Infrastructure and Energy Alternatives, Inc. Announces Closing of Common Stock Offering

INDIANAPOLIS, Feb. 08, 2021 (GLOBE NEWSWIRE) — Infrastructure and Energy Alternatives, Inc. (NASDAQ: IEA) (“IEA”), a leading infrastructure services company focused on renewable energy and transportation infrastructure, today announced the closing of its previously announced underwritten offering of 8,853,283 shares of common stock by Infrastructure and Energy Alternatives, LLC (the “Selling Stockholder”), an affiliate of funds managed by Oaktree Capital Management, L.P., which includes 853,283 shares of common stock following the exercise in full of the underwriters’ option to purchase additional shares of common stock from the Selling Stockholder. At the public offering price of $16.75 per share, the Selling Stockholder received total gross proceeds of approximately $148.3 million, before deducting underwriting discounts and commissions.

IEA did not sell any shares of common stock and did not receive any proceeds from the offering. Peter Jonna’s previously disclosed resignation from IEA’s board of directors became effective upon the closing of the offering.

Guggenheim Securities acted as the sole book-running manager for the offering. Stifel and D.A. Davidson & Co. acted as co-managers. The offering was made by the Selling Stockholder by means of a prospectus and related prospectus supplement, copies of which may be obtained from Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by telephone at (212) 518-9658, or by email at [email protected]. An electronic copy of the prospectus and related prospectus supplement is available from the U.S. Securities and Exchange Commission’s website at http://www.sec.gov.

A registration statement relating to the shares of common stock being sold in this offering has been filed with, and declared effective by, the U.S. Securities and Exchange Commission.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any offer or 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 such state or jurisdiction.

About IEA

Infrastructure and Energy Alternatives, Inc. is a leading infrastructure services company focused on renewable energy and transportation infrastructure. Headquartered in Indianapolis, Indiana, with operations throughout the country, IEA operates through two segments: Renewables and Specialty Civil. The Company’s Renewables segment provides engineering, procurement and construction (“EPC”) services to the wind energy and solar energy industries. The Company’s Specialty Civil segment provides EPC services to the rail industry, state and local governments as well as other customers and environmental remediation services to the utility and other industries. For more information, please visit IEA’s website at www.iea.net or follow IEA on FacebookLinkedIn and Twitter for the latest IEA news and events.

Cautionary Note Regarding Forward-Looking Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The forward-looking statements can be identified by the use of forward-looking terminology including “may,” “should,” “likely,” “will,” “believe,” “expect,” “anticipate,” “estimate,” “forecast,” “seek,” “target,” “continue,” “plan,” “intend,” “project,” or other similar words. All statements, other than statements of historical fact, regarding the offering, plans, objectives and beliefs of management are forward-looking statements. These forward-looking statements are based on information available as of the date hereof, and our management’s current expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurance that such expectations will prove correct. Forward-looking statements should not be relied upon as representing our views as of any subsequent date. As a result of a number of known and unknown risks and uncertainties, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. We do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Contacts:  
   
Peter J. Moerbeek Kimberly Esterkin
Chief Financial Officer ADDO Investor Relations
[email protected] [email protected]
765-828-2568 310-829-5400

 



Ironwood Pharmaceuticals Announces CEO Transition

Ironwood Pharmaceuticals Announces CEO Transition

– Mark Mallon to step down as CEO; Board appoints Thomas McCourt as interim CEO –

– Julie McHugh to become Executive Chair of the Board of Directors –

BOSTON–(BUSINESS WIRE)–Ironwood Pharmaceuticals, Inc. (Nasdaq: IRWD), a GI-focused healthcare company, today announced that Mark Mallon plans to step down as chief executive officer and a member of the Ironwood Board of Directors in order to pursue another leadership opportunity, effective March 12, 2021. The Ironwood Board has named Thomas McCourt, Ironwood’s president, as interim CEO effective upon Mr. Mallon’s departure. Julie McHugh, Ironwood’s Board chair, will become executive chair of the Board of Directors effective upon Mr. Mallon’s departure and, in that capacity, will continue to lead the Board of Directors as well as provide counsel and guidance to the senior management team through the transition.

The Board plans to initiate a candidate search with the assistance of a leading executive search firm to identify Mr. Mallon’s permanent successor.

“On behalf of the entire Board, I want to thank Mark for his leadership during a transformative time in Ironwood’s history,” said Julie McHugh, chair of Ironwood’s Board. “The Board is confident that Ironwood is on the right path to long term value creation. The resilience and strength of LINZESS, especially during the COVID-19 pandemic, combined with continued profit and cash generation in 2020 provides a solid foundation for the future. With a strong bench of leadership talent and the support of the Board, we will strive to continue to build on our positive momentum while remaining true to our vision of becoming the leading GI-focused healthcare company in the U.S.”

Ms. McHugh continued, “Since joining Ironwood in 2009, Tom has been a key member of the leadership team and was critical to the successful launch and commercialization of LINZESS. Tom is a GI healthcare industry veteran with a deep understanding of Ironwood’s business, making him an ideal fit for this role as the Board conducts its search. I look forward to continuing to work with Tom and to lead the Board in my role as executive chair.”

Mr. McCourt said, “I look forward to serving as interim CEO as we work to execute our strategy of maximizing LINZESS, building an innovative GI development portfolio and delivering sustainable profits and cash. We are steadfast in our mission of advancing the treatment of GI diseases and redefining the standard of care for GI patients. With disciplined execution, we believe Ironwood is well positioned for 2021 and beyond.”

“I’m proud of the strong foundation we have built together, and Ironwood’s disciplined execution in 2020 underscores the outstanding focus and commitment of the entire Ironwood team,” said Mr. Mallon. “My decision to leave Ironwood was not easy, but I believe the chance to pursue multiple passions of mine is the right decision for me and my family. I have every confidence in Ironwood’s ability to continue driving growth in its efforts to deliver value for patients and shareholders with Tom at the helm.”

About Thomas McCourt

Tom McCourt joined Ironwood in 2009 and has served as president since April 2019. Prior to April 2019, he served as senior vice president of marketing and sales and chief commercial officer. Prior to joining Ironwood, Mr. McCourt led the U.S. brand team for denosumab at Amgen Inc. from April 2008 to August 2009. Prior to that, Mr. McCourt was with Novartis AG from 2001 to 2008, where he directed the launch and growth of ZELNORM™ for the treatment of patients with IBS-C and CIC and held a number of senior commercial roles, including vice president of strategic marketing and operations. Mr. McCourt was also part of the founding team at Astra-Merck Inc., leading the development of the medical affairs and science liaison group and then serving as brand manager for PRILOSEC® and NEXIUM®. Mr. McCourt serves on the board of directors of Acceleron Pharma Inc., including as a member of the audit committee and the chair of the nominating and governance committee, and on the board of trustees for the American Society of Gastrointestinal Endoscopy (ASGE). Mr. McCourt has a degree in pharmacy from the University of Wisconsin.

About Julie McHugh

Julie McHugh joined Ironwood’s board of directors in February 2014 and has served as the chair since April 2019. Ms. McHugh most recently served as chief operating officer for Endo Health Solutions, Inc., or Endo, from March 2010 through May 2013, where she was responsible for the specialty pharmaceutical and generic drug businesses. Prior to joining Endo, Ms. McHugh was the chief executive officer of Nora Therapeutics, Inc. Before that she served as company group chairman for the worldwide virology business unit of Johnson & Johnson, or J&J, and previously she was president of Centocor, Inc., a J&J subsidiary. While at J&J, Ms. McHugh oversaw the development and launches of several products, including Remicade® (infliximab), Prezista® (darunavir) and Intelence® (etravirine), and she was responsible for oversight of a research and development portfolio including compounds targeting HIV, hepatitis C, and tuberculosis. Prior to joining Centocor, Inc., Ms. McHugh led the marketing communications for gastrointestinal drug Prilosec® (omeprazole) at Astra-Merck Inc. She currently chairs the board of visitors for the Smeal College of Business of Pennsylvania State University as well as serves on the board of directors of Aerie Pharmaceuticals, Inc., Lantheus Holdings, Inc. and Trevena, Inc., all publicly held companies, and The New Xellia Group, a privately held company. She previously served on the board of directors for ViroPharma Inc., Epirus Biopharmaceuticals, Inc., the Biotechnology Industry Organization, the Pennsylvania Biotechnology Association and the New England Healthcare Institute. Ms. McHugh received her M.B.A. degree from St. Joseph’s University and her B.S. degree from Pennsylvania State University.

About Ironwood Pharmaceuticals

Ironwood Pharmaceuticals (Nasdaq: IRWD) is a GI-focused healthcare company dedicated to creating medicines that make a difference for patients living with GI diseases. We discovered, developed and are commercializing linaclotide, the U.S. branded prescription market leader for adults with irritable bowel syndrome with constipation (IBS-C) or chronic idiopathic constipation (CIC).

Ironwood was founded in 1998 and is headquartered in Boston, Mass. For more information, please visit our website at www.ironwoodpharma.com or www.twitter.com/ironwoodpharma; information that may be important to investors will be routinely posted in both these locations.

About LINZESS (linaclotide)

LINZESS® is the #1 prescribed brand for the treatment of adult patients with irritable bowel syndrome with constipation (IBS-C) or chronic idiopathic constipation (CIC), based on IQVIA data.

LINZESS is a once-daily capsule that helps relieve the abdominal pain, constipation, and overall abdominal symptoms of bloating, discomfort and pain associated with IBS-C, as well as the constipation, infrequent stools, hard stools, straining, and incomplete evacuation associated with CIC. The recommended dose is 290 mcg for IBS-C patients and 145 mcg for CIC patients, with a 72-mcg dose approved for use in CIC depending on individual patient presentation or tolerability. LINZESS should be taken at least 30 minutes before the first meal of the day.

LINZESS is contraindicated in pediatric patients less than 6 years of age. The safety and effectiveness of LINZESS in pediatric patients less than 18 years of age have not been established. In neonatal mice, linaclotide increased fluid secretion as a consequence of guanylate cyclase-C (GC-C) agonism resulting in mortality within the first 24 hours due to dehydration. Due to increased intestinal expression of GC-C, patients less than 6 years of age may be more likely than patients 6 years of age and older to develop severe diarrhea and its potentially serious consequences. In adults with IBS-C or CIC treated with LINZESS, the most commonly reported adverse event was diarrhea.

LINZESS is not a laxative; it is the first medicine approved by the FDA in a class called GC-C agonists. LINZESS contains a peptide called linaclotide that activates the GC-C receptor in the intestine. Activation of GC-C is thought to result in increased intestinal fluid secretion and accelerated transit and a decrease in the activity of pain-sensing nerves in the intestine. The clinical relevance of the effect on pain fibers, which is based on nonclinical studies, has not been established.

In the United States, Ironwood and AbbVie co-develop and co-commercialize LINZESS for the treatment of adults with IBS-C or CIC. In Europe, AbbVie markets linaclotide under the brand name CONSTELLA® for the treatment of adults with moderate to severe IBS-C. In Japan, Ironwood’s partner Astellas markets linaclotide under the brand name LINZESS for the treatment of adults with IBS-C or CIC. Ironwood also has partnered with AstraZeneca for development and commercialization of LINZESS in China, and with AbbVie for development and commercialization of linaclotide in all other territories worldwide.

LINZESS Important Safety Information

INDICATIONS AND USAGE

LINZESS (linaclotide) is indicated in adults for the treatment of both irritable bowel syndrome with constipation (IBS-C) and chronic idiopathic constipation (CIC).

IMPORTANT SAFETY INFORMATION

WARNING: RISK OF SERIOUS DEHYDRATION IN PEDIATRIC PATIENTS

LINZESS is contraindicated in patients less than 6 years of age. In nonclinical studies in neonatal mice, administration of a single, clinically relevant adult oral dose of linaclotide caused deaths due to dehydration. Use of LINZESS should be avoided in patients 6 years to less than 18 years of age. The safety and effectiveness of LINZESS have not been established in patients less than 18 years of age.

Contraindications

  • LINZESS is contraindicated in patients less than 6 years of age due to the risk of serious dehydration.
  • LINZESS is contraindicated in patients with known or suspected mechanical gastrointestinal obstruction.

Warnings and Precautions

Pediatric Risk

  • LINZESS is contraindicated in patients less than 6 years of age. The safety and effectiveness of LINZESS in patients less than 18 years of age have not been established. In neonatal mice, linaclotide increased fluid secretion as a consequence of GC-C agonism resulting in mortality within the first 24 hours due to dehydration. Due to increased intestinal expression of GC-C, patients less than 6 years of age may be more likely than patients 6 years of age and older to develop severe diarrhea and its potentially serious consequences.
  • Use of LINZESS should be avoided in pediatric patients 6 years to less than 18 years of age. Although there were no deaths in older juvenile mice, given the deaths in young juvenile mice and the lack of clinical safety and efficacy data in pediatric patients, use of LINZESS should be avoided in pediatric patients 6 years to less than 18 years of age.

