INVO Bioscience Announces Pricing of Follow-on Public Offering and Listing on the NASDAQ Capital Market

PR Newswire

SARASOTA, Fla., Nov. 12, 2020 /PRNewswire/ — INVO Bioscience, Inc. (OTCQB: INVOD) (Nasdaq: INVO) developers of INVOcell®, the world’s only in vivo Intravaginal Culture System, today announced the pricing of an underwritten public offering of 3,625,000 shares of its common stock at a public offering price of $3.20 per share. The gross proceeds to INVO Bioscience from this offering are expected to be approximately $11.6 million, before deducting underwriting discounts and commissions and other estimated offering expenses. INVO Bioscience has granted the underwriters a 45-day option to purchase up to an additional 543,750 shares of common stock to cover over-allotments, if any. The offering is expected to close on November 17, 2020, subject to customary closing conditions.  Shares of our common stock will begin trading on November 13, 2020 under the symbol “INVO” on the Nasdaq Capital Market.

Roth Capital Partners acted as the sole book-running manager, with Colliers Securities LLC and Paulson Investment Company, LLC acting as co-managers for the offering.

A registration statement relating to the securities being sold in this offering was filed with the Securities and Exchange Commission (SEC) was declared effective on November 12, 2020. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, 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. Copies of the final prospectus will be filed with the SEC and, when available, electronic copies of the final prospectus may be obtained by contacting Roth Capital Partners, LLC, 888 San Clemente, Newport Beach, CA 92660, Attention: Prospectus Department, by at (800) 678-9147, or by accessing the SEC’s website,

About INVO Bioscience

INVO Bioscience, Inc. (Nasdaq: INVO) (“INVO”) is an innovative medical device company developing solutions for the global infertility industry. INVO’s goal is to increase access to care and expand fertility treatment across the globe while seeking to lower the cost and increase the availability of care. INVO’s lead commercial product, the INVOcell, is a patented Assisted Reproductive Technology (ART) used in the treatment of infertility. The INVOcell device and procedure is unique as the first Intravaginal Culture (IVC) system in the world used for the natural in vivo incubation of eggs and sperm during fertilization and early embryo development. As an alternative to traditional in Vitro Fertilization (IVF), the revolutionary in vivo method of vaginal incubation offers patients a more natural and intimate experience. INVO Bioscience is headquartered in Sarasota, FL. For more information, please visit

Safe Harbor Statement

This release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company invokes the protections of the Private Securities Litigation Reform Act of 1995. All statements regarding our expected future financial position, results of operations, cash flows, financing plans, business strategies, products and services, competitive positions, growth opportunities, plans and objectives of management for future operations, as well as statements that include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may,” “could,” “should,” “will,” and other similar expressions are forward-looking statements. All forward-looking statements involve risks, uncertainties and contingencies, many of which are beyond our control, which may cause actual results, performance, or achievements to differ materially from anticipated results, performance, or achievements. Factors that may cause actual results to differ materially from those in the forward-looking statements include those set forth in our filings at We are under no obligation to (and expressly disclaim any such obligation to) update or alter our forward-looking statements, whether as a result of new information, future events or otherwise.

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SOURCE INVO Bioscience, Inc.

SHAREHOLDER ALERT: WeissLaw LLP Investigates Akers Biosciences, Inc.

PR Newswire

NEW YORK, Nov. 12, 2020 /PRNewswire/ — WeissLaw LLP is investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Akers Biosciences, Inc. (“Akers” or the “Company”) (NASDAQ: AKER) in connection with the Company’s proposed merger with privately-held MyMD Pharmaceuticals, Inc. (“MyMD”).  Under the terms of the merger agreement, Akers and MyMD will combine resulting in current MyMD stockholders owning 80% of the newly-combined post-close company, leaving Akers stockholders with a mere 20% of the new entity.  Additionally, the merger agreement also provides for cash and stock payments to MyMD stockholders under certain circumstances.  The combined company will continue to trade on the NASDAQ under the new ticker symbol “MYMD.” 

If you own Akers shares and wish to discuss this investigation or have any questions concerning this notice or your rights or interests, visit our website:

Or please contact:

Joshua Rubin, Esq.

WeissLaw LLP
1500 Broadway, 16th Floor
New York, NY  10036
(212) 682-3025
(888) 593-4771
[email protected]

WeissLaw is investigating (i) whether Akers’ board acted in the best interest of Akers’ public stockholders in agreeing to the proposed transaction, (ii) whether the board was fully informed as to the value of privately-held MyMD, (iii) whether the deal’s equity split is fair to Akers’ stockholders, and (iv) whether all information regarding the sales process undertaken by the board and financial analyses supporting the transaction will be fully and fairly disclosed to Akers’ public stockholders. 

WeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties.  We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases.  If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at [email protected]

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Willow Biosciences Reports Third Quarter 2020 Results and Operational Update

PR Newswire

CALGARY, AB, Nov. 12, 2020 /PRNewswire/ – Willow Biosciences Inc. (“Willow” or the “Company“) (TSX: WLLW) (OTCQX: CANSF) has released its financial and operating results for the three and nine months ended September 30, 2020, reporting significant advancement in its operations and strong liquidity.

“The third quarter represented another significant move forward for us, as we completed our first pilot campaign as part of our final development stage before we begin commercial production, which is anticipated to commence around the middle of 2021. From the pilot, and with our well-advanced downstream process, we were able to produce appreciable quantities of CBG as sample material at greater than 99% purity with no detectable THC. We saw significant demand globally for our sample CBG from a variety of cosmetic, food and beverage, and nutraceutical companies looking to qualify our product for commercial purchase in 2021. Building on these results, we plan to run at least one more pilot in the fourth quarter of 2020 to both further optimize our process for commercial production as well as meet the demand for sample material of CBG from potential customers. We are well positioned, both financially and technically, to start producing at scale in 2021 and transition from a research-based enterprise to a company with revenue generating operations.”

Highlights for the Quarter

  • Willow continued to operate safely and effectively during the during the quarter, as it has since the beginning of the on-going COVID-19 pandemic. The Company’s highest priority remains the health and safety of its employees, partners and the communities where it operates. Throughout the quarter Willow continued to maintain measures that have been put in place to protect the well-being of these stakeholders and is proud of the dedication of its workforce to maintain safe operations and business continuity during the on-going pandemic.
  • As a result of reaching development milestones ahead of schedule and in collaboration with its development partner, Albany Molecular Research, Inc. (“AMRI“), Willow successfully completed its 500 litre pilot program in Q3 2020, making it the first company to produce material amounts of cannabinoids biosynthetically.
  • Willow successfully developed a scalable process for producing cannabigerol (“CBG“) with greater than 99% purity and no detectable THC.
  • Willow expanded its product portfolio with the generation of lab strains producing the Varin Cannabinoids, Cannabigerovarin (“CBGV“), Cannabidivarin (“CBDV“), and Tetrahydrocannabivarin (“THCV“), for further optimization toward commercial targets.
  • Willow began trading on the OTCQX Best Market, an upgrade from the OTCQB Venture Market. This allows US investors to find current financial disclosure and Real-Time Level 2 quotes for the Company on
  • Willow ended the quarter with strong liquidity, including approximately $9.1 million of cash on hand as at September 30, 2020.
  • Subsequent to the quarter, on October 29, 2020, the Company issued 17,692,307 units at a price of $0.65 per unit for gross proceeds of $11.5 million. Each unit consists of one common share of Willow (“Common Shares“) and one half of one Common Share purchase warrant of Willow (each whole warrant, a “Warrant“). The Warrants have a strike price of $0.85 per Common Share, a 24-month term and a forced accelerator clause that allows the Company to force exercise of the Warrants if Willow trades at a 20-day VWAP of $1.20 or greater.

Operational Update

During the third quarter of 2020, Willow further improved its cannabinoid production process through a combination of strain and fermentation optimization and developed a commercially relevant downstream process for production of greater than 99% pure CBG. This CBG process was successfully scaled to a 500-litre pilot scale in the third quarter of 2020 by Willow’s development partner, AMRI, to provide pure CBG samples for evaluation by prospective consumer packaged goods customers. Willow will continue to optimize its process at pilot scale with the goal of advancing to larger, commercial-scale fermentation vessels in the first half of 2021.  Willow is in the final stages of selecting its late-stage development and manufacturing partner(s).

The success of the Company’s proprietary yeast production platform has enabled Willow to initiate work on the Varin Cannabinoids during Q3.  Willow has developed initial lab strains for production of CBGV, CBDV and THCV, and is now focused on strain and fermentation process optimization at bench scale to further increase the production of Varin Cannabinoids toward commercial targets.  Third party scale up work for the Varin Cannabinoids is expected to commence in the first half of 2021 and be completed in the first half of 2022. First production of research samples of the Varin Cannabinoids is expected in the second half of 2021, with commercial sales in the first half of 2022.

The Company also continued to make substantial progress to increase production of CBD and a yet-to-be-disclosed cannabinoid through application of its proprietary strain engineering technologies.  In-house strain and process optimization will continue through 2020 with scale-up development starting in early 2021. 

