPS and diluted Adjusted EPS calculation contemplates the exercise of all currently outstanding SARs and the conversion of all RSUs. The dilutive effect of such equity awards is calculated based on the weighted average share price for each fiscal period using the treasury stock method. For all periods presented, common shares issuable for stock instruments which would have had an anti-dilutive impact under the treasury stock method have been excluded from the computation of diluted earnings per share.

 

 

Three Months Ended July 4, 2021

(In thousands)

North

American

Residential

 

Europe

 

Architectural

 

Corporate &

Other

 

Total

Net income (loss) attributable to Masonite

$

89,236

 

$

1,454

 

 

$

(14,626

)

 

$

(41,018

)

 

$

35,046

 

Plus:

 

 

 

 

 

 

 

 

 

Depreciation

9,160

 

2,506

 

 

2,608

 

 

2,958

 

 

17,232

 

Amortization

497

 

4,258

 

 

1,147

 

 

506

 

 

6,408

 

Share based compensation expense

—

 

—

 

 

—

 

 

4,706

 

 

4,706

 

Loss on disposal of property, plant and equipment

36

 

16

 

 

—

 

 

335

 

 

387

 

Restructuring costs

352

 

—

 

 

1,701

 

 

139

 

 

2,192

 

Asset impairment

—

 

—

 

 

9,645

 

 

729

 

 

10,374

 

Loss on disposal of subsidiaries

—

 

8,590

 

 

—

 

 

—

 

 

8,590

 

Interest expense, net

—

 

—

 

 

—

 

 

11,918

 

 

11,918

 

Other (income) expense, net

—

 

(240

)

 

5

 

 

(1,351

)

 

(1,586

)

Income tax expense

—

 

—

 

 

—

 

 

14,246

 

 

14,246

 

Net income attributable to non-controlling interest

764

 

—

 

 

—

 

 

287

 

 

1,051

 

Adjusted EBITDA

$

100,045

 

$

16,584

 

 

$

480

 

 

$

(6,545

)

 

$

110,564

 

 

 

Three Months Ended June 28, 2020

(In thousands)

North

American

Residential

 

Europe

 

Architectural

 

Corporate &

Other

 

Total

Net income (loss) attributable to Masonite

$

79,841

 

$

(6,376

)

 

$

4,983

 

$

(44,451

)

 

$

33,997

 

Plus:

 

 

 

 

 

 

 

 

 

Depreciation

8,729

 

2,367

 

 

2,777

 

2,970

 

 

16,843

 

Amortization

512

 

3,270

 

 

1,750

 

390

 

 

5,922

 

Share based compensation expense

—

 

—

 

 

—

 

3,740

 

 

3,740

 

Loss on disposal of property, plant and equipment

506

 

7

 

 

1,904

 

6

 

 

2,423

 

Restructuring costs

914

 

—

 

 

86

 

148

 

 

1,148

 

Loss on disposal of subsidiaries

—

 

—

 

 

—

 

2,091

 

 

2,091

 

Interest expense, net

—

 

—

 

 

—

 

11,824

 

 

11,824

 

Other (income) expense, net

—

 

(186

)

 

—

 

(1,260

)

 

(1,446

)

Income tax expense

—

 

—

 

 

—

 

14,687

 

 

14,687

 

Net income attributable to non-controlling interest

629

 

—

 

 

—

 

34

 

 

663

 

Adjusted EBITDA

$

91,131

 

$

(918

)

 

$

11,500

 

$

(9,821

)

 

$

91,892

 

 

 

Six Months Ended July 4, 2021

(In thousands)

North

American

Residential

 

Europe

 

Architectural

 

Corporate &

Other

 

Total

Net income (loss) attributable to Masonite

$

173,209

 

 

$

12,862

 

 

$

(18,439

)

 

$

(85,605

)

 

$

82,027

 

Plus:

 

 

 

 

 

 

 

 

 

Depreciation

18,671

 

 

5,091

 

 

5,271

 

 

6,478

 

 

35,511

 

Amortization

912

 

 

7,143

 

 

2,289

 

 

982

 

 

11,326

 

Share based compensation expense

—

 

 

—

 

 

—

 

 

9,124

 

 

9,124

 

Loss (gain) on disposal of property, plant and equipment

124

 

 

12

 

 

149

 

 

(495

)

 

(210

)

Restructuring costs

(9

)

 

—

 

 

3,554

 

 

290

 

 

3,835

 

Asset impairment

—

 

 

—

 

 

9,645

 

 

729

 

 

10,374

 

Loss on disposal of subsidiaries

—

 

 

8,590

 

 

—

 

 

