Akamai Security Research: Defending a Global Organization During a Pandemic

How a Zero Trust model protected Akamai from 21 million malicious queries while enabling remote workers to do their jobs from anywhere

PR Newswire

CAMBRIDGE, Mass., March 10, 2021 /PRNewswire/ — Akamai Technologies, Inc. (NASDAQ: AKAM), the world’s most trusted solution for securing and delivering digital experiences, today published the State of the Internet / Security report: Adapting to the Unpredictable. The report looks back at 2020, examining some of the technological shifts and the patterns that emerged from lockdown-related internet spikes at the beginning of the year, to the resurgent spikes due to a mix of additional lockdowns and closures, as well as the holidays.

In 2020, the internet kept us working, learning, and connected. The Adapting to the Unpredictable report showcases the true resilience of the internetfor example, Akamai observed a 30% increase in internet traffic as the pandemic lockdowns started, and a global shift to remote functionality, which continues today.

Alongside the shift in usage, throughout the COVID-19 pandemic, Akamai has seen criminals take advantage worldwide, targeting all business sectors and industries, including information technology and security. Fortunately, Akamai uses its own products and services to defend the company and was prepared for remote work. The layered defenses in place at Akamai were easily able to adapt to a remote work environment. The concept of Zero Trust has enabled the company’s remote workers to do their jobs from anywhere and protects them at the same time. It’s taken years to architect this model to where it is today, and it’s a continuous process.

“Defending enterprise systems is a challenge at the best of times,” said Robert Blumofe, chief technology officer at Akamai. “Doing so in the middle of a pandemic only adds to these complexities and challenges. Akamai was able to transition to, and defend, a 99% remote workforce, because we’ve long viewed all access as remote access. We built our environment with the necessary capabilities, including leveraging Zero Trust concepts and robust, layered defenses.”

One of Akamai’s key layers of defense is Enterprise Threat Protector, which uses Akamai’s research and data, augmented with third-party data. This solution is designed to identify malicious domains and block them at the DNS and HTTP level. It addresses several key elements used by criminals, including exfiltration, command and control (C2), and phishing.

According to the report, in 2020, Akamai faced 21.5 million malicious DNS queries out of an aggregate of 109 billion, or about 299 million DNS queries per day. The majority of these attacks were malware attacks, with Akamai logging 10.2 million blocked requests related to malware in 2020. This could be due to a malicious link being clicked in an email, document, or even on a website, but the exact cause of the block events remain unknown.

Phishing, second only to malware, was the other top attack type observed in the Enterprise Threat Protector logs for 2020, with 6.3 million blocked attempts. The company’s platform organization, finance group, global services team, the office of the CIO, and the web sales and marketing unit were the most targeted, which tells us that criminals aren’t too picky when it comes to victim selection, but they will focus their efforts when the potential gain is large.

“One of the lessons learned in 2020, as it pertains to remote work and distance learning, is that the usual way of protection will work to a degree, but security must adapt rapidly to changing situations,” said Steve Ragan, Akamai security researcher, and author of the State of the Internet / Security report. “Just because a policy or program works great in a data center or office doesn’t mean it will work when everyone has to go home. The forced changes in 2020 were a blunt reminder of this fact.”

Read the Akamai 2021 State of the Internet / Security report, Adapting to the Unpredictable, on our State of the Internet page.

For additional information, the security community can access, engage with, and learn from Akamai’s threat researchers and the insight that the Akamai Intelligent Edge Platform affords into the evolving threat landscape by visiting Akamai’s Threat Research Hub.

About Akamai
Akamai secures and delivers digital experiences for the world’s largest companies. Akamai’s intelligent edge platform surrounds everything, from the enterprise to the cloud, so customers and their businesses can be fast, smart, and secure. Top brands globally rely on Akamai to help them realize competitive advantage through agile solutions that extend the power of their multi-cloud architectures. Akamai keeps decisions, apps, and experiences closer to users than anyone — and attacks and threats far away. Akamai’s portfolio of edge security, web and mobile performance, enterprise access, and video delivery solutions is supported by unmatched customer service, analytics, and 24/7/365 monitoring. To learn why the world’s top brands trust Akamai, visit www.akamai.com, blogs.akamai.com, or @Akamai on Twitter. You can find our global contact information at www.akamai.com/locations.

Contacts:

Helen Yang

Media Relations
858.404.1436
[email protected]

Tom Barth

Investor Relations
617.274.7130
[email protected]

 

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SOURCE Akamai Technologies, Inc.

BDSA Expands Retail Sales Tracking into the Canadian Market through Strategic Licensing Agreement with Fire & Flower Subsidiary Hifyre™

Canada Represents World’s Largest Nationally Legal Market with a 20% CAGR, BDSA Data Available to Canadian Cannabis Retailers, Hifyre IQ™ Data Available to the U.S. Market

U.S. and Canadian Cannabis Industries Gain New Insights to Accelerate Growth

BOULDER, Colo, March 10, 2021 (GLOBE NEWSWIRE) — BDSA, the leader in data, market intelligence and advisory services to the cannabis industry, announced today the expansion of its cannabis retail sales tracking coverage to include Canada through a new strategic licensing agreement with Hifyre, Inc. (“Hifyre”) a wholly-owned subsidiary of Fire & Flower Holdings Corp. (“Fire & Flower”) (TSX: FAF OTCQX: FFLWF), a leading cannabis retailer with a proprietary digital retail and analytics platform. Canada is the world’s largest nationally legal market for cannabis.

“As a result of this agreement, BDSA now provides clients a comprehensive suite of market and consumer analytics and insights covering the Canadian market. Understanding product innovation, consumer preferences and shopping behaviors in Canada will enable companies participating in the Canadian cannabis economy to make product, retail and investment decisions based on the most current, accurate information,” said Micah Tapman, CEO of BDSA. “The Canadian market offers many significant opportunities based on a passionate and engaged consumer base.”

Legal cannabis sales in Canada totaled an estimated $2.6 billion in 2020 and is forecast to grow to $3.9 billion in 2021. Growth is expected to continue to $6.4 billion in 2026. Canada began legal adult-use sales in late 2018 and dramatically expanded product offerings in both the medical and adult-use sales in 2020 with availability of new Cannabis 2.0 product categories.

The agreement gives both U.S. and Canadian cannabis industry participants access to an extensive data set with which to make product development, distribution and investment decisions. It will make available granular data down to the product and attribute level, historic, trending data; detailed cannabis licensed producer sales information by parent company; and coverage of both large and small retail chains. Core elements of the agreement include:

  • BDSA U.S. cannabis industry data will now be available to Hifyre IQ™ Canadian cannabis data platform subscribers through an addition to existing data subscriptions;
  • The Hifyre IQ platform will be available to BDSA retail sales data subscribers through an addition to existing data subscriptions;
  • BDSA and Hifyre will collaborate to develop new market intelligence products and services using the combined U.S. and Canadian data sets.

“We look forward to working with BDSA to take advantage of this excellent opportunity to accelerate our growth by expanding into the enormous and rapidly growing U.S. market,” said Trevor Fencott, CEO of Fire & Flower. “The Hifyre IQ analytics platform is recognized by Canadian licensed producers and the financial community as the most comprehensive and innovative platform available and we anticipate the U.S. market will benefit from the ability to generate more accurate, meaningful insights.”

About BDSA

BDSA helps businesses improve revenues, reduce innovation risk, and prioritize market expansion with accurate and actionable cannabis market intelligence, consumer research and advisory services. The company provides a holistic understanding of the cannabis market by generating insights from point-of-sale data, consumer research, and market-wide industry projections. Retailers, manufacturers, brands, wholesalers and investors can now make better strategic decisions that drive profitability, increase revenues and market share, and reduce expenses. BDSA is headquartered in Boulder, Colorado. To learn more please visit www.bdsa.com.