Diarrhea

  • Diarrhea was the most common adverse reaction in LINZESS-treated patients in the pooled IBS-C and CIC double-blind placebo-controlled trials. The incidence of diarrhea was similar in the IBS-C and CIC populations. Severe diarrhea was reported in 2% of 145 mcg and 290 mcg LINZESS-treated patients, and in <1% of 72 mcg LINZESS-treated CIC patients. If severe diarrhea occurs, dosing should be suspended and the patient rehydrated.

Common Adverse Reactions (incidence ≥2% and greater than placebo)

  • In IBS-C clinical trials: diarrhea (20% vs 3% placebo), abdominal pain (7% vs 5%), flatulence (4% vs 2%), headache (4% vs 3%), viral gastroenteritis (3% vs 1%) and abdominal distension (2% vs 1%).
  • In CIC trials of a 145 mcg dose: diarrhea (16% vs 5% placebo), abdominal pain (7% vs 6%), flatulence (6% vs 5%), upper respiratory tract infection (5% vs 4%), sinusitis (3% vs 2%) and abdominal distension (3% vs 2%). In a CIC trial of a 72 mcg dose: diarrhea (19% vs 7% placebo) and abdominal distension (2% vs <1%).

Please see full Prescribing Information including Boxed Warning: http://www.allergan.com/assets/pdf/linzess_pi

LINZESS® and CONSTELLA® are registered trademarks of Ironwood Pharmaceuticals, Inc. Any other trademarks referred to in this press release are the property of their respective owners. All rights reserved.

Forward-Looking Statements

This press release contains forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements, including statements about anticipated leadership transitions, including the expected date and duration thereof, and the Company’s ability to execute on its vision and mission. These forward-looking statements (except as otherwise noted) speak only as of the date of this press release and Ironwood undertakes no obligation to update these forward-looking statements. Each forward-looking statement is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statement. Applicable risks and uncertainties include those related to the possibility that the leadership transitions do not occur as anticipated for any reason or on the expected timing; effectiveness of development and commercialization efforts by us and our partners; preclinical and clinical development, manufacturing and formulation development; the risk that clinical programs and studies may not progress or develop as anticipated, including that studies are delayed or discontinued for any reason, such as safety, tolerability, enrollment, manufacturing, economic or other reasons, including due to the impacts of the COVID-19 pandemic; the risk that findings from our completed nonclinical and clinical studies may not be replicated in later studies; efficacy, safety and tolerability of linaclotide and our product candidates; the risk that the therapeutic opportunities for LINZESS or our product candidates are not as we expect; decisions by regulatory and judicial authorities; the risk that we may never get sufficient patent protection for linaclotide and other product candidates, that patents for linaclotide or other products may not provide adequate protection from competition, or that we are not able to successfully protect such patents; developments in the intellectual property landscape; challenges from and rights of competitors or potential competitors; the risk that our planned investments do not have the anticipated effect on our company revenues; the risk that we are unable to manage our expenses or cash use, or are unable to commercialize our products as expected; and the risks listed under the heading “Risk Factors” and elsewhere in Ironwood’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 and in our subsequent SEC filings. In addition, the COVID-19 pandemic and the associated containment efforts have had a serious adverse impact on the economy, the severity and duration of which are uncertain. Government stabilization efforts will only partially mitigate the consequences. The extent and duration of the impact on our business and operations is highly uncertain. Factors that will influence the impact on our business, operations and financial results include the duration and extent of the pandemic, the extent of imposed or recommended containment and mitigation measures, and the general economic consequences of the pandemic. The pandemic could have a material adverse impact on our business, operations and financial results for an extended period of time.

SOURCE: Ironwood Pharmaceuticals, Inc.

Investors and Media:

Meredith Kaya, 617-374-5082

[email protected]

Media:

Beth Calitri, 978-417-2031

[email protected]

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Biotechnology FDA Health Pharmaceutical Clinical Trials

MEDIA:

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IPAAnnounces Closing of $21.7 MillionBought Deal Offering of Common Shares

IPAAnnounces Closing of $21.7 MillionBought Deal Offering of Common Shares

VICTORIA, British Columbia–(BUSINESS WIRE)–
IMMUNOPRECISE ANTIBODIES LTD. (the “Company” or “IPA”) (NASDAQ: IPA / TSX VENTURE: IPA) a leader in full-service, therapeutic antibody discovery and development, today announced that, it has closed its previously announced public offering (the “Offering”) of 1,616,293 common shares of the Company (the “Common Shares”), at a price to the public of $13.45 per Common Share, less underwriting discounts and commissions, for gross proceeds to the Company of approximately $21.7 million.

H.C. Wainwright & Co. acted as sole book-running manager for the Offering.

The Company also has granted to the underwriter a 30-day option to purchase up to an additional 242,443 Common Shares at the public offering price, less underwriting discounts and commissions. The Company intends to use the net proceeds from the Offering for (i) pursuing the Company’s objective of expanding its operations into Good Laboratory Practice and Good Manufacturing Practice-certified; (ii) the development and commercialization of Talem Therapeutics, LLC’s, a wholly owned subsidiary of the Company, internal and partnered therapeutic discovery programs; (iii) investments in employees, partnerships, cloud computing, data curation and analysis to enable further work toward the development of custom algorithms, cloud computing, large-scale sequence data analysis, and expanded access to next-generation sequencing technologies; (iv) the development of its PolyTopeTM approach to the development of innovative therapeutics and vaccines against the COVID-19; and (v) general corporate and working capital purposes.

In connection with the Offering, the Company filed with the securities regulatory authorities in each of the provinces of Canada (except Quebec), a short form base shelf prospectus dated December 11, 2020. The short form base shelf prospectus was filed on Form F-10 with the U.S. Securities and Exchange Commission (“SEC”). The Company also filed a final prospectus supplement to the short form base shelf prospectus with the securities regulatory authority in the Province of British Columbia as well as with the SEC as part of a registration statement on Form F-10 under the U.S.-Canada multijurisdictional disclosure system (“MJDS”). The Common Shares were only offered and sold in the United States either directly or through duly registered U.S. broker dealers. No Common Shares were offered or sold to Canadian purchasers.

The Offering was made in the United States only by means of the registration statement, including the base shelf prospectus and applicable prospectus supplement. Such documents contain important information about the Offering.. Copies of the short form base shelf prospectus and accompanying final prospectus supplement have been filed with the SEC and are available for free on the SEC’s website at www.sec.gov and on the SEDAR website at www.sedar.com. Electronic copies of the final prospectus supplement and registration statement may also be obtained from H.C. Wainwright & Co., LLC, 430 Park Avenue 3rd Floor, New York, NY 10022, or by calling (646) 975-6996 or by emailing [email protected].

No securities regulatory authority has either approved or disapproved the contents of this news release. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.

About ImmunoPrecise Antibodies Ltd.

IPA is a global technology platform company with end-to-end solutions empowering companies to discover and develop therapies against any disease. The Company’s experience and cutting-edge technologies enable unparalleled support of its partners in their quest to bring innovative treatments to the clinic. IPA’s full-service capabilities dramatically reduce the time required for, and the inherent risk associated with, conventional multi-vendor product development. For further information, visit www.immunoprecise.com or contact [email protected].

Forward Looking Statements

This news release contains forward-looking statements and forward-looking information within the meaning of applicable United States securities laws and Canadian securities laws (together, the “forward-looking statements”. Forward-looking statements are often identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements contained in this news release include, but are not limited to, statements relating to the Offering, including the use of proceeds from the Offering. In respect of the forward-looking statements contained herein, the Company has provided such statements and information in reliance on certain assumptions that management believed to be reasonable at the time.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements stated herein to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance, or achievements may vary materially from those expressed or implied by the forward-looking statements contained in this news release. Accordingly, readers should not place undue reliance on forward-looking statements contained in this news release.

The forward-looking statements contained in this news release are made as of the date of this release and, accordingly, are subject to change after such date. The Company does not assume any obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf, except as required by applicable law.

SOURCE ImmunoPrecise Antibodies Ltd.

Frédéric Chabot, Phone: 1-438-863-7071, Email: [email protected]

KEYWORDS: North America Canada

INDUSTRY KEYWORDS: Infectious Diseases Biotechnology Health

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LiveRamp to Acquire DataFleets to Power Next-Generation Distributed Data Collaboration

LiveRamp to Acquire DataFleets to Power Next-Generation Distributed Data Collaboration

Extends Data Protection Capabilities

Provides Enterprises with Maximum Flexibility and Control Over Data – Wherever Data Lives

Expands Safe Haven Market Opportunity

SAN FRANCISCO–(BUSINESS WIRE)–LiveRamp® (NYSE: RAMP), the leading data connectivity platform, today announced that it has entered into a definitive agreement to acquire DataFleets, a cloud data platform that enables data silos to be unified without moving data or compromising privacy. This acquisition expands LiveRamp’s data protection capabilities to unlock greater data access and control for its customers. In addition, the deal opens up new use cases as well as new markets for distributed data collaboration through LiveRamp Safe Haven.

With the exponential growth of data, enterprises are constantly evaluating how to best access and leverage data to fuel growth and innovation. Regardless of size, sector or geography, every company is trying to build a data strategy for competitive advantage. However, heightened privacy regulations and security considerations often put limitations on how data can be used or analyzed. Leveraging multiple advanced mathematical privacy technologies, DataFleets offers products that unify distributed data for collaboration and analytics without moving raw data beyond an enterprise’s firewall. Some early and existing privacy tools suffer from a limited set of operations and capabilities that they can handle safely. Now with DataFleets technology, enterprises can access a modern, rich set of data protection tools that can be configured based on each business’s needs. DataFleets’ federated learning technology makes it possible to analyze data across borders and silos in fragmented architectures, as if they were all aggregated to one location. Simply put, DataFleets keeps private data useful, and useful data private.

“This transformative acquisition combines LiveRamp’s deep privacy expertise and widely adopted platform with DataFleets’ game-changing technology, unlocking massive value for the entire ecosystem,” said Anneka Gupta, president and head of products and platforms at LiveRamp. “Together, our combined capabilities will pave the way for the next generation of privacy technology, serving as the foundation for our platform and products, and underscoring our commitment to making it safe and easy for enterprises to use data – wherever it lives.”

With the addition of DataFleets, LiveRamp will further extend its ability to meet evolving marketplace demands by strengthening its differentiated capabilities across four foundational pillars:

  • Unlocking Data Access—Proprietary data is available for analytics without requiring the movement of data
  • Privacy-Preserving Technology—Identity resolution and collaboration workflows across distributed data sets are supported without compromising privacy or security
  • Extended, Global Connectivity—Deeper connections are enabled across data sets formerly siloed by infrastructures, industries and geographies
  • Total Control—LiveRamp customers keep continuous control over their data while collaborating and have the ability to choose the right approach and level of data protection to meet their business needs

DataFleets provides Safe Haven customers more flexible options for distributed data collaboration, as well as unlocks privacy-protecting analytics use cases for new industries such as healthcare and financial services. In addition, DataFleets helps LiveRamp’s products and solutions adapt across jurisdictions with privacy designed into their infrastructure layers, empowering customers to comply with evolving privacy regulations around the world.

“With the addition of DataFleets’ technology and their deeply experienced team of industry experts, LiveRamp is now even better positioned to expand our capabilities across geographies and industries,” said Warren Jenson, president and chief financial officer, LiveRamp. “This transaction will support the expansion of LiveRamp’s offerings throughout Europe and in Asia-Pacific and the Latin American market in 2021, and help propel us into new addressable industries like healthcare and financial services, where the combination of DataFleets and LiveRamp together will power high-value use cases.”

David Gilmore, CEO of DataFleets, added, “We are incredibly excited to join the LiveRamp team and continue executing on our shared vision of helping enterprises unify data to unlock maximum value, all while upholding consumer privacy and control. The synergies are strong, and together we can help global enterprises remove barriers to data access and usage to power insights and innovation across their businesses.”

To learn more about LiveRamp’s acquisition of DataFleets, please visit: https://liveramp.com/blog/liveramp-to-acquire-datafleets.

Financial Impact and Closing

The transaction is expected to be completed in LiveRamp’s fiscal fourth quarter. The transaction is not expected to have a material impact on LiveRamp’s fiscal 2021 financial results.

The addition of DataFleets extends LiveRamp’s lead in privacy-preserving identity and data collaboration, driving continued strong growth and value for LiveRamp shareholders.

Third Quarter 2021 Earnings Results

In a separate press release issued today, the Company announced its earnings results for the third quarter of 2021. LiveRamp will host a conference call today at 1:30 pm P.T. to discuss the transaction, as well as its fiscal third quarter 2021 earnings results.

About LiveRamp

LiveRamp is the leading data connectivity platform for the safe and effective use of data. Powered by core identity resolution capabilities and an unparalleled network, LiveRamp enables companies and their partners to better connect, control, and activate data to transform customer experiences and generate more valuable business outcomes. LiveRamp’s fully interoperable and neutral infrastructure delivers end-to-end addressability for the world’s top brands, agencies, and publishers. For more information, visit www.LiveRamp.com.