Financial Update

Willow ended the quarter in a strong financial position, with approximately $9.1 million in cash on hand.

The Company’s financial results are summarized as follows:

Three months ended

September 30



Balance sheet ($000’s):

Cash and cash equivalents



Total assets



Shareholder’s equity



Weighted average shares outstanding

Basic and diluted (000’s)




Willow anticipates transitioning into a revenue generating development company in 2021. In the coming months and quarters, the Company will be selecting its first manufacturing location and partner to start commercial production. Concurrently, the Company is working to secure commercial customers for its first cannabinoid, CBG, with the goal of having a robust order book when commercial production commences. Willow is seeing significant interest from multiple jurisdictions for CBG, as well as other cannabinoids Willow is developing manufacturing processes for.

Given the scalability of biosynthetic production via fermentation, Willow has the capacity to significantly ramp up production to both meet demand and lower per unit production costs. As a result of the high purity profile, consistency, safety and environment sustainability associated with Willow’s manufacturing technology, the Company is seeing strong demand developing for its cannabinoids from a variety of consumer products companies.

A full description of Willow’s third quarter 2020 results can be found in Willow’s unaudited condensed consolidated interim financial statements and related management’s discussion and analysis which are available on SEDAR at

About Willow Biosciences Inc.

Willow is a Canadian biotechnology company based in Vancouver, British Columbia, that produces high purity, plant-derived compounds that provide building blocks for the global pharmaceutical, health and wellness, and consumer packaged goods industries. Willow’s current focus is in the production of cannabinoids for the treatment for pain, anxiety, obesity, brain disorders, among other significant indications. Willow’s science team has a proven track record of developing manufacturing technologies for high purity compounds in pain and cancer treatments. Willow’s manufacturing process creates a consistent, scalable and sustainable product that allows for the discovery and development of new life changing drugs.

Forward-Looking Statements

This news release may include forward-looking statements including opinions, assumptions, estimates and the Company’s assessment of future plans and operations, and, more particularly, statements concerning: Willow’s revised milestone projections, including the timing and quantity of development scale-up (including further pilot projects) and commercialization scale-up; the timing of commercial sales and revenues resulting therefrom; expected cost reductions from commencing commercial production; discussions with potential customers (including the size of orders therefrom), manufacturing partners and other key stakeholders; timing for the selection of a manufacturing location and partner; the ongoing COVID-19 outbreak and its impact on the Company; the market size potential of the synthetic cannabinoid industry, the demand for Willow’s products and Willow’s ability to capture market share; Willow’s entry into new global markets; and the business plan of the Company, generally, including cannabinoid research and production. When used in this news release, the words “will,” “anticipate,” “believe,” “estimate,” “expect,” “intent,” “may,” “project,” “should,” and similar expressions are intended to be among the statements that identify forward-looking statements. The forward-looking statements are founded on the basis of expectations and assumptions made by the Company which include, but are not limited to: the success of Willow’s strategic partnerships, including the development of future strategic partnerships; the financial strength of the Company; the ability of the Company to fund its business plan using cash on hand and existing resources; the market for Willow’s products; the ability of the Company to obtain and retain applicable licences; the ability of the Company to obtain suitable manufacturing partners and other strategic relationships; and the successful implementation of Willow’s production strategy, generally. Forward-looking statements are subject to a wide range of risks and uncertainties, and although the Company believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will be realized. Any number of important factors could cause actual results to differ materially from those in the forward-looking statements including, but not limited to, risks associated with: the cannabinoid industry in general; the success of the Company’s research and development strategies; infringement on intellectual property; failure to benefit from partnerships or successfully integrate acquisitions; actions and initiatives of federal and provincial governments and changes to government policies and the execution and impact of these actions, initiatives and policies; import/export and research restrictions for cannabinoid-based operations; the size of the medical-use and adult-use cannabinoid market; competition from other industry participants; adverse U.S., Canadian and global economic conditions; adverse global events and public-health crises, including the current COVID-19 outbreak; failure to comply with certain regulations; departure of key management personnel or inability to attract and retain talent; and other factors more fully described from time to time in the reports and filings made by the Company with securities regulatory authorities. Please refer to the AIF and the MD&A for additional risk factors relating to Willow, which can be accessed either on Willow’s website at or under the Company’s profile on

Any financial outlook and future-oriented financial information contained in this document regarding prospective financial performance, financial position or cash flows is based on assumptions about future events, including economic conditions and proposed courses of action based on management’s assessment of the relevant information that is currently available. Projected operational information contains forward-looking information and is based on a number of material assumptions and factors, as are set out above. These projections may also be considered to contain future-oriented financial information or a financial outlook. The actual results of the Company’s operations for any period will likely vary from the amounts set forth in these projections and such variations may be material. Actual results will vary from projected results. Readers are cautioned that any such financial outlook and future-oriented financial information contained herein should not be used for purposes other than those for which it is disclosed herein.

The forward-looking statements contained in this news release are made as of the date hereof and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, except as required by applicable law. The forward-looking statements contained herein are expressly qualified by this cautionary statement.

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SOURCE Willow Biosciences Inc.

Camfil Report – 3 Ways Real-Time Indoor Air Quality Monitoring Makes for a Better HVAC System

3 ways that real-time indoor air quality monitoring can lead to a better HVAC system and improved IAQ

Toronto, CA, Nov. 12, 2020 (GLOBE NEWSWIRE) — Even the most advanced and carefully maintained HVAC systems are underutilized in their efforts to bring meaningful improvement to a building’s indoor air quality (IAQ) without careful, regular monitoring. 

With the installation of real-time IAQ monitoring technology, building management systems can gain access to a wealth of actionable data that can be used to both record and respond to sudden changes in IAQ.

What Is IAQ Monitoring?

IAQ monitoring can come in many forms, but at its core, it is the ability to track both the efficiency of the HVAC system and the quality of the air that is moving through it. This means keeping track of conditions such as humidity, pressure drop, airflow rates, and composition. 

Testing for both the presence and concentration of airborne contaminants is another essential role of IAQ monitoring, as it can have a direct and dramatic effect on human health. 

The Importance of Indoor Air Quality Testing on the Commercial and Industrial Level 

As companies across the globe are re-opening after months of inactivity due to various quarantine and stay-at-home orders, many operators are starting to consider more advanced air filtration systems with high-efficiency air filters as a way to combat the potential spread of COVID-19. 

In addition to airborne pathogens, commercial and industrial IAQ is constantly threatened by other forms of air pollution, including carbon monoxide, lead dust, radon gas, and asbestos dust. Many of these pollutants come from inside the building, which is why it becomes the company’s responsibility to put adequate protection systems in place. 

Three Ways Real-Time Indoor Air Quality Monitoring Can Improve a Commercial HVAC System

1. Better HVAC Sensors & Actuators – When facilities install real-time IAQ technology, one of the necessary upgrades to the system is the HVAC sensors and actuators, two components that work together to make operational adjustments based on received input. 

2. Real-Time Reporting – The ability to trace temperature, humidity, pressure, and even airborne contaminants in real-time settings, allows building management systems (BMS) to be more agile, allowing for better forecasting and a more thorough integration. 

3. More Effective, Efficient Maintenance – A BMS equipped with real-time IAQ monitoring is capable of predicting which components need maintenance prior to scheduled PM service or in need of early replacement. This reduces overall cost due to emergency situations that may arise.  

Industrial Air Filter Specialist

While the importance of IAQ monitoring is becoming clearer to commercial and industrial operators around the world, the integration of real-time IAQ monitoring technology has only begun. However, like all new technology, there is a learning curve required to maximize its effectiveness. That’s why it’s important to work with an experienced HVAC professional, educated and trained in both equipment and filters,  in order to get the correct products for your system. 


Camfil is the world leader in air filtration and clean air solutions, with 23 production plants and R&D centers in the Americas, Europe, and the Asia-Pacific region. For more information, visit us online at or call us toll-free at 888.599.6620.

Media Contact: 

Lynne Laake 

Camfil USA Air Filters 

T: 888.599.6620 

E: [email protected]

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Vislink Technologies Reports Q3 2020 Financial Results

HACKETTSTOWN, NJ , Nov. 12, 2020 (GLOBE NEWSWIRE) — Vislink Technologies, Inc. (“Vislink” or the “Company”) (Nasdaq: VISL) announced its results for the third quarter ended September 30, 2020. Company management will host a live webcast on Friday, November 13, 2020 at approximately 10:00 a.m. ET to review the Company’s financial and operating results and provide a general business update (see webcast details below).