About Fire & Flower  
Fire & Flower is the leader in adult-use cannabis retailing in Canada. Fire & Flower Holdings Corp., through wholly owned subsidiaries, owns and operates cannabis retail store licences in the provinces of Alberta, Saskatchewan, Manitoba, Ontario and the Yukon territory under the Fire & Flower, Friendly Stranger, Happy Dayz and HotBox brands. The Company operates retail stores, powered by the HifyreTM Digital Retail and Analytics Platform and Spark PerksTM program to deliver best-in-class customer service and cutting-edge insights to target cannabis products and experiences to a variety of evolving and diverse consumer segments. The Company’s leadership team combines extensive experience in the cannabis industry with strong capabilities in retail operations.

Through its strategic investment with Alimentation Couche-Tard Inc. the Company has set its sights on the global expansion as new cannabis markets emerge.
  
About Hifyre, Inc. 
The Hifyre Digital Retail and Analytics Platform is a proprietary ecosystem of products that includes the Spark Perks member program, Hifyre ONE retail software platform and the Hifyre IQ cannabis data and analytics platform. The Hifyre platform also supports Fire & Flower’s advanced operations and provides a competitive advantage in providing a tailored digital experience and understanding consumer behaviours in the evolving cannabis market. To learn more about Hifyre, visit www.hifyre.com

Media Contacts

Victoria Guimarin and Katie Parr
UPRAISE Marketing + PR for BDSA
415-397-7600
[email protected]



iManage Integrates S&P Global Market Intelligence Data into Platform to Provide Powerful Insights that Mitigate Risk for Legal and Professional Services Firms

CHICAGO, March 10, 2021 (GLOBE NEWSWIRE) — iManage the company dedicated to Making Knowledge Work™, today announced the native integration of S&P Global Market Intelligence data into iManage Conflicts Manager and iManage Business Intake Manager, key products within the iManage Security, Risk and Governance portfolio. Available today, the integrations allow customers a faster, more streamlined approach to onboarding new clients, and identifying and addressing risk posed by ethical and business conflicts.

The combined power of iManage and S&P Global Market Intelligence data accelerates conflicts searching across complex corporate structures and provides embedded intelligence surrounding the corporate relationships of relevant parties. As a result, risk professionals at law firms and other professional services organizations can easily surface and address potential issues before they become real problems.

The integration to iManage Conflicts Manager and Business Intake Manager forms an effective strategy to support Know-Your-Customer (KYC) requirements and regulations, globally. This simplifies critical aspects of due diligence and enables effective compliance management within customer organizations.

With the S&P Global Market Intelligence data available directly from within iManage, clients not only have access to the rich data available for public and private companies directly within iManage, but that data is automatically refreshed and seamlessly married to their internal business processes. This leads to considerable time-savings and automation of manual processes to ensure greater accuracy.

“This opportunity between iManage and S&P Global Market Intelligence provides our global customers a great option for supporting and enhancing business-critical risk management processes,” said Joy E. Spicer, VP of Risk and Compliance, iManage. “Our customers are now empowered to reduce a good deal of the administrative burden of clearing conflicts to create efficiencies that drive faster, more decisive action. We help take human error out of the equation resulting in improved client services, regulatory compliance and, ultimately, profitability.”

Follow iManage via:

LinkedIn: https://www.linkedin.com/company/imanage
Twitter: https://twitter.com/imanageinc
Blog: https://imanage.com/blog/

About iManage

iManage is the company dedicated to Making Knowledge Work™. Its intelligent, cloud-enabled, secure knowledge work platform enables organizations to uncover and activate the knowledge that exists inside their business content and communications. Advanced Artificial Intelligence and powerful document and email management create connections across data, systems, and people while leveraging the context of organizational content to fuel deep insights, informed business decisions, and collaboration. Underpinned by best-of-breed security and sophisticated workflows and governance approaches, iManage has earned its place as the industry standard by continually innovating to solve complex professional challenges and enabling better business outcomes for over one million professionals across 65+ countries. Visit www.imanage.com/ to learn more.


Press Contact Information:


Anastasia Bullinger
iManage
Phone: +1 312 868 8411
[email protected]



Prime Mining Doubles Los Reyes Land Position To 13,800 Hectares

VANCOUVER, British Columbia, March 10, 2021 (GLOBE NEWSWIRE) — Prime Mining Corp. (“Prime” or the “Company”) (TSX-V: PRYM, OTCQB: PRMNF, Frankfurt: A2PRDW) is pleased to announce it has filed an application for mineral rights to a 7,500-hectare claim block, named El Rey, adjacent to the eastern and northeastern Los Reyes boundary. El Rey had its cornerstone monument erected and completed February 24, 2021 and the concession application was filed and receipted March 9, 2021.

“Recent prospecting, surface sampling, and drilling results suggest the Eastern regions of Los Reyes are likely very prospective. Current work has identified low sulfidation epithermal-style mineralization at 540 to 1080 metres (“m”) above sea level at the Guadalupe East deposit and at historic adits some two kilometres to the east, respectively. We are now more confident that the local mineralized system is at least 500 m in vertical height,” Daniel Kunz, Chief Executive Officer of Prime Mining Corp commented.

An infographic accompanying this announcement is available at: https://www.globenewswire.com/NewsRoom/AttachmentNg/655bbea1-e22c-41a0-8406-24fce21cefc3

Update on Drilling

The initial delays in drilling progress that occurred at Los Reyes have been overcome. Progress is being made in the drilling program, with fifteen core holes completed and five ongoing with the resultant core at various stages of preparation, assay, and analyses. The Company expects to have enough data to issue its first news release on drilling results next week.

Airborne Geophysics Survey Underway

Prime has also initiated a property-wide 1,000 line-kilometre helicopter-borne high resolution aeromagnetic survey over the Los Reyes property. Following the magnetic survey, a LIDAR (Light Detection and Ranging) and Orthophoto survey will be completed. These surveys will aid in the ongoing geological mapping of the Los Reyes property and provide critical information on the numerous partially tested and untested structures that host Au-Ag epithermal veins.

Community Support

Prime has a longstanding relationship with the Cosala community and is providing support for the local communities including Ejido Tasajera. Now in the dry season, the Company’s subsidiary, Minera Amari, recently began work to provide drinking water access to local livestock. During the last rainy season, the Company helped families with repair of flood-damaged home foundations and provided strategic road and drainage grading.

Qualified Person

Kerry Sparkes, P.Geo., Executive Vice President of Exploration, is a qualified person for the purposes of National Instrument 43-101 and has reviewed and approved the technical content in this news release.

Los Reyes Gold and Silver Project

Los Reyes is a district scale low sulphidation epithermal gold-silver project located in a prolific mining region of Mexico. Over $20 million in exploration, engineering and prefeasibility studies have been spent on the project over 2 1/2 decades by previous operators with development plans being held back due to declining gold prices. Historic data coupled with an existing and recently updated resource estimate has provided sufficient understanding to fast-track the project to production. However, there is substantial resource expansion upside based on open extensions of known deposits, multiple untested high priority exploration targets, and only 40% of the known structures systematically explored leaving 10 kilometres of untested strike length. Potential for significant growth of the resource remains strong.

Current Measured and Indicated pit-constrained oxide mineral resources include 19.8 million tonnes (‘mt’) containing 633,000 ounces of gold at 1.0 g/t and 16,604,000 ounces of silver at 26.2 g/t plus an additional 7.1 mt Inferred containing 179,000 ounces gold at 0.78 g/t and 6,831,000 ounces silver at 30 g/t.