Michelle Millsap on behalf of LiveRamp

[email protected]

619-857-2384

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Marketing Data Management Advertising Communications Technology Software Other Communications

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Insulet to Present at Upcoming Investor Conferences

Insulet to Present at Upcoming Investor Conferences

ACTON, Mass.–(BUSINESS WIRE)–
Insulet Corporation (NASDAQ: PODD) (Insulet), the global leader in tubeless insulin pump technology with its Omnipod® Insulin Management System, today announced that management will present at three upcoming virtual investor conferences:

  • The Citi 2021 Healthcare Services, Medtech, Tools, & HCIT Virtual Conference on Thursday, February 25, 2021 at 9:50 a.m. (Eastern Time)
  • The Raymond James & Associates 42nd Annual Institutional Investors Conference on March 1, 2021 at 8:20 a.m. (Eastern Time)
  • The Cowen 41st Annual Health Care Conference on Tuesday, March 2, 2021 at 9:10 a.m. (Eastern Time)

To listen to live audio webcasts of the presentations, please visit http://investors.insulet.com. Replays of the webcasts will also be available following the events.

About Insulet Corporation:

Insulet Corporation (NASDAQ: PODD), headquartered in Massachusetts, is an innovative medical device company dedicated to simplifying life for people with diabetes and other conditions through its Omnipod product platform. The Omnipod Insulin Management System provides a unique alternative to traditional insulin delivery methods. With its simple, wearable design, the disposable Pod provides up to three days of non-stop insulin delivery, without the need to see or handle a needle. Insulet also leverages the unique design of its Pod by tailoring its Omnipod technology platform for the delivery of non-insulin subcutaneous drugs across other therapeutic areas. For more information, please visit: www.insulet.com and www.myomnipod.com.

Investor Relations:

Deborah R. Gordon

Vice President, Investor Relations

(978) 600-7717

[email protected]

Jason McGorman

Principal Investor Relations Analyst

(978) 600-7627

[email protected]

Media:

Angela Geryak Wiczek

Senior Director, Corporate Communications

(978) 932-0611

[email protected]

KEYWORDS: Massachusetts United States North America

INDUSTRY KEYWORDS: Biotechnology Diabetes Health Medical Devices

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Touchstone Investments Announces Purchase Agreement to Acquire Select Retail Mutual Fund Business Assets from AIG Life & Retirement

PR Newswire

CINCINNATI, Feb. 8, 2021 /PRNewswire/ — Touchstone Investments and AIG Life & Retirement, a division of American International Group, Inc. (NYSE: AIG), announced today that Touchstone Investments, a wholly owned subsidiary of Western & Southern Financial Group, has agreed to acquire select assets of AIG Life & Retirement’s Retail Mutual Funds business.

AIG’s Retail Mutual Funds business manages $7.8 billion in assets across 18 mutual funds as of Dec. 31, 2020. Under the terms of the purchase agreement, 12 of those funds – with approximately $7.5 billion in assets – will be reorganized and merged into either existing Touchstone funds or into newly created Touchstone funds. After the reorganizations, the funds will be advised by Touchstone Advisors, Inc.

See below for additional information about these funds.

Fort Washington Investment Advisors, Inc., a wholly owned subsidiary of Western & Southern Financial Group, will serve as sub-advisor to the newly created Touchstone Dividend Equity Fund and Touchstone Strategic Income Opportunities Fund (see below for important disclosures about the funds). Each newly created Touchstone fund will employ established strategies that Fort Washington offers to its institutional clients. The existing Touchstone funds involved in the reorganizations will continue to be sub-advised by Fort Washington, Ares Capital Management II LLC, Barrow, Hanley, Mewhinney & Strauss, and Sands Capital Management, as applicable.  

“In addition to significantly increasing our assets under management, we will be offering two new funds that we believe will be important to investors and Touchstone going forward,” said Blake Moore, president and chief executive officer of Touchstone Investments. “We welcome AIG Fund shareholders and their financial professionals to the Touchstone family.”

Touchstone Investments is known for its distinctive approach employing institutional asset managers in a sub-advisory capacity.

“We remain dedicated to our sub-advised mutual fund approach and are committed to offering investment solutions based on partnerships with premier institutional asset managers,” Moore said. “This acquisition reflects Touchstone’s continued commitment to providing investors with access to best-in-class investment management through our mutual funds.”

Moore added that he believes strongly in the value that financial professionals provide to individuals, families, corporations and others. As such, Touchstone distributes its funds through third-party intermediaries like registered investment advisors, private banks and consultants, as well as through financial professionals at national, regional and independent broker-dealers.

“Our retail mutual funds platform has been a pioneer in rules-based investing and has generated long-term returns since its inception,” said Kevin Hogan, executive vice president and CEO of AIG Life & Retirement. “While we determined that it was no longer core to AIG Life & Retirement’s offering, we are confident that the shareholders will benefit from the experienced management, strong distribution platform, scale and service that Touchstone will provide.”

Closing of the transaction is expected to occur in mid-2021, subject to customary closing conditions including the approval of AIG Retail Mutual Funds shareholders. The boards of trustees of the AIG Retail Mutual Funds and the Touchstone funds have approved the transaction. (See below for important disclosures about the transaction.)

J.P. Morgan Securities LLC and K&L Gates LLP advised Touchstone Advisors, Inc. and Western & Southern Financial Group on the transaction. 

See below for information about these funds:


AIG Fund


12/31/2020


Net Assets


($ millions)


Touchstone Fund


AIG Fund


Existing Touchstone Fund

AIG Focused Alpha Large-Cap Fund

707

Touchstone Large Cap Focused Fund

AIG Focused Growth Fund

739

Touchstone Sands Capital Select Growth Fund

AIG Multi-Asset Allocation Fund

213

Touchstone Balanced Fund

AIG Active Allocation Fund

123

Touchstone Balanced Fund

AIG Strategic Value Fund

176

Touchstone Value Fund

AIG Senior Floating Rate Fund

150

Touchstone Credit Opportunities Fund

AIG U.S. Government Securities Fund

130

Touchstone Active Bond Fund

AIG International Dividend Strategy Fund

56

Touchstone International Equity Fund


AIG Fund


Newly Created Touchstone Fund

AIG Focused Dividend Strategy Fund

4,769

Touchstone Dividend Equity Fund

AIG Select Dividend Growth Fund

37

Touchstone Dividend Equity Fund

AIG Strategic Bond Fund

378

Touchstone Strategic Income Opportunities Fund

AIG Flexible Credit Fund

247

Touchstone Strategic Income Opportunities Fund

 

Information presented as of December 31, 2020:


AIG Fund


12/31/2020


Net Assets


($ millions)*


Existing
Touchstone Fund


Touchstone


Share


Class


Touchstone
Overall


Morningstar


Rating


Morningstar


Category/


Number


of Funds

AIG Focused
Alpha Large-Cap
Fund

707

Touchstone Large
Cap Focused Fund

A

C

Y

★★★★★

★★★★

★★★★★

Large Blend/

1,232

AIG Focused
Growth Fund

739

Touchstone Sands
Capital Select Growth
Fund

A

C

Y

★★★★★

★★★★

★★★★★

Large Growth/

1,197

AIG Multi-Asset
Allocation Fund

213

Touchstone Balanced
Fund

A

C

Y

★★★★★

★★★★

★★★★★

Allocation–50% to
70% Equity
Category/

636

AIG Active
Allocation Fund

123

Touchstone Balanced
Fund

A

C

Y

★★★★★

★★★★

★★★★★

Allocation–50% to
70% Equity /

636

AIG Strategic
Value Fund

176

Touchstone Value

Fund

A

C

Y

★★★

★★

★★★★

Large Value/

1,128

AIG Senior
Floating Rate
Fund

150

Touchstone Credit
Opportunities Fund

A

C

Y

★★★★

★★★★

★★★★★

Nontraditional Bond/

269

AIG U.S.
Government
Securities Fund

130

Touchstone Active
Bond Fund

A

C

Y

★★★★

★★

★★★★

Intermediate Core-
Plus Bond/

543

AIG International
Dividend Strategy
Fund

56

Touchstone
International Equity
Fund

A

C

Y

★★★

★★★

Foreign Large Blend/

676


AIG Fund


Acquired


Net Assets


($ millions)*


Newly Created
Touchstone Fund


Fort Washington Strategy***

AIG Focused
Dividend Strategy
Fund

4,769

Touchstone Dividend
Equity Fund**

Fort Washington Enhanced

Dividend Equity Strategy

AIG Select
Dividend Growth
Fund

37

Touchstone Dividend
Equity Fund**

Fort Washington Enhanced

Dividend Equity Strategy

AIG Strategic
Bond Fund

378

Touchstone Strategic
Income Opportunities
Fund**

Fort Washington

Flexible Income Strategy

AIG Flexible
Credit Fund

247

Touchstone Strategic
Income Opportunities
Fund**

Fort Washington

Flexible Income Strategy

*Total Acquired Net Assets of $7.5 billion as of 12/31/20 (Allocation Funds have $225 million in AUM allocated into other acquired AIG funds).

**The AIG Select Dividend Growth Fund and AIG Strategic Bond Fund are expected to be the accounting and performance survivors of the newly created Touchstone Dividend Equity Fund and Touchstone Strategic Income Opportunities Fund, respectively.

*** The Touchstone Dividend Equity Fund will be sub-advised by Fort Washington Investment Advisors, Inc. (Fort Washington) pursuant to its Enhanced Dividend Equity Strategy. The Touchstone Dividend Equity Fund and the Fort Washington Enhanced Dividend Equity Strategy will have substantially similar investment objectives, policies, and strategies. The Touchstone Strategic Income Opportunities Fund will be sub-advised by Fort Washington, pursuant to its Flexible Income Strategy. The Touchstone Strategic Income Opportunities Fund and the Fort Washington Flexible Income Composite will have substantially similar investment objectives, policies, and strategies. The performance of the Fort Washington Strategies does not represent the historical performance of the Funds and should not be considered indicative of future performance of the Funds.  As with any investment, there is always the potential for gains as well as the possibility of losses.

Morningstar Category identifies funds based on their actual investment styles as measured by their underlying portfolio holdings over the past three years. The Morningstar Rating™ for funds, or “star rating,” is calculated for managed products (including mutual funds, variable annuity and variable life subaccounts, exchange-traded funds, closed-end funds and separate accounts) with at least a 3-year history. Exchange-traded funds and open-ended mutual funds are considered a single population for comparative purposes. It is calculated based on a Morningstar Risk-Adjusted Return measure that accounts for variation in a managed product’s monthly excess performance, placing more emphasis on downward variations and rewarding consistent performance. The Morningstar Rating™ does not include any adjustment for sales load. The top 10% of products in each product category receive five stars, the next 22.5% receive four stars, the next 35% receive three stars, the next 22.5% receive two stars, and the bottom 10% receive one star. The Overall Morningstar Rating for a managed product is derived from a weighted average of the performance figures associated with its 3-, 5- and 10-year (if applicable) Morningstar Rating metrics. The weights are: 100% 3-year rating for 36-59 months of total returns, 60% 5-year rating/40% 3-year rating for 60-119 months of total returns, and 50% 10-year rating/30% 5-year rating/20% 3-year rating for 120 or more months of total returns. While the 10-year overall star rating formula seems to give the most weight to the 10-year period, the most recent 3-year period actually has the greatest impact because it is included in all three rating periods.

Class A Shares star ratings do not include any front-end sales load and are intended for those investors who have access to such purchase terms. 

©2021 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is proprietary to Morningstar; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.

Touchstone Large Cap Focused Fund received the following risk-adjusted return ratings among Large Cap Blend funds for the following periods. Ratings are for A, C and Y Class Shares; other share classes may have different performance characteristics.  For the 3-, 5- and 10-year periods ended 12/31/2020, the Fund’s Class A Shares received 5, 5 and 4 stars, the Fund’s Class C Shares received 5, 5 and 3 stars and the Fund’s Class Y Shares received 5, 5 and 5 stars and was rated among 1,232, 1,072 and 814 funds, respectively. The performance presented for Class C and Y Shares combines the performance of an older class of shares (A Shares) from the Fund’s inception, 01/12/1934, with the performance since the inception date of each share class.  Past performance is no guarantee of future results.

Touchstone Sands Capital Select Growth Fund received the following risk-adjusted return ratings among Large Growth funds for the following periods. Ratings are for A, C and Y Class Shares; other share classes may have different performance characteristics.  For the 3-, 5- and 10-year periods ended 12/31/2020, the Fund’s Class A Shares received 5, 5 and 4 stars, the Fund’s Class C Shares received 5, 4 and 4 stars and the Fund’s Class Y Shares received 5, 5 and 4 stars and was rated among 1,197, 1,070 and 789 funds, respectively. The performance presented for Class A, C and Y Shares combines the performance of an older class of shares (Z Shares) from the Fund’s inception, 08/11/2000, with the performance since the inception date of each share class.  Past performance is no guarantee of future results.

Touchstone Balanced Fund received the following risk-adjusted return ratings among Allocation–50% to 70% Equity funds for the following periods. Ratings are for A, C and Y Class Shares; other share classes may have different performance characteristics.  For the 3-, 5- and 10-year periods ended 12/31/2020, the Fund’s Class A Shares received 5, 5 and 5 stars, the Fund’s Class C Shares received 5, 4 and 4 stars and the Fund’s Class Y Shares received 5, 5 and 5 stars and was rated among 636,575 and 414 funds, respectively. The performance presented for Class C and Y Shares combines the performance of an older class of shares (A Shares) from the Fund’s inception, 11/15/1938, with the performance since the inception date of each share class.  Past performance is no guarantee of future results.

