Market Newsdesk

March 31, 2021 4:27 pm

PLUG Reminder: Kessler Topaz Meltzer & Check, LLP – Deadline Reminder for Plug Power, Inc. Investors

RADNOR, Pa., March 31, 2021 (GLOBE NEWSWIRE) — The law firm of Kessler Topaz Meltzer & Check, LLP reminds investors that a securities fraud class action lawsuit has been filed in the United States District Court for the Southern District of New York against Plug Power Inc. (NASDAQ: PLUG) (“Plug”) on behalf of those who purchased or acquired Plug securities between November 9, 2020 and March 1, 2021, inclusive (the “Class Period”).

Investor Deadline Reminder: Investors who purchased or acquired Plug securities

during the Class Period may,

no later than May 7, 2021

, seek to be appointed as a lead plaintiff representative of the class. For additional information or to learn how to participate in this litigation please contact Kessler Topaz Meltzer & Check, LLP: James Maro, Esq. (484) 270-1453 or Adrienne Bell, Esq. (484) 270-1435; toll free at (844) 887-9500; via e-mail at

[email protected]; orclick https://www.ktmc.com/plug-power-class-action-lawsuit?utm_source=PR&utm_medium=link&utm_campaign=Plug_Power

Plug provides comprehensive hydrogen fuel cell turnkey solutions focused on systems used to power electric motors in the electric mobility and stationary power markets.

The Class Period commences on November 9, 2020, when Plug filed its quarterly report on a Form 10-Q for the period ended September 30, 2020. Regarding Plug’s disclosure controls and internal control over financial reporting, the report stated, in relevant part that Plug’s “disclosure controls and procedures are effective … [and that] [t]here were no changes in [Plug’s] internal control over financial reporting that occurred during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, [Plug’s] internal control over financial reporting.”

The truth regarding Plug’s weaknesses in its internal control over financial reporting was revealed on March 2, 2021 when, before the market opened, Plug filed a Notification of Late Filing with the U.S. Securities and Exchange Commission stating that it could not timely file its annual report for the period ended December 31, 2020 because Plug was completing a “review and assessment of the treatment of certain costs with regards to classification between Research and Development versus Costs of Goods Sold, the recoverability of right of use assets associated with certain leases, and certain internal controls over these and other areas.” Plug stated that “[i]t is possible that one or more of these items may result in charges or adjustments to current and/or prior period financial statements.”

Following this news, Plug’s stock price fell $3.68, or 7%, to close at $48.78 per share on March 2, 2021. Plug’s share price continued to decline by $9.48, or 19.4%, over three consecutive trading sessions to close at $39.30 per share on March 5, 2021.

The complaint alleges that, throughout the Class Period, the defendants failed to disclose to investors that: (1) Plug would be unable to timely file its 2020 annual report due to delays related to the review of classification of certain costs and the recoverability of the right to use assets with certain leases; (2) Plug was reasonably likely to report material weaknesses in its internal control over financial reporting; and (3) as a result of the foregoing, the defendants’ positive statements about Plug’s business, operations, and prospects were materially misleading and/or lacked a reasonable basis.

Plug investors may, no later than May 7, 2021, seek to be appointed as a lead plaintiff representative of the class through Kessler Topaz Meltzer & Check, LLP or other counsel, or may choose to do nothing and remain an absent class member. A lead plaintiff is a representative party who acts on behalf of all class members in directing the litigation. In order to be appointed as a lead plaintiff, the Court must determine that the class member’s claim is typical of the claims of other class members, and that the class member will adequately represent the class. Your ability to share in any recovery is not affected by the decision of whether or not to serve as a lead plaintiff.

Kessler Topaz Meltzer & Check, LLP prosecutes class actions in state and federal courts throughout the country involving securities fraud, breaches of fiduciary duties and other violations of state and federal law. Kessler Topaz Meltzer & Check, LLP is a driving force behind corporate governance reform, and has recovered billions of dollars on behalf of institutional and individual investors from the United States and around the world. The firm represents investors, consumers and whistleblowers (private citizens who report fraudulent practices against the government and share in the recovery of government dollars). The complaint in this action was not filed by Kessler Topaz Meltzer & Check, LLP. For more information about Kessler Topaz Meltzer & Check, LLP please visit www.ktmc.com.

CONTACT:

Kessler Topaz Meltzer & Check, LLP
James Maro, Jr., Esq.
Adrienne Bell, Esq.
280 King of Prussia Road
Radnor, PA 19087
(844) 887-9500 (toll free)
[email protected]

March 31, 2021 4:26 pm

The India Fund, Inc. Announces Payment Of Quarterly Distribution

PR Newswire

PHILADELPHIA, March 31, 2021 /PRNewswire/ — The India Fund, Inc.(NYSE: IFN) (the “Fund”), a closed-end equity fund, today announced that it paid on March 31, 2021, a distribution of US$0.58 per share to all shareholders of record as of March 24, 2021 (ex-dividend date March 23, 2021).

The Fund’s distribution policy (the “Distribution Policy”) is to pay quarterly distributions at an annual rate, set once a year, that is a percentage of the average daily NAV for the previous three months as of the month-end prior to declaration. In February 2021, the Board determined the rolling distribution rate to continue to be 10% for the 12-month period commencing with the distribution payable in March 2021. The Distribution Policy is subject to regular review by the Board. The Distribution Policy seeks to provide investors with a stable quarterly distribution out of current income, supplemented by realized capital gains and, to the extent necessary, paid-in capital.

Your Fund’s policy is to provide investors with a stable distribution rate. Each quarterly distribution will be paid out of current income, supplemented by realized capital gains and, to the extent necessary, paid-in capital.

Under U.S. tax rules applicable to the Fund, the amount and character of distributable income for each fiscal year can be finally determined only as of the end of the Fund’s fiscal year. However, under Section 19 of the Investment Company Act of 1940, as amended (the “1940 Act”) and related Rules, the Fund may be required to indicate to shareholders the source of certain distributions to shareholders.

The following table sets forth the estimated amounts of the sources of the distribution for purposes of Section 19 of the 1940 Act and the Rules adopted thereunder. The table has been computed based on generally accepted accounting principles. The table includes estimated amounts and percentages for this distribution and for the cumulative distributions paid fiscal year to date (01/01/2021 – 02/28/2021), from the following sources: net investment income; net realized short-term capital gains; net realized long-term capital gains; and return of capital. The estimated composition of the distributions may vary from quarter to quarter because the estimated composition may be impacted by future income, expenses and realized gains and losses on securities and currencies.

	Estimated Amounts of Current Quarterly Distribution per share ($)	Estimated Amounts of Current Quarterly Distribution per share (%)	Estimated Amounts of Fiscal Year to Date Cumulative Distributions per share ($)	Estimated Amounts of Fiscal Year to Date Cumulative Distributions per share (%)
Net Investment Income	–	–	–	–
Net Realized Short-Term Capital Gains*	$0.0406	7%	$0.0406	7%
Net Realized Long-Term Capital Gains	$0.1334	23%	$0.1334	23%
Return of Capital	$0.4060	70%	$0.4060	70%
Total (per common share)	$0.5800	100%	$0.5800	100%

*includes currency gains

The Fund estimates that it has distributed more than its income and capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur for example, when some or all of the money that you invested in the Fund is paid back to you. A return of capital distribution does not necessarily reflect the Fund’s investment performance and should not be confused with “yield” or “income.”

Shareholders should not draw any conclusions about the Fund’s investment performance from the amount of the Fund’s current distributions or from the terms of the Distribution Policy.

The amounts and sources of distributions reported in this notice are only estimates and are not being provided for tax reporting purposes. The final determination of the source of all distributions in 2021 will be made after year-end. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of the fiscal year and may be subject to change based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

The following table provides information regarding the Fund’s total return performance based on net asset value (NAV) over various time periods compared to the Fund’s annualized and cumulative distribution rates.