Financial Highlights

  • Revenues for the three months ended September 30, 2020 were $4.8 million, compared to $5 million for the three months ended September 30, 2019.
  • EBITDA (earnings before interest, taxes depreciation and amortization) was a negative $2.4 million for the three months ended September 30, 2020, compared to a negative $4.7 million for the three months ended September 30, 2019.
  • Ended the third quarter 2020 with $3.1 million in cash.
  • Gross margins were 31.8% of revenue in the third quarter of 2020, compared to 40.7% in the third quarter of 2019.
  • Net loss attributable to common shareholders was $2.8 million, or $(0.17) per share in the third quarter 2020 compared to a net loss of $5 million, or $(2.41) per share in the third quarter of 2019.
  • Net loss attributable to common shareholders was $8 million, or $(0.61) per share for the nine months ended September 30, 2020 compared to a net loss of $11.7 million, or $(12.77) per share for the nine months ended September 30, 2019.

“In the third quarter, we continued to feel the effects of a challenging macro business environment,” said Carleton Miller, CEO of Vislink Technologies. “The ongoing COVID-19 pandemic limited our growth and softened demand in our key Live Production and MilGov markets, as customers delayed deliveries for new and upgraded equipment. The pandemic also impacted our supply chain, which led to an interruption in receiving components from our suppliers. This further constricted our ability to fulfill orders in the quarter, although we do expect these interruptions to be resolved over the course of Q4.”

“In response to this, we redoubled our efforts to successfully streamline all aspects of our business. We built on the disciplined, cost-focus approach we instituted earlier this year and realized additional operational efficiencies during the quarter. We will continue this approach with additional cost reduction measures that are expected to achieve $5 million in savings. Our diligence in adhering to this next phase of our operational turnaround helped us mitigate the effects of the business downturn, conserve cash and stabilize our finances. These actions have put us in a better position to pursue and capture growth opportunities as they arise for the remainder of 2020 and into next year.”

Mr. Miller continued, “During the third quarter, we experienced positive results from our product-focused innovation. We were pleased to introduce two significant product lines: the DVE/IRD satcom encoder/decoder, and the IP Link 3.0 digital microwave system. These will be followed by the introduction of the new Quantum Receiver in the first half of 2021. While the cancelling and scaling back of major live sporting and entertainment events has pushed back infrastructure investments over the past two quarters, we are slowly witnessing such events coming back on line. This will allow us to again leverage our experience in covering events like the Olympic Games, World Cup and other tier-one competitions that we traditionally participate in. Because of this, we remain cautiously optimistic for a return to normalcy in the industries we serve.”

Financial Results Webcast Details

On Friday, November 13, 2020, Vislink’s CEO, Carleton Miller, and CFO, Michael Bond, will host a webcast at approximately 10:00 a.m. ET to review the Company’s financial and operating results and provide a general business update. This webcast will be live at Investors will be able to submit questions during the webcast.

Non-GAAP Financial Measure: EBITDA

To supplement our financial results presented in accordance with Generally Accepted Accounting Principles (GAAP), we are presenting EBITDA in this earning release and the related earning conference call. EBITDA is a non-GAAP financial measure that is not based on any standardized methodology prescribed by GAAP and is not necessarily comparable to similarly titled measures presented by other companies. We define EBITDA as our net income (loss), excluding the impact of depreciation and amortization expense and interest income/expense. We have presented EBITDA because it is a key measure used by our management and board of directors to understand and evaluate our operating performance, to establish budgets and to develop operational goals for managing our business. In particular, we believe that excluding the impact of these expenses in calculating EBITDA can provide a useful measure for period-to-period comparisons of our core operating performance.

About Vislink Technologies, Inc.

Vislink is a global technology business specializing in the collection, delivery, and management of high quality, live video and associated data from the scene of the action to the viewing screen. For the broadcast markets, Vislink provides solutions for the collection of live news, sports, and entertainment events. Vislink also furnishes the surveillance and defense markets with real-time video intelligence solutions using a variety of tailored transmission products. The Vislink team also provides professional and technical services utilizing a staff of technology experts with decades of applied knowledge and real-world experience to the areas of a terrestrial microwave, satellite, fiber optic, surveillance, and wireless communications systems, to deliver a broad spectrum of customer solutions. Vislink’s shares of Common Stock are publicly traded on the Nasdaq Capital Market under the ticker symbol “VISL.” For more information, visit

Note on Forward-looking Statements

Certain statements in this press release are forward-looking statements that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. This press release contains forward-looking statements that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. Any statements, other than statements of historical fact included in this press release, including those regarding the Company’s strategy, future operations, future financial position, projected expenses, prospects, plans, objectives of management and financial reporting abilities, maintenance of new product pipeline and technical innovation, the Company’s expected focus on financial discipline and cost reduction plans, anticipated cost savings, planned adjustments to its workforce, expected market opportunities across the Company’s operating segments, the Company’s expectations as to its operational turnaround, including operational efficiencies and future capital allocation, the effects of the COVID-19 pandemic, the sufficiency of the Company’s capital resources to fund the Company’s operations and any statements regarding future results are forward-looking statements. Vislink may not actually achieve the plans, carry out the intentions or meet the expectations or projections disclosed in any forward-looking statements such as the foregoing and you should not place undue reliance on such forward-looking statements. Such statements are based on management’s current expectations and involve risks and uncertainties, including those discussed in Vislink’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the SEC on April 1, 2020 and in subsequent filings with, or submissions to, the SEC.

The statements made in this press release speak only as of the date stated herein, and subsequent events and developments may cause the Company’s expectations and beliefs to change. While the Company may elect to update these forward-looking statements publicly at some point in the future, the Company specifically disclaims any obligation to do so, whether as a result of new information, future events or otherwise, except as required by law. These forward-looking statements should not be relied upon as representing the Company’s views as of any date after the date stated herein.

For more information:

[email protected]


    For the Three Months Ended     For the Nine Months Ended  
    September 30,     September 30,  
    2020     2019     2020     2019  
Revenue   $ 4,778     $ 5,007     $ 16,138     $ 20,565  
Cost of revenue and operating expenses                                
Cost of components and personnel     3,257       2,968       8,505       10,611  
Inventory valuation adjustments     195       223       244       312  
General and administrative expenses     3,200       5,329       12,721       16,062  
Research and development expenses     616       799       1,831       2,591  
Gain on lease termination                 (21 )      
Amortization and depreciation     337       586       1,094       1,763  
Total cost of revenue and operating expenses     7,605       9,905       24,374       31,339  
Loss from operations     (2,827 )     (4,898 )     (8,236 )     (10,774 )
Other income (expense)                                
Changes in fair value of derivative liabilities     82       281       1       954  
Gain (loss) on conversion of debentures           15             (33 )
Gain on settlement of related party obligations                 331        
Other income (expense)     5             5        
Interest expense, net     (53 )     (393 )     (102 )     (1,807 )
Total other income (expense)     34       (97 )     235       (886 )
Net loss   $ (2,793 )   $ (4,995 )   $ (8,001 )   $ (11,660 )
Basic and diluted loss per share   $ (0.17 )   $ (2.41 )   $ (0.61 )   $ (12.77 )
Weighted average number of shares outstanding:                                
Basic and diluted     16,296       2,070       13,084       913  
Comprehensive loss:                                
Net loss   $ (2,793 )   $ (4,995 )   $ (8,001 )   $ (11,660 )
Unrealized gain (loss) on currency translation adjustment     (192 )     81       57       82  
Comprehensive loss   $ (2,985 )   $ (4,914 )   $ (7,944 )   $ (11,578 )

The accompanying notes are an integral part of these condensed consolidated financial statements.




    September 30,     December 31,  
    2020     2019  
Current assets                
Cash   $ 3,123     $ 1,737  
Accounts receivable, net     4,063       6,714  
Inventories, net     9,532       7,674  
Prepaid expenses and other current assets     964       660  
Total current assets     17,682       16,785  
Right of use assets, operating leases     1,616       1,925  
Property and equipment, net     1,849       1,972  
Intangible assets, net     2,155       2,922  
Total assets   $ 23,302     $ 23,604  
Current liabilities                
Accounts payable   $ 3,339     $ 6,784  
Accrued expenses     1,873       1,912  
Notes payable     96       339  
Current portion of PPP loan     424        
Operating lease obligations, current     324       821  
Due to related parties           505  
Customer deposits and deferred revenue     1,593       2,821  
Derivative liabilities     29       30  
Total current liabilities     7,678       13,212  
Long-term portion of PPP loan     744        
Operating lease obligations, net of current portion     1,279       1,163  
Total liabilities     9,701       14,375  
Commitments and contingencies (See Note 10)                
Stockholders’ equity                
Preferred stock – $0.00001 par value per share: 10,000,000 shares authorized as of September 30, 2020, and December 31, 2019; -0- shares issued and outstanding as of September 30, 2020, and December 31, 2019            
Common stock – $0.00001 par value per share, 100,000,000 shares authorized, 17,160,808 and 3,594,548 shares issued and 17,158,149 and 3,591,889 outstanding as of September 30, 2020 and December 31, 2019, respectively            
Additional paid-in capital     274,187       261,871  
Accumulated other comprehensive income     264       207  
Treasury stock, at cost – 2,659 shares at September 30, 2020, and December 31, 2019, respectively     (277 )     (277 )
Accumulated deficit     (260,573 )     (252,572 )
Total stockholders’ equity     13,601       9,229  
Total liabilities and stockholders’ equity   $ 23,302     $ 23,604  

The accompanying notes are an integral part of these condensed consolidated financial statements.