About Prime Mining

Prime Mining, a TSX Venture 50 Company, is an ideal mix of successful mining executives, strong capital markets personnel and experienced local operators who have united to build a low cost, near-term gold producer at the historically productive Los Reyes project in Mexico. Prime Mining has a well-planned capital structure with significant team and insider ownership.

ON BEHALF OF THE BOARD OF DIRECTORS

Daniel Kunz

Chief Executive Officer

For further information, please contact:

Daniel Kunz

Chief Executive Officer and Director
Prime Mining Corp.
1307 S. Colorado Ave.
Boise, Idaho 83706
Telephone: 1-208-926-6379 office
email: [email protected]

Andrew Bowering

Executive Vice President and Director
Prime Mining Corp.
1507 – 1030 West Georgia Street
Vancouver, BC, V6E 2Y3
Telephone: (604) 428-6128
Facsimile: (604) 428-6430
E: [email protected]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward Looking Information

Information set forth in this document may include forward-looking statements. While these statements reflect management’s current plans, projections, and intents, by their nature, forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond the control of the Company. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on these forward-looking statements. There is no assurance the transactions noted above will be completed on the terms as contemplated, or at all. The Company’s actual results, programs, activities, and financial position could differ materially from those expressed in or implied by these forward-looking statements.



Nightfood Sleep-Friendly Ice Cream Teams With Juvenile Products Manufacturers Association to Reach Young Growing Families

Tarrytown, NY, March 10, 2021 (GLOBE NEWSWIRE) — via NewMediaWire — Nightfood, Inc. (OTCQB: NGTF), the better-for-you snack company targeting the $50 billion Americans spend annually on nighttime snacks, announced today that the Company is now a member of the Juvenile Products Manufacturers Association (JPMA).

Nightfood COO Jennifer Mitchell is Vice Chairman of the JPMA.  As the official ice cream of the American Pregnancy Association, Nightfood is proud to be a part of this association and their mission to support children’s safety.  Nightfood looks forward to actively supporting this mission in 2021 and beyond.  As part of this partnership, Nightfood will participate during JPMA’s National Safety Month in September, sponsored in recent years by Walmart.

The JPMA is the voice of the industry on quality and safety for baby and children’s products.  Members of the organization account for 95 percent of the prenatal to preschool products sold in North America.

“With the Nightfood launch into Walmart a few weeks away, we see great value in partnering with the JPMA and some of the other member brands,” commented Mitchell.  “A partnership with the JPMA can help grow awareness of Nightfood in pregnant households and young, growing families.  The partnership is something we’ve been anticipating internally for months and is a better fit now with broader retail distribution across the country.”

Founded by the Juvenile Products Manufacturers Association in 1983, Baby Safety Month occurs every September and offers an opportunity for parents and retailers to brush up on baby-proof safety standards and tips. Every year, JPMA offers toolkits to manufacturers, retailers, doctors, and parents to help educate them on childhood safety.

Experts recommend that new parents familiarize themselves with baby safety guidelines and products early in their pregnancy, so items can be included on the baby registry list.

Other prominent JPMA member companies include Baby Bjorn, Boppy, Britax, Chicco, Combi, EvenFlo, Fisher-Price, Graco, Joovy, Kidco, Kolcraft, Lansinoh, MAM Baby, Lumi, Munchkin, Nuk, and Peg-Perego.

About Nightfood Holdings:

Nightfood Holdings, Inc. (OTC: NGTF), owns Nightfood, Inc. and MJ Munchies, Inc. 

Nightfood has expanded distribution for its ice cream into major divisions of the largest supermarket chains in the United States: Kroger (Harris Teeter), Albertsons Companies (Jewel-Osco and Shaw’s and Star Markets), and H-E-B (Central Market) as well as Lowe’s Foods, Rouses Markets, and other independent retailers.  

On February 23, 2021, the Company announced it has secured distribution in Walmart starting in Spring of 2021.  The number of stores, geographical regions, and flavors selected have not yet been announced.

Nightfood won the 2019 Product of the Year award in the ice cream category in a Kantar survey of over 40,000 consumers.   Nightfood was also named Best New Ice Cream in the 2019 World Dairy Innovation Awards.

Nightfood has been endorsed as the Official Ice Cream of the American Pregnancy Association and is the recommended ice cream for pregnant women.  There are approximately 3,000,000 pregnant women in the United States at any given time, and ice cream is the single most-widely reported pregnancy craving.  With more calcium, magnesium, zinc, prebiotic fiber, and casein protein, less sugar and a lower glycemic profile than regular ice cream, Nightfood has been identified as a better choice for expectant mothers. 

Nightfood is not just for pregnant women.  Over 80% of Americans snack regularly at night, resulting in an estimated 700M+ nighttime snack occasions weekly, and an annual spend on night snacks of over $50 billion dollars, the majority of it on options that are understood to be both unhealthy, and disruptive to sleep quality.  

Nightfood was formulated by sleep and nutrition experts with ingredients that research suggests can support nighttime relaxation and better sleep quality.  Scientific research indicates unhealthy nighttime cravings are driven by human biology.  Willpower is also weakest at night, and stress is another contributing factor.  A majority of night snackers report feeling both guilty and out-of-control when it comes to their nighttime snacking.

Because unhealthy night snacking is believed to be biologically driven, and not a trend or a fad, management sees significant opportunity in pioneering the category of nighttime-specific snacks for better sleep.  

MJ Munchies, Inc. was formed in 2018 as a new, wholly owned subsidiary of Nightfood Holdings, Inc. to capitalize on legally compliant opportunities in the CBD and marijuana edibles and related spaces.  The Company is seeking licensing opportunities to market such products under the brand name “Half-Baked”, for which they’ve successfully secured trademark rights.  

Questions can be directed to [email protected]

Management also encourages Nightfood shareholders to connect with the Company via these methods:

E-mail: By signing up at ir.nightfood.com, investors can receive updates of filings and news releases in their inbox.

Telegram: There is now a live, interactive Telegram group which interested parties can join to reach team members and discuss Nightfood. Ask questions, learn more about the company and discuss future prospects. Join the Telegram Group Here: https://t.me/NightfoodHoldings

YouTube: The company has established a new YouTube series which will feature weekly videos with team members, insights into latest industry developments, and provide a behind the scenes look at the latest company developments.  Click here to subscribe to Nightfood’s YouTube channel.

Forward Looking Statements: 

This current press release contains “forward-looking statements,” as that term is defined in Section 27A of the United States Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements in this press release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to, any products sold or cash flow from operations. 

Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the inherent uncertainties associated with distribution and difficulties associated with obtaining financing on acceptable terms. These forward-looking statements are made as of the date of this news release, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although we believe that the beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance that such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in our most recent annual report for our last fiscal year, our quarterly reports, and other periodic reports filed from time-to-time with the Securities and Exchange Commission.

Media Contact:
Tim Sullivan
[email protected]
732-816-0239

Investor Contact:
Stuart Smith
[email protected]
888-888-6444, x3



Radware’s New Integrated Application Delivery & Protection Offers Comprehensive Advanced Application Security and Availability

MAHWAH, N.J., March 10, 2021 (GLOBE NEWSWIRE) — Radware®, (NASDAQ: RDWR) a leading provider of cyber security and application delivery solutions, today announced that it has integrated additional application security into its Alteon® line of Application Delivery Controllers (ADCs) to provide comprehensive protection in one platform across all environments. Alteon’s new Integrated Application Protection includes a Web Application Firewall (WAF) to protect from web-based attacks, Bot Manager to block malicious automated threats, and Application Programming Interface (API) protection to secure APIs and provide full visibility on API targeted threats.

Alteon’s Integrated Application Protection allows enterprises to simply and securely scale deployment of applications across multiple environments, supporting legacy data centers, private and public clouds, enabled by one centralized controller and a global elastic license. Alteon is one of the only ADCs in the market to provide this comprehensive protection for all applications on a single platform based on an organization’s specific traffic needs.