Average Annual Total Return on NAV for the 5 Year Period Ending 02/28/2021¹	13.12%
Current Fiscal Period’s Annualized Distribution Rate on NAV²	N/A*
Fiscal Year to Date (01/01/2021 to 02/28/2021)
Cumulative Total Return on NAV¹	0.04%
Cumulative Distribution Rate on NAV²	N/A*

¹Return data is net of all fund expenses and fees and assumes the reinvestment of all distributions reinvested at prices obtained under the Fund’s dividend reinvestment plan.

²Based on the Fund’s NAV as of February 28, 2021.

*The Fund’s fiscal period to date is 1/1/2021 to 2/28/2021 and there were no distributions in this period.

While NAV performance may be indicative of the Fund’s investment performance, it does not measure the value of a shareholder’s investment in the Fund. The value of a shareholder’s investment in the Fund is determined by the Fund’s market price, which is based on the supply and demand for the Fund’s shares in the open market.

Pursuant to an exemptive order granted by the Securities and Exchange Commission on March 30, 2010, the Fund may distribute any long-term capital gains more frequently than the limits provided in Section 19(b) under the 1940 Act and Rule 19b-1 thereunder. Therefore, distributions paid by the Fund during the year may include net income, short-term capital gains, long-term capital gains and/or a return of capital. Net income dividends and short-term capital gain dividends, while generally taxable at ordinary income rates, may be eligible, to the extent of qualified dividend income earned by the Fund, to be taxed at a lower rate not to exceed the maximum rate applicable to your long-term capital gains. Distributions made in any calendar year in excess of investment company taxable income and net capital gain are treated as taxable ordinary dividends to the extent of undistributed earnings and profits, and then as a return of capital that reduces the adjusted basis in the shares held. To the extent return of capital distributions exceed the adjusted basis in the shares held, capital gain is recognized with a holding period based on the period the shares have been held at the date such amount is received. Shareholders should not draw any conclusions about the Fund’s investment performance from the terms of the distribution policy. The final determination of the source of all distributions will be made after year-end. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the fiscal year and may be subject to change based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report distributions for federal income tax purposes.

The payment of distributions in accordance with the Distribution Policy may result in a decrease in the Fund’s net assets. A decrease in the Fund’s net assets may cause an increase in the Fund’s annual operating expense ratio and a decrease in the Fund’s market price per share to the extent the market price correlates closely to the Fund’s net asset value per share. The Distribution Policy may also negatively affect the Fund’s investment activities to the extent that the Fund is required to hold larger cash positions than it typically would hold or to the extent that the Fund must liquidate securities that it would not have sold, for the purpose of paying the distribution. The Fund’s Board of Directors has the right to amend, suspend or terminate the Distribution Policy at any time. The amendment, suspension or termination of the Distribution Policy may affect the Fund’s market price per share. Investors should consult their tax advisor regarding federal, state and local tax considerations that may be applicable in their particular circumstances.

Circular 230 disclosure: To ensure compliance with requirements imposed by the U.S. Treasury, we inform you that any U.S. tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein.

In the United States, Aberdeen Standard Investments is the marketing name for the following affiliated, registered investment advisers: Aberdeen Standard Investments Inc., Aberdeen Asset Managers Ltd., Aberdeen Standard Investments Australia Ltd., Aberdeen Standard Investments (Asia) Ltd., Aberdeen Capital Management, LLC, Aberdeen Standard Investments ETFs Advisors LLC and Aberdeen Standard Alternative Funds Limited.

Closed-end funds are traded on the secondary market through one of the stock exchanges. The Fund’s investment return and principal value will fluctuate so that an investor’s shares may be worth more or less than the original cost. Shares of closed-end funds may trade above (a premium) or below (a discount) the NAV of the fund’s portfolio. There is no assurance that the Fund will achieve its investment objective. Past performance does not guarantee future results.

If you wish to receive this information electronically, please contact [email protected]

aberdeenifn.com

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SOURCE The India Fund, Inc.

March 31, 2021 4:26 pm

Aberdeen Standard Global Infrastructure Income Fund Announces Payment Of Monthly Distribution

PR Newswire

PHILADELPHIA, March 31, 2021 /PRNewswire/ — Aberdeen Standard Global Infrastructure Income Fund (NYSE: ASGI) (the “Fund”), a closed-end fund, today announced that it paid on March 31, 2021, a distribution of US $0.1083 per share to all shareholders of record as of March 24, 2021 (ex-dividend date March 23, 2021). As announced on August 31, 2020, the Fund will pay a fixed monthly distribution at an annualized rate of 6.5% on the initial public offering price of $20.00 for the 12 months ending September 30, 2021.

Your Fund’s distribution policy is to provide investors with a stable monthly distribution out of current income, supplemented by realized capital gains and, to the extent necessary, paid-in capital.

The following table sets forth the estimated amounts of the sources of the distribution for purposes of Section 19 of the 1940 Act and the Rules adopted thereunder. The table has been computed based on generally accepted accounting principles. The table includes estimated amounts and percentages for this distribution and for the cumulative distributions relating to fiscal year to date (10/01/2020 – 02/28/2021), from the following sources: net investment income; net realized short-term capital gains; net realized long-term capital gains; and return of capital. The estimated composition of the distributions may vary from month to month because the estimated composition may be impacted by future income, expenses and realized gains and losses on securities and currencies.

	Estimated Amounts of Current Monthly Distribution per share ($)	Estimated Amounts of Current Monthly Distribution per share (%)	Estimated Amounts of Fiscal Year to Date Cumulative Distributions per share ($)	Estimated Amounts of Fiscal Year to Date Cumulative Distributions per share (%)
Net Investment Income	$0.0141	13%	$0.0845	13%
Net Realized Short- Term Capital Gains*	$0.0531	49%	$0.3184	49%
Net Realized Long- Term Capital Gains	–	–	–	–
Return of Capital	$0.0411	38%	$0.2469	38%
Total (per common share)	$0.1083	100%	$0.6498	100%
*includes currency gains

Shareholders should not draw any conclusions about the Fund’s investment performance from the amount of the Fund’s current distributions or from the terms of the distribution policy (the “Distribution Policy”).

Average Annual Total Return on NAV for the 5 Year Period Ended 02/28/2021^1,2	7.66%
Annualized Distribution Rate on NAV as of the Fiscal Period Ended 02/28/2021³	6.22%
Fiscal Year to Date (10/1/2020 to 02/28/2021)
Cumulative Total Return on NAV¹	10.82%
Cumulative Distribution Rate on NAV²	2.59%
¹ Return data is net of all Fund expenses and fees and assumes the reinvestment of all distributions reinvested at prices obtained under the Fund’s dividend reinvestment plan.
²The Fund launched within the past 5 years; the performance and distribution rate information presented reflects data from inception (July 29, 2020) through February 28, 2021.
³Based on the Fund’s NAV as of February 28, 2021.

If you wish to receive this information electronically, please contact [email protected]

View original content to download multimedia:http://www.prnewswire.com/news-releases/aberdeen-standard-global-infrastructure-income-fund-announces-payment-of-monthly-distribution-301260026.html

SOURCE Aberdeen Standard Global Infrastructure Income Fund

March 31, 2021 4:26 pm

Aberdeen Australia Equity Fund, Inc. Announces Payment Of Quarterly Stock Distribution

PR Newswire

PHILADELPHIA, March 31, 2021 /PRNewswire/ — Aberdeen Australia Equity Fund, Inc.(NYSE American: IAF) (the “Fund”), a closed-end equity fund, today announced that it paid on March 31, 2021 a quarterly stock distribution of US$0.15 per share to all shareholders of record as of February 19, 2021 (ex-dividend date February 18, 2021).