Reconciliation of GAAP to Non-GAAP Results




Reconciliation of net income to EBITDA    
  Net loss $ (2,793 )
  interest expense   (53 )
  Amortization and depreciation   337  
  EBITDA $ (2,403 )

McKean Defense Announces Signing of Definitive Agreement to Acquire Mikros Systems Corporation

PR Newswire

PHILADELPHIA and FORT WASHINGTON, Pa., Nov. 12, 2020 /PRNewswire/ — McKean Defense Group, Inc. (“McKean“), a leading Employee-Owned Life Cycle Management, Engineering, Enterprise Transformation, and Program Management business headquartered in Philadelphia, PA, announced today that it has signed a definitive agreement to acquire Mikros Systems Corporation (OTCQB: MKRS) (“Mikros”), an advanced technology company specializing in electronic systems technology for advanced maintenance in military, industrial and commercial applications, for approximately $4.6 million in cash.

Under the terms of the agreement, McKean will acquire all of the outstanding common stock of Mikros for cash payment of $0.13 per share via merger.  The boards of directors of both McKean and Mikros have approved the transaction. The acquisition is expected to close in the first quarter of 2021, subject to customary closing conditions, including approval by Mikros’ stockholders.

Mikros brings cutting edge product and technology solutions that strongly compliment McKean’s U.S. Navy portfolio. “McKean’s maintenance engineers and modernization analysts have helped shape strategies for new ship programs and increasing the maintainability of the Surface Navy,” said Joseph Carlini, Chief Executive Officer of McKean. “With the added capabilities and skills from the Mikros acquisition, McKean will strengthen our support to the Littoral Combat Systems (LCS) platform and add significant combat systems monitoring and diagnostic analytics to our strategic offerings.”

Paul Casner, Chairman of the Board of Directors of Mikros, said “We ran a broad and comprehensive process, engaging with multiple potential buyers, and are pleased that the process culminated in a transaction that maximizes value for our stockholders. The combination of McKean and Mikros strengthens both companies and provides the Navy with world class engineering and support.”  Tom Meaney, Chief Executive Officer of Mikros Systems, added “This transaction is a testament to our outstanding team of talented employees and the company they have built. We have grown Mikros from a small research organization into a prime Defense Contractor providing proprietary remote maintenance and monitoring solutions to the United States Navy. McKean gives Mikros a much larger platform to expand our combat systems maintenance product lines with the U.S. Navy, while increasing reliability and reducing sustainment costs.” 

Stevens & Lee, P.C. served as McKean’s legal counsel.  Mikros was advised in this transaction by Spouting Rock Capital Advisors, LLC, and received a fairness opinion from Guide Cap Partners, LLC.  Fox Rothschild LLP served as Mikros’ legal counsel.

About McKean
McKean Defense is an 100% Employee Owned company with cutting edge engineers, developers, technical staff, programmers, analysts, and program managers who identify and deploy new shipboard technologies, integrate information technology across shipboard platforms, and develop strategies to support the Warfighter. McKean Defense’s employees create strategic solutions to help customers reach new levels of mission support and transform their organizations. More information is available at

About Mikros
Mikros Systems Corporation is an advanced technology company specializing in the development and production of electronic systems technology for advanced maintenance in military, industrial and commercial applications.  Mikros’ capabilities include technology management, electronic systems engineering and integration, radar systems engineering, command, control, communications, computers and intelligence systems engineering, and communications engineering.  For more information on Mikros, please visit

McKean and Mikros Forward-Looking Statements

This communication contains forward-looking statements. Forward-looking statements are statements that are not historical facts and may include projections and estimates and their underlying assumptions, statements regarding plans, objectives, intentions and expectations with respect to future financial results, events, operations, services, product development and potential, and statements regarding future performance. Forward-looking statements are generally identified by the words “expects”, “anticipates”, “believes”, “intends”, “estimates”, “plans”, “will be” and similar expressions. Although McKean’s and Mikros’ management each believes that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of McKean and Mikros, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include among other things, risks related to McKean’s and Mikros’ ability to complete the acquisition on the proposed terms or on the proposed timeline or at all, including risks related to the receipt of required Mikros stockholder approval, the possibility that other conditions to the completion of the acquisition may not be satisfied, the possibility that competing offers will be made, other risks associated with executing business combination transactions, disruption from the proposed acquisition making it more difficult to conduct business as usual or to maintain relationships with customers, employees, manufacturers, or suppliers, as well as other risks related to McKean’s and Mikros’ respective businesses.  While the list of factors presented here is representative, no list should be considered a statement of all potential risks, uncertainties or assumptions that could have a material adverse effect on the companies’ respective financial condition or results of operations. The foregoing factors should be read in conjunction with the risks and cautionary statements discussed or identified in the public filings with the U.S. Securities and Exchange Commission (the “SEC”) made by Mikros, including those listed under “Risk Factors” and “Disclosure Regarding Forward-Looking Statements” in Mikros’ annual report on Form 10-K for the year ended December 31, 2019, and its other filings with the SEC. The forward-looking statements speak only as of the date hereof and, other than as required by applicable law, McKean and Mikros do not undertake any obligation to update or revise any forward-looking information or statements.

Additional Information for Mikros stockholders

The proxy solicitation of holders of the outstanding shares of Mikros common stock referenced in this press release has not yet commenced. This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell securities, nor is it a solicitation of proxies or a substitute for the proxy materials that Mikros will file with the SEC. THE PROXY STATEMENT WILL CONTAIN IMPORTANT INFORMATION. MIKROS STOCKHOLDERS ARE URGED TO READ THESE DOCUMENTS CAREFULLY WHEN THEY BECOME AVAILABLE (AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME) BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION THAT HOLDERS OF MIKROS SECURITIES SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING THE TRANSACTION DESCRIBED IN THIS PRESS RELEASE. The proxy statement will be made available for free at the SEC’s website at Additional copies may be obtained by contacting Mikros.

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INTERFACE ALERT: Bragar Eagel & Squire, P.C. is Investigating Interface, Inc. on Behalf of Interface Stockholders and Encourages Investors to Contact the Firm

NEW YORK, Nov. 12, 2020 (GLOBE NEWSWIRE) — Bragar Eagel & Squire, P.C., a nationally recognized shareholder rights law firm, is investigating potential claims against Interface, Inc. (NASDAQ: TILE) on behalf of Interface stockholders. Our investigation concerns whether Interface has violated the federal securities laws and/or engaged in other unlawful business practices.

Click here to participate in the action.

On September 28, 2020, the U.S. Securities and Exchange Commission issued a press release announcing “Interface and Two Former Executives Charged With Accounting and Disclosure Violations[.]” The press release further stated that “[t]he SEC’s order against Interface, Inc. . . . finds that in multiple quarters in 2015 and 2016, the company made unsupported, manual accounting adjustments that were not compliant with GAAP.”

On this news, Interface’s stock price fell sharply on September 29, 2020, the next trading day, to close at $6.18 per share.

If you purchased or otherwise acquired Interface shares and suffered a loss, are a long-term stockholder, have information, would like to learn more about these claims, or have any questions concerning this announcement or your rights or interests with respect to these matters, please contact Brandon Walker, Melissa Fortunato, or Marion Passmore by email at [email protected], or telephone at (212) 355-4648, or by filling out this contact form. There is no cost or obligation to you.

About Bragar Eagel & Squire, P.C.:

Bragar Eagel & Squire, P.C. is a nationally recognized law firm with offices in New York and California. The firm represents individual and institutional investors in commercial, securities, derivative, and other complex litigation in state and federal courts across the country. For more information about the firm, please visit Attorney advertising. Prior results do not guarantee similar outcomes.

Contact Information:

Bragar Eagel & Squire, P.C.
Brandon Walker, Esq.
Melissa Fortunato, Esq.
Marion Passmore, Esq.
(212) 355-4648
[email protected]

High Arctic Announces 2020 Third Quarter Financial and Operating Results


CALGARY, Alberta, Nov. 12, 2020 (GLOBE NEWSWIRE) — High Arctic Energy Services Inc. (TSX: HWO) (the “Corporation” or “High Arctic”) released its third quarter results today.

Mike Maguire, Chief Executive Officer commented:

The health and economic environments have remained challenging through this quarter. The action we took in April to restructure and flatten our management reporting lines, remove costs, suspend our dividend and reduce our capex have ensured that we can navigate this period focused on high quality safe and effective operations, maintaining the health of our employees and our stellar QHSE reputation.