Radware Alteon works with Radware’s Global Elastic License (GEL), allowing customers to buy a single application delivery and security license and deploy across all environments. By relying on one GEL for the entire organization, application delivery and protection services can be scaled up and down depending upon where and when they are needed.

According to Shira Sagiv, Vice President of Product Portfolio, Radware, “As enterprises continue their transition to the cloud, they are creating new applications that reside across multiple environments, each with its own interfaces and tools to facilitate secure application delivery. Consequently, the application attack surface is more expansive than it has ever been exposing organizations to greater and more complex threats. Our latest version of Alteon addresses this challenge with an integrated application protection offering applicable for all environments, unifying application delivery and protection across our customers’ private, public, and hybrid cloud infrastructures.”

Alteon’s centralized service management and control capability provides an easy-to-use interface to simplify provisioning and monitoring of application delivery and security services. Its highly automated platform considerably reduces the need for human intervention, allowing enterprisers to more easily manage and maintain their applications while minimizing dependency on app security experts. Alteon’s auto learning algorithm provides protection that is constantly optimized, thereby reducing the need for ongoing maintenance.

For more details about Radware’s latest version of Alteon Integrated Application Protection offering, please check out the Alteon resource page.

About Radware


Radware
® (NASDAQ: RDWR), is a global leader of cyber security and application delivery solutions for physical, cloud, and software defined data centers. Its award-winning solutions portfolio secures the digital experience by providing infrastructure, application, and corporate IT protection and availability services to enterprises globally. Radware’s solutions empower enterprise and carrier customers worldwide to adapt to market challenges quickly, maintain business continuity and achieve maximum productivity while keeping costs down. For more information, please visit www.radware.com.

Radware encourages you to join our community and follow us on: Facebook, LinkedIn, Radware Blog, Twitter, YouTube, and Radware Mobile foriOS and Android,.

©2021 Radware Ltd. All rights reserved. Any Radware products and solutions mentioned in this press release are protected by trademarks, patents and pending patent applications of Radware in the U.S. and other countries. For more details please see: https://www.radware.com/LegalNotice/. All other trademarks and names are property of their respective owners.

Safe Harbor Statement

This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements made herein that are not statements of historical fact, including statements about Radware’s plans, outlook, beliefs or opinions, are forward-looking statements. Generally, forward-looking statements may be identified by words such as “believes,” “expects,” “anticipates,” “intends,” “estimates,” “plans,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could.” For example, when we say that our Alteon GEL allows scaling up and down application delivery and protection services depending upon where and when they are needed, that is a forward-looking statement. Because such statements deal with future events, they are subject to various risks and uncertainties, and actual results, expressed or implied by such forward-looking statements, could differ materially from Radware’s current forecasts and estimates. Factors that could cause or contribute to such differences include, but are not limited to: the impact of global economic conditions and volatility of the market for our products; natural disasters and public health crises, such as the coronavirus disease 2019 (COVID-19) pandemic; our ability to expand our operations effectively; timely availability and customer acceptance of our new and existing solutions; the impact of economic and political uncertainties and weaknesses in various regions of the world, including the commencement or escalation of hostilities or acts of terrorism; intense competition in the market for cyber security and application delivery solutions and in our industry in general and changes in the competitive landscape; outages, interruptions or delays in hosting services or our internal network system; our dependence on independent distributors to sell our products; undetected defects or errors in our products or a failure of our products to protect against malicious attacks; the availability of components and manufacturing capacity; the ability of vendors to provide our hardware platforms and components for our main accessories; our ability to protect our proprietary technology; our ability to attract, train and retain highly qualified personnel; and other factors and risks over which we may have little or no control. This list is intended to identify only certain of the principal factors that could cause actual results to differ. For a more detailed description of the risks and uncertainties affecting Radware, refer to Radware’s Annual Report on Form 20-F, filed with the Securities and Exchange Commission (SEC) and the other risk factors discussed from time to time by Radware in reports filed with, or furnished to, the SEC. Forward-looking statements speak only as of the date on which they are made and, except as required by applicable law, Radware undertakes no commitment to revise or update any forward-looking statement in order to reflect events or circumstances after the date any such statement is made. Radware’s public filings are available from the SEC’s website at www.sec.gov or may be obtained on Radware’s website at

www.radware.com

Media Contacts:

Elyse Familant
For Radware
[email protected]

Joel Arabia
Radware
[email protected]



Clean Energy to Make More Carbon-Negative Fuel Available for Transportation with bp

Clean Energy to Make More Carbon-Negative Fuel Available for Transportation with bp

bp to Provide $50 million for Development and Construction of Renewable Natural Gas Production Facilities

NEWPORT BEACH, Calif.–(BUSINESS WIRE)–
Clean Energy Fuels Corp. (Nasdaq: CLNE) today announced plans that it will work with BP Products North America Inc, a subsidiary of BP p.l.c. (NYSE: BP) to develop, own and operate new renewable natural gas (RNG) facilities at dairies and other agriculture facilities that will produce one of the cleanest fuels in the world.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210310005120/en/

Carbon emissions captured from dairies and turned into a transportation fuel reduce the harmful effects on long-term climate change. As a result, the California Air Resources Board gives these carbon-negative RNG projects a CI Score (gCO2e/MJ) of -250 (or lower) compared to 97 for diesel and 46 for electric batteries. The demand for this carbon-negative fuel has significantly accelerated over the last few years. Some of the largest heavy-duty fleets in the world such as UPS, Republic Services, New York Metropolitan Transportation Authority and LA Metro, among others, are currently and successfully operating tens of thousands of vehicles on RNG.

Clean Energy is the largest provider of RNG as a transportation fuel in the United States and Canada, the largest RNG fuel provider under the California LCFS program and currently has a joint RNG marketing agreement with bp established in 2018. In addition to the carbon-negative fuel, Clean Energy will continue to source RNG from other providers to supply its network of 550 fueling stations in North America and maintain its leadership position in the California LCFS market. This also marks another strong step in Clean Energy’s ambition to meet the rapidly growing demand by customers for carbon-negative RNG and to deliver 100% Redeem™ branded RNG to its entire fueling infrastructure by 2025, which Clean Energy is well on its way to achieving.

“Carbon-negative RNG is being used today by thousands of vehicles with more and more fleets requesting it every week,” said Andrew J. Littlefair, CEO and president of Clean Energy. “Taking this next step allows us to expand the availability of the fuel while providing dairy owners with a way to make a significant impact on the environment and create an additional revenue stream.”

Clean Energy has made noteworthy commitments to transforming the way the transportation industry powers vehicles to have less of an impact on long-term climate change and believes the use of carbon-negative RNG is the most immediate, cost-effective and has the greatest effect of any alternative. Clean Energy has already identified potential RNG-producing projects and has plans to deploy funds for development and construction expenses in 2021.

For more information, refer to Clean Energy’s Form 8-K.