This stock distribution was automatically paid in newly issued shares of the Fund unless otherwise instructed by the shareholder to be paid in cash. Shares of common stock were issued at the lower of the net asset value (“NAV”) per share or the market price per share with a floor for the NAV of not less than 95% of the market price on March 22, 2021. The market price per share for this distribution was $5.80. Fractional shares were generally settled in cash, except for registered shareholders with book entry accounts at Computershare Investor Services who had whole and fractional shares added to their account.

To have received the quarterly distribution payable in March 2021 in cash instead of shares of common stock, the bank, brokerage or nominee who holds the shares must have advised the Depository Trust Company as to their full and fractional share requirements by March 19, 2021 for shareholders who hold shares in “street name”, and written notification for the election of cash by registered shareholders must have been received by Computershare Investor Services prior to March 19, 2021 for shares that are held in registered form.

The following table sets forth the estimated amounts of the sources of the distribution for purposes of Section 19 of the 1940 Act and the Rules adopted thereunder. The table has been computed based on generally accepted accounting principles. The table includes estimated amounts and percentages for this distribution and for the cumulative distributions paid fiscal year to date (11/01/2020 – 02/28/2021), from the following sources: net investment income; net realized short-term capital gains; net realized long-term capital gains; and return of capital. The estimated composition of the distributions may vary from quarter to quarter because the estimated composition may be impacted by future income, expenses and realized gains and losses on securities and currencies.

	Estimated Amounts of Current Quarterly Distribution per share ($)	Estimated Amounts of Current Quarterly Distribution per share (%)	Estimated Amounts of Fiscal Year to Date Cumulative Distributions per share ($)	Estimated Amounts of Fiscal Year to Date Cumulative Distributions per share (%)
Net Investment Income	$0.0180	12%	$0.0336	12%
Net Realized Short-Term Capital Gains*	–	–	–	–
Net Realized Long-Term Capital Gains	$0.0690	46%	$0.1288	46%
Return of Capital	$0.0630	42%	$0.1176	42%
Total (per common share)	$0.1500	100%	$0.2800	100%

*includes currency gains

Average Annual Total Return on NAV for the 5 Year Period Ending 01/31/20211	11.73%
Current Fiscal Period’s Annualized Distribution Rate on NAV2	8.80%
Fiscal Year to Date (11/01/2020 to 01/31/2021)
Cumulative Total Return on NAV¹	17.34%
Cumulative Distribution Rate on NAV²	2.20%

¹Return data is net of all fund expenses and fees and assumes the reinvestment of all distributions reinvested at prices obtained under the Fund’s dividend reinvestment plan.

²Based on the Fund’s NAV as of January 31, 2021.

To the extent stockholders elect to receive cash under the Distribution Policy, there may be a resulting decrease in the Fund’s net assets. A decrease in the Fund’s net assets may cause an increase in the Fund’s annual operating expense ratio and a decrease in the Fund’s market price per share to the extent the market price correlates closely to the Fund’s net asset value per share. Cash elections under the Distribution Policy may also negatively affect the Fund’s investment activities to the extent that the Fund is required to hold larger cash positions than it typically would hold or to the extent that the Fund must liquidate securities that it would not have sold, for the purpose of paying the distribution. The Fund’s Board of Directors has the right to amend, suspend or terminate the Distribution Policy at any time. The amendment, suspension or termination of the Distribution Policy may affect the Fund’s market price per share. Investors should consult their tax advisor regarding federal, state and local tax considerations that may be applicable in their particular circumstances.

If you wish to receive this information electronically, please contact [email protected]

aberdeeniaf.com

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SOURCE Aberdeen Australia Equity Fund, Inc.

March 31, 2021 4:26 pm

Aberdeen Asia-Pacific Income Fund, Inc. Announces Payment Of Monthly Distribution

PR Newswire

PHILADELPHIA, March 31, 2021 /PRNewswire/ — Aberdeen Asia-Pacific Income Fund, Inc.(NYSE American: FAX) (the “Fund”), a closed-end fund, today announced that it paid on March 31, 2021, a distribution of US $0.0275 per share to all shareholders of record as of March 24, 2021 (ex-dividend date March 23, 2021).

The following table sets forth the estimated amounts of the sources of the distribution for purposes of Section 19 of the 1940 Act and the Rules adopted thereunder. The table has been computed based on generally accepted accounting principles. The table includes estimated amounts and percentages for this distribution and for the cumulative distributions paid relating to fiscal year to date (11/01/2020 – 02/28/2021), from the following sources: net investment income; net realized short-term capital gains; net realized long-term capital gains; and return of capital. The estimated composition of the distributions may vary from month to month because the estimated composition may be impacted by future income, expenses and realized gains and losses on securities and currencies.

	Estimated Amounts of Current Monthly Distribution per share ($)	Estimated Amounts of Current Monthly Distribution per share (%)	Estimated Amounts of Fiscal Year to Date Cumulative Distributions per share ($)	Estimated Amounts of Fiscal Year to Date Cumulative Distributions per share (%)
Net Investment Income	$0.0135	49%	$0.0674	49%
Net Realized Short-Term Capital Gains*	$0.0058	21%	$0.0289	21%
Net Realized Long-Term Capital Gains	–	–	–	–
Return of Capital	$0.0082	30%	$0.0412	30%
Total (per common share)	$0.0275	100%	$0.1375	100%

*includes currency gains

As of February 28, 2021, after giving effect to this payment, the Fund estimates it has a net deficit of $7,114,000. A net deficit results when the Fund has net unrealized losses that are in excess of any net realized gains that have not yet been distributed.

Average Annual Total Return on NAV for the 5 Year Period Ending 02/28/2021¹	6.00%
Current Fiscal Period’s Annualized Distribution Rate on NAV²	6.93%
Fiscal Year to Date (11/01/2020 to 02/28/2021)
Cumulative Total Return on NAV¹	4.97%
Cumulative Distribution Rate on NAV²	2.31%

¹Return data is net of all fund expenses and fees and assumes the reinvestment of all distributions reinvested at prices obtained under the Fund’s dividend reinvestment plan.

²Based on the Fund’s NAV as of February 28, 2021.

If you wish to receive this information electronically, please contact [email protected]

aberdeenfax.com

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SOURCE Aberdeen Asia-Pacific Income Fund, Inc.

March 31, 2021 4:25 pm

Pacific Health Care Organization, Inc. Reports its 2020 Year-End Financial Results

Newport Beach, March 31, 2021 (GLOBE NEWSWIRE) —

Pacific Health Care Organization, Inc., (the “Company”) (OTCQB: PFHO) today filed with the Securities and Exchange Commission (the “Commission”) its annual report on Form 10-K announcing financial results for the fiscal year ended December 31, 2020.

Results

The Company reported total revenue of $6,042,718 for the year ended December 31, 2020, compared to $7,330,940 for the year ended December 31, 2019. The Company reported net income of $549,570 or $0.04 per basic and fully diluted shares for the year ended December 31, 2020, compared to net income of $1,198,060 or $0.09 per basic and fully diluted share for the year ended December 31, 2019.

Net cash provided by operating activities was $987,441 during the year ended December 31, 2020, compared to $1,090,825 for the same period in 2019, a decrease of $103,384 or 9% percent. During the year ended December 31, 2020, net cash used in investing activities decreased to $53,848 from $59,168 during the year ended December 31, 2019. Net cash provided by financing activities during the year ended December 31, 2020, was $460,700 compared to zero during the year ended December 31, 2019. Cash at December 31, 2020 and 2019, was $9,498,457 and $8,104,164, respectively.

About Pacific Health Care Organization, Inc.