We recognize the importance of communication, and maintain open dialogue with our customers, bankers and government while planning for the recovery of the energy sector.
On a personal note, it was humbling to speak with and thank the small core of international employees who
returned home in October after seven straight months of service in
Papua New Guinea


The following highlights the Corporation’s results for Q3-2020 and YTD-2020:

  • Revenue of $18.5 million and $74.2 million for the three and nine months ended September 30, 2020 (2019 – $49.6 million and $142.7 million, respectively) and adjusted EBITDA of $3.4 million and $7.3 million (2019 – $6.3 million and $15.8 million) for the Quarter and YTD, respectively. This included Canadian Emergency Wage Subsidy (“CEWS”) benefits, which provided $4.9 million on a YTD basis (Q3-2020 – $2.8 million) to retain a well-positioned and skilled workforce.
  • Achieved several quality and safety milestones:
    • PNG operations reached four years of continuous work Total Recordable Incident Free on August 24, 2020,
    • Canadian operations reached two years Lost Time Injury Free on September 29, 2020,
    • 7.5 years Total Recordable Incident Free in October 2020 at our Cold Lake operations with our largest and longest standing Canadian customer, and
    • High Arctic was once again recognized by the IADC-AC with the 2019 Australasian Safety Statistics Award, the fourth such award in the past five years.
  • Focus on working capital management to preserve our cash balances and maintain a strong balance sheet during the current global coronavirus (“COVID-19”) crisis has demonstrated High Arctic’s resilience and positioning for recovery in step with customer opportunities:
    • Strong working capital position of $40.6 million at September 30, 2020, and includes a cash balance of $33.2 million,
    • Subsequent to Q3-2020, renewed our revolving bank loan facility and extended the term 2 years through to August 31, 2023. The maximum availability remains at $45.0 million, of which $10.0 million has been drawn, with similar covenants, margin requirements and conditions.  
  • The Corporation resumed purchasing shares under its’ Normal Course Issuer Bid (“NCIB”) late in the Quarter.   

As demonstrated through 2020 results, the Corporation continues to execute on its 2020 strategic priorities, including:

  • Safety excellence and a focus on quality service delivery through consistent global standards, including safeguarding our people against COVID-19.
  • Reinforcement of existing core markets evidenced by top-tier customer market share in Canada and PNG.
  • Cost control focused on operating cash flow while balancing strategic priorities, to emerge from the current conditions ready to reactivate and grow, and
  • Capital stewardship characterized by disciplined working capital management and capital allocation to maintain value for shareholders including common share buybacks, where appropriate.

The unaudited interim consolidated financial statements (“Financial Statements”) and management discussion & analysis (“MD&A”) for the quarter ended September 30, 2020 will be available on SEDAR at, and on High Arctic’s website at Non-IFRS measures, such as EBITDA, Adjusted EBITDA, Adjusted net earnings (loss), Oilfield services operating margin, Operating margin %, Percent of revenue, Funds provided from operations, Working capital and Net cash are included in this News Release. See Non-IFRS Measures section, below. All amounts are denominated in Canadian dollars (“CAD”), unless otherwise indicated.

Within this News Release, the three months ended September 30, 2020 may be referred to as the “Quarter” or “Q3-2020”, and similarly the nine months ended September 30, 2020 may be referred to as “YTD-2020”. The comparative three months ended September 30, 2019 may be referred to as “Q3-2019”, and similarly the nine months ended September 30, 2019 may be referred to as “YTD-2019”. References to other quarters may be presented as “QX-20XX” with X being the quarter/year to which the commentary relates.


For High Arctic, the year 2020 has been an exercise in thoughtful management, amidst the global instability created by COVID-19. This included preparing for a serious disruption in economic growth and oil demand destruction, resulting in necessary personnel redundancies, management restructuring, commitment to strict cost control, and actively managing key relationships with our lender, customers and vendors. On the whole, the ability for the Corporation to continue operating and remain focused on strategic solutions has ensured that a solid footing has remained in-tact.

The outlook for the global energy industry continues to be challenging. Commodity price increases have continued through Q3-2020, albeit at a slower rate, and signal the expectation of an increase in energy demand, particularly coming into the northern hemisphere winter season.

Notwithstanding these developments, with continued rapid growth in COVID-19 cases in the US and subsequent waves becoming a reality in various communities around the world, it continues to be possible that the appreciation of commodity prices and improvement in price stability may be compromised before a vaccine or other solutions are realized.

Resilience, adaptability, and seizing strategic opportunities will continue to be essential in the coming months and quarters. The reality is that COVID-19 is not a short-term situation and an unsettled political environment in the places where we operate create substantive immediate and mid-term uncertainty.

High Arctic’s near-term outlook will continue to be impacted until such time as the COVID-19 pandemic stabilizes including the reduction of rebound shut-downs, world economies are able to heat back up, and when travel restrictions are removed. In addition, the impact of potential impairment charges, the increased risk of collectability of accounts receivable and measurement uncertainty associated with these considerations will continue to be relevant in future periods if conditions persist or worsen. The Corporation’s operating plan provides options to prudently manage operations and prioritize financial flexibility.

We continue to consider this an environment to prudently conserve capital. We are focused on strategies that lead to cost efficiency, building upon our decision to combine management teams and generate positive cash flow in a depressed market. During the third quarter, we idled our operations in Colorado and North Dakota, and in early November we implemented a further streamlined global management and support structure, eliminating a further $1.0 million in annual indirect costs, while not compromising on front-line worker compensation, training, supervision or field QHSE support. High Arctic has maintained readiness of fleet and our investment in personnel is aimed at being front positioned for an increase in activity.

In Papua New Guinea, the Corporation’s Drilling Services remain suspended, however, we continue to provide some skilled personnel and rental services to assist our customers to maintain production while travel is still restricted. We maintain ongoing dialogue with major customers towards planning an effective return to work amid ongoing constraints, leveraging off our demonstrated recent and long-term capacity as a PNG specialist contractor.

In Canada, we have continued working with our core high value customers in a cost constrained operating environment where we have maintained the utilization levels gained in Q2, amid substantive competition. We have advanced our investigation of technology to deliver on our customers needs for reliable, low cost well work solutions that reduce environmental impact while creating job opportunities for oilfield workers. We have established the Seh’ Chene Partnership with the Saa Dene Group, lead by internationally respected business leader and philanthropist, Mr. Jim Boucher, who was the Fort McKay First Nation’s Chief for over 30 years. It is Seh’ Chene’s mission to execute dependable high-quality energy services, focused on environmental stewardship, while creating opportunity for local Indigenous communities and individuals.

High Arctic remains confident of increasing work both through the new Seh’ Chene Partnership and in our core business, driven in the near term by customer restoration of shut-in production, the well abandonment stimulus programs and our customers growing realization of the opportunity to deliver on Environmental, Social and Governance (“ESG”) obligations while reducing end of life well abandonment cost liabilities.

High Arctic believes we are positioned to manage through these challenging times given our decisive actions, our continued focus on pruning unprofitable operations, chasing cost efficiencies, maintaining adequate readiness and delivering quality services in a socially responsible manner. Our people continue to focus on quality as measured by safety performance excellence and long-term customer relationships. The health of our balance sheet, our strong working capital position, the renewed and extended $45.0 million credit facility, and the skill of our management team provide us the ability to weather the economic slowdown.

Consolidation among exploration and production companies is well underway and opportunities for consolidation in the energy services sector persist. Business combinations and acquisitions will be reviewed to the extent they strengthen our service base and enhance shareholder value, but are not our primary focus.

Results Overview

The following is a summary of select financial information of the Corporation:

  For the three
months ended

September 30
For the Nine
months ended

September 30
($ millions, except per share amounts) 2020   2019   2020   2019  
Revenue 18.5   49.6   74.2   142.7  
EBITDA (1) 2.8   6.9   9.7   17.7  
Adjusted EBITDA (1) (3) 3.4   6.3   7.3   15.8  
Adjusted EBITDA as % of revenue 18
  13%   10
Operating loss (5.0
  (0.8)   (15.9
Net loss (6.2
  (1.1)   (14.4
Per share (basic and diluted) (2) (0.12
  (0.02)   (0.29
Funds provided from operations (1) 2.2   5.3   5.1   12.2  
Per share (basic and diluted) (2) 0.0
  0.11   0.10   0.24  
Dividends   2.4   1.6   7.4  
Per share (basic and diluted) (2)   0.05   0.03   0.15  
Capital expenditures 0.6   3.0   3.8   9.9  
Capital expenditures – acquisitions       8.3  

    As at and for Nine months/

year ended
($ millions, except share amounts)     September 30

  December 31
Working capital (1)     40.6   35.8  
Cash, end of period     33.2   9.3  
Total assets     232.8   251.8  
Total long-term financial liabilities     8.3   9.1  
Shareholders’ equity     192.9   205.6  
YTD/share (basic and diluted)(2)     3.89   4.11  
Common shares outstanding, millions     49.8   49.6  

(1) Readers are cautioned that EBITDA (Earnings before interest, tax, depreciation and amortization), Adjusted EBITDA, Adjusted net earnings, Funds provided from operations, and working capital do not have standardized meanings prescribed by IFRS – see “Non IFRS Measures” on page 20 for calculations of these measures.
(2)  The number of common shares used in calculating net loss per share, funds provided from operations per share, dividends per share and shareholders’ equity per share is determined as explained in Note 7 of the Financial Statements.
(3) Adjusted EBITDA includes the impact of wage subsidies (CEWS) recorded.