About Clean Energy

Clean Energy Fuels Corp. is the leading provider of the cleanest fuel for the transportation market in the United States and Canada. Through its sales of Redeem™ renewable natural gas (RNG), which is derived from capturing biogenic methane produced from decomposing organic waste, Clean Energy allows thousands of vehicle fleets, from airport shuttles to city buses to waste and heavy-duty trucks, to reduce their amount of climate-harming greenhouse gas by at least 70% and even up to 300% depending on the source of the RNG. Clean Energy can deliver Redeem through compressed natural gas (CNG) and liquified natural gas (LNG) to its network of approximately 540 fueling stations across the U.S. and Canada. Clean Energy builds and operates CNG and LNG fueling stations for the transportation market, owns natural gas liquefication facilities in California and Texas, and transports bulk CNG and LNG to non-transportation customers around the U.S. For more information, visit www.CleanEnergyFuels.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that involve risks, uncertainties and assumptions, such as statements regarding, among other things: the completion and timing of the JV; Clean Energy’s plans for its RNG business; increased market adoption of carbon-negative RNG as a vehicle fuel; growth in Clean Energy’s customer base for its Redeem™ RNG vehicle fuel; the strength of Clean Energy’s vehicle fueling infrastructure and its ability to leverage this infrastructure to increase sales of Redeem™ vehicle fuel and to deliver 100% Redeem™ branded RNG to its entire fueling infrastructure by 2025; the benefits of RNG as an alternative vehicle fuel, including economic and environmental benefits; and growth in and certainty of supply of RNG. Actual results and the timing of events could differ materially from those expressed in or implied by these forward-looking statements as a result of a variety of factors, including, among others: Clean Energy’s and BP’s ability to close the JV on the timeline anticipated or at all; supply, demand, use and prices of crude oil, gasoline, diesel, natural gas and alternative fuels, as well as heavy-duty trucks and other vehicles powered by these fuels; the willingness of fleets and other consumers to adopt RNG as a vehicle fuel; and general economic, political, regulatory, market and other conditions. The forward-looking statements made in this press release speak only as of the date of this press release and Clean Energy undertakes no obligation to update publicly such forward-looking statements to reflect subsequent events or circumstances, except as otherwise required by law. Additionally, the reports and other documents Clean Energy files with the SEC (available at www.sec.gov) contain additional information on these and other risk factors that may cause actual results to differ materially from the forward-looking statements contained in this press release.

Clean Energy Contact:

Raleigh Gerber

949-437-1397

[email protected]

Investor Contact:

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Alternative Energy Energy Oil/Gas

MEDIA:

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Contango Announces Fourth Quarter and Full Year 2020 Financial Results

FORT WORTH, Texas, March 10, 2021 (GLOBE NEWSWIRE) — Contango Oil & Gas Company (NYSE American: MCF) (“Contango” or the “Company”) announced today its financial results for the fourth quarter and twelve months ended December 31, 2020.

Fourth Quarter 2020 Highlights and Recent Developments

  • Production sales of 1,321 MBoe for the quarter, or 14.4 MBoe per day, within guidance for the quarter. Assuming we had owned MCEP and Silvertip during the fourth quarter, our pro forma production sales would have been 24.5 MBoe per day.
  • Total operating expenses of $17.1 million for the quarter, and operating expenses exclusive of production and ad valorem taxes of $15.5 million, at the lower end of the guidance range for the quarter.
  • Net loss of $25.2 million (including $22.8 million in pre-tax impairments) compared to a net loss of $138.4 million (including $124.7 million in pre-tax impairments) in the prior year quarter.
  • Recurring Adjusted EBITDAX (a non-GAAP measure, as defined and presented herein) of $12.2 million, compared to $17.2 million in the prior year quarter.
  • On October 25, 2020, the Company entered into an Agreement and Plan of Merger with Mid-Con Energy Partners, LP (“Mid-Con”) (NASDAQ:MCEP) and Mid-Con Energy GP, LLC, the general partner of Mid-Con, pursuant to which Mid-Con merged with and into a wholly-owned, direct subsidiary of the Company (the “Mid-Con Acquisition”). The Mid-Con Acquisition closed on January 21, 2021, at which time the MSA terminated.
  • On October 27, 2020, the Company completed a private placement with a select group of institutional and accredited investors for the sale of 26,451,988 shares of the Company’s common stock for net proceeds of approximately $38.8 million.
  • On October 30, 2020, the Company entered into an amendment to its revolving credit agreement with JPMorgan Chase Bank N.A., as administrative agent, and the lenders party thereto (the “Credit Agreement”) under which, among other things, the Company’s borrowing base increased from $75 million to $130 million upon the closing of the Mid-Con Acquisition.
  • On November 27, 2020, the Company entered into a purchase and sale agreement with an undisclosed seller to acquire certain oil and natural gas properties located in the Big Horn Basin in Wyoming and Montana, in the Powder River Basin in Wyoming, and in the Permian Basin in Texas and New Mexico (the “Silvertip Acquisition”). The Silvertip Acquisition closed on February 1, 2021.
  • On December 1, 2020, the Company completed another private placement of 14,193,903 shares of the Company’s common stock for net proceeds of approximately $21.7 million.
  • Pro forma for MCEP and Silvertip acquisitions, the Company as of January 1, 2021 has increased strip1 PDP PV-10 by a factor of 2.2x to $572 million compared to the Company’s reserves as of January 1, 2020.
  • Pro forma for MCEP and Silvertip acquisitions, the Company’s 5 year PDP oil decline forecasted at a peer leading < 10%, creating substantial cash flow to reinvest in additional inorganic and organic opportunities.
  • Debt outstanding as of March 1, 2021 was approximately $114 million, with $4 million cash on hand. While we anticipate future inorganic growth, assuming strip1 pricing, no new acquisitions, and our current capital spending budget, we anticipate the Company exiting 2021 at less than 0.5x Debt/TTM EBITDA and anticipate being in a net cash position by the end of Q3 next year.
  • In the acquired Silvertip and MCEP assets, we have identified a highly efficient capital budget for 2021 of approximately $4 million expected to create $46 million in proved developed PV-10 at strip1 (a 9.2x PV/I) and is not inclusive of potentially significant additional value from a well reactivation initiative underway given the higher commodity price environment.

 (1) Strip prices run at March 3,2021.

Management Commentary

Wilkie S. Colyer, the Company’s Chief Executive Officer, said, “As noted in this release, and our related SEC filings, we had a very busy fourth quarter that has continued into a good start to 2021. We signed two acquisition agreements in the fourth quarter that we closed in the first quarter. Through these long lived, lower decline acquisitions, we have increased our current production to sales 24.5 MBoe/d based on fourth quarter 2020 sales, when compared to our fourth quarter average of 14.4 MBoe/d and have increased our reserves, cash flow, financial strength, and flexibility. We believe this positions us well to continue our consolidation strategy while the window of opportunity to acquire PDP-heavy assets, with associated development potential and at a discount to PDP PV-10 value, still exists. Our technical team’s focus on operational efficiencies and cost improvements has resulted in a 7.5 MMBoe addition to proved reserves in the form of performance revisions at SEC pricing. We believe that we will be equally successful in increasing the value of the reserves acquired in the Mid-Con and Silvertip acquisitions, and we believe this process to be repeatable on future acquisitions based on our existing track record. Our diversified portfolio provides us an inventory of very high return capital projects to execute on in 2021 and beyond.

“Maintaining a strong financial profile is also a priority for us as we look to potentially take advantage of more acquisition opportunities. We strive to maintain maximum flexibility in our capital structure financing acquisitions, and we protect our liquidity and cash flow through our aggressive hedging program. For 2021, and pro forma for the MCEP and Silvertip acquisitions, we have price protected approximately 67% of our forecasted PDP oil production (from April through December) at an average floor price of $54.87 per barrel and approximately 60% of our forecasted 2021 PDP gas production (from April through December) at an average floor price of $2.62 per MMBtu. For 2022, we have price protected approximately 47% of our forecasted PDP oil production at an average floor price of $50.24 per barrel and approximately 57% of our forecasted PDP gas production at an average floor price of $2.60 per MMBtu. We also have approximately 50% of forecasted PDP oil production for the first two months of 2023 hedged at an average floor price of $49.70 per barrel and approximately 60% of forecasted PDP gas production for the first two months of 2023 hedged at an average floor price $2.72. Lastly, I’d like to thank our shareholders and lenders, led by JPMorgan, for their continued support, along with our dedicated employees.”