Touchstone Value Fund received the following risk-adjusted return ratings among Large Value funds for the following periods. Ratings are for A, C and Y Class Shares; other share classes may have different performance characteristics.  For the 3-, 5- and 10-year periods ended 12/31/2020, the Fund’s Class A Shares received 3, 3 and 3 stars, the Fund’s Class C Shares received 3, 2 and 3 stars and the Fund’s Class Y Shares received 3, 3 and 4 stars and was rated among 1,128, 998 and 716 funds, respectively. The performance presented for Class A and C Shares combines the performance of an older class of shares (Y Shares) from the Fund’s inception, 09/10/1998, with the performance since the inception date of each share class.  Past performance is no guarantee of future results.

Touchstone Credit Opportunities Fund received the following risk-adjusted return ratings among Nontraditional Bond funds for the following periods. Ratings are for A, C and Y Class Shares; other share classes may have different performance characteristics.  For the 3- and 5-year periods ended 12/31/2020, the Fund’s Class A Shares received 4 and 4 stars, the Fund’s Class C Shares received 3 and 4 stars and the Fund’s Class Y Shares received 4 and 5 stars and was rated among 269 and 240 funds, respectively.  Past performance is no guarantee of future results.

Touchstone Active Bond Fund received the following risk-adjusted return ratings among Intermediate Core-Plus Bond funds for the following periods. Ratings are for A, C and Y Class Shares; other share classes may have different performance characteristics.  For the 3-, 5- and 10-year periods ended 12/31/2020, the Fund’s Class A Shares received 4, 4 and 3 stars, the Fund’s Class C Shares received 2, 2 and 2 stars and the Fund’s Class Y Shares received 4, 4 and 3 stars and was rated among 543, 464 and 343 funds, respectively. The performance presented for Class Y Shares combines the performance of an older class of shares (A Shares) from the Fund’s inception, 10/03/1994, with the performance since the inception date of each share class. Past performance is no guarantee of future results.

Touchstone International Equity Fund received the following risk-adjusted return ratings among Foreign Large Blend funds for the following periods. Ratings are for A, C and Y Class Shares; other share classes may have different performance characteristics.  For the 3-, 5- and 10-year periods ended 12/31/2020, the Fund’s Class A Shares received 2, 2 and 3 stars, the Fund’s Class C Shares received 1, 1 and 1 stars and the Fund’s Class Y Shares received 2, 2 and 3 stars and was rated among 676, 586 and 382 funds, respectively. The performance presented for Class C and Y Shares combines the performance of an older class of shares (A Shares) from the Fund’s inception, 03/01/1993, with the performance since the inception date of each share class.   Past performance is no guarantee of future results.

Important Disclosures

Please consider the investment objectives, risks, charges and expenses of each Fund carefully before investing. The prospectus and the summary prospectus contain this and other information about each Fund. To obtain a prospectus or a summary prospectus for Touchstone Funds, contact your financial advisor or download and/or request one at

TouchstoneInvestments.com/Resources

 or call Touchstone at 800-638-8194; for AIG Funds please click on aigfunds.onlineprospectus.net/AIGFunds/FundDocuments/index.html or call AIG Funds at 800-858-8850, ext. 6003. Please read the prospectus and/or summary prospectus carefully before investing.

A Registration Statement for each of the Touchstone Dividend Equity Fund and the Touchstone Strategic Income Opportunities Fund has been filed with the Securities and Exchange Commission (SEC) but is not yet effective. Information contained herein is subject to completion or amendment.  The SEC has not approved or disapproved these fund securities or passed upon the adequacy of the fund’s prospectus/proxy statement.Any representation to the contrary is a criminal offense. Fund securities may not be sold, nor may offers to buy be accepted, prior to the time the Registration Statement becomes effective. This information shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state. 

A joint proxy statement/prospectus for the funds with respect to the proposed transaction and other relevant documents concerning the planned transaction will be filed with the United States Securities and Exchange Commission (the SEC). The SEC has not approved or disapproved these fund securities or passed upon the adequacy of the fund’s prospectus/proxy statement. Any representation to the contrary is a criminal offense. Additional information regarding the interests of participants in the solicitation of proxies in connection with the proposed fund prospectus/proxy statement will be included in, or incorporated into the prospectus/proxy statement that the funds intend to file with the SEC. The foregoing does not constitute an offering of any securities for sale. We may not sell any of the subject fund securities until the joint proxy statement/prospectus filed with the SEC is effective. This press release mentions certain reorganizations, which, if approved by fund shareholders, would be conducted pursuant to an agreement and plan of reorganization. The joint proxy statement/prospectus will constitute neither an offer to sell securities, nor will it constitute a solicitation of an offer to buy securities, in any state where such offer or sale is not permitted.

INVESTORS ARE URGED TO READ THE FUND PROSPECTUS/PROXY STATEMENT, AND OTHER DOCUMENTS WHEN FILED WITH THE SEC IN CONNECTION WITH THE PLANNED TRANSACTION, OR INCORPORATED BY REFERENCE INTO THE FUND’S PROSPECTUS/PROXY STATEMENT, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE FUND TRANSACTION AND RELATED MATTERS. Investors should consider the investment objectives, risks, and charges and expenses of any fund listed before investing. A fund’s summary prospectus and prospectus should be read carefully before investing. When filed, these documents will be available free of charge on the SEC’s website at www.sec.gov.

Certain statements in this press release, such as those related to the structure of the transaction, asset transition levels, future transaction prospects for Touchstone, and anticipated timing for closing the transaction, constitute forward-looking statements, which involve known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of the company, or industry results, to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Other risks and uncertainties include the possibility that Touchstone does not successfully complete the acquisition or completes the transaction in a manner or timetable different from that described above, as well as the risk factors discussed in the company’s annual and quarterly reports as filed with the SEC. As a result, no assurance can be given as to future results, levels of activity, performance or achievements, and neither the company nor any other person assumes responsibility for the accuracy and completeness of such statements in the future.

About Touchstone Investments
Touchstone’s commitment to being Distinctively Active has purposeful intent. Recognizing that not all mutual fund companies are created equal, we actively apply an integrated and rigorous approach for identifying and partnering with highly-skilled asset managers who act in a sub-advisory capacity. Their expertise, disciplined investment processes and employment of active management provide the differentiation required for robust portfolio construction. Touchstone offers a full breadth of investment options across styles and asset classes, including U.S. equity, international/global equity, income and multi-asset funds. The Touchstone Funds are advised by Touchstone Advisors, Inc., a registered investment advisor, and are distributed nationally through intermediaries including broker-dealers, registered investment advisors, institutions and others by Touchstone Securities, Inc., a registered broker-dealer and member FINRA/SIPC. Touchstone, Touchstone Funds and Touchstone Investments are federal service mark registrations and applications owned by IFS Financial Services, Inc. Touchstone Securities, Inc., Touchstone Advisors, Inc., and IFS Financial Services, Inc., are members of Western & Southern Financial Group. For more information, please visit TouchstoneInvestments.com.

About Fort Washington
Fort Washington Investment Advisors, Inc. was founded in May 1990 as the primary investment management subsidiary of The Western and Southern Life Insurance Company (Western & Southern Life) and is an SEC-registered investment advisor under the Investment Advisers Act of 1940 (as amended) with approximately $69.4 billion assets under management.* Fort Washington is a wholly owned subsidiary of Western & Southern. For more information, please visit FortWashington.com.

*Assets as of December 31, 2020. Includes assets under management by Fort Washington Investment Advisors, Inc. of $65.1 billion and $4.3 billion in commitments managed by Fort Washington Capital Partners Group, a division. Past performance is not indicative of future results.

About Western & Southern Financial Group
Founded in Cincinnati in 1888 as The Western and Southern Life Insurance Company, Western & Southern Financial Group, Inc., a Fortune 500 company, is the parent company of a group of diversified financial services businesses. Its assets owned ($60 billion) and managed ($32 billion) totaled $92 billion as of Sept. 30, 2020. Western & Southern is one of the strongest life insurance groups in the world. Its seven life insurance subsidiaries (The Western and Southern Life Insurance Company, Western-Southern Life Assurance Company, Columbus Life Insurance Company, Gerber Life Insurance Company, Integrity Life Insurance Company, The Lafayette Life Insurance Company, and National Integrity Life Insurance Company) maintain very strong financial ratings. Other member companies include Eagle Realty Group, LLC; Fort Washington Investment Advisors, Inc.;1 IFS Financial Services, Inc.; Touchstone Advisors, Inc.;1 Touchstone Securities, Inc.;2 W&S Brokerage Services, Inc.;1,2 and W&S Financial Group Distributors, Inc. Western & Southern is the title sponsor of seven major community events every year, including the Western & Southern Open, a premier event in the U.S. Open Series played each August by the world’s top-ranked professional male and female tennis players.

1 A registered investment adviser.

2 A registered broker-dealer and member FINRA/SIPC.


Review our current financial ratings

.

About AIG
American International Group, Inc. (AIG) is a leading global insurance organization. AIG member companies provide a wide range of property casualty insurance, life insurance, retirement solutions, and other financial services to customers in more than 80 countries and jurisdictions. These diverse offerings include products and services that help businesses and individuals protect their assets, manage risks and provide for retirement security. AIG common stock is listed on the New York Stock Exchange.

Additional information about AIG can be found at www.aig.com | YouTube: www.youtube.com/aig | Twitter: @AIGinsurance www.twitter.com/AIGinsurance | LinkedIn: www.linkedin.com/company/aig. These references with additional information about AIG have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release.

AIG is the marketing name for the worldwide property-casualty, life and retirement, and general insurance operations of American International Group, Inc. For additional information, please visit our website at www.aig.com. All products and services are written or provided by subsidiaries or affiliates of American International Group, Inc. Products or services may not be available in all countries and jurisdictions, and coverage is subject to underwriting requirements and actual policy language. Non-insurance products and services may be provided by independent third parties. Certain property-casualty coverages may be provided by a surplus lines insurer. Surplus lines insurers do not generally participate in state guaranty funds, and insureds are therefore not protected by such funds.

Cision View original content:http://www.prnewswire.com/news-releases/touchstone-investments-announces-purchase-agreement-to-acquire-select-retail-mutual-fund-business-assets-from-aig-life–retirement-301224164.html

SOURCE Western & Southern Financial Group

Novocure Announces Addition to Its Board of Directors

Novocure Announces Addition to Its Board of Directors

Timothy J. Scannell, President and Chief Operating Officer of Stryker Corporation, elected to board of directors

ST. HELIER, Jersey–(BUSINESS WIRE)–
Novocure (NASDAQ: NVCR) has announced an addition to its board of directors. Timothy J. Scannell, an experienced executive leader, was elected to Novocure’s board on Feb. 5.

“We are extremely pleased to welcome Tim to our board of directors,” said Bill Doyle, Novocure’s Executive Chairman. “His extensive and impressive background at Stryker, one of the world’s leading medical technology companies, will provide invaluable guidance as we advance product development and prepare for an anticipated period of significant innovation and growth.”

Mr. Scannell is currently President and Chief Operating Officer of Stryker Corporation where he is responsible for all of Stryker’s operating businesses and regions, a position he has held since August 2018. Prior to this position, he served as Group President of Stryker’s MedSurg and Neurotechnology group from 2009 to 2018. He also serves on the board of directors for Insulet Corporation. Mr. Scannell holds bachelor’s and master’s degrees in business administration from the University of Notre Dame.

Mr. Scannell has been appointed to the Nominating and Corporate Governance Committee of the Board, effective upon his election to the board.

About Novocure

Novocure is a global oncology company working to extend survival in some of the most aggressive forms of cancer through the development and commercialization of its innovative therapy, Tumor Treating Fields. Tumor Treating Fields is a cancer therapy that uses electric fields tuned to specific frequencies to disrupt solid tumor cancer cell division. Novocure’s commercialized products are approved for the treatment of adult patients with glioblastoma and malignant pleural mesothelioma. Novocure has ongoing or completed clinical trials investigating Tumor Treating Fields in brain metastases, non-small cell lung cancer, pancreatic cancer, ovarian cancer and liver cancer.

Headquartered in Jersey, Novocure has U.S. operations in Portsmouth, New Hampshire, Malvern, Pennsylvania and New York City. Additionally, the company has offices in Germany, Switzerland, Japan and Israel. For additional information about the company, please visit www.novocure.com or follow us at www.twitter.com/novocure.