—

 

 

8,590

 

Interest expense, net

—

 

 

—

 

 

—

 

 

23,864

 

 

23,864

 

Other (income) expense, net

—

 

 

(359

)

 

5

 

 

(2,575

)

 

(2,929

)

Income tax expense

—

 

 

—

 

 

—

 

 

28,859

 

 

28,859

 

Net income attributable to non-controlling interest

1,620

 

 

—

 

 

—

 

 

598

 

 

2,218

 

Adjusted EBITDA

$

194,527

 

 

$

33,339

 

 

$

2,474

 

 

$

(17,751

)

 

$

212,589

 

 

 

Six Months Ended June 28, 2020

(In thousands)

North

American

Residential

 

Europe

 

Architectural

 

Corporate &

Other

 

Total

Net income (loss) attributable to Masonite

$

138,652

 

$

(2,893

)

 

$

9,563

 

$

(81,440

)

 

$

63,882

 

Plus:

 

 

 

 

 

 

 

 

 

Depreciation

18,093

 

4,824

 

 

5,599

 

4,345

 

 

32,861

 

Amortization

1,107

 

6,832

 

 

3,672

 

770

 

 

12,381

 

Share based compensation expense

—

 

—

 

 

—

 

7,210

 

 

7,210

 

Loss on disposal of property, plant and equipment

1,710

 

10

 

 

2,300

 

25

 

 

4,045

 

Restructuring costs

1,763

 

(37

)

 

948

 

415

 

 

3,089

 

Loss on disposal of subsidiaries

—

 

—

 

 

—

 

2,091

 

 

2,091

 

Interest expense, net

—

 

—

 

 

—

 

23,106

 

 

23,106

 

Other expense (income), net

—

 

25

 

 

—

 

(1,422

)

 

(1,397

)

Income tax expense

—

 

—

 

 

—

 

24,326

 

 

24,326

 

Net income attributable to non-controlling interest

1,502

 

—

 

 

—

 

313

 

 

1,815

 

Adjusted EBITDA

$

162,827

 

$

8,761

 

 

$

22,082

 

$

(20,261

)

 

$

173,409

 

 

Richard Leland

VP, FINANCE AND TREASURER

[email protected]

813.739.1808

Farand Pawlak, CPA

DIRECTOR, INVESTOR RELATIONS

[email protected]

813.371.5839

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Residential Building & Real Estate Other Retail Commercial Building & Real Estate Construction & Property Interior Design Specialty Building Systems Architecture Retail Home Goods Other Construction & Property

MEDIA:

Posted on

Trevi Therapeutics Announces Additions to the Senior Leadership Team

Key Management Appointments Support Company Growth as Lead Trials Move Towards Data

PR Newswire

NEW HAVEN, Conn., Aug. 9, 2021 /PRNewswire/ — Trevi Therapeutics, Inc. (Nasdaq: TRVI), a clinical-stage biopharmaceutical company focused on the development and commercialization of the investigational therapy Haduvio™ (nalbuphine ER) to treat serious neurologically mediated conditions, today announced the appointment of Lisa Delfini, CPA, as Chief Financial Officer and Danine Summers, as Vice President, Medical Affairs. Ms. Delfini will lead the accounting and finance operations. Ms. Summers will be responsible for educating the medical community on Haduvio’s data and development programs through publications, congresses and relationship building with key opinion leaders.

New CFO and Vice President, Medical Affairs will be instrumental in Trevi’s growth as lead trials move towards data

“We are thrilled to welcome Lisa and Danine to our skilled senior leadership team,” said Jennifer L. Good, President and Chief Executive Officer of Trevi. “Their knowledge and experience will be instrumental as we move towards enrollment completion and topline data in our Phase 2b/3 PRISM trial and Phase 2 CANAL trial and preparing for the next stage of growth at Trevi.”

Ms. Delfini joins Trevi with 30 years of experience in the financial sector. Her background includes helping public and private companies with finance transformation and preparing for and executing capital raising activities, acquisitions, and other complex financial and accounting matters. As a Financial Accounting and Advisory Services Partner at Marcum LLP, Ms. Delfini led a team of professionals who provided advisory services on financial activities to companies. In this role, she served as interim CFO, CAO or controller for companies in multiple sectors, including pharmaceuticals. Previously, Ms. Delfini worked at General Electric where she was the Global Controller for the GE Corporate Technical Center of Excellence (TCOE) and then became the Global Controller for GE Industrial Solutions. Ms. Delfini began her career at Deloitte & Touche LLP where she worked for 16 years and completed her time there as a Client Service Partner. She holds a B.S. in Accounting from Lehigh University and is a Certified Public Accountant in the State of Connecticut.