Impact of the COVID-19 Pandemic

The COVID-19 pandemic has resulted in a severe worldwide economic downturn, significantly disrupting the demand for oil throughout the world, and has created significant volatility, uncertainty and turmoil in the oil and natural gas industry. This led to a significant global oversupply of oil and a subsequent substantial decrease in oil prices. While global oil producers, including the Organization of Petroleum Exporting Countries (“OPEC”) and other oil producing nations recently have shown a willingness to exercise more restraint on production levels, and there has been a decline in U.S. production due to a reduction in drilling activity, general downward pressure on, and volatility in, commodity prices has remained and could continue for the foreseeable future. We have commodity derivative instruments in place to mitigate the effects of such price declines; however, derivatives will not entirely mitigate lower oil and natural gas prices. While there has been modest recovery in oil prices, the length of this demand disruption is still unknown, and there is significant uncertainty regarding the long-term impact to global oil demand, which will ultimately depend on various factors and consequences beyond the Company’s control, such as the duration and scope of the pandemic, the length and severity of the worldwide economic downturn, additional actions by businesses and governments in response to both the pandemic and the decrease in oil prices, the speed and effectiveness of responses to combat the virus, and the time necessary to equalize oil supply and demand to restore oil pricing. In response to these developments, we have continued to implement measures to mitigate the impact of the COVID-19 pandemic on our employees, operations and financial position. These measures include, but are not limited to, the following:

  • work from home initiatives for all but critical staff and the implementation of social distancing measures;
  • a company-wide effort to cut costs throughout our operations;
  • utilization of our available storage capacity to temporarily store a portion of our production for later sale at higher prices when advantageous to do so (such as the approximate 50,000 barrels of second quarter 2020 oil production we stored and sold during the third quarter of 2020 at higher oil prices);
  • suspension of any further plans for operated onshore and offshore drilling in 2020;
  • pursuit of additional “fee for service” opportunities similar to the Management Services Agreement entered into in June 2020 with Mid-Con (the “MSA”), which was terminated at the closing of the Mid-Con Acquisition on January 21, 2021; and
  • potential acquisitions of PDP-heavy assets, with attractive, discounted valuations, in stressed/distressed scenarios or from non-industry owners, such as our Silvertip Acquisition.

Summary of Fourth Quarter Financial Results

Net loss for the three months ended December 31, 2020 was $24.8 million, or $(0.16) per basic and diluted share, compared to a net loss of $138.4 million, or $(1.32) per basic and diluted share, for the prior year quarter. Pre-tax net loss for the three months ended December 31, 2020 was $25.9 million, compared to a pre-tax net loss of $138.6 million for the prior year quarter.

Average weighted shares outstanding were approximately 155.5 million and 105.2 million for the current and prior year quarters, respectively.

The Company reported Adjusted EBITDAX, a non-GAAP measure defined below, of approximately $11.3 million for the three months ended December 31, 2020, compared to $12.2 million for the same period last year, a decrease attributable primarily to lower commodity prices. Recurring Adjusted EBITDAX (defined below as Adjusted EBITDAX exclusive of non-recurring business combination expenses, strategic advisory fees and legal judgments) was $12.2 million for the current quarter, compared to $17.2 million for the prior year quarter.

Revenues for the current quarter were approximately $29.2 million compared to $37.2 million for the prior year quarter, a decrease primarily attributable to a 17% decrease in the weighted average equivalent sales price in production period over period primarily as a result of a 32% decline in oil prices period over period. Current quarter revenues also included $1.0 million related to our since-terminated fee for service agreement with Mid-Con.

Production sales for the fourth quarter were approximately 1,321 MBoe, or 14.4 MBoe per day, compared to 1,444 MBoe, or 15.7 MBoe per day for the fourth quarter of 2019. The decrease in the current year quarter was primarily attributable to a 0.7 MBoe/d decline from our Gulf of Mexico properties due to the year over year natural decline in production and to downtime related to Hurricane Delta in October 2020.

The weighted average equivalent sales price during the three months ended December 31, 2020 was $21.32 per Boe, compared to $25.75 per Boe for the same period last year, a decline primarily attributable to the decrease in oil prices in the current year quarter as a result of the decrease in demand for commodity products due to the COVID-19 pandemic and the ongoing disruptions to the global energy markets. In comparison to the fourth quarter of 2019, we experienced a 32% decline in oil prices, a 7% increase in natural gas prices and a 16% increase in natural gas liquids prices in the fourth quarter of 2020.

Operating expenses for the three months ended December 31, 2020 were approximately $17.1 million, compared to $16.9 million for the same period last year, a minimal increase considering the 2019 fourth quarter included expenses related to the White Star and Will Energy properties for only the months of November and December. Although lease operating expenses increased quarter over quarter, we were able to reduce 2020 expenses related to utilities and generators by approximately $3.9 million compared to the prior year, due to cost-saving initiatives implemented in 2020. Included in operating expenses are direct lease operating expenses, transportation and processing costs, workover expenses and production and ad valorem taxes. Operating expenses (exclusive of production and ad valorem taxes of $1.6 million and $1.9 million, respectively) were approximately $15.5 million for the current quarter, at the low end of guidance, compared to approximately $15.0 million for the prior year quarter.

DD&A expense for the three months ended December 31, 2020 was $5.9 million, or $4.47 per Boe, compared to $16.2 million, or $11.22 per Boe, for the prior year quarter. The lower depletion expense and rate in the current quarter was related to lower depletable property cost as a result of the proved property impairment recorded during the fourth quarter of 2019 and first quarter of 2020.

Impairment and abandonment expense was $22.9 million for the current quarter, of which $22.8 million related to non-cash impairment. We recorded $21.1 million for proved property impairment in the current quarter, of which $15.6 million related to our offshore properties as a result of performance revisions in reserves and the decline in gas prices and production yield. We recorded $1.7 million for unproved property impairment due to leases expiring in 2021, which we have no plan to extend or develop as a result of the current commodity price environment and our continued focus on cost saving and production enhancing initiatives. The prior year quarter included $125.1 million of impairment and abandonment expense, of which $124.7 million related to non-cash impairment.

Total G&A expenses were $7.7 million, or $5.81 per Boe, for the three months ended December 31, 2020, compared to $9.6 million, or $6.61 per Boe, for the prior year quarter. Recurring G&A expenses (Non-GAAP, defined as G&A expenses exclusive of business combination expenses and non-recurring strategic advisory fees of $1.8 million and legal judgments of ($0.8) million) for the current quarter were $6.7 million, or $5.09 per Boe. Recurring G&A expenses (Non-GAAP, defined as G&A expenses exclusive of business combination expenses and non-recurring strategic advisory fees of $2.1 million and legal judgments of $2.8 million) for the prior year quarter were $4.6 million, or $3.20 per Boe. The increase from the prior year is primarily due to the costs of additional personnel, systems costs and other administrative expenses added in conjunction with the properties we acquired from Will Energy and White Star, which more than tripled our production base. Recurring Cash G&A expenses (defined as Recurring G&A expenses exclusive of non-cash stock-based compensation of $1.9 million and $0.2 million for the respective current and prior-year quarters) were $4.8 million for the current quarter, compared to $4.5 million for the prior year quarter.

Gain from our investment in affiliates (i.e., Exaro Energy III (“Exaro”)) for the three months ended December 31, 2020 was approximately $40,000, compared to $0.9 million for the three months ended December 31, 2019.

Loss on derivatives for the three months ended December 31, 2020 was approximately $2.9 million. Of this amount, $5.8 million was non-cash, unrealized mark-to-market losses attributable to improvement in benchmark commodity prices at the end of the current quarter compared to the benchmark prices at the end of the third quarter of 2020, offset in part by $2.9 million in realized gains on derivative settlements during the current quarter. Loss on derivatives for the three months ended December 31, 2019 was approximately $4.4 million, of which $4.9 million was non-cash, unrealized mark-to-market losses, while the remaining $0.5 million were realized gains.