The Company specializes in workers’ compensation cost containment. The Company’s business objective is to deliver value to its clients that reduces their workers’ compensation related medical claims expense in a manner that will assure that injured employees receive high quality healthcare that allows them to recover from injury and return to gainful employment without undue delay. Workers’ compensation costs continue to increase due to rising medical costs, inflation, fraud and other factors. Medical and indemnity costs associated with workers’ compensation in the state of California are billions of dollars annually. Through its wholly owned subsidiaries, the Company provides a range of effective workers’ compensation cost containment services, including but not limited to, Health Care Organizations, Medical Provider Networks, medical case management, utilization review, medical bill review, workers’ compensation carve-outs and Medicare set-aside services. We also provide lien representation and expert witness testimony, ancillary to our other services. We offer our services as a bundled solution, as standalone services, or as add-on services.

“Safe Harbor” Statement: Statements included in this press release, other than statements or characterizations of historical fact, are forward-looking statements. Forward-looking statements are based on management’s current judgment, expectations, estimates, projections and assumptions about future events. While management believes these assumptions are reasonable, such statements are not guarantees of future results and involve certain risks and uncertainties which are difficult to predict. Therefore, actual results and trends may differ materially from what is forecast in any forward-looking statement due to a variety of factors. Additional information regarding these factors, such as the potential loss of one or more key customers or the impacts of the COVID-19 pandemic on our business and results of operations, is contained in the Company’s filings with the Commission, including without limitation, its annual reports on Form 10-K and its quarterly reports on Form 10-Q.

All forward-looking statements speak only as of the date they were made. The Company does not undertake any obligation to update or publicly release any revisions to any forward-looking statements to reflect events, circumstances or changes in expectations after the date of this press release.

To view the Company’s annual report on Form 10-K for the year ended December 31, 2020, filed with the Commission today and the Company’s annual, quarterly and current reports and other information the Company files with or furnishes to the U.S. Securities and Exchange Commission go to: http://www.sec.gov. You may also view our annual reports on Form 10-K and our quarterly reports on Form 10-Q on our website at http://www.pacifichealthcareorganization.com.

Pacific Health Care Organization, Inc.

1201 Dove Street, Suite 300

Newport Beach, California 92660

(949) 221-1700

Website:  http://www.pacifichealthcareorganization.com

Contact:   Kristina Kubota – CFO

Email:       [email protected]

March 31, 2021 4:24 pm

John Hancock Tax-Advantaged Dividend Income Fund Notice to Shareholders – Sources of Distribution Under Section 19(a)

PR Newswire

BOSTON, March 31, 2021 /PRNewswire/ – John Hancock Tax-Advantaged Dividend Income Fund (NYSE: HTD) (the “Fund”), a closed-end fund managed by John Hancock Investment Management LLC and subadvised by both Manulife Investment Management (US) LLC, and Wells Capital Management Incorporated, announced today sources of its monthly distribution of $0.1380 per share paid to all shareholders of record as of March 11, 2021, pursuant to the Fund’s managed distribution plan. This press release is issued as required by an exemptive order granted to the Fund by the U.S. Securities and Exchange Commission.

Notification of Sources of Distribution

This notice provides shareholders of the John Hancock Tax-Advantaged Dividend Income Fund (NYSE: HTD) with important information concerning the distribution declared on March 1, 2021, and payable on March 31, 2021. No action is required on your part.

Distribution Period:	March 2021

Distribution Amount Per Common Share:	$0.1380

The following table sets forth the estimated sources of the current distribution, payable March 31, 2021, and the cumulative distributions paid this fiscal year to date from the following sources: net investment income; net realized short term capital gains; net realized long term capital gains; and return of capital or other capital source. All amounts are expressed on a per common share basis and as a percentage of the distribution amount.

	For the period 3/1/2021-3/31/2021		For the fiscal year-to-date period 11/1/2020-3/31/2021 ¹
Source	Current Distribution ($)	% Breakdown of the Current Distribution	Total Cumulative Distributions ($)	% Breakdown of the Total Cumulative Distributions
Net Investment Income	0.1193	86%	0.6265	91%
Net Realized Short- Term Capital Gains	0.0000	0%	0.0000	0%
Net Realized Long- Term Capital Gains	0.0000	0%	0.0000	0%
Return of Capital or Other Capital Source	0.0187	14%	0.0635	9%
Total per common share	0.1380	100%	0.6900	100%

Average annual total return (in relation to NAV) for the 5 years ended on February 28, 2021				6.68%

Annualized current distribution rate expressed as a percentage of NAV as of February 28, 2021				7.53%

Cumulative total return (in relation to NAV) for the fiscal year through February 28, 2021				-11.51%

Cumulative fiscal year-to-date distribution rate expressed as a percentage of NAV as of February 28, 2021				3.14%

________________________________
¹ The Fund’s current fiscal year began on November 1, 2020 and will end on October 31, 2021.

You should not draw any conclusions about the Fund’s investment performance from the amount of this distribution or from the terms of the Fund’s managed distribution plan.

The Fund estimates that it has distributed more than its income and net realized capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the Fund is paid back to you. A return of capital distribution does not necessarily reflect the Fund’s investment performance and should not be confused with “yield” or “income.”

The amounts and sources of distributions reported in this Notice are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

The Fund has declared the March 2021 distribution pursuant to the Fund’s managed distribution plan (the “Plan”). Under the Plan, the Fund makes fixed monthly distributions in the amount of $0.1380 per share, which will continue to be paid monthly until further notice.

If you have questions or need additional information, please contact your financial professional or call the John Hancock Investment Management Closed-End Fund Information Line at 1-800-843-0090, Monday through Friday between 8:00 a.m. and 7:00 p.m., Eastern Time.

Statements in this press release that are not historical facts are forward-looking statements as defined by the United States securities laws. You should exercise caution in interpreting and relying on forward-looking statements because they are subject to uncertainties and other factors which are, in some cases, beyond the Fund’s control and could cause actual results to differ materially from those set forth in the forward-looking statements.

An investor should consider a Fund’s investment objectives, risks, charges and expenses carefully before investing.

About John Hancock Financial and Manulife Financial

John Hancock is a division of Manulife Financial Corporation, a leading international financial services group that helps people achieve their dreams and aspirations by putting customers’ needs first and providing the right advice and solutions. We operate primarily as John Hancock in the United States and as Manulife elsewhere. We provide financial advice, insurance, and wealth and asset management solutions for individuals, groups, and institutions. Assets under management and administration by Manulife and its subsidiaries were over CAD$1.3 trillion (US$1.02 trillion) as of December 31, 2020. Manulife Financial Corporation trades as MFC on the TSX, NYSE, and PSE, and under 945 on the SEHK. Manulife can be found at manulife.com.

One of the largest life insurers in the United States, John Hancock supports approximately 10 million Americans with a broad range of financial products, including life insurance, annuities, investments, 401(k) plans, and education savings plans. Additional information about John Hancock may be found at johnhancock.com.

View original content:http://www.prnewswire.com/news-releases/john-hancock-tax-advantaged-dividend-income-fund-notice-to-shareholders–sources-of-distribution-under-section-19a-301260037.html

SOURCE John Hancock Investment Management

March 31, 2021 4:24 pm

Silver Bear Files Fourth Quarter and Year-End 2020 Financial Results

Silver Bear Files Fourth Quarter and Year-End 2020 Financial Results

TORONTO–(BUSINESS WIRE)–
Silver Bear Resources Plc (“Silver Bear” or the “Company”) (TSX: SBR) announces the filing of its audited financial results for the year ended 31 December 2020 today, including development highlights from its Mangazeisky silver project in Far East Russia.

For complete details of the audited Consolidated Financial Statements and associated Management’s Discussion and Analysis and its Annual Information Form, please refer to the Company’s filings on SEDAR (www.sedar.com) or the Company’s website (www.silverbearresources.com).

2020 HIGHLIGHTS

During the year ended 31 December 2020 the Group production statistics included:

Mined a total of 114,877 tonnes of ore, processed 109,460 tonnes of ore at an average grade of 640 g/t of silver, producing a total of 1,917,360 ounces of silver;
Sold a total of 1,937,158 ounces of silver totaling revenue of US$38,796,691 and reported a total comprehensive loss of $31,310,251 and an accumulated deficit of $219,298,504.