Ms. Summers is an accomplished Medical Affairs executive whose success in leading medical affairs operations, key opinion leader communication and new market development spans throughout start-up, growth, turnaround, and acquisition phases.  Ms. Summers has spent the majority of her career working in dermatology-focused companies. Before joining Trevi, she held varying senior management roles in medical affairs and marketing at companies such as Anacor Pharmaceuticals, Menlo Therapeutics, Medicis Pharmaceutical, Connetics Corporation, VICOM/FCB and Roche Pharmaceuticals. Ms. Summers was instrumental in the development of Medical Affairs departments and demonstrated her ability to connect with healthcare professionals to educate them on their products’ profiles. Ms. Summers holds an M.B.A. in Marketing from the Golden Gate University and a B.A. in Psychology, Business Minor from San Jose State University.

About Trevi Therapeutics, Inc.
Trevi Therapeutics, Inc. is a clinical-stage biopharmaceutical company focused on the development and commercialization of the investigational therapy Haduvio to treat serious neurologically mediated conditions. Trevi is conducting a Phase 2b/3 clinical trial of Haduvio for the treatment of chronic pruritus associated with prurigo nodularis (PN) and a Phase 2 trial for chronic cough in patients with idiopathic pulmonary fibrosis (IPF). Trevi is also developing Haduvio for the treatment of levodopa-induced dyskinesia (LID) in patients with Parkinson’s disease. These conditions share a common pathophysiology that is mediated through opioid receptors in the central and peripheral nervous systems.

Founded in 2011, Trevi Therapeutics is headquartered in New Haven, CT.

About Haduvio
Haduvio, an investigational therapy, is an oral extended-release formulation of nalbuphine. Nalbuphine is a mixed ĸ-opioid receptor agonist and µ-opioid receptor antagonist that has been approved and marketed as an injectable for pain indications for more than 20 years in the United States and Europe. The ĸ- and µ-opioid receptors are known to be critical mediators of itch, cough and certain movement disorders. Nalbuphine’s mechanism of action may also mitigate the risk of abuse associated with µ-opioid agonists because it antagonizes, or blocks, µ-opioid receptors. Parenteral nalbuphine is not currently classified as a controlled substance by the DEA in the United States and by regulatory authorities in most of Europe. Trevi intends to propose Haduvio as the trade name for nalbuphine ER. Haduvio is an investigational therapy that has been granted Fast Track designation by the FDA for the proposed indication of reduction of moderate to severe pruritus in patients with PN. Its safety and efficacy have not been evaluated by any regulatory authority.

Forward-Looking Statements
Statements contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to risks and uncertainties and actual results may differ materially from those expressed or implied by such forward-looking statements. Such statements include, but are not limited to, statements regarding Trevi’s business plans and objectives, including future plans or expectations for Trevi’s product candidates, and other statements containing the words “believes,” “anticipates,” “plans,” “expects,” and similar expressions. Risks that contribute to the uncertain nature of the forward-looking statements include: uncertainties regarding the success, cost and timing of Trevi’s product candidate development activities and ongoing and planned clinical trials; uncertainties regarding the scope, timing and severity of the COVID-19 pandemic, the impact of the COVID-19 pandemic on Trevi’s clinical operations and actions taken in response to the pandemic; uncertainties regarding Trevi’s ability to execute on its strategy; the risk that positive results from a clinical trial may not necessarily be predictive of the results of future or ongoing clinical trials; potential regulatory developments in the United States and foreign countries; uncertainties regarding fast track designation and the effect such status could have on the regulatory review or approval process;  uncertainties inherent in estimating Trevi’s cash runway, future expenses and other financial results, including Trevi’s ability to continue as a going concern and its obligations under its loan facility; as well as other risks and uncertainties set forth in the quarterly report on Form 10-Q for the quarter ended March 31, 2021 filed with the Securities and Exchange Commission and in subsequent filings with the Securities and Exchange Commission.  All forward-looking statements contained in this press release speak only as of the date on which they were made. Trevi undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

Investor Contact

Katie McManus

Trevi Therapeutics, Inc.
203-304-2499
[email protected]

Media Contact 

Rosalia Scampoli

914-815-1465
[email protected]

 

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SOURCE Trevi Therapeutics, Inc.