  Three months ended

months ended

Operating Highlights   2020     2019     2020     2019  
Drilling Services $ 4.7   $ 18.7   $ 23.8   $ 58.0  
Production Services   12.6     24.3     44.0     68.1  
Ancillary Services   1.6     7.4     7.7     19.0  
Inter-segment eliminations   (0.4
    (0.8)     (1.3
  $ 18.5   $ 49.6   $ 74.2   $ 142.7  
Production Services – Canada:        
Service rigs:        
Average fleet   50     57     50     57  
Utilization   39
    51%     43
Operating hours   17,956     26,481     59,613     81,780  
Revenue per hour ($)   564     586     589     606  
Snubbing rigs:        
Average fleet   8     18     8     17  
Utilization   17
    17%     19
Operating hours   1,228     2,810     4,358     7,300  
Production Services – US:        
Service rigs:        
Average fleet   2     2     2     2  
Utilization   37
    112%     30
Operating hours   690     2,069     1,903     3,357  
Revenue per hour ($)   846     1,030     883     1,043  
Snubbing rigs:        
Average fleet   6     6     6     6  
Utilization   2
    34%     7
Operating hours   134     1,867     1,138     3,825  

Quarter 2020:

  • High Arctic reported revenue of $18.5 million, incurred a net loss of $6.2 million and realized Adjusted EBITDA of $3.4 million during Q3-2020. This compares to Q3-2019, with revenue of $49.6 million, a net loss of $1.1 million and Adjusted EBITDA of $6.3 million. Changes were mainly due to $31.1 million of reduced revenue, attributable predominantly to lack of drilling in PNG and reduced levels of production services activity in Canada, offset by reduced operating and administrative costs of $28.2 million compared to Q3-2019.
  • CEWS provided $2.8 million in wage subsidy relief, of which $2.4 million related to Oilfield services expenses and $0.4 million to General and administrative expenses.
  • Utilization for High Arctic’s 50 registered Concord Well Servicing rigs was 39% in the Quarter versus industry utilization of 20% (source: Canadian Association of Oilwell Drilling Contractors “CAODC”).
  • There were no dividends declared or paid in Q3-2020, compared to $2.4 million in Q3-2019 ($0.05 per share).
  • Cash decreased by $0.3 million during Q3-2020 as compared to a decrease of $2.6 million in Q3-2019.
  • No further amounts were drawn on the Corporation’s loan facility remaining of up to $35.0 million, and as disclosed on October 15, 2020, the Corporation renegotiated its’ facility agreement, extending it to August 31, 2023, and
  • High Arctic repurchased and cancelled 145,500 common shares under the existing NCIB during the Quarter. Further, 943,600 common shares were repurchased at a cost of $0.7 million and cancelled subsequent to September 30, 2020 under this same NCIB up to November 12, 2020.

Year to date 2020:

  • High Arctic reported revenue of $74.2 million, incurred a net loss of $14.4 million and realized Adjusted EBITDA of $7.3 million YTD-2020. This compares to YTD-2019, which had revenue of $142.7 million, a net loss of $6.1 million and Adjusted EBITDA of $15.8 million. Changes were mainly attributable to reduced activity which decreased revenue by $68.5 million, offset by decreases in operating and administrative costs of $60.0 million. YTD-2020 results included $0.9 million in restructuring costs, and additional bad debt provision of $0.6 million over YTD-2019.
  • Although dividends amounting to approximately $0.8 million per month were suspected in March 2020, YTD-2020 dividends amounted to $1.6 million ($0.03 per share), compared to $7.4 million in YTD-2019 ($0.15 per share).
  • YTD-2020, High Arctic repurchased and cancelled 145,500 common shares through the existing NCIB. Further, 943,600 common shares were repurchased at a cost of $0.7 million and cancelled subsequent to September 30, 2020 under this same NCIB up to November 12, 2020.

Responding to Global Developments

The impact of suppressed oil prices and COVID-19 has been very challenging. At the outset, and during Q3-2020, COVID-19 continued impact the global economy, with governments around the world attempting to balance the implementation of measures to contain the virus against the need to open up economies. As economies successfully open up, the demand for energy including crude oil along with other products and services will also increase, however the timing of these events continues to be uncertain.

Market pressures, movement increase and the actions by the Organization of Petroleum Exporting Countries (“OPEC”) and non-OPEC members, maintained some stability of the overall global supply of oil during Q3-2020, though the end of the North American summer driving season in September brought with it a drop in consumer demand. The emergence of China and other Asian nations from COVID-19 restrictions also resulted in a net increase in LNG imports, which coupled with an increase in energy use in developed nations improved natural gas demand. Notwithstanding the late quarter commodity price instability, closing benchmark crude oil prices at September 30, 2020 have increased slightly by 3% over June 30, 2020.

As customers continue to decrease their capital and other spending re-forecasts to manage through this crisis event, the market for our services will remain under pressure, with an uncertain end date.

High Arctic’s quick adjustment to the severe financial impact of COVID-19 together with commodity price pressure implications, has resulted in measures to reduce certain cash outflows over prior-year 2019 levels including:

  • A 62% reduction in capital expenditures, where YTD-2020 capital spending of $3.8 million compares to YTD-2019 capital spending of $9.9 million.
  • The suspension of monthly shareholder dividends in March 2020 has decreased cash outflows by $2.4 million in Q3-2020 compared to Q3-2019, and has resulted in a YTD reduction in cash outflows of $5.8 million.
  • The Company completed necessary downsizing of its workforce, where a total reduction of approximately 40% at executive, management and support personnel levels was made.
  • Acceleration of changes to globalize processes and reduce fixed infrastructure costs, and
  • Board Executive Committee oversight as the Corporation operates through the COVID-19 crisis and beyond.

High Arctic’s focus remains on being well positioned to navigate through the uncertainty with capacity ready for deployment as markets recover and activity levels increase, and includes:

  • Sustained emphasis on the safety and well being of our people through mature health, safety and environment policies.
  • Renewal and extension of contracts at modest rate reductions with a core customer base in Canada.
  • Continued support services to our major customers in PNG.
  • Continued use of wage subsidy programs to maintain regional workforce strength.
  • Carefully controlling recertification and maintenance expenditures enabling High Arctic to have equipment poised for quick activation from all our regional bases, and
  • Strong liquidity position, with cash of $33.2 million combined with up to $35.0 million of remaining Bank Facility borrowing capacity.

High Arctic continues to maintain close working relations with its customers and focus on high quality customer service differentiation as an absolute imperative. These attributes have been, and continue to be, key principles for High Arctic throughout the energy industry economic cycle.

The Corporation remains acutely aware that the impact to our customers’ spending and their ability to pay for work completed on a timely basis could have a significant impact on High Arctic’s financial and operating results and we continue to work closely with our customers to ensure credit and operating risks are minimized.

The Canadian federal government’s $1.7 billion well abandonment and site reclamation stimulus plan announced in April 2020 continues to slowly ramp up. Responsibility for fund distribution is assigned to the British Columbia, Alberta and Saskatchewan provincial governments. High Arctic has directly applied for hundreds of wells across the first tranches of the Alberta and Saskatchewan controlled programs, receiving a modest number of approvals with work commencing during the Quarter. With tens of thousands of inactive oil and gas wells across western Canada, we would expect that over the stimulus period, there will be meaningful opportunity for High Arctic to participate in the resulting work programs through our Production Services segment, as the focus shifts to securing, isolating and capping wellbores of increasing cost and complexity.

Liquidity and Capital Resources

Operating Activities

Cash provided from operations of $1.2 million for the Quarter (Q3-2019 – $2.6 million) resulted from $2.2 million of funds provided from operations (Q3-2019 – $5.3 million), offset by $1.0 million due to working capital changes (Q3-2019 – offset of $2.7 million), predominantly the payment of accounts payable offset by the collection of accounts receivable during the Quarter.

YTD-2020, cash provided from operations amounted to $17.6 million (YTD-2019 – $11.5 million), with funds provided from operations amounting to $5.1 million (YTD-2019 – $12.2 million), and working capital changes amounting to $12.5 million resulted from the net impact of the collection of accounts receivable of $25.1 million, which exceeded various liability payments.

Investing Activities

During the Quarter, the Corporation’s cash used in investing activities amounted to $0.6 million (Q3-2019 – use of $2.7 million). Capital expenditures during the Quarter of $0.6 million (Q3-2019 – $3.0 million) accounted for the majority of this activity.

YTD-2020, cash used in investing activities totalled $0.2 million (YTD-2019 – use of $16.4 million). YTD-2020 capital expenditures amounted to $3.8 million (YTD-2019 – $9.9 million), proceeds of disposal were $5.0 million (YTD-2019 – $1.6 million), with working capital changes representing the balance of the change. In addition, YTD-2019 included a business acquisition amounting to $8.3 million associated with the acquisition of a snubbing business.  