Forward-Looking Statements

In addition to historical facts or statements of current condition, this press release may contain forward-looking statements. Forward-looking statements provide Novocure’s current expectations or forecasts of future events. These may include statements regarding anticipated scientific progress on its research programs, clinical trial progress, development of potential products, interpretation of clinical results, prospects for regulatory approval, manufacturing development and capabilities, market prospects for its products, coverage, collections from third-party payers and other statements regarding matters that are not historical facts. You may identify some of these forward-looking statements by the use of words in the statements such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe” or other words and terms of similar meaning. Novocure’s performance and financial results could differ materially from those reflected in these forward-looking statements due to general financial, economic, regulatory and political conditions as well as issues arising from the COVID-19 pandemic and other more specific risks and uncertainties facing Novocure such as those set forth in its Annual Report on Form 10-K filed on February 27, 2020 and its Quarterly Report on Form 10-Q filed on April 30, 2020, as amended to date, with the U.S. Securities and Exchange Commission. Given these risks and uncertainties, any or all of these forward-looking statements may prove to be incorrect. Therefore, you should not rely on any such factors or forward-looking statements. Furthermore, Novocure does not intend to update publicly any forward-looking statement, except as required by law. Any forward-looking statements herein speak only as of the date hereof. The Private Securities Litigation Reform Act of 1995 permits this discussion.

Investors:

Gabrielle Fernandes

[email protected]

603-206-7047

Media:

Jaclyn Stahl

[email protected]

212-767-7516

KEYWORDS: Jersey Europe

INDUSTRY KEYWORDS: Research General Health Radiology Pharmaceutical Oncology Medical Devices Clinical Trials Science Biotechnology FDA Other Science Health

MEDIA:

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Beacon Reports First Quarter 2021 Results

Beacon Reports First Quarter 2021 Results

  • Robust demand combined with strong operational execution drove significant year-over-year improvement in Q1 net income and Adjusted EBITDA
  • Double-digit first quarter net sales growth driven by residential strength, while operating cost improvements reflect productivity gains and focus on delivering operating cost leverage
  • Increasing confidence in 2021 demand, pricing execution and operating expense leverage
  • Transformational divestiture of Interior Products business will sharpen focus on growth in core exteriors business, strengthen balance sheet and enhance financial flexibility

HERNDON, Va.–(BUSINESS WIRE)–Beacon (Nasdaq: BECN) (the “Company”) announced results today for its first quarter ended December 31, 2020 (“2021”).

First Quarter Financial Highlights

 

CONTINUING OPERATIONS

 

Q1 2021

 

Q1 2020

(Unaudited; $ in millions, except per share amounts)

 

 

 

 

 

 

 

Net sales

$

1,576.5

 

 

$

1,415.3

 

Gross profit

$

399.7

 

 

$

340.1

 

Gross margin %

 

25.4

%

 

 

24.0

%

 

 

 

 

 

 

 

 

Operating expense

$

304.6

 

 

$

321.1

 

% of net sales

 

19.3

%

 

 

22.7

%

Adjusted Operating Expense1

$

275.8

 

 

$

285.1

 

% of net sales1

 

17.5

%

 

 

20.1

%

 

 

 

 

 

 

 

 

Net income (loss) from continuing operations

$

47.4

 

 

$

(24.0

)

% of net sales

 

3.0

%

 

 

(1.7

%)

Adjusted Net Income (Loss)1

$

71.0

 

 

$

18.2

 

Adjusted EBITDA1

$

142.9

 

 

$

76.9

 

% of net sales1

 

9.1

%

 

 

5.4

%

 

 

 

 

 

 

 

 

Net income (loss) from continuing operations per share – diluted

$

0.59

 

 

$

(0.44

)

______________________
1 See Non-GAAP Financial Measures for a reconciliation of Adjusted non-GAAP financial measures to the most directly comparable GAAP financial measure.

“First quarter results represent an impressive example of the underlying potential of our company,” said Julian Francis, Beacon’s President and Chief Executive Officer. “Leveraging a robust residential demand environment, we produced the strongest quarterly organic sales growth in nearly five years, and our focus on sales effectiveness, pricing execution, productivity initiatives and expense management drove Adjusted EBITDA margins to the highest Q1 level in over a decade. Seven weeks ago, we announced the divestiture of our Interior Products business, which remains on schedule to close later this month. The transaction will strengthen our balance sheet, enhance financial flexibility and sharpen our focus on the core exteriors business. Driven by its high concentration of non-discretionary repair and remodel demand, exteriors offers a unique platform for us to build around in the future. We remain firmly committed to our four key strategic initiatives – organic growth, digital, OTC and branch operating performance – which have boosted company sales growth and helped improve operating profitability. Our strong first quarter operating improvement is a testament to the hard work and dedication of our valued employees and the loyalty of our customers. We look forward to a strong 2021, and will continue to follow a disciplined approach towards realizing the full potential of our company.”

First Quarter (Continuing Operations)

Net sales increased 11.4% compared to the prior year. The first quarter sales increase reflects strong residential roofing and complementary products growth as well as the benefit of recent price increases, partially offset by softer demand from non-residential categories. Residential roofing product sales increased 21.2%, non-residential roofing product sales decreased 3.3%, and complementary product sales increased 8.8% compared to the prior year. The first quarter of fiscal years 2021 and 2020 each had 62 business days.

Gross margin improved 140 basis points from 24.0% in the prior year to 25.4%, primarily reflecting pricing execution and price-cost improvement. Operating expense and Adjusted operating expense both decreased compared to the prior year, reflecting the positive impact of productivity initiatives and cost focus amid an increasing demand environment.

Net income (loss) from continuing operations was $47.4 million, compared to $(24.0) million in 2020. Net income (loss) from continuing operations attributable to common shareholders was $41.4 million, compared to $(30.0) million in 2020. Adjusted Net Income (Loss) was $71.0 million, compared to $18.2 million in 2020. EPS was $0.59, compared to $(0.44) in 2020. Comparative improvements in first quarter results were driven by increased net sales, particularly within residential end markets, higher gross margins and reduced operating expenses resulting from successful cost actions. These impacts were partially offset by sales declines within non-residential roofing.

First Quarter (Combined)

In this earnings release, the Company provides “Combined” financial results (continuing operations and discontinued operations) for certain key metrics in order to enhance comparability with the Company’s most recent fiscal year and first quarter results.

The following table presents first quarter Combined financial highlights for each of the periods indicated:

 

COMBINED

 

Q1 2021

 

Q1 2020

(Unaudited; $ in millions, except per share amounts)

 

 

 

 

 

 

 

Net sales

$

1,825.3

 

 

$

1,675.1

 

Gross profit

$

464.7

 

 

$

410.7

 

Gross margin %

 

25.5

%

 

 

24.5

%

 

 

 

 

 

 

 

 

Operating expense

$

374.4

 

 

$

390.8

 

% of net sales

 

20.5

%

 

 

23.3

%

Adjusted Operating Expense1

$

329.1

 

 

$

342.1

 

% of net sales1

 

18.0

%

 

 

20.4

%

 

 

 

 

 

 

 

 

Net income (loss)2

$

(220.5

)

 

$

(23.4

)

% of net sales

 

(12.1

%)

 

 

(1.4

%)

Adjusted Net Income (Loss)1

$

79.8

 

 

$

28.4

 

Adjusted EBITDA1

$

157.7

 

 

$

94.4

 

% of net sales1

 

8.6

%

 

 

5.6

%

 

 

 

 

 

 

 

 

Net income (loss) per share – diluted

$

(3.24

)

 

$

(0.43

)

______________________
1 See Non-GAAP Financial Measures for a reconciliation of Adjusted non-GAAP financial measures to the most directly comparable GAAP financial measure.
2 See Consolidated Statements of Operations for additional information.

The first quarter sales increase of 9.0% compared to the prior year reflects strong residential roofing growth and a positive contribution from residential demand within our complementary products category, partially offset by softer demand from non-residential categories. Residential roofing product sales increased 21.0%, non-residential roofing product sales decreased 4.4%, and complementary product sales increased 3.9% compared to the prior year. The first quarter of fiscal years 2021 and 2020 each had 62 business days.

Gross margin improved 100 basis points from 24.5% in the prior year to 25.5%, primarily reflecting pricing execution and price-cost improvement. Operating expense and Adjusted operating expense both decreased compared to the prior year, reflecting the positive impact of productivity initiatives and cost focus amid an increasing demand environment.

Net income (loss) was $(220.5) million, compared to $(23.4) million in 2020. Net income (loss) attributable to common shareholders was $(226.5) million, compared to $(29.4) million in 2020. Adjusted Net Income (Loss) was $79.8 million, compared to $28.4 million in 2020. EPS was $(3.24), compared to $(0.43) in 2020. The first quarter net loss was driven by a non-cash charge of $355 million ($264 million net of tax) related to the planned sale of Interior Products (see Consolidated Statements of Operations for additional information). Comparative improvements in first quarter results were driven by increased net sales, particularly within residential end markets, higher gross margins and reduced operating expenses resulting from successful cost actions. These impacts were partially offset by sales declines within non-residential end markets.

Earnings Call

The Company will host a conference call and webcast today at 5:00 p.m. ET to discuss these results. Details for the earnings release event are as follows:

What: Beacon First Quarter 2021 Earnings Call
When: Monday, February 8, 2021
Time: 5:00 p.m. ET
Access: Register for the conference call or webcast by visiting:

Beacon Investor Relations – Events & Presentations

Upon registration, participants will receive an email containing event details and unique access codes. To ensure timely access, participants should register for the earnings call at least 10 minutes before the 5:00 p.m. ET start time. An archived copy of the webcast will be available on the Events & Presentations page shortly after the call.

Forward-Looking Statements

This release contains information about management’s view of the Company’s future expectations, plans and prospects that constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including, but not limited to, those set forth in the “Risk Factors” section of the Company’s Form 10-K for the fiscal year ended September 30, 2020. In addition, certain factors with respect to the proposed disposition of Interior Products could cause actual results to differ materially from those indicated by such forward-looking statements, including without limitation, the possibility that the expected cost savings, debt leverage reduction and other financial and operational impacts from the proposed transaction will not be realized, or will not be realized within the expected time period; the risk that costs of restructuring transactions and other costs incurred in connection with the proposed transaction will exceed our estimates or otherwise adversely affect our business or operations; the risk that consummating the proposed transaction may be more difficult, time-consuming or costly than expected, with adverse impacts on our resources, systems, procedures and controls; the risk of diversion of management’s attention; the risk of adverse impacts on relationships with customers, suppliers, employees and other business counterparties; and the possibility that the proposed transaction does not close, including, but not limited to, as a result of a failure to satisfy the closing conditions. In addition, the forward-looking statements included in this press release represent the Company’s views as of the date of this press release and these views could change. However, while the Company may elect to update these forward-looking statements at some point, the Company specifically disclaims any obligation to do so, other than as required by federal securities laws. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date of this press release.

About Beacon

Founded in 1928, Beacon is a Fortune 500, publicly traded distributor of roofing materials and complementary building products in North America, operating over 500 branches throughout all 50 states in the U.S. and 6 provinces in Canada. Beacon serves an extensive base of over 100,000 customers, utilizing its vast branch network and diverse service offerings to provide high-quality products and support throughout the entire business lifecycle. Beacon offers its own private label brand, TRI-BUILT, and has a proprietary digital account management suite, Beacon PRO+, which allows customers to manage their businesses online. Beacon’s stock is traded on the Nasdaq Global Select Market under the ticker symbol BECN. To learn more about Beacon, please visit www.becn.com

BEACON ROOFING SUPPLY, INC.

Consolidated Statements of Operations

(Unaudited; in millions, except per share amounts)

 

 

Three Months Ended December 31,

 

 

2020

 

% of

Net Sales

 

2019

 

% of

Net Sales

Net sales

$

1,576.5

 

 

 

100.0

%

 

$

1,415.3

 

 

 

100.0

%

Cost of products sold

 

1,176.8

 

 

 

74.6

%

 

 

1,075.2

 

 

 

76.0

%

Gross profit

 

399.7

 

 

 

25.4

%

 

 

340.1

 

 

 

24.0

%

Operating expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

265.2

 

 

 

16.8

%

 

 

273.2

 

 

 

19.3

%

Depreciation

 

13.9

 

 

 

0.9

%

 

 

15.8

 

 

 

1.1

%

Amortization

 

25.5

 

 

 

1.6

%

 

 

32.1

 

 

 

2.3

%

Total operating expense

 

304.6

 

 

 

19.3

%

 

 

321.1

 

 

 

22.7

%

Income (loss) from operations

 

95.1

 

 

 

6.1

%

 

 

19.0

 

 

 

1.3

%

Interest expense, financing costs, and other

 

30.0

 

 

 

2.0

%

 

 

38.4

 

 

 

2.7

%

Loss on debt extinguishment

 

 

 

 

0.0

%

 

 

14.7

 

 

 

1.0

%

Income (loss) from continuing operations before income taxes

 

65.1

 

 

 

4.1

%

 

 

(34.1

)

 

 

(2.4

%)

Provision for (benefit from) income taxes

 

17.7

 

 

 

1.1

%

 

 

(10.1

)

 

 

(0.7

%)

Net income (loss) from continuing operations

 

47.4

 

 

 

3.0

%

 

 

(24.0

)

 

 

(1.7

%)

Net income (loss) from discontinued operations1

 

(267.9

)

 

 

(17.0

%)

 

 

0.6

 

 

 

0.0

%

Net income (loss)

 

(220.5

)

 

 

(14.0

%)

 

 

(23.4

)