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TherapeuticsMD Announces Appointment of Hugh O’Dowd as President

TherapeuticsMD Announces Appointment of Hugh O’Dowd as President

– O’Dowd brings 25+ years of experience in senior leadership roles with leading pharmaceutical companies –

BOCA RATON, Fla.–(BUSINESS WIRE)–
TherapeuticsMD, Inc. (NASDAQ: TXMD), an innovative, leading women’s healthcare company, today announced the appointment of Hugh O’Dowd as President. Mr. O’Dowd succeeds John C.K. Milligan, IV, who the Company recently appointed as Chief Executive Officer of its vitaCare Prescription Services business.

“I am delighted to welcome Hugh as President of TherapeuticsMD. Hugh has a significant operating and strategic history with both large and small pharmaceutical companies including over 20 years at Novartis, where he navigated some of the most challenging payor and commercial environments, and consistently delivered superior performance. I believe Hugh will be instrumental in helping TherapeuticsMD build value for our stockholders,” stated Robert G. Finizio, Chief Executive Officer of TherapeuticsMD.

“I view TherapeuticsMD as an emerging leader in the women’s health segment, and I am confident we can unlock the value of the Company’s novel and well differentiated portfolio to drive superior performance. I deeply believe this Company is about empowering and enabling women to have control throughout their life cycles from reproductive health through menopause. I look forward to working with the TherapeuticsMD leadership team and its dedicated employees to advance our commercialization plan and further define the Company’s future,” stated Hugh O’Dowd.

Mr. O’Dowd previously served as President, Chief Executive Officer, and a member of the Board of Directors of Neon Therapeutics, Inc., a clinical-state immuno-oncology company that developed neoantigen-based therapeutics, from September 2016 until its acquisition by BioNTech SE in May 2020. Prior to Neon Therapeutics, Mr. O’Dowd spent more than 20 years in a variety of senior leadership roles at Novartis Pharmaceuticals Corporation, where he served as Country President and General Manager of the United Kingdom and Ireland from 2015 to 2016, Senior Vice President and Chief Commercial Officer of Novartis Oncology from 2011 to 2015, and Vice President, Latin America Region Head for the Oncology business unit from 2009 to 2011. During his time as Chief Commercial Officer Oncology, Mr. O’Dowd was responsible for the oncology portfolio strategy for the world’s then second-largest oncology/hematology organization, including global brand leadership, business development/licensing, and commercialization. Mr. O’Dowd currently serves as Director and Non-executive Chairman of ONK Therapeutics Ltd, an innovative natural killer cell therapy company, and as a Director of Polyphor AG, a clinical-stage biopharmaceutical company focused on the discovery and development of antibiotics and immuno-oncology compounds. Mr. O’Dowd received an MBA from the Kellstadt Graduate School of Business at DePaul University in Chicago and a B.A. from Loyola University Chicago.

Inducement Grant Under Nasdaq Listing Rule 5635(c)(4)

As a material inducement to Mr. O’Dowd’s acceptance of the appointment, the Company agreed to grant Mr. O’Dowd, no later than August 31, 2021, an award of 2,750,000 restricted stock units (“RSUs”) and 2,750,000 performance stock units (“PSUs”) corresponding to shares of common stock of the Company outside of the Company’s 2019 Stock Incentive Plan (the “2019 Plan”). The inducement award was approved by a majority of the independent directors the Company’s Board of Directors in reliance on the employment inducement exception to shareholder approval provided under NASDAQ Stock Market Listing Rule 5635(c)(4). The RSUs will vest in equal annual installments over three years beginning August 31, 2022 and are subject to Mr. O’Dowd’s continuous service with the Company. The PSUs will vest on August 31, 2024 based on the Company’s market capitalization, which will be tested annually over three years beginning August 31, 2022 and are subject to Mr. O’Dowd’s continuous service with the Company.

About TherapeuticsMD, Inc.

TherapeuticsMD, Inc. is an innovative, leading healthcare company, focused on developing and commercializing novel products exclusively for women. Our products are designed to address the unique changes and challenges women experience through the various stages of their lives with a therapeutic focus in family planning, reproductive health, and menopause management. The company is committed to advancing the health of women and championing awareness of their healthcare issues. To learn more about TherapeuticsMD, please visit therapeuticsmd.com or follow us on Twitter: @TherapeuticsMD and on Facebook: TherapeuticsMD.