2020/2021 Capital Program & Capital Resources

Capital costs for the three months ended December 31, 2020 were approximately $0.4 million, of which $0.3 million was related to costs and evaluations of potential offshore exploratory prospects.

Our 2021 capital expenditure budget is currently planned to be between $13 – $16 million for capital workovers, facility upgrades, waterflood development and selected new well drills; however, due to our ongoing evaluation of future development for our recently acquired properties from the Mid-Con Acquisition and the Silvertip Acquisition, and the regulatory and operational factors being considered in developing a timeline for our next well in our GOM program, our capital expenditure program will continue to be evaluated for revision during the year. We believe that we will have the financial resources to increase the currently planned 2021 capital expenditure budget, when and if deemed appropriate, including as a result of changes in commodity prices, economic conditions or operational factors.

As of December 31, 2020, we had approximately $9.0 million outstanding under the Company’s Credit Agreement, $1.9 million in an outstanding letter of credit and $1.4 million in cash. The borrowing base was $75 million as of December 31, 2020, with a borrowing availability of $64.1 million.

On October 25, 2020, the Company and Mid-Con entered into the Agreement and Plan of Merger for the Mid-Con Acquisition providing for the Company’s acquisition of Mid-Con in an all-stock merger transaction in which Mid-Con became a direct, wholly owned subsidiary of Contango. The Mid-Con Acquisition closed on January 21, 2021 at which time the MSA with Mid-Con was terminated. A total of 25,409,164 shares of Contango common stock were issued at the closing of the Mid-Con acquisition. Concurrently with the announcement of the Mid-Con Acquisition, we announced the execution of an agreement with a select group of institutional and accredited investors to sell 26,451,988 shares of the Company’s common stock. On October 27, 2020, we completed the private placement offering for net proceeds of approximately $38.8 million. The proceeds were used for the Mid-Con Acquisition and for general corporate purposes, including the repayment of debt outstanding under our Credit Agreement. See Note 1 – “Organization and Business” and Note 4 – “Acquisitions and Dispositions” in our recently filed Form 10-K for the year ended December 31, 2020 for further information.

On October 30, 2020, we entered into the Third Amendment to the Credit Agreement (the “Third Amendment”) under which the Company’s borrowing base was increased from $75 million to $130 million, effective upon the closing of the Mid-Con Acquisition. The Third Amendment provides for, among other things, a $10 million automatic reduction in the borrowing base on March 31, 2021. The next regularly scheduled borrowing base redetermination is on or before May 1, 2021. The borrowing base may also be adjusted by certain events, including the incurrence of any senior unsecured debt, material asset dispositions or liquidation of hedges in excess of certain thresholds. The Credit Agreement matures on September 17, 2024. See Note 13 – “Long-Term Debt” in our recently filed Form 10-K for the year ended December 31, 2020 for further information.

On November 27, 2020, we entered into a Purchase and Sale Agreement with an undisclosed seller for the Silvertip Acquisition providing for the acquisition of certain oil and natural gas properties located in the Big Horn Basin in Wyoming and Montana, on the Powder River Basin in Wyoming, and in the Permian Basin in Texas and New Mexico. The acquisition closed on February 1, 2021. See Note 4 – “Acquisitions and Dispositions” in our recently filed Form 10-K for the year ended December 31, 2020 for further information.

On December 1, 2020, we completed another private placement of 14,193,903 shares of the Company’s common stock for net proceeds of approximately $21.7 million. The net proceeds were used to fund the Silvertip Acquisition and for general corporate purposes, including the repayment of debt outstanding under our Credit Agreement. See Note 1 – “Organization and Business” in our recently filed Form 10-K for the year ended December 31, 2020 for further information.

2020 Year End Reserves

As of December 31, 2020, the Standardized Measure of Discounted Future Net Cash Flows (“Standardized Measure”) of our proved reserves was approximately $115.6 million, and the PV-10 value (Non-GAAP) of our proved reserves was approximately $126.4 million, compared to the Standardized Measure value of $257.8 million and PV-10 value of $286.6 million as of December 31, 2019, a decrease primarily attributable to lower commodity prices and the sales of non-core producing assets The Securities and Exchange Commission (“SEC”) mandated prices used in determining our December 31, 2020 proved reserves and PV-10 value were $39.57 per Bbl of oil and condensate and $2.14 per MMBtu for natural gas, compared with SEC prices of $55.69 per Bbl for oil and condensate and $2.52 per MMMbtu for natural gas used in estimating proved reserves as of December 31, 2019.

As of December 31, 2020, our independent third-party engineering firms estimated our proved oil and natural gas reserves to be approximately 34.2 MMBoe compared with 52.7 MMBoe of proved reserves as of December 31, 2019. The decrease in proved reserves is primarily due to a 21.1 MMBoe decrease related to negative revisions related to lower commodity prices, a 1.0 MMBoe decrease related to property sales in our Central Oklahoma and Western Anadarko regions and 2020 production of 6.1 MMBoe, partially offset by a 7.5 MMBoe increase related to positive performance revisions primarily in our Central Oklahoma and West Texas regions and a 2.3 MMBoe increase attributable to new PUD locations in our West Texas area.

At the end of 2020, the composition of our proved reserves, volumetrically, was 38% oil and condensate, 41% natural gas and 21% natural gas liquids, compared to 36% oil and condensate, 42% natural gas and 22% natural gas liquids at December 31, 2019. These estimates were prepared in accordance with reserve reporting guidelines mandated by the SEC.

Our proved developed reserves for the year ended December 31, 2020 were estimated at 27.6 MMBoe, compared to 40.8 MMBoe in the prior year. The decrease in proved developed reserves is primarily attributable to negative revisions related to lower commodity prices of 9.8 MMBoe and 2020 production of 6.1 MMBoe, partially offset by positive performance-related revisions related in our Central Oklahoma properties.

Our proved undeveloped reserves (“PUD”) for the year ended December 31, 2020 were 6.7 MMBoe, compared to 12.0 MMBoe at December 31, 2019. The decrease in PUD reserves was primarily attributable to 11.4 MMBoe in negative price-related revisions, partially offset by a 4.3 MMBoe positive performance revision and 2.3 MMBoe of new additions, both of which relate to properties in our West Texas region.

The following table summarizes Contango’s total proved reserves as of December 31, 2020 (1):

                      Present Value
    Oil   Gas   NGL   Total     Discounted
Category   (MBbl)   (MMcf)   (MBbl)   (MBoe)     at 10% ($000) (2)
Developed   7,166   82,788   6,595   27,558   $ 112,103
Undeveloped   5,838   1,694   559   6,680     14,273
Total Proved   13,004   84,482   7,154   34,238   $ 126,376

(2) The above estimates do not include net proved reserves of approximately 2.6 MMBoe attributable to our 37% equity ownership investment in Exaro as of December 31, 2020.
(3) PV-10 is a non-GAAP measure. Please see below for a definition and reconciliation to Standardized Measure.



Derivative Instruments

As of December 31, 2020, we had the following financial derivative contracts in place with members of our bank group or third-party counterparties under an unsecured line of credit with no margin call provisions.