 

 

(1.7

%)

Dividends on Preferred Stock

 

6.0

 

 

 

0.4

%

 

 

6.0

 

 

 

0.4

%

Net income (loss) attributable to common shareholders

$

(226.5

)

 

 

(14.4

%)

 

$

(29.4

)

 

 

(2.1

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common stock outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

69.2

 

 

 

 

 

 

 

68.7

 

 

 

 

 

Diluted

 

70.0

 

 

 

 

 

 

 

68.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic – Continuing operations

$

0.60

 

 

 

 

 

 

$

(0.44

)

 

 

 

 

Basic – Discontinued operations

 

(3.87

)

 

 

 

 

 

 

0.01

 

 

 

 

 

Basic net income (loss) per share

$

(3.27

)

 

 

 

 

 

$

(0.43

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted – Continuing operations

$

0.59

 

 

 

 

 

 

$

(0.44

)

 

 

 

 

Diluted – Discontinued operations

 

(3.83

)

 

 

 

 

 

 

0.01

 

 

 

 

 

Diluted net income (loss) per share

$

(3.24

)

 

 

 

 

 

$

(0.43

)

 

 

 

 

____________________________________
1 The following table presents the components of the Company’s net income (loss) from discontinued operations:

 

Three Months Ended

December 31,

 

 

2020

 

 

2019

 

Net sales

$

248.8

 

 

$

259.8

 

Cost of products sold

 

(183.8

)

 

 

(189.2

)

Selling, general and administrative

 

(56.9

)

 

 

(53.7

)

Depreciation and amortization

 

(12.9

)

 

 

(16.0

)

Other income (loss)

 

0.1

 

 

 

0.2

 

Loss on classification as held for sale

 

(355.4

)

 

 

 

Pretax income (loss) from discontinued operations

 

(360.1

)

 

 

1.1

 

Provision for (benefit from) income taxes

 

(92.2

)

 

 

0.5

 

Net income (loss) from discontinued operations

$

(267.9

)

 

$

0.6

 

The estimated loss on classification as held for sale of $355.4 million for the three months ended December 31, 2020 is calculated by comparing the purchase price (as adjusted) to the carrying value of the net assets of Interior Products. As Interior Products represents a component of the Company’s single reporting unit, the carrying value of the net assets of Interior Products includes an allocation of $734.3 million of the Company’s consolidated goodwill balance. The Company allocated consolidated goodwill based on the relative fair value of the component, which was determined using the estimated purchase price (as adjusted) of Interior Products and the market capitalization of the Company as of December 31, 2020. The net result of this allocation attributed a higher amount of goodwill than that which was directly associated with the Interior Products portion of the acquisition of Allied Building Products Corp., thereby having a significant influence on the estimated loss on the Interior Products divestiture transaction. Upon closing of the transaction, the estimated loss will be adjusted accordingly to reflect the final purchase price and carrying value of the net assets of Interior Products as of the close date, which will include an updated allocation of the Company’s goodwill to Interior Products.

BEACON ROOFING SUPPLY, INC.

Consolidated Balance Sheets

(Unaudited; in millions)

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

2020

 

 

2020

 

 

2019

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

461.4

 

 

$

624.6

 

 

$

43.7

 

Accounts receivable, net

 

746.4

 

 

 

885.2

 

 

 

716.5

 

Inventories, net

 

952.9

 

 

 

871.4

 

 

 

946.7

 

Prepaid expenses and other current assets

 

330.0

 

 

 

351.8

 

 

 

279.1

 

Current assets held for sale

 

997.0

 

 

 

243.8

 

 

 

267.7

 

Total current assets

 

3,487.7

 

 

 

2,976.8

 

 

 

2,253.7

 

Property and equipment, net

 

209.5

 

 

 

207.8

 

 

 

210.4

 

Goodwill

 

1,757.5

 

 

 

1,756.1

 

 

 

1,756.9

 

Intangibles, net

 

492.6

 

 

 

518.0

 

 

 

747.9

 

Operating lease assets

 

371.8

 

 

 

376.2

 

 

 

395.9

 

Deferred income taxes, net

 

12.4

 

 

 

 

 

 

 

Other assets, net

 

2.1

 

 

 

2.1

 

 

 

 

Non-current assets held for sale

 

 

 

 

1,120.5

 

 

 

1,173.7

 

Total assets

$

6,333.6

 

 

$

6,957.5

 

 

$

6,538.5

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

$

738.3

 

 

$

885.8

 

 

$

542.2

 

Accrued expenses

 

442.2

 

 

 

509.7

 

 

 

356.4

 

Current operating lease liabilities

 

84.0

 

 

 

84.0

 

 

 

83.1

 

Current portions of long-term debt/obligations

 

11.3

 

 

 

12.3

 

 

 

13.9

 

Current liabilities held for sale

 

175.1

 

 

 

139.4

 

 

 

123.1

 

Total current liabilities

 

1,450.9

 

 

 

1,631.2

 

 

 

1,118.7

 

Borrowings under revolving lines of credit, net

 

151.7

 

 

 

251.1

 

 

 

215.6

 

Long-term debt, net

 

2,494.1

 

 

 

2,494.2

 

 

 

2,495.1

 

Deferred income taxes, net

 

 

 

 

71.8

 

 

 

99.7

 

Non-current operating lease liabilities

 

286.6

 

 

 

290.5

 

 

 

308.5

 

Long-term obligations under equipment financing, net

 

 

 

 

 

 

 

1.6

 

Other long-term liabilities

 

6.3

 

 

 

5.2

 

 

 

0.4

 

Non-current liabilities held for sale

 

 

 

 

53.4

 

 

 

59.0

 

Total liabilities

 

4,389.6

 

 

 

4,797.4

 

 

 

4,298.6

 

 

 

 

 

 

 

 

 

 

 

 

 

Convertible Preferred Stock

 

399.2

 

 

 

399.2

 

 

 

399.2

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

 

 

 

Common stock

 

0.7

 

 

 

0.7

 

 

 

0.7

 

Undesignated preferred stock

 

 

 

 

 

 

 

 

Additional paid-in capital

 

1,109.8

 

 

 

1,100.6

 

 

 

1,087.0

 

Retained earnings

 

463.5

 

 

 

694.3

 

 

 

769.8

 

Accumulated other comprehensive income (loss)

 

(29.2

)

 

 

(34.7

)

 

 

(16.8

)

Total stockholders’ equity

 

1,544.8

 

 

 

1,760.9

 

 

 

1,840.7

 

Total liabilities and stockholders’ equity

$

6,333.6

 

 

$

6,957.5

 

 

$

6,538.5

 

BEACON ROOFING SUPPLY, INC.

Consolidated Statements of Cash Flows

(Unaudited; in millions)

 

 

Three Months Ended

December 31,

 

 

2020

 

 

2019

 

Operating Activities

 

 

 

 

 

 

 

Net income (loss)

$

(220.5

)

 

$

(23.4

)

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

 

 

 

 

 

 

 

Depreciation and amortization

 

52.3

 

 

 

63.9

 

Stock-based compensation

 

4.9

 

 

 

5.2

 

Certain interest expense and other financing costs

 

2.9

 

 

 

2.8

 

Loss on debt extinguishment

 

 

 

 

14.7

 

Gain on sale of fixed assets and other

 

(0.6

)

 

 

(0.3

)

Deferred income taxes

 

(85.9

)

 

 

2.4

 

Loss on classification as held for sale

 

355.4

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accounts receivable

 

149.6

 

 

 

247.6

 

Inventories

 

(89.3

)

 

 

(19.2

)

Prepaid expenses and other current assets

 

18.0

 

 

 

(3.4

)

Accounts payable and accrued expenses

 

(227.5

)

 

 

(417.5

)

Other assets and liabilities

 

1.6

 

 

 

1.9

 

Net cash provided by (used in) operating activities

 

(39.1

)

 

 

(125.3

)

 

 

 

 

 

 

 

 

Investing Activities

 

 

 

 

 

 

 

Purchases of property and equipment

 

(18.0

)

 

 

(12.2

)

Proceeds from the sale of assets

 

0.7

 

 

 

0.4

 

Net cash provided by (used in) investing activities

 

(17.3

)

 

 

(11.8

)

 

 

 

 

 

 

 

 

Financing Activities

 

 

 

 

 

 

 

Borrowings under revolving lines of credit

 

2.3

 

 

 

750.7

 

Payments under revolving lines of credit

 

(102.3

)

 

 

(616.8

)

Payments under term loan

 

(2.4

)

 

 

(2.4

)

Borrowings under senior notes

 

 

 

 

300.0

 

Payment under senior notes

 

 

 

 

(309.6

)

Payment of debt issuance costs

 

 

 

 

(3.6

)

Payments under equipment financing facilities and finance leases

 

(1.7

)

 

 

(2.3

)

Payment of dividends on Preferred Stock

 

(6.0

)

 

 

(6.0

)

Proceeds from issuance of common stock related to equity awards

 

7.1

 

 

 

0.9

 

Payment of taxes related to net share settlement of equity awards

 

(2.8

)

 

 

(2.1

)

Net cash provided by (used in) financing activities

 

(105.8

)

 

 

108.8

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

(1.0

)

 

 

(0.3

)

 

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

(163.2

)

 

 

(28.6

)

Cash and cash equivalents, beginning of period

 

624.6

 

 

 

72.3

 

Cash and cash equivalents, end of period

$

461.4

 

 

$

43.7

 

 

 

 

 

 

 

 

 

Supplemental Cash Flow Information

 

 

 

 

 

 

 

Operating cash flows provided by (used in) discontinued operations

$

(6.4

)

 

$

12.4

 

Investing cash flows provided by (used in) discontinued operations

$

(2.5

)

 

$

(6.9

)

BEACON ROOFING SUPPLY, INC.

Sales by Product Line

(Unaudited; in millions)

 

Sales by Product Line – Continuing Operations

 

Sales by Product Line

 

 

Three Months Ended December 31,

 

 

 

 

 

 

 

 

 

 

2020

 

 

2019

 

 

Change

 

 

Net Sales

 

 

Mix %

 

 

Net Sales

 

 

Mix %

 

 

$

 

 

%

 

Residential roofing products

$

844.8

 

 

 

53.6

%

 

$

696.8

 

 

 

49.2

%

 

$

148.0

 

 

 

21.2

%

Non-residential roofing products

 

398.3

 

 

 

25.3

%

 

 

412.0

 

 

 

29.1

%

 

 

(13.7

)

 

 

(3.3

%)

Complementary building products

 

333.4

 

 

 

21.1

%

 

 

306.5

 

 

 

21.7

%

 

 

26.9

 

 

 

8.8

%

 

$

1,576.5

 

 

 

100.0

%

 

$

1,415.3

 

 

 

100.0

%

 

$

161.2

 

 

 

11.4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales by Business Day1,2

 

 

Three Months Ended December 31,

 

 

 

 

 

 

 

 

 

 

2020

 

 

2019

 

 

Change

 

 

Net Sales

 

 

Mix %

 

 

Net Sales

 

 

Mix %

 

 

$

 

 

%

 

Residential roofing products

$

13.6

 

 

 

53.6

%

 

$

11.2

 

 

 

49.2

%

 

$

2.4

 

 

 

21.2

%

Non-residential roofing products

 

6.4

 

 

 

25.3

%

 

 

6.7

 

 

 

29.1

%

 

 

(0.3

)

 

 

(3.3

%)

Complementary building products

 

5.4

 

 

 

21.1

%

 

 

4.9

 

 

 

21.7

%

 

 

0.5

 

 

 

8.8

%

 

$

25.4

 

 

 

100.0

%

 

$

22.8

 

 

 

100.0

%

 

$

2.6

 

 

 

11.4

%

__________________________________________________
1 The first quarter of fiscal years 2021 and 2020 each had 62 business days.
2 Dollar and percentage changes may not recalculate due to rounding.

Sales by Product Line – Combined

 

Sales by Product Line

 

 

Three Months Ended December 31,

 

 

 

 

 

 

 

 

 

 

2020

 

 

2019

 

 

Change

 

 

Net Sales

 

 

Mix %

 

 

Net Sales

 

 

Mix %

 

 

$

 

 

%

 

Residential roofing products

$

849.5

 

 

 

46.6

%

 

$

702.2

 

 

 

41.9

%

 

$

147.3

 

 

 

21.0

%

Non-residential roofing products

 

402.3

 

 

 

22.0

%

 

 

420.9

 

 

 

25.1

%

 

 

(18.6

)

 

 

(4.4

%)

Complementary building products

 

573.5

 

 

 

31.4

%

 

 

552.0

 

 

 

33.0

%

 

 

21.5

 

 

 

3.9

%

 

$

1,825.3

 

 

 

100.0

%

 

$

1,675.1

 

 

 

100.0

%

 

$

150.2

 

 

 

9.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales by Business Day1,2

 

 

Three Months Ended December 31,

 

 

 

 

 

 

 

 

 

 

2020

 

 

2019

 

 

Change

 

 

Net Sales

 

 

Mix %

 

 

Net Sales

 

 

Mix %

 

 

$

 

 

%

 

Residential roofing products

$

13.7

 

 

 

46.6

%

 

$

11.3

 

 

 

41.9

%

 

$

2.4

 

 

 

21.0

%

Non-residential roofing products

 

6.5

 

 

 

22.0

%

 

 

6.8

 

 

 

25.1

%

 

 

(0.3

)

 

 

(4.4

%)

Complementary building products

 

9.2

 

 

 

31.4

%

 

 

8.9

 

 

 

33.0

%

 

 

0.3

 

 

 

3.9

%

 

$

29.4

 

 

 

100.0

%

 

$

27.0

 

 

 

100.0

%

 

$

2.4

 

 

 

9.0

%

__________________________________________________
1 The first quarter of fiscal years 2021 and 2020 each had 62 business days.
2 Dollar and percentage changes may not recalculate due to rounding.