During 2020, the Group consistently worked to improve overall efficiency of its processing line:

During the year, the Group successfully completed its winter road resupply that included the XRT processing line equipment delivery.
In Q1 2020, the Group continued implementing cost reductions in its corporate structure and services, reagent consumption and fuel and energy costs at its Mangazeisky Silver Project.
In May 2020, the Group announced a further amendment to its Facilities Agreement with major shareholders Inflection and Aterra, who agreed to a further reduction in interest payable on all funds drawn under the facilities agreement from 9% to 7% per annum.
In late May 2020, the CEO stated that despite the initial delay in the final commissioning of the new XRT processing equipment due to government-mandated COVID-19 restrictions, the consultants, following a prescribed quarantine period, have completed the commissioning. The XRT equipment is now fully operational.

On 22 June 2020, the Group announced the receipt of the draft report from Wardell Armstrong International (Moscow) (“WAI”) that provided a review of the Company’s current mineral resources (“Draft WAI Report”), following which the decision to withdraw its August 2017 NI 43-101 technical report on the Vertikalny feasibility study and Mangazeisky pre-feasibility study (full details are described below).

In August 2020, the Group has started its 2020 exploration drilling activities, approximately 4,000 metres of core drilling is expected to test both flanks of Vertikalny deposit where previous work has identified possible additional resources, to further test the Porfirovy deposit to the south and also additional infill drilling at the Mangazeisky North resource; and

31 December 2020, the Group further amended its existing Facilities Agreement major shareholders Aterra and Inflection, extending the maturity dates of certain components of Tranches F, G, H and I, issued by Inflection from 31 July 2021 and 20 September 2022, as applicable, to 1 January 2023.

SUBSEQUENT TO THE YEAR END 2020 HIGHLIGHTS

In the first quarter 2021, the Group entered into a loan agreement with SKA ASSETS MANAGEMENT LIMITED, a company under common control with Inflection, in the amount of RUB 750,000,000 (equivalent to approximately C$12,000,000) with an interest rate of 8.27% per annum, which interest shall accrue on a monthly basis. The Principal will be due and payable on 31 December 2021.

On 30 March 2021, the Group announced the filing of the final WAI NI 43-101 technical report titled “Mangazeisky Silver Project MRE Update and Strategy Re-assessment, Republic of Sakha (Yakutia), Russian Federation” (the “Final WAI Report”). For full details on the Final WAI Report please see the Operations section below.

As of the date of this report, the Group confirms there have been no major disruptions at either sites or to the Group’s planned production and operations due to the COVID-19 pandemic.

Vadim Ilchuk, President and CEO, commented: “I would like to thank the determination and commitment of our Prognoz team and the support of our major shareholders for helping us achieve a full year of commercial production, where we produced a record 1.9 M ounces of Silver, despite the World Health Organization declaring COVID-19 a global pandemic in March 2020. Going forward the Company is focussing on completing the placement of the equipment into the processing circuit and beginning the new flotation line construction and commissioning to be ready to process the sulphide ores in early 2022.”

Operational & Financial Results Summary – Year 2020

The Group achieved first pre-commercial silver production in April 2018 through its commissioning activities and achieved commercial production at the beginning of the third quarter of 2019. The table below details the production highlights for full year ended 31 December 2020 and 2019.

Production Highlights

Year ended

December 31, 2020

Year ended

December 31,

2019(1)

Operating Data

Ore Mined (tonnes)

114,877

118,240

Ore processed (tonnes)

109,460

100,338

Head grade (g/t Ag)

640

668

Recovery (%)

85.4%

73.5%

Silver ounces produced

1,917,360

1,569,097

Financial Data

Silver ounces sold

1,937,158

1,550,101

Average realized price (US$/oz)

20.03

16.38

Production and pre-production revenues (US$)

38,796,691

25,392,537

(1) Full commercial production achieved on July 1, 2019.

During 2020, the Group mined 2.8% less ore compared to 2019, as it moved deeper into Vertikalny open pit and further open pit extension required. Mining head grade reduced from 2019 by 4.2%, however recoveries increased by 11.9% as a result of several factors notably the full year of operating the Merrill Crowe process (a separation technique) at the end of the technological processing circuit and the operational efficiencies implemented during the year. The 22% improvement in the silver production in 2020 over 2019, is primarily due to the achieving high recovery rate from processed ore. As a result, the Group’s 2020 revenues increased by 53% compared to prior year, due to increased silver recovery and the improvement of the average price of silver in 2020.

During the first quarter, the Group’s 2020 winter road procurement and transportation delivered approximately 14,000 tonnes of supplies, including a new drill rig, excavator and the new XRT processing equipment. The winter road was closed on 30^th of April this year, by which time delivery of all the Group’s summer demand for gas condensate and diesel fuel had been accomplished. Deliveries for the summer and fall months are now via cargo flights using the Group’s newly completed airstrip.

During the second quarter, in May 2020, following a prescribed quarantine period, the XRT consultants arrived at site and completed the final commissioning. The XRT equipment is now fully operational. The flotation facility construction project design development phase was completed in the second quarter.

During the third quarter, the Group began the construction on the foundation for the new flotation plant, that is designed to process the primary sulphide ores at the Vertikalny deeper pit and underground mining operations. It is expected that the new flotation plant will be completed in early 2022.

As of the date of this report there are approximately 226 Prognoz employees at site. There are also 64 contractors, namely catering, process consultants, and construction workers. As of 31 December 2020, there was no lost time recorded accident at site.

About Silver Bear

Silver Bear (TSX: SBR) is focused on the development of its wholly-owned Mangazeisky Silver Project, covering a licence area of approximately 570 km² that includes the high-grade Vertikalny deposit (amongst the highest- grade silver deposits in the world), located 400 km north of Yakutsk in the Republic of Sakha within the Russian Federation. As of April 2018, the Company attained first silver production as a result of commissioning activities and on 1 July 2019 the Company achieved full commercial production. Other information relating to Silver Bear is available on SEDAR at www.sedar.com as well as on the Company’s website at www.silverbearresources.com.

Cautionary Notes

This release and subsequent oral statements made by and on behalf of the Company may contain forward-looking statements, which reflect management’s expectations. Wherever possible, words such as “intends”, “expects”, “scheduled”, “estimates”, “anticipates”, “believes” and similar expressions or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, have been used to identify these forward-looking statements. Although the forward-looking statements contained in this release reflect management’s current beliefs based upon information currently available to management and based upon what management believes to be reasonable assumptions, the Company cannot be certain that actual results will be consistent with these forward-looking statements. A number of factors could cause events and achievements to differ materially from the results expressed or implied in the forward-looking statements. Such risk factors include, but are not limited, to the risk factors identified by the Company in its continuous disclosure filings filed from time to time on SEDAR. These factors should be considered carefully and prospective investors should not place undue reliance on the forward-looking statements. Forward-looking statements necessarily involve significant known and unknown risks, assumptions and uncertainties that may cause the Company’s actual results, events, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statements. Although the Company has attempted to identify important risks and factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors and risks that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, prospective investors should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date of this release, and the Company assumes no obligation to update or revise them to reflect new events or circumstances, unless otherwise required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210331005962/en/

Vadim Ilchuk

President and Chief Executive Officer

T: +7 985 866 8877

[email protected]

Judith Webster

Investor Relations Manager & Corporate Secretary

T: +416 453 8818

[email protected]

KEYWORDS: Europe North America Canada Russia

INDUSTRY KEYWORDS: Mining/Minerals Natural Resources

MEDIA:

Logo

Posted on March 31, 2021 4:23 pm
Spark Networks SE Reports Second Half and Full Year 2020 Financial Results

– FYE 2020 Revenue was $233 million, an increase of $62.1 million compared to $170.9 million in recorded revenue for FYE 2019

– FYE 2020 Monthly Average Revenue Per User, or Monthly ARPU, increased by 7.4% to $20.93 compared to $19.48 for FYE 2019

PR Newswire

BERLIN, March 31, 2021 /PRNewswire/ — Spark Networks SE (NYSE American: LOV), one of the world’s leading online dating platforms leveraging premium, complementary brands including Zoosk, EliteSingles, SilverSingles, Christian Mingle, Jdate, and JSwipe, today reported second half and full year 2020 financial results.