Forward-Looking Statements

This press release by TherapeuticsMD, Inc. may contain forward-looking statements. Forward-looking statements may include, but are not limited to, statements relating to TherapeuticsMD’s objectives, plans and strategies as well as statements, other than historical facts, that address activities, events or developments that the company intends, expects, projects, believes or anticipates will or may occur in the future. These statements are often characterized by terminology such as “believes,” “hopes,” “may,” “anticipates,” “should,” “intends,” “plans,” “will,” “expects,” “estimates,” “projects,” “positioned,” “strategy” and similar expressions and are based on assumptions and assessments made in light of management’s experience and perception of historical trends, current conditions, expected future developments and other factors believed to be appropriate. Forward-looking statements in this press release are made as of the date of this press release, and the company undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of the company’s control. Important factors that could cause actual results, developments and business decisions to differ materially from forward-looking statements are described in the sections titled “Risk Factors” in the company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, as well as reports on Form 8-K, and include the following: the effects of the COVID-19 pandemic; the company’s ability to maintain or increase sales of its products; the company’s ability to develop and commercialize IMVEXXY®, ANNOVERA®, and BIJUVA® and obtain additional financing necessary therefor; whether the company will be able to comply with the covenants and conditions under its term loan facility; whether the company will be able to successfully divest, or obtain an investment in, its vitaCare business and how the proceeds that may be generated by any such divestiture or investment will be utilized; the potential of adverse side effects or other safety risks that could adversely affect the commercialization of the company’s current or future approved products or preclude the approval of the company’s future drug candidates; whether the FDA will approve the lower dose of BIJUVA; the company’s ability to protect its intellectual property, including with respect to the Paragraph IV notice letters the company received regarding IMVEXXY and BIJUVA; the length, cost and uncertain results of future clinical trials; the company’s reliance on third parties to conduct its manufacturing, research and development and clinical trials; the ability of the company’s licensees to commercialize and distribute the company’s products; the ability of the company’s marketing contractors to market ANNOVERA; the availability of reimbursement from government authorities and health insurance companies for the company’s products; the impact of product liability lawsuits; the influence of extensive and costly government regulation; the volatility of the trading price of the company’s common stock and the concentration of power in its stock ownership.

Lisa M. Wilson

In-Site Communications, Inc.

212-452-2793

[email protected]

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Health Consumer Women Other Health Baby/Maternity Pharmaceutical

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First Foundation Bank Appoints Tim Cody as Senior Vice President, Managing Director of Construction Lending

First Foundation Bank Appoints Tim Cody as Senior Vice President, Managing Director of Construction Lending

DALLAS–(BUSINESS WIRE)–
First Foundation Inc. (NASDAQ: FFWM) (“First Foundation”), a financial services company with two wholly-owned operating subsidiaries, First Foundation Advisors and First Foundation Bank, announced today the appointment of Tim Cody as Senior Vice President, Managing Director of Construction Lending.

In his new role, Cody will help build out the construction lending offering for First Foundation Bank.

Along these lines, Cody will be responsible for identifying and growing construction loan relationships with both new and existing clients. He will also be responsible for assessing and structuring the terms for prospective loans.

“We are very pleased to have Tim join our team,” said Robert Noble, Chief Lending Officer of First Foundation Bank. “As First Foundation continues to expand across new regions, we see the importance in diversifying our offering to provide clients with a full relationship banking experience. Tim’s expertise in construction lending will complement our offering perfectly.”

Cody brings over 30 years of banking experience with 20 of those years focused in construction and commercial real estate lending. Prior to joining First Foundation, he was the Senior Vice President, Director of Construction and CRE Lending at Pacific Premier Bank, where he developed the construction loan program. He previously held roles as the Vice President, Manager of Construction and CRE Lending at Fullerton Community Bank and Orange County Regional Loan Manager at La Jolla Bank.

He will be building out his team and is joined by Stephanie Begody who is a Vice President, Construction Lending Officer. She will help to grow the construction loans for the bank by cultivating new and existing relationships.

About First Foundation

First Foundation, Inc. (NASDAQ: FFWM) and its subsidiaries offer personal banking, business banking, and private wealth management services, including investment, trust, insurance, and philanthropy services. This comprehensive platform of financial services is designed to help clients at any stage in their financial journey. First Foundation is comprised of an extraordinary team of financial professionals united around a single cause: to enable growth-minded individuals and businesses to boldly live the life they imagined and preserve the legacy they’ve worked so hard to build. The broad range of financial products and services offered by First Foundation are more consistent with those offered by larger financial institutions, while its high level of personalized service, accessibility, and responsiveness to clients is more aligned with community banks and boutique wealth management firms. This combination of an integrated platform of comprehensive financial services and the products along with personalized service differentiates First Foundation from many of its competitors and has contributed to the growth of its client base and business. Services are offered through bank and/or wealth management branch offices in California, Texas, Nevada, and Hawaii. Learn more at firstfoundationinc.com, or connect with us on LinkedIn and Twitter.

First Foundation Inc.

Tyler Resh

Director of Marketing and Strategy

949-202-4131

[email protected]

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Banking Professional Services Finance

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