BEACON ROOFING SUPPLY, INC.

Non-GAAP Financial Measures

(Unaudited; in millions)

Non-GAAP Financial Measures

To provide investors with additional information regarding our financial results, we prepare certain financial measures that are not calculated in accordance with GAAP, specifically:

  • Adjusted Operating Expense. We define Adjusted Operating Expense as operating expense excluding the impact of the adjusting items (as described below).
  • Adjusted Net Income (Loss). We define Adjusted Net Income (Loss) as net income (loss) excluding the impact of the adjusting items (as described below).
  • Adjusted EBITDA. We define Adjusted EBITDA as net income (loss) excluding the impact of interest expense (net of interest income), income taxes, depreciation and amortization, stock-based compensation, and the adjusting items (as described below).

We use these supplemental non-GAAP measures to evaluate financial performance, analyze the underlying trends in our business and establish operational goals and forecasts that are used when allocating resources. We expect to compute our non-GAAP financial measures consistently using the same methods each period.

We believe these non-GAAP measures are useful measures because they permit investors to better understand changes over comparative periods by providing financial results that are unaffected by certain items that are not indicative of ongoing operating performance.

While we believe that these non-GAAP measures are useful to investors when evaluating our business, they are not prepared and presented in accordance with GAAP, and therefore should be considered supplemental in nature. These non-GAAP measures should not be considered in isolation or as a substitute for other financial performance measures presented in accordance with GAAP. These non-GAAP financial measures may have material limitations including, but not limited to, the exclusion of certain costs without a corresponding reduction of net income for the income generated by the assets to which the excluded costs are related. In addition, these non-GAAP financial measures may differ from similarly titled measures presented by other companies.

Adjusting Items to Non-GAAP Financial Measures

The impact of the following expense (income) items are excluded from each of our non-GAAP measures (the “adjusting items”):

  • Acquisition costs. Represents certain costs related to historical acquisitions, including: amortization of intangible assets; professional fees, branch integration expenses, travel expenses, employee severance and retention costs, and other personnel expenses classified as selling, general and administrative; and amortization of debt issuance costs.
  • Restructuring costs. Represents costs stemming from headcount rationalization efforts and certain rebranding costs; impact of the Interior Products divestiture; accrued estimated costs related to employee benefit plan withdrawals; and amortization of debt issuance costs and loss on debt extinguishment.
  • COVID-19 impact. Represents costs directly related to the COVID-19 pandemic; and income tax provision (benefit) stemming from the revaluation of deferred tax assets and liabilities made in conjunction with our application of the CARES Act.

BEACON ROOFING SUPPLY, INC.

Non-GAAP Financial Measures (continued)

(Unaudited; in millions)

The following table presents the impact of the adjusting items on our consolidated statements of operations for each of the periods indicated:

 

Operating Expense

 

 

Non-Operating

Expense

 

 

 

 

 

 

 

 

 

 

SG&A1

 

 

Amortization

 

 

Interest

Expense

 

 

Other

(Income)

Expense

 

 

Income

Taxes2

 

 

Total

 

CONTINUING OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition costs

$

1.1

 

 

$

25.5

 

 

$

2.0

 

 

$

 

 

$

 

 

$

28.6

 

Restructuring costs

 

1.9

 

 

 

 

 

 

0.9

 

 

 

 

 

 

 

 

 

2.8

 

COVID-19 impact

 

0.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.3

 

Total adjusting items

$

3.3

 

 

$

25.5

 

 

$

2.9

 

 

$

 

 

$

 

 

$

31.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition costs

$

3.9

 

 

$

32.1

 

 

$

2.0

 

 

$

 

 

$

 

 

$

38.0

 

Restructuring costs3

 

 

 

 

 

 

 

0.8

 

 

 

19.7

 

 

 

 

 

 

20.5

 

Total adjusting items

$

3.9

 

 

$

32.1

 

 

$

2.8

 

 

$

19.7

 

 

$

 

 

$

58.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

COMBINED

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition costs

$

1.1

 

 

$

35.7

 

 

$

2.0

 

 

$

 

 

$

 

 

$

38.8

 

Restructuring costs4

 

8.2

 

 

 

 

 

 

0.9

 

 

 

355.4

 

 

 

 

 

 

364.5

 

COVID-19 impact

 

0.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.3

 

Total adjusting items

$

9.6

 

 

$

35.7

 

 

$

2.9

 

 

$

355.4

 

 

$

 

 

$

403.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition costs

$

3.9

 

 

$

44.8

 

 

$

2.0

 

 

$

 

 

$

 

 

$

50.7

 

Restructuring costs3

 

 

 

 

 

 

 

0.8

 

 

 

19.7

 

 

 

 

 

 

20.5

 

Total adjusting items

$

3.9

 

 

$

44.8

 

 

$

2.8

 

 

$

19.7

 

 

$

 

 

$

71.2

 

______________________________
1 Selling, general and administrative expense (“SG&A”).
2 For tax impact of adjusting items, see Adjusted Net Income (Loss) table below.
3 Other (income) expense includes a loss on debt extinguishment of $14.7 million in connection with the October 2019 debt refinancing.
4 Other (income) expense includes a loss on classification as held for sale of $355.4 million in connection with the planned Interior Products divestiture.

BEACON ROOFING SUPPLY, INC.

Non-GAAP Financial Measures (continued)

(Unaudited; in millions)

Adjusted Operating Expense

The following table presents a reconciliation of operating expense, the most directly comparable financial measure as measured in accordance with GAAP, to Adjusted Operating Expense for each of the periods indicated:

 

CONTINUING OPERATIONS

 

 

Three Months Ended

December 31,

 

 

2020

 

 

2019

 

Operating expense

$

304.6

 

 

$

321.1

 

Acquisition costs

 

(26.6

)

 

 

(36.0

)

Restructuring costs

 

(1.9

)

 

 

 

COVID-19 impact

 

(0.3

)

 

 

 

Adjusted Operating Expense

$

275.8

 

 

$

285.1

 

 

 

 

 

 

 

 

 

Net sales

$

1,576.5

 

 

$

1,415.3

 

Operating expense as % of net sales

 

19.3

%

 

 

22.7

%

Adjusted Operating Expense as % of net sales

 

17.5

%

 

 

20.1

%

 

COMBINED

 

 

Three Months Ended

December 31,

 

 

2020

 

 

2019

 

Operating expense

$

304.6

 

 

$

321.1

 

Operating expense from discontinued operations

 

69.8

 

 

 

69.7

 

Combined operating expense

 

374.4

 

 

 

390.8

 

Acquisition costs

 

(36.8

)

 

 

(48.7

)

Restructuring costs

 

(8.2

)

 

 

 

COVID-19 impact

 

(0.3

)

 

 

 

Adjusted Operating Expense

$

329.1

 

 

$

342.1

 

 

 

 

 

 

 

 

 

Net sales

$

1,825.3

 

 

$

1,675.1

 

Operating expense as % of net sales

 

20.5

%

 

 

23.3

%

Adjusted Operating Expense as % of net sales

 

18.0

%

 

 

20.4

%

BEACON ROOFING SUPPLY, INC.

Non-GAAP Financial Measures (continued)

(Unaudited; in millions)

Adjusted Net Income (Loss)

The following table presents a reconciliation of net income (loss), the most directly comparable financial measure as measured in accordance with GAAP, to Adjusted Net Income (Loss) for each of the periods indicated:

 

CONTINUING OPERATIONS

 

 

Three Months Ended

December 31,

 

 

2020

 

 

2019

 

Net income (loss) from continuing operations

$

47.4

 

 

$

(24.0

)

Adjusting items:

 

 

 

 

 

 

 

Acquisition costs

 

28.6

 

 

 

38.0

 

Restructuring costs

 

2.8

 

 

 

20.5

 

COVID-19 impact

 

0.3

 

 

 

 

Total adjusting items

 

31.7

 

 

 

58.5

 

Less: tax impact of adjusting items1

 

(8.1

)

 

 

(16.3

)

Total adjustments, net of tax

 

23.6

 

 

 

42.2

 

Adjusted Net Income (Loss)

$

71.0

 

 

$

18.2

 

______________________________
1 Amounts represent tax impact on adjusting items that are not included in our income tax provision (benefit) for the periods presented. The effective tax rate applied to these adjusting items is calculated by using forecasted adjusted pre-tax income while factoring in estimated discrete tax adjustments for the fiscal year. The tax impact of adjusting items for the three months ended December 31, 2020 and 2019 were calculated using an effective tax rate of 25.6% and 27.9%, respectively.

 

COMBINED

 

 

Three Months Ended

December 31,

 

 

2020

 

 

2019

 

Net income (loss)

$

(220.5

)

 

$

(23.4

)

Adjusting items:

 

 

 

 

 

 

 

Acquisition costs

 

38.8

 

 

 

50.7

 

Restructuring costs

 

364.5

 

 

 

20.5

 

COVID-19 impact

 

0.3

 

 

 

 

Total adjusting items

 

403.6

 

 

 

71.2

 

Less: tax impact of adjusting items1

 

(103.3

)

 

 

(19.4

)

Total adjustments, net of tax

 

300.3

 

 

 

51.8

 

Adjusted Net Income (Loss)

$

79.8

 

 

$

28.4

 

______________________________
1 Amounts represent tax impact on adjusting items that are not included in our income tax provision (benefit) for the periods presented. The effective tax rate applied to these adjusting items is calculated by using forecasted adjusted pre-tax income while factoring in estimated discrete tax adjustments for the fiscal year. The tax impact of adjusting items for the three months ended December 31, 2020 and 2019 were calculated using a blended effective tax rate of 25.6% and 27.2%, respectively.

BEACON ROOFING SUPPLY, INC.

Non-GAAP Financial Measures (continued)

(Unaudited; in millions)

Adjusted EBITDA

The following table presents a reconciliation of net income (loss), the most directly comparable financial measure as measured in accordance with GAAP, to Adjusted EBITDA for each of the periods indicated:

 

CONTINUING OPERATIONS

 

 

Three Months Ended

December 31,

 

 

2020

 

 

2019

 

Net income (loss) from continuing operations

$

47.4

 

 

$

(24.0

)

Interest expense, net

 

31.3

 

 

 

34.7

 

Provision for (benefit from) income taxes

 

17.7

 

 

 

(10.1

)

Depreciation and amortization

 

39.4

 

 

 

47.9

 

Stock-based compensation

 

3.8

 

 

 

4.8

 

Acquisition costs1

 

1.1

 

 

 

3.9

 

Restructuring costs1

 

1.9

 

 

 

19.7

 

COVID-19 impact

 

0.3

 

 

 

 

Adjusted EBITDA

$

142.9

 

 

$

76.9

 

 

 

 

 

 

 

 

 

Net sales

$

1,576.5

 

 

$

1,415.3

 

Net income (loss) as % of net sales

 

3.0

%

 

 

(1.7

%)

Adjusted EBITDA as % of net sales

 

9.1

%

 

 

5.4

%

______________________________
1 Amounts represent adjusting items included in SG&A and other income (expense); remaining adjusting items balances are embedded within the other balances reported in the table.

 

COMBINED

 

 

Three Months Ended

December 31,

 

 

2020

 

 

2019

 

Net income (loss)

$

(220.5

)

 

$

(23.4

)

Interest expense, net

 

31.3

 

 

 

34.7

 

Provision for (benefit from) income taxes1

 

(74.5

)

 

 

(9.6

)

Depreciation and amortization2

 

52.3

 

 

 

63.9

 

Stock-based compensation3

 

4.9

 

 

 

5.2

 

Acquisition costs4

 

1.1

 

 

 

3.9

 

Restructuring costs4,5

 

362.8

 

 

 

19.7

 

COVID-19 impact

 

0.3

 

 

 

 

Adjusted EBITDA

$

157.7

 

 

$

94.4

 

 

 

 

 

 

 

 

 

Net sales

$

1,825.3

 

 

$

1,675.1

 

Net income (loss) as % of net sales

 

(12.1

%)

 

 

(1.4

%)

Adjusted EBITDA as % of net sales

 

8.6

%

 

 

5.6

%

______________________________
1 Combined amount for three months ended December 31, 2020 and 2019 includes discontinued operations of $(92.2) million and $0.5 million, respectively.
2 Combined amount for three months ended December 31, 2020 and 2019 includes discontinued operations of $12.9 million and $16.0 million, respectively.
3 Combined amount for three months ended December 31, 2020 and 2019 includes discontinued operations of $1.1 million and $0.4 million, respectively.
4 Amounts represent adjusting items included in SG&A (excluding stock-based compensation) and other income (expense); remaining adjusting items balances are embedded within the other balances reported in the table.
5 Combined amount for three months ended December 31, 2020 includes discontinued operations of $360.9 million.