“Our financial and operational gains for the Second Half and Full Year 2020 are a testament to the strength of Sparks’ top brands, which performed well during truly unique market conditions,” said Eric Eichmann, CEO of Spark Networks. “Successful product improvements and expanded marketing capabilities led to higher user engagement and improved ARPU levels in 2020. Going forward, we are excited about our growth potential as we fulfill our ambition to become the leader in social dating for meaningful relationships in this rapidly expanding sector.”

“I am pleased to have exceeded both our top and bottom line financial guidance for the full year 2020,” said Bert Althaus, Chief Financial Officer of Spark. “In addition to stabilizing and integrating operations during the last year, the Company also strengthened its balance sheet by amending its credit facility by resetting financial covenants and securing an additional $6 million in funding.”

Second Half and Full Year 2020 Financial Results

*2020 results represent the first full year-period reporting to include newly acquired Zoosk’s financials

Revenue for the second half of 2020 was $118.9 million, an increase of $3.9 million compared to $115.0 million in the second half of 2019. Revenue for 2020 was $233.0 million, an increase of $62.1 million compared to $170.9 million in 2019, as adjusted. For the second half of year in 2020, the increase in revenue was the result of a fair value purchase price adjustment of $12.9 million recorded in the second half of 2019 related to the deferred revenue acquired from Zoosk. Excluding purchase price adjustments, revenue for the second half of 2020 was $119.5 million, a decrease of $8.4 million compared to $127.9 million in the second half of 2019. The decrease was attributable to the 7.5% decrease in the number of Average Paying Subscribers partially offset by the 1.0% increase in Monthly ARPU, excluding the fair value purchase price adjustment. For the full year in 2020, the significant increase in revenue is primarily attributable to the integration of Zoosk following the Spark Networks / Zoosk Merger in July 2019.

Net Loss was $45.9 million in the second half of 2020, an increase of $16.9 million compared to Net Loss of $29.0 million in the second half of 2019, and an increase of $45.2 million compared to $0.7 million in the first half of 2020. Net Loss for 2020 was $46.6 million, an increase of $11.7 million compared to $34.9 million in 2019, as adjusted. The year over year increase in Net Loss was primarily driven by the increase in impairment of goodwill and intangible assets.

Adjusted EBITDA was $20.1 million in the second half of 2020, an increase of $13.3 million compared to $6.8 million in the second half of 2019, and an increase of $2.5 million compared to $17.6 million in the first half of 2020. Adjusted EBITDA for 2020 was $37.7 million, an increase of $27.4 million compared to $10.3 million in 2019, as adjusted.

The Company ended the year with $19.3 million in cash and $99.1 million in debt.

Key Performance Indicators

Average Paying Subscribers decreased by 76,217 to 941,104 in the second half of 2020, compared to 1,017,321 in the same period of 2019.

Average Paying Subscribers Full Year 2020 increased nearly 27%, reaching roughly 928,000, compared to the 731,000 we recorded in 2019.

Monthly Average Revenue Per User, or Monthly ARPU, increased by 11.8% to $21.05 in the second half of 2020, compared to $18.83 in the same period of 2019.

Spark’s ARPU for the full year 2020 increased 7.4% to $20.93 compared to $19.48 in the 12-month period ended December 31, 2019.

Financial Outlook

Due to increased user engagement and a better than anticipated response to shelter-in-place restrictions, management expects to deliver 2021 annual revenue of $238 to $244 million and Adjusted EBITDA of $33 to $36 million.

Key Metrics – Half Year

(Amounts in $ millions, except Total Registrations, Avg. Paying Subs, and Monthly ARPU)

Six Months Ended

Growth Rates %

12/31/2020

6/30/2020

12/31/2019

2nd Half 2020 vs.

2nd Half 2020

1st Half 2020

2nd Half 2019

1st Half 2020

2nd Half 2019

Revenue

$

118.9

$

114.2

$

115.0

4.1

%

3.4

%

Contribution¹

$

60.6

$

57.4

$

52.0

5.5

%

16.5

%

Net loss

$

(45.9)

$

(0.7)

$

(29.0)

6,022.7

%

58.3

%

Adjusted EBITDA²

$

20.1

$

17.6

$

6.8

14.3

%

197.1

%

Cash Balance

$

19.3

$

13.2

$

17.2

45.5

%

12.0

%

Total Registrations³

7,140,802

7,668,580

8,229,976

(6.9)

%

(13.2)

%

Avg. Paying Subs⁴

941,104

914,798

1,017,321

2.9

%

(7.5)

%

Monthly ARPU⁵

$

21.05

$

20.80

$

18.83

1.2

%

11.8

%

Key Metrics – Full Year

(Amounts in $ millions, except Total Registrations, Avg. Paying Subs, and Monthly ARPU)

Years Ended December 31,

Growth Rates %

2020

2019

2020

2019

Revenue

$

233.0

$

170.9

36.4

%

44.2

%

Contribution¹

$

118.0

$

75.3

56.7

%

45.9

%

Net loss

$

(46.6)

$

(34.9)

33.5

%

299.7

%

Adjusted EBITDA²

$

37.7

$

10.3

264.3

%

129.2

%

Cash Balance

$

19.3

$

17.2

12.0

%

39.3

%

Total Registrations³

14,809,382

12,718,080

16.4

%

25.4

%

Avg. Paying Subs⁴

927,951

731,088

26.9

%

51.2

%

Monthly ARPU⁵

$

20.93

$

19.48

7.4

%

(4.7)

%

SPARK NETWORKS SE

UNAUDITED PRO FORMA FINANCIAL INFORMATION⁶

(in $ thousands)

Years Ended December 31,

2020

2019

(in $ thousands)

(actual)

(pro forma)

Revenue

233,036

$

250,655

Net loss

(46,608)

(26,659)

Investor Conference Call

Spark Networks will discuss its financial results during a live teleconference today at 4:30 p.m. Eastern time.

Toll-Free (United States):

1-877-705-6003

Toll-Free (Germany):

0-800-182-0040

International:

1-201-493-6725

In addition, Spark Networks will host a webcast of the call which will be accessible in the Investor Relations section of the Company’s website at https://investor.spark.net/investor-relations/home

A replay will begin approximately three hours after completion of the call and run until April 14, 2021.

Replay

Toll-Free (United States):

1-844-512-2921

International:

1-412-317-6671

Passcode:

13717580

Safe Harbor Statement:

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, statements involving known and unknown risks, uncertainties, and other factors that may cause Spark Networks’ performance or achievements to be materially different from those of any expected future results, performance, or achievements. These statements include statements regarding Spark Networks’ strong business momentum, Spark Networks’ financial outlook and guidance for the second half and full year 2020, including with respect to Adjusted EBITDA and revenue, the impact of COVID-19 on Spark Networks’ business and Spark Networks’ growth potential and foundation for future growth.