Financing Activities

During the Quarter, the Corporation did not draw further on its available long-term debt facility, and the balance was reclassified to current liabilities as the original facility due date was August 31, 2021. Subsequent to September 30, 2020, the facility has been renewed, with a revised maturity date of August 31, 2023. YTD-2020, $10.0 million of the maximum $45.0 million long-term debt facility has been drawn. No long-term debt existed at September 30, 2019.

High Arctic suspended dividends in March 2020, and as such no dividends were paid during Q3-2020. YTD-2020, $1.6 million in dividends were paid to shareholders, down $5.8 million from $7.4 million YTD-2019.

During the Quarter and YTD-2020, $0.1 million was paid to repurchase and cancel common shares under the existing NCIB, compared to $0.4 million and $5.1 million paid to repurchase and cancel common shares in Q3-2019 and YTD-2019, respectively, under NCIBs in place at that time.

Credit Facility

As at September 30, 2020, the Corporation had drawn $10.0 million (December 31, 2019 – $nil) of its $45.0 million revolving loan facility, which was set to mature on August 31, 2021 and is therefore recorded as a current liability (“Original facility”).

Subsequent to September 30, 2020, the Original facility was renewed with the lender’s consent, and the maturity date extended to August 31, 2023, as a three-year committed revolving facility (“Renewed facility”). The Renewed facility, like the Original facility, is renewable with the lender’s consent, and is secured by a general security agreement over the Corporation’s assets. The Renewed facility additionally provides for a $5.0 million overdraft for the duration of the term, and is inclusive of the $45.0 million available to the Corporation. This overdraft is not subject to covenant restrictions, however is dependent upon North American asset net book values remaining above $50.0 million.

The Renewed facility is limited to 60% of the net book value of the Canadian fixed assets plus 75% of acceptable accounts receivable (85% for bank facility defined investment grade receivables), plus 90% of insured receivables, less priority payables, less receivables that have been sold or factored, whether to the lender or another third party as defined in the loan agreement (“Margin Requirement”).  

Interest on the Renewed facility, which is independent of standby fees, is charged monthly at prime plus an applicable margin which fluctuates based on the Funded Debt to Covenant EBITDA ratio (defined below), where the applicable margin can range between 0.75% – 1.75% of the outstanding balance. Standby fees also fluctuate based on the Funded Debt to Covenant EBITDA ratio and range between 0.40% and 0.60% of the undrawn balance.

The Original and Renewed facility are subject to two financial covenants which are reported to the lender on a quarterly basis. As at September 30, 2020, the Corporation was in compliance with the two financial covenants under the credit facility. The first covenant requires the Funded Debt to Covenant EBITDA ratio to be under 3.0 to 1 and the second covenant requires Covenant EBITDA to Interest Expense ratio to be a minimum of 3.0 to 1. Both are calculated on the last day of each fiscal quarter on a rolling four quarter basis.

The covenant calculations at September 30, 2020 are:

  As at
Covenant     Required September 30,
Funded debt to Covenant EBITDA (1)(2)     3.0 : 1 Maximum 0.94 :
Covenant EBITDA to Interest expense (2)     3.0 : 1 Minimum 18.03

(1) Funded debt to Covenant EBITDA is defined as the ratio of consolidated Funded Debt to the aggregate EBITDA for the trailing four quarters. Funded debt is the amount of debt provided and outstanding at the date of the covenant calculation. 
(2) EBITDA for the purposes of calculating the covenants, “Covenant EBITDA,” is defined as net income plus interest expense, current tax expense, depreciation, amortization, future income tax expense (recovery), share based compensation expense less gains from foreign exchange and sale or purchase of assets. Interest expense excludes an impact from IFRS 16.

The Original and Renewed facility contain additional covenants and conditions impacting availability and repayment of borrowings under the facility. Events of default, which include material adverse change conditions, at the reasonable discretion of the lender, may result in facility indebtedness being immediately due and payable.



This News Release contains references to certain financial measures that do not have a standardized meaning prescribed by International Financial Reporting Standards (“IFRS”) and may not be comparable to the same or similar measures used by other companies. High Arctic uses these financial measures to assess performance and believes these measures provide useful supplemental information to shareholders and investors. These financial measures are computed on a consistent basis for each reporting period and include EBITDA, Adjusted EBITDA, Adjusted net earnings (loss), Oilfield services operating margin, Percent of revenue, Funds provided from operations, Working capital, and Net cash, none of which have standardized meanings prescribed under IFRS.

These financial measures should not be considered as an alternative to, or more meaningful than, net income (loss), Cash from operating activities, current assets or current liabilities, cash and/or other measures of financial performance as determined in accordance with IFRS.
For additional information regarding non-IFRS measures, including their use to management and investors and reconciliations to measures recognized by IFRS, please refer to the Corporation’s MD&A, which is available online at and through High Arctic’s website at   


This MD&A contains forward-looking statements. When used in this document, the words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “seek”, “propose”, “estimate”, “expect”, “prepare”, “determine” and similar expressions are intended to identify forward-looking statements. Such statements reflect the Corporation’s current views with respect to future events and are subject to certain risks, uncertainties and assumptions. Many factors could cause the Corporation’s actual results, performance or achievements to vary from those described in this MD&A.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying forward-looking statements prove incorrect, actual results may vary materially from those described in this MD&A as intended, planned, anticipated, believed, estimated or expected. Specific forward-looking statements in this MD&A include, among others, statements pertaining to the following: general economic and business conditions which will, among other things, impact demand for and market prices for the Corporation’s services; expectations regarding the Corporation’s ability to raise capital and manage its debt obligations; commodity prices and the impact that they have on industry activity; initiatives to reduce cash outlays over 2019 levels; elimination of annual indirect cost; continued safety performance excellence; realization of work from Site Rehabilitation Programs; oversight of working capital to maintain a strong balance sheet; estimated capital expenditure programs for fiscal 2020 and subsequent periods; projections of market prices and costs; factors upon which the Corporation will decide whether or not to undertake a specific course of operational action or expansion; the Corporation’s ongoing relationship with major customers; treatment under governmental regulatory regimes and political uncertainty and civil unrest; the Corporation’s ability to maintain a USD bank account and conduct its business in USD in PNG; and the Corporation’s ability to repatriate excess funds from PNG as approval is received from the Bank of PNG and the PNG Internal Revenue Commission.

With respect to forward-looking statements contained in this MD&A, the Corporation has made assumptions regarding, among other things, its ability to: obtain equity and debt financing on satisfactory terms; market successfully to current and new customers; the general continuance of current or, where applicable assumed industry conditions; activity and pricing; assumptions regarding commodity prices, in particular oil and gas; the Corporation’s primary objectives, and the methods of achieving those objectives; obtain equipment from suppliers; construct property and equipment according to anticipated schedules and budgets; remain competitive in all of its operations; and attract and retain skilled employees.

The Corporation’s actual results could differ materially from those anticipated in these forward-looking statements as a result of the risk factors set forth above and elsewhere in this MD&A, along with the risk factors set out in the most recent Annual Information Form filed on SEDAR at

The forward-looking statements contained in this MD&A are expressly qualified in their entirety by this cautionary statement. These statements are given only as of the date of this MD&A. The Corporation does not assume any obligation to update these forward-looking statements to reflect new information, subsequent events or otherwise, except as required by law.

bout High Arctic
Energy Services

High Arctic’s principal focus is to provide drilling and specialized well completion services, equipment rentals and other services to the oil and gas industry. High Arctic is a market leader providing drilling and specialized well completion services and supplies rig matting, camps and drilling support equipment on a rental basis in Papua New Guinea. The Canadian operation provides well servicing, well abandonment, snubbing and nitrogen services and equipment on a rental basis to a large number of oil and natural gas exploration and production companies operating in Western Canada.

For further information contact:

Michael J. Maguire
Chief Executive Officer
P: (587) 318-3826
VP Finance & Chief Financial Officer
P: (587) 318-2218
[email protected]


Alternate Care Site opens today in Renown Regional Mill St. Parking Structure to serve additional hospitalized patients diagnosed with COVID-19 who are clinically stable or improving

RENO, Nev., Nov. 12, 2020 (GLOBE NEWSWIRE) — Across the country, there is an increase in COVID-19 cases including significant increases in hospitalized patients. As Nevadans experience the impact of the pandemic, the Renown Health team continues to be prepared to serve the community.

At this time, based on the number of patients hospitalized for COVID-19 and seasonal fluctuations, Renown Regional Medical Center and Renown South Meadows Medical Center are experiencing inpatient hospital capacity challenges.

Being prepared for these patient census increases and the need to serve an increased level of hospital patients, Renown Regional Medical Center has now opened the ground floor of the Alternate Care Site (ACS) created within the Mill Street parking structure to serve additional hospitalized patients diagnosed with COVID-19 who are clinically stable or improving. Staff, technology, supplies, equipment and services are in place to meet the needs of patients and assure the safety of Renown’s care teams.

This measure allows Renown to enact the emergency preparedness plans that have been in place over the past year, creating additional capacity for inpatients while allowing Renown to continue to deliver high quality care as the number of patients hospitalized for COVID-19 increases in northern Nevada.