 

INVESTOR CONTACTS:

Brent Rakers

Director, Investor Relations

[email protected]

901-232-2737

James Wilson

VP Finance & Treasurer

[email protected]

571-306-7501

MEDIA CONTACT:

Jennifer Lewis

VP, Communications and Corporate Social Responsibility

[email protected]

571-752-1048

KEYWORDS: United States North America Virginia

INDUSTRY KEYWORDS: Residential Building & Real Estate Architecture Commercial Building & Real Estate Construction & Property

MEDIA:

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Touchstone Investments to Acquire Certain Retail Mutual Fund Business Assets from AIG Life & Retirement

Touchstone Investments to Acquire Certain Retail Mutual Fund Business Assets from AIG Life & Retirement

The transaction excludes AIG Life & Retirement’s fund management platform dedicated to its variable insurance products

NEW YORK–(BUSINESS WIRE)–
AIG Life & Retirement, a division of American International Group, Inc. (NYSE: AIG), and Touchstone Investments, an indirect wholly-owned subsidiary of Western & Southern Financial Group, today announced they have entered into a definitive agreement for Touchstone to acquire certain assets of AIG Life & Retirement’s Retail Mutual Funds business.

AIG’s Life & Retirement’s Retail Mutual Funds business manages $7.8 billion in assets across eighteen funds as of December 31, 2020. In the proposed transaction, which is subject to fund shareholder approval and is expected to close in mid-2021, twelve funds with approximately $7.5 billion in assets would be reorganized into Touchstone funds.

Under the terms of the agreement, twelve retail mutual funds currently managed by SunAmerica Asset Management, LLC (SAAMCo), a member of AIG Life & Retirement, will be reorganized into either existing Touchstone funds or into newly created Touchstone funds, each of which is or will be advised by Touchstone. Six retail mutual funds currently managed by SAAMCo not included in the transaction will be wound down and liquidated. AIG Life & Retirement will retain its fund management platform and capabilities dedicated to its variable insurance products. Tables 1 and 2 below set out the proposed actions for each fund.

“Our retail mutual funds platform has been a pioneer in rules-based investing and has generated long-term returns since its inception,” said Kevin Hogan, Executive Vice President and CEO of AIG Life & Retirement. “The decision to sell this business is not related to AIG’s decision to separate the Life & Retirement business, rather we determined that it was no longer core to our offering. We are confident that the funds’ shareholders will benefit from the experienced management, strong distribution platform, scale and service that Touchstone will provide. I would like to sincerely thank the team that has helped to make the retail mutual funds business the success that it is today.”

“We are committed to providing a seamless transition for AIG funds’ shareholders to our Touchstone funds,” said Blake Moore, President and CEO of Touchstone. “We believe that our actively managed mutual funds provide innovative solutions to help shareholders achieve their financial goals. We are confident that both AIG funds’ shareholders and their financial professionals will be well served by Touchstone.”

After the completion of the acquisition, the Touchstone complex will exceed $30 billion in assets under management and will include 33 mutual funds across asset classes and investment styles for both retail and institutional investors.

Piper Sandler and Willkie Farr & Gallagher LLP advised AIG on the transaction.

Table 1: AIG funds that will be mapped into existing Touchstone Funds

AIG Fund

Reorganized into existing Touchstone Funds

AIG Focused Alpha Large-Cap

Touchstone Large Cap Focused Fund

AIG Focused Growth Fund

Touchstone Sands Capital Select Growth Fund

AIG Active Allocation Fund

Touchstone Balanced Fund

AIG Multi-Asset Allocation Fund

Touchstone Balanced Fund

AIG Strategic Value Fund

Touchstone Value Fund

AIG Senior Floating Rate Fund

Touchstone Credit Opportunities Fund

AIG U.S. Government Securities Fund

Touchstone Active Bond Fund

AIG International Dividend Strategy Fund

Touchstone International Equity Fund

Table 2: AIG funds that will be mapped into new Touchstone funds

AIG Fund

Reorganized into new Touchstone Funds

AIG Focused Dividend Strategy Fund

Touchstone Dividend Equity Fund

AIG Select Dividend Growth Fund

AIG Strategic Bond Fund

Touchstone Strategic Income Opportunities Fund

AIG Flexible Credit Fund

The AIG funds to be wound down are: AIG Government Money Market Fund; AIG ESG Dividend Fund; AIG Income Explorer Fund; AIG Small-Cap Fund; AIG Commodity Strategy Fund and the AIG Japan Fund.

Disclosures

A Registration Statement for each of the Touchstone Dividend Equity Fund and the Touchstone Strategic Income Opportunities Fund has been filed with the Securities and Exchange Commission but is not yet effective. Information contained herein is subject to completion or amendment. Fund securities may not be sold nor may offers to buy be accepted prior to the time the Registration Statement becomes effective. This information shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Investors should consider a fund’s investment objectives, risks, charges and expenses before investing. The prospectus and the summary prospectus contain this and other information about the fund. To obtain a prospectus or a summary prospectus for Touchstone Funds, contact your financial advisor or download and/or request one at TouchstoneInvestments.com/resources or call Touchstone at 800-638-8194; the prospectus and summary prospectus for an AIG Fund can be obtained from your financial advisor, the AIG Funds Sales Desk at 800-858-8850, ext. 6003, or at aig.com/funds. Please read the prospectus and/or summary prospectus carefully before investing.

AIG Funds are advised by SunAmerica Asset Management, LLC (SAAMCo) and distributed by AIG Capital Services, Inc. (ACS), Member FINRA. Harborside 5, 185 Hudson Street, Suite 3300, Jersey City, NJ 07311, 800-858-8850. SAAMCo and ACS are members of American International Group, Inc. (AIG). Not FDIC or NCUA/NCUSIF Insured. May Lose Value. No Bank or Credit Union Guarantee. Not a Deposit. Not Insured by any Federal Government Agency.

Investors and shareholders of the AIG Funds are urged to the read the proxy statement/prospectus filed with the SEC carefully and in its entirety when it becomes available because it will contain important information about the reorganizations. The proxy statement/prospectus will not constitute an offer to buy or sell securities in any state where such offer or sale is not permitted. Shareholders may obtain a free copy of the proxy statement/prospectus (when it becomes available) at the SEC’s web site at www.sec.gov.

About AIG

American International Group, Inc. (AIG) is a leading global insurance organization. AIG member companies provide a wide range of property casualty insurance, life insurance, retirement solutions, and other financial services to customers in more than 80 countries and jurisdictions. These diverse offerings include products and services that help businesses and individuals protect their assets, manage risks and provide for retirement security. AIG common stock is listed on the New York Stock Exchange.

Additional information about AIG can be found at www.aig.com | YouTube: www.youtube.com/aig | Twitter: @AIGinsurance www.twitter.com/AIGinsurance | LinkedIn: www.linkedin.com/company/aig. These references with additional information about AIG have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release.

AIG is the marketing name for the worldwide property-casualty, life and retirement, and general insurance operations of American International Group, Inc. For additional information, please visit our website at www.aig.com. All products and services are written or provided by subsidiaries or affiliates of American International Group, Inc. Products or services may not be available in all countries and jurisdictions, and coverage is subject to underwriting requirements and actual policy language. Non-insurance products and services may be provided by independent third parties. Certain property-casualty coverages may be provided by a surplus lines insurer. Surplus lines insurers do not generally participate in state guaranty funds, and insureds are therefore not protected by such funds.

About Touchstone Investments

Touchstone Investments is a Distinctively Active mutual fund company committed to providing investors with access to strategies sub-advised by institutional asset managers. It employs an integrated and rigorous process for identifying and partnering with highly skilled asset managers with organizational stability, quality personnel, strong adherence to investment discipline and solid infrastructure. These attributes constitute what Touchstone holds to be the necessary elements of repeatable and competitive results over time. Touchstone advocates a robust approach when constructing portfolios that use only active strategies or employ active strategies to complement passive ones. This philosophy has produced a diverse but focused product offering that gives investors a full breadth of investment options across styles and asset classes, including U.S. equity, international/global equity, income and multi-asset funds. Based on fundamental investing, Touchstone’s actively managed, high-conviction, concentrated portfolios are benchmark aware but not benchmark constrained. The Touchstone Funds are advised by Touchstone Advisors, Inc., a registered investment advisor, and are distributed nationally through intermediaries including broker-dealers, financial planners and institutions by Touchstone Securities, Inc., a registered broker-dealer and member FINRA/SIPC. Touchstone, Touchstone Funds and Touchstone Investments are federal service mark registrations and applications owned by IFS Financial Services, Inc. Touchstone Securities, Inc., Touchstone Advisors, Inc., and IFS Financial Services, Inc., are members of Western & Southern Financial Group. For more information, please visit TouchstoneInvestments.com.

Sabra Purtill (Investors): [email protected]

Shelley Singh (Investors): [email protected]

Marc Hazelton (Media): [email protected]

Sharon Karp (Touchstone): [email protected]

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Mike Taylor, Senior Director Sales, Americas, HYCU® Recognized as 2021 CRN Channel Chief

Taylor Drove Partner Growth Across the Americas and Supported Product Innovation for Multi-cloud Data Management and Backup as a Service Solutions

Boston, Massachusetts, Feb. 08, 2021 (GLOBE NEWSWIRE) — HYCU®, Inc., today announced that CRN®, a brand of The Channel Company, has named Mike Taylor, Senior Director Sales Americas, to its 2021 list of Channel Chiefs. The prestigious CRN® Channel Chiefs list, released annually, recognizes leading IT channel vendor executives who continually demonstrate outstanding leadership, influence, innovation, and growth. 

With HYCU for more than three years, Taylor has been instrumental in driving growth for HYCU’s on-premises and public cloud data management, protection and recovery solutions with key channel partners across the Americas. With more than 20 years of sales and channel leadership experience, Taylor led the team that saw several significant HYCU for Google Cloud customer wins to close out 2020. 

With the introduction of a new Cloud Services Provider Program and continued interest from the channel in augmenting their backup as a service (BaaS), cloud-native solutions, HYCU experienced record growth in North America in 2020. HYCU solutions including HYCU Protégé, a multi-cloud data protection, migration and disaster recovery platform, helped fuel and drive interest from new partners for Nutanix, VMware, Google Cloud and Azure Cloud data protection and management in particular. HYCU continues to see steady growth from an average revenue per partner and in key market verticals like the Federal government, State, Local and Education (SLED) as well as healthcare and financial services. With the addition of the new HYCU Learning Center and certification program, HYCU channel partners have new ways to offer value-added services to their existing customers. This initiative led to the company’s continued channel partner success in 2020 and has been a key reason for new relationships established in 2021. 

“At HYCU, our corporate values speak to authenticity, grit and empathy. These three key attributes ultimately speak to the success of what everyone at HYCU is doing to help make us successful for our partners and our joint customers,” said Simon Taylor, CEO, HYCU, Inc. “Mike Taylor truly embodies these corporate values. Mike leaves no stone unturned and his leadership is exemplary in driving steady growth and success for both our relationships with key platform providers like Nutanix and Google as well as our channel and reseller partner community. Congratulations Mike, this recognition is truly well deserved.”

“CRN’s 2021 Channel Chiefs list includes the industry’s biggest channel evangelists, a group of individuals who work tirelessly on behalf of their partners and drive growth through the development of strong partner programs and innovative business strategies that help bring business-critical solutions to market,” said Blaine Raddon, CEO of The Channel Company. “The Channel Company is proud to recognize these channel influencers and looks forward to following their continued success.”

CRN’s 2021 Channel Chiefs list will be featured in the February 2021 issue of CRN® Magazine and online at www.CRN.com/ChannelChiefs.

For information on HYCU and our global partner program, visit: https://www.hycu.com/partners/become-a-reseller/, follow @hycuinc and connect with us on LinkedIn.

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About HYCU

HYCU is the fastest-growing multi-cloud backup and recovery as a service company worldwide. Leveraging HYCU Protégé, HYCU’s 2000+ global customers experience unparalleled data protection, migration and disaster recovery across On-premises, public cloud and HCI environments. Headquartered in Boston, Mass., HYCU supports enterprise and public sector customers and has achieved a 91 Net Promoter Score. 

About The Channel Company

The Channel Company enables breakthrough IT channel performance with our dominant media, engaging events, expert consulting and education and innovative marketing services and platforms. As the channel catalyst, we connect and empower technology suppliers, solution providers and end users. Backed by more than 30 years of unequalled channel experience, we draw from our deep knowledge to envision innovative new solutions for ever-evolving challenges in the technology marketplace. www.thechannelco.com

Follow The Channel Company: Twitter, LinkedIn and Facebook

©2020 The Channel Company, LLC. CRN is a registered trademark of The Channel Company, LLC. All rights reserved.

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Don Jennings
HYCU, Inc.
6177911710
[email protected]