Any statements in this press release that are not statements of historical fact may be considered to be forward-looking statements. Written words, such as “believes,” “hopes,” “intends,” “estimates,” “expects,” “projects,” “plans,” “anticipates,” and variations thereof, or the use of future tense, identify forward-looking statements. By their nature, forward-looking statements and forecasts involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the near future. There are a number of factors that could cause actual results and developments to differ materially, including, but not limited to, the risk that the benefits from the acquisition of Zoosk, Inc. may not be fully realized or may take longer to realize than expected; risks related to the degree of competition in the markets in which Spark Networks operates; risks related to the ability of Spark Networks to retain and hire key personnel, operating results and business generally; the timing and market acceptance of new products introduced by Spark Networks’ competitors; Spark Networks’ ability to identify potential acquisitions; Spark Networks’ ability to comply with new and evolving regulations relating to data protection and data privacy; general competition and price measures in the market place; risks related to the duration and severity of COVID-19 and its impact on Spark Networks’ business; and general economic conditions. Additional factors that could cause actual results to differ are discussed under the heading “Risk Factors” in Spark Networks’ Annual Report on Form 10-K for the year ended December 31, 2020 and in other sections of Spark Networks’ filings with the Securities and Exchange Commission (“SEC”), and in Spark Networks’ other current and periodic reports filed or furnished from time to time with the SEC. All forward-looking statements in this press release are made as of the date hereof, based on information available to the Company as of the date hereof, and the Company assumes no obligation to update any forward-looking statement except as required by law.

About Spark Networks SE:

Spark Networks SE is a leading global dating company, listed on the New York Stock Exchange American under the ticker symbol “LOV,” with headquarters in Berlin, Germany, and offices in New York and Utah. The Company’s widening portfolio of premium and freemium dating apps include Zoosk, EliteSingles, SilverSingles, Christian Mingle, Jdate, and JSwipe, among others. Spark Networks SE in its current form is the result of the merger between Affinitas GmbH and Spark Networks, Inc. in 2017 and the addition of Zoosk, Inc. in 2019. Spark has approximately one million monthly paying subscribers globally.

For More Information
Investors:
Christopher Camarra
Vice President of Investor Relations
[email protected]

¹ Contribution is defined as revenue, net of refunds and credit card chargebacks, less direct marketing. Direct Marketing is defined as online and offline advertising spend, and is included within Cost of Revenue within Spark Networks’ Consolidated Statements of Operations and Comprehensive Loss.

² Adjusted EBITDA is one of the primary metrics by which we evaluate the performance of our business, budget, forecast and compensate management. We believe this measure provides management and investors with a consistent view, period to period, of the core earnings generated from the ongoing operations and excludes the impact of items that we do not consider representative of our ongoing performance. This includes: depreciation and amortization, share-based compensation, asset impairments, gains or losses on foreign currency transactions and net interest expense, acquisition related costs and other costs. Adjusted EBITDA has inherent limitations in evaluating the performance of the Company, including, but not limited to the following:

•

Adjusted EBITDA does not reflect the cash capital expenditures during the measurement period;

•

Adjusted EBITDA does not reflect any changes in working capital requirements during the measurement period;

•

Adjusted EBITDA does not reflect the cash tax payments during the measurement period;

•

Adjusted EBITDA may be calculated differently by other companies in our industry, thus limiting its value as a comparative measure;

Because of these limitations, Adjusted EBITDA should be considered in addition to other financial performance measures, including net income and our other U.S. GAAP results. A reconciliation of the Adjusted EBITDA for the six months ended December 31, 2020, June 30, 2020, and December 31, 2019 and the years ended December 31, 2020 and December 31, 2019 can be found in the table below.

Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, amortization, share-based compensation, impairment of intangible assets and goodwill, and acquisition or other costs.

Statements regarding our expectations as to the first half and full-year 2021 Adjusted EBITDA do not include certain charges and costs. The adjustments to EBITDA in future periods are generally expected to be similar to the kinds of charges and costs excluded from Adjusted EBITDA in prior periods, including (i) items such as share-based compensation, asset impairments, gains or losses on foreign currency transactions and interest expense, and (ii) items related to acquisitions or other costs that are non-recurring, infrequent, or unusual in nature including transaction and advisory fees, merger integration costs, other employee payments, and severance. The exclusion of these charges and costs in future periods will have a significant impact on our Adjusted EBITDA. We are not able to provide a reconciliation of our non-GAAP financial guidance to the corresponding GAAP measures without unreasonable effort because of the uncertainty and variability of the nature and amount of these future charges and costs.

³Total registrations are defined as the total number of new members registering to the platforms with their email address. Those include members who enter into premium subscriptions and free memberships.

⁴ Paying subscribers are defined as individuals who have paid a monthly fee for access to premium services, which include, among others, unlimited communication with other registered users, access to user profile pictures and enhanced search functionality. Average paying subscribers for each month are calculated as the sum of the paying subscribers at the beginning and the end of the month, divided by two. Average paying subscribers for periods longer than one month are calculated as the sum of the average paying subscribers for each month, divided by the number of months in such period.

⁵ Monthly Average Revenue Per User, or Monthly ARPU, represents the total net subscriber revenue for the period divided by the number of average paying subscribers for the period, divided by the number of months in the period.

⁶ The unaudited pro forma financial information in the table below presents the combined results of the Company and Zoosk as if the Spark Networks / Zoosk Merger had occurred on January 1, 2019. The unaudited pro forma financial information includes adjustments required under the acquisition method of accounting but excludes certain costs and charges that are deemed to be non-recurring in nature. This presentation is for informational purposes only and is not necessarily indicative of the results that would have been achieved had the acquisition actually occurred on January 1, 2019 or in future periods.

Spark Networks SE

Consolidated Balance Sheets

(in thousands, except share data)

December 31, 2020

December 31, 2019

Assets

Current assets:

Cash and cash equivalents

$

19,267

$

17,207

Accounts receivable, net of allowance of $93 and $290, respectively

5,507

6,474

Prepaid expenses

4,366

3,563

Other current assets

2,140

1,466

Total current assets

31,280

28,710

Property and equipment, net

11,418

10,311

Goodwill

156,582

199,238

Intangible assets, net

58,999

74,780

Deferred tax assets

23,522

25,476

Other assets

8,642

10,356

Total assets

$

290,443

$

348,871

Liabilities and Shareholders’ Equity

Current liabilities:

Current portion of long-term debt

$

19,037

$

15,336

Accounts payable

11,127

18,941

Deferred revenue

38,304

36,877

Accrued expenses and other current liabilities

28,429

34,980

Total current liabilities

96,897

106,134

Long-term debt, net of current portion

80,109

92,329

Deferred tax liabilities

993

276

Other liabilities

17,541

8,946

Total liabilities

195,540

207,685

Commitments and contingencies (Note 10)

Shareholders’ Equity:

Common stock, €1.00 nominal value; 2,661,386 shares issued as of December 31, 2020 and 2019; 2,605,689 shares outstanding as of December 31, 2020 and 2019

3,064

3,064

Treasury stock, at nominal value; 55,697 shares as of December 31, 2020 and 2019

(61)

(61)

Additional paid-in capital

220,852

216,072

Accumulated deficit

(132,248)

(85,640)

Accumulated other comprehensive income

3,296

7,751

Total shareholders’ equity

94,903

141,186

Total liabilities and shareholders’ equity

$

290,443

$

348,871

Spark Networks SE

Consolidated Statements of Operations and Comprehensive Loss

(in thousands, except share and per share data)

Six Months Ended

Years Ended December 31,

12/31/2020

6/30/2020

12/31/2019

2020

2019

Revenue

$

118,852

$

114,184

$

114,954

$

233,036

$

170,859

Operating costs and expenses:

Cost of revenue, exclusive of depreciation and amortization

72,484

69,975

77,643

142,459

115,253

Direct marketing costs

58,271

56,788

62,946

115,059

95,589

Data center expenses

4,151

3,212

3,949

7,363

5,596

Credit card fees

3,297

3,358

3,333

6,655

4,624

Mobile application processing fees

6,765

6,617

7,415

13,382

9,444

Sales and marketing expenses

2,084

2,109

2,983

4,193

5,741

Customer service expenses

3,556

3,800

4,961

7,356

7,475

Technical operations and development expenses

7,500

8,780

13,226

16,280

16,776

General and administrative expenses

19,072

16,235

14,503

35,307

27,790

Depreciation and amortization

4,731

4,653

5,046

9,384

6,584

Impairment of intangible assets and goodwill

51,236

—

20,301

51,236

20,301

Total operating costs and expenses

160,663

105,552

138,663

266,215

199,920

Operating income/(loss)

(41,811)

8,632

(23,709)

(33,179)

(29,061)

Other income (expense):

Interest income

34

40

175

74

175

Interest expense

(6,665)

(6,690)

(7,345)

(13,355)

(7,574)

Gain (loss) on foreign currency transactions

3,981

(210)

(2,512)

3,771

(2,400)

Other income (expense)

870

200

330

1,070

330

Total other expense

(1,780)

(6,660)

(9,352)

(8,440)

(9,469)

Income/(loss) before income taxes

(43,591)

1,972

(33,061)

(41,619)

(38,530)

Income tax (expense) benefit

(2,268)

(2,721)

4,086

(4,989)

3,617

Net loss

(45,859)

(749)

(28,975)

(46,608)

(34,913)

Other comprehensive income (loss):

Foreign currency translation adjustment

(4,572)

117

2,251

(4,455)

2,163

Comprehensive loss

$

(50,431)

$

(632)

$

(26,724)

$

(51,063)

$

(32,750)

Loss per share:

Basic earnings (loss) per share

$

(17.60)

$

(0.29)

$

(10.97)

$

(17.89)

$

(17.67)

Diluted earnings (loss) per share

$

(17.60)

$

(0.29)

$

(10.97)

$

(17.89)

$

(17.67)

Weighted average shares outstanding:

Basic

2,605,689

2,605,689

2,640,249

2,605,689

1,975,548

Diluted

2,605,689

2,605,689

2,640,249

2,605,689

1,975,548

Reconciliation of Net Loss to Adjusted EBITDA:

Six Months Ended

Years Ended December 31,

(in thousands)

12/31/2020

6/30/2020

12/31/2019

2020

2019

Net loss

$

(45,859)

$

(749)

$

(28,975)

$

(46,608)

$

(34,913)

Net interest expense

6,631

6,650

7,170

13,281

7,399

(Gain) loss on foreign currency transactions

(3,981)

210

2,512

(3,771)

2,400

Income tax expense (benefit)

2,268

2,721

(4,086)

4,989

(3,617)

Depreciation and amortization

4,731

4,653

5,046

9,384

6,584

Impairment of intangible assets and goodwill

51,236

—

20,301

51,236

20,301

Stock-based compensation expense

2,436

2,344

287

4,780

2,629

Acquisition related costs⁽¹⁾

81

1,464

3,373

1,545

8,369

Long-term debt transaction and advisory fees

1,308

—

—

1,308

—

Other costs⁽²⁾

1,231

277

1,131

1,508

1,183

Adjusted EBITDA

$

20,082

$

17,570

$

6,759

$

37,652

$

10,335

⁽¹⁾Acquisition related costs primarily consist of transaction costs, including legal, consulting, advisory fees, and severance and retention costs.

⁽²⁾ Includes primarily consulting and advisory fees related to special projects, as well as non-compete compensation, post-merger integration activities and executive search costs.

Spark Networks SE

Consolidated Statements of Cash Flows

(in thousands)

Years Ended December 31,

2020

2019

Net loss

$

(46,608)

$

(34,913)

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

Depreciation and amortization

9,384

6,584

Impairment of goodwill and intangible assets

51,236

20,301

Loss on tangible and intangible assets

341

—

Unrealized (gain) loss on foreign currency transactions

(2,921)

1,402

Stock-based compensation expense

4,780

2,629

Amortization of debt issuance costs and accretion of debt discounts

3,874

1,818

Deferred tax expense (benefit)

3,530

(5,351)

Provision for credit losses

307

130

Non-cash lease expense

1,936

1,194

Change in operating assets and liabilities:

Accounts receivable

855

3,915

Prepaid expenses and other current assets

192

2,213

Other assets

(138)

33

Accounts payable, accrued expenses, and other current liabilities

(5,755)

1,375

Other liabilities

(1,743)

98

Deferred revenue

(320)

7,121

Net cash provided by operating activities

18,950

8,549

Capital expenditures

(2,734)

(4,448)

Acquisitions of businesses, net of cash acquired

(513)

(89,976)

Net cash used in investing activities

(3,247)

(94,424)

Proceeds from stock option exercises

—

428

Proceeds from bank loans, net of issuance costs

4,634

110,398

Repayment of bank loans

(15,311)

(19,511)

Payments directly related to loan facility

—

(62)

Cash paid for settlement of stock-based compensation

—

(504)

Repurchase of options

—

(3)

Net cash (used in) provided by financing activities

(10,677)

90,746

Net change in cash and cash equivalents

5,026

4,871

Effects of exchange rate fluctuations on cash and cash equivalents and restricted cash

(1,366)

(117)

Net increase in cash and cash equivalents and restricted cash

3,660

4,754

Cash and cash equivalents and restricted cash at beginning of period

17,457

12,703

Cash and cash equivalents and restricted cash at end of period

$

21,117

$

17,457

Supplemental disclosure of cash flow information:

Cash paid for interest

$

10,572

$

6,367

Cash paid for income taxes

$

779

$

780

View original content to download multimedia:http://www.prnewswire.com/news-releases/spark-networks-se-reports-second-half-and-full-year-2020-financial-results-301260032.html

SOURCE Spark Networks SE

Posted on March 31, 2021 4:23 pm
Vine Energy Inc. Announces Pricing of $950 Million Senior Unsecured Notes Offering

Vine Energy Inc. Announces Pricing of $950 Million Senior Unsecured Notes Offering

PLANO, Texas–(BUSINESS WIRE)–
Vine Energy Inc. (the “Company”) announced today that its subsidiary, Vine Energy Holdings LLC (“Vine Holdings”), priced its previously announced offering of $950 million in aggregate principal amount of 6.75% senior unsecured notes due 2029 (the “New Notes”) at par. The New Notes will mature on April 15, 2029. The offering is expected to close April 7, 2021, subject to satisfaction of customary closing conditions.

The Company intends to use the net proceeds from the offering, along with cash on hand, to (i) fund the redemption (the “Redemption”) of all of the outstanding 8.75% Senior Notes due 2023 and 9.75% Senior Notes due 2023 issued by Vine Holdings and (ii) pay any premiums, fees and expenses related to the Redemption, including accrued and unpaid interest, and the issuance of the New Notes.

The New Notes were offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States only to non-U.S. investors pursuant to Regulation S under the Securities Act. The New Notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the New Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful.

About Vine Energy Inc.

Based in Plano, Texas, Vine Energy Inc. is an energy company focused on the development of natural gas properties in the stacked Haynesville and Mid-Bossier shale plays in the Haynesville Basin of Northwest Louisiana.

Cautionary Statement Concerning Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the offering and the anticipated use of the net proceeds therefrom. These forward-looking statements represent the Company’s expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of the Company’s control, which could cause actual results to differ materially from the results discussed in the forward-looking statements. These include, but are not limited to, statements regarding the terms of the offering and the intended use of proceeds therefrom.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, the Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the prospectus filed with the Securities and Exchange Commission (“SEC”) in connection with the Company’s initial public offering. These and other potential risks and uncertainties that could cause actual results to differ from the results predicted are more fully detailed in the Company’s filings and reports with the SEC, including such prospectus.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210331005960/en/

U.S. Investor / Media Relations Contact:

David Erdman

(469) 605-2480

[email protected]

KEYWORDS: Texas United States North America

INDUSTRY KEYWORDS: Oil/Gas Energy

MEDIA:

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