This ACS location allows patients and caregivers to remain on campus, and still have accessibility to existing hospital infrastructure such as lab, pharmacy, imaging, food services and other critical services. Staff, technology, supplies, equipment and services are in place to meet the needs of patients and the safety of care teams. The Ground Floor has accommodation for 711 beds.

Renown representatives are set to host a virtual media opportunity tomorrow, Nov. 13 at 1 p.m. PST to discuss the opening of the ACS and answer questions. Please email

[email protected]

and specify your media affiliation to request call-in details.

“These challenges presented to our community this year by COVID-19 have confirmed the critical role that Renown plays as a locally-owned, not-for-profit integrated health network,” says Tony Slonim, MD, DrPH, President and CEO, Renown Health. “We are passionate about stepping up to serve our community at all times, and especially when we are needed most. We are transforming and implementing creative approaches to ensure patient care needs can be addressed and that we can meet the needs of our community.”

“Every community member can feel confident that Renown has a specialty-trained team of physicians, nurses, respiratory therapists, medical assistants, care managers, and physical and occupational therapists around the clock, every day to ensure that, no matter the illness or injury, every patient will be treated with compassion and the appropriate degree of care,” says Paul Sierzenski, MD, MSHQS, CPE, FACEP, Chief Medical Officer, Acute Services.

“News about the coronavirus disease 2019 (COVID-19) pandemic may be making you feel anxious about going to the emergency room (ER) or getting the medical care you need,” said Bret W. Frey, MD, emergency medicine physician at Renown. “Please remember it’s important to seek emergency care if you have serious non-COVID-19 symptoms and COVID-19 symptoms. Delaying care for a medical emergency, such as a heart attack or stroke, can be life-threatening or lead to serious complications. We are here for you around the clock and have taken all precautions to be sure that visits to the ER and hospital are as safe as possible.”

The Renown Alternate Care Site was built within a 10-day period last April by local partners including Clark/Sullivan Construction, Curtis Bros. Construction, PK Electrical, Ainsworth Associates Mechanical Engineers, Intermountain Electric, Mt. Rose Heating & Air Conditioning and Frank Lepori Construction.

In U.S. News and World Report Best Hospital rankings, Renown South Meadows Medical Center was listed #1 in the State of Nevada. Renown Regional Medical Center was named #2 Best Hospital in Nevada. A hospital’s score is based on multiple data categories, including patient outcomes, safety and volumes. Hospitals earning a high performing rating were significantly better than the national average.

Renown Regional Medical Center has also been awarded the Joint Commission’s Gold Seal of Approval® for Hospital Accreditation based on compliance with hospital standards related to emergency management, environment of care, infection prevention and control, leadership and medication management.

Renown’s Roseview, Sierra and Cardiac Intensive Care Units have each been awarded a Beacon Award of Excellence from the American Association of Critical Care Nurses (AACN) based on patient outcomes that exceed national benchmarks. Renown has the only intensive care units awarded this distinction in Nevada.

For up-to-date information on Renown’s approach to keeping our community safe, visit our website at

We are so grateful for our community’s support during these unprecedented times. If you are able to assist with handcrafted mask covers, financial donations, PPE & other supplies or restaurant meal delivery for staff, please visit


About Renown Health

Renown Health is the region’s largest, locally owned and governed, not-for-profit integrated healthcare network serving Nevada, Lake Tahoe and northeast California. With a diverse workforce of more than 7,000 employees, Renown has fostered a longstanding culture of excellence, determination and innovation. The organization comprises a trauma center, two acute care hospitals, a children’s hospital, a rehabilitation hospital, a medical group and urgent care network, and the region’s largest, locally owned not-for-profit insurance company, Hometown Health. Renown’s institute model addresses social determinants of health and includes: Child Health, Behavioral Health & Addiction, Healthy Aging and Health Innovation. Clinical institutes include: Cancer, Heart and Vascular Health, Neurosciences and Robotic Surgery. Renown is currently enrolling participants in the world’s largest community-based genetic population health study, the Healthy Nevada Project®. For more information visit,


Renown Health Public Relations
Renown Health
[email protected]

Aura Declares Commercial Production at Ernesto Project in EPP

ROAD TOWN, British Virgin Islands, Nov. 12, 2020 (GLOBE NEWSWIRE) — Aura Minerals Inc. (TSX: ORA) (B3: AURA33) (the “Company” or “Aura”) is pleased to announce that the Ernesto open pit mine (“Ernesto mine”), part of the Ernesto/Pau-a-Pique mine complex (“EPP”), located in the southwest of Mato Grosso state, near Pontes e Lacerda in Brazil, has declared commercial production effective October 1, 2020. In October 2020 production achieved 2,507 ounces of gold in the Ernesto mine alone.

Thanks to the contribution from the Ernesto mine, in October 2020 EPP achieved its highest production since the 2016 start-up, with 8,233 of ounces of gold produced.

At Ernesto, the Company expects an increase in production in the fourth quarter of 2020. Following this, the Company plans a push back in the mine in order to access high grade ore by Q4 2021, which the Company then expects to be able to access through to the end of 2022.

Rodrigo Barbosa, the Company’s President and CEO noted, “In January 2019 we started to develop the Ernesto mine (pre-stripping). We are glad to see the higher grades into production for the coming quarter and we look-forward to reaching the ore body again during the second semester of next year. The Ernesto mine is expected to provide approximately 125,000 Oz at 3.0 g/ton average grade during the life of the mine”

Qualified Person

Farshid Ghazanfari, P.Geo., Geology and Mineral Resources Manager for Aura Minerals Inc. has reviewed and confirmed the scientific and technical information contained within this news release and serves as the Qualified Person as defined in National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

Technical Information
to the Project

EPP is comprised of multiple operating open pits (Lavrinha, Ernesto and Japones), an open pit mine under development (Nosde), and one underground mine (Pau-Pique) located in the southwest of Mato Grosso state, near Pontes e Lacerda in Brazil.

Aura has filed a technical report dated January 13, 2017, with an effective date of July 31, 2016, and entitled “Feasibility Study and Technical Report on the EPP Project, Mato Grosso, Brazil” prepared for Aura by a group of third-party consultants, including P&E Mining Consultants Inc., MCB Brazil and Knight Piesold Ltd. with respect to EPP (the “Feasibility Study”). The results of the Feasibility Study were announced in a press release in November 2016. Aura resumed commercial production from the Lavrinha open pit and Pau-Pique underground mine in 2017 and Japones open pit mine in 2018.

Pre-stripping development started at Ernesto in early 2019 with waste stripping, which continued into August 2020 to reach the ore body (Lower Tarp), which was delineated at the time of Feasibility Study. Ernesto has contributed to production from EPP since August 2020.

As of December 31, 2019, Ernesto is estimated to have measured and indicated resources of 923,990 tonnes @ 4.58g/t Au containing 136,100 ounces of gold, and inferred resources of 1,215,550 tonnes @ 2.46 g/t containing 96,140 ounces of gold. The total proven and probable reserves is 1,047,300 tonnes @ 3.41 g/t Au containing 114,820 ounces of gold. Mineral resources are inclusive of mineral reserves. Mineral resources that are not mineral reserves do not have demonstrated economic viability. The main part of the inferred resource disclosed herein is not amenable to open pit mining. Readers are encouraged to reference the annual information form of the Company dated March 30, 2020 for the year ended December 31, 2019 filed under the Company’s SEDAR profile at for further information, including important assumptions and qualifications, with respect to the resource and reserve estimates disclosed herein for Ernesto.

Forward-Looking Information

This press release contains “forward-looking information” and “forward-looking statements”, as defined in applicable Canadian securities laws (collectively, “forward-looking statements”) which include, but are not limited to the future performance of Ernesto.

Known and unknown risks, uncertainties and other factors, many of which are beyond the Company’s ability to predict or control, could cause actual results to differ materially from those contained in the forward-looking statements. Specific reference is made to the most recent Annual Information Form on file with certain Canadian provincial securities regulatory authorities for a discussion of some of the factors underlying forward-looking statements.

All forward-looking statements herein are qualified by this cautionary statement. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements whether as a result of new information or future events or otherwise, except as may be required by law. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements.

About Aura 360° Mining

Aura is focused on mining in complete terms – thinking holistically about how its business impacts and benefits every one of our stakeholders: our company, our shareholders, our employees, and the countries and communities we serve. We name it 360° Mining.

Aura is a mid-tier gold and copper production company focused on the development and operation of gold and base metal projects in the Americas. The Company’s producing assets include the San Andres gold mine in Honduras, the Ernesto/Pau-a-Pique gold mine in Brazil, the Aranzazu copper-gold-silver mine in Mexico and the Gold Road gold mine in the United States. In addition, the Company has two additional gold projects in Brazil, Almas and Matupá, and one gold project in Colombia, Tolda Fria.

For further information, please contact:

Rodrigo Barbosa
President & CEO
305 239 9332