Commodity   Period   Derivative   Volume/Month   Price/Unit
Oil   Jan 2021 – March 2021   Swap   19,000   Bbls   $ 50.00 (1)
                             
Oil   April 2021 – July 2021   Swap   12,000   Bbls   $ 50.00 (1)
Oil   Aug 2021 – Sept 2021   Swap   10,000   Bbls   $ 50.00 (1)
                             
Oil   Jan 2021 – July 2021   Swap   62,000   Bbls   $ 52.00 (1)
Oil   Aug 2021 – Sept 2021   Swap   55,000   Bbls   $ 52.00 (1)
Oil   Oct 2021 – Dec 2021   Swap   64,000   Bbls   $ 52.00 (1)
                         
Oil   April 2022 – Oct 2022   Swap   25,000   Bbls   $ 42.04 (1)
                         
Natural Gas   Jan 2021 – March 2021   Swap   185,000   MMBtus   $ 2.505 (2)
Natural Gas   April 2021 – July 2021   Swap   120,000   MMBtus   $ 2.505 (2)
Natural Gas   Aug 2021 – Sept 2021   Swap   10,000   MMBtus   $ 2.505 (2)
                         
Natural Gas   Jan 2021 – March 2021   Swap   185,000   MMBtus   $ 2.508 (2)
Natural Gas   April 2021 – July 2021   Swap   120,000   MMBtus   $ 2.508 (2)
Natural Gas   Aug 2021 – Sept 2021   Swap   10,000   MMBtus   $ 2.508 (2)
                         
Natural Gas   Jan 2021 – March 2021   Swap   650,000   MMBtus   $ 2.508 (2)
Natural Gas   April 2021 – Oct 2021   Swap   400,000   MMBtus   $ 2.508 (2)
Natural Gas   Nov 2021 – Dec 2021   Swap   580,000   MMBtus   $ 2.508 (2)
                         
Natural Gas   April 2021 – Nov 2021   Swap   70,000   MMBtus   $ 2.36 (2)
                             
Natural Gas   Dec 2021   Swap   350,000   MMBtus   $ 2.36 (2)
                         
Natural Gas   Jan 2022 – March 2022   Swap   780,000   MMBtus   $ 2.542 (2)
                         
Natural Gas   April 2022 – July 2022   Swap   650,000   MMBtus   $ 2.515 (2)
Natural Gas   Aug 2022 – Oct 2022   Swap   350,000   MMBtus   $ 2.515 (2)
                         
Natural Gas   Jan 2022 – March 2022   Swap   250,000   MMBtus   $ 3.149 (2)

______________________
(1) Based on West Texas Intermediate crude oil prices.
(2) Based on Henry Hub NYMEX natural gas prices.

In conjunction with the closing of the Mid-Con Acquisition in January 2021, we acquired the following additional derivative contracts via novation from Mid-Con:

Commodity   Period   Derivative   Volume/Month   Price/Unit
Oil   Jan 2021   Swap   20,883   Bbls   $ 55.78 (1)
Oil   Feb 2021   Swap   20,804   Bbls   $ 55.78 (1)
Oil   March 2021   Swap   20,725   Bbls   $ 55.78 (1)
Oil   April 2021   Swap   20,647   Bbls   $ 55.78 (1)
Oil   May 2021   Swap   20,563   Bbls   $ 55.78 (1)
Oil   June 2021   Swap   20,487   Bbls   $ 55.78 (1)
Oil   July 2021   Swap   20,412   Bbls   $ 55.78 (1)
Oil   Aug 2021   Swap   20,301   Bbls   $ 55.78 (1)
Oil   Sept 2021   Swap   20,228   Bbls   $ 55.78 (1)
Oil   Oct 2021   Swap   20,155   Bbls   $ 55.78 (1)
Oil   Nov 2021   Swap   20,084   Bbls   $ 55.78 (1)
Oil   Dec 2021   Swap   20,012   Bbls   $ 55.78 (1)
                             
Oil   Jan 2021   Collar   20,883   Bbls   $ 52.00 58.80 (1)
Oil   Feb 2021   Collar   20,804   Bbls   $ 52.00 58.80 (1)
Oil   March 2021   Collar   20,725   Bbls   $ 52.00 58.80 (1)
Oil   April 2021   Collar   20,647   Bbls   $ 52.00 58.80 (1)
Oil   May 2021   Collar   20,563   Bbls   $ 52.00 58.80 (1)
Oil   June 2021   Collar   20,487   Bbls   $ 52.00 58.80 (1)
Oil   July 2021   Collar   20,412   Bbls   $ 52.00 58.80 (1)
Oil   Aug 2021   Collar   20,301   Bbls   $ 52.00 58.80 (1)
Oil   Sept 2021   Collar   20,228   Bbls   $ 52.00 58.80 (1)
Oil   Oct 2021   Collar   20,155   Bbls   $ 52.00 58.80 (1)
Oil   Nov 2021   Collar   20,084   Bbls   $ 52.00 58.80 (1)
Oil   Dec 2021   Collar   20,012   Bbls   $ 52.00 58.80 (1)

__________________
(1) Based on West Texas Intermediate crude oil prices.

In the first quarter of 2021, we entered into the following additional derivative contracts:

Commodity   Period   Derivative   Volume/Month   Price/Unit
Oil   March 2021 – Oct 2021   Swap   25,000   Bbls   $ 54.77 (1)
Oil   Nov 2021 – Dec 2021   Swap   15,000   Bbls   $ 54.77 (1)
                         
Oil   March 2021   Swap   50,000   Bbls   $ 63.31 (1)
Oil   April 2021   Swap   50,000   Bbls   $ 63.13 (1)
Oil   May 2021   Swap   50,000   Bbls   $ 62.71 (1)
Oil   June 2021   Swap   50,000   Bbls   $ 62.17 (1)
Oil   July 2021   Swap   50,000   Bbls   $ 61.50 (1)
Oil   Aug 2021   Swap   50,000   Bbls   $ 60.94 (1)
Oil   Sep 2021   Swap   50,000   Bbls   $ 60.38 (1)
Oil   Oct 2021   Swap   50,000   Bbls   $ 59.89 (1)
Oil   Nov 2021   Swap   50,000   Bbls   $ 59.46 (1)
Oil   Dec 2021   Swap   50,000   Bbls   $ 59.01 (1)
                         
Oil   Jan 2022   Swap   60,000   Bbls   $ 52.94 (1)
Oil   Feb 2022   Swap   60,000   Bbls   $ 52.65 (1)
Oil   March 2022   Swap   60,000   Bbls   $ 52.29 (1)
Oil   April 2022   Swap   47,500   Bbls   $ 51.98 (1)
Oil   May 2022   Swap   45,000   Bbls   $ 51.71 (1)
Oil   June 2022   Swap   45,000   Bbls   $ 51.41 (1)
Oil   July 2022   Swap   45,000   Bbls   $ 51.13 (1)
Oil   Aug 2022   Swap   45,000   Bbls   $ 50.89 (1)
Oil   Sep 2022   Swap   45,000   Bbls   $ 50.65 (1)
Oil   Oct 2022   Swap   45,000   Bbls   $ 50.45 (1)
Oil   Nov 2022   Swap   55,000   Bbls   $ 50.26 (1)
Oil   Dec 2022   Swap   55,000   Bbls   $ 50.22 (1)
Oil   Jan 2023   Swap   57,500   Bbls   $ 49.81 (1)
Oil   Feb 2023   Swap   57,500   Bbls   $ 49.63 (1)
                             
Oil   Jan 2022   Swap   60,000   Bbls   $ 52.96 (1)
Oil   Feb 2022   Swap   60,000   Bbls   $ 52.66 (1)
Oil   March 2022   Swap   60,000   Bbls   $ 52.27 (1)
Oil   April 2022   Swap   47,500   Bbls   $ 51.96 (1)
Oil   May 2022   Swap   45,000   Bbls   $ 51.72 (1)
Oil   June 2022   Swap   45,000   Bbls   $ 51.42 (1)
Oil   July 2022   Swap   45,000   Bbls   $ 51.13 (1)
Oil   Aug 2022   Swap   45,000   Bbls   $ 50.90 (1)
Oil   Sep 2022   Swap   45,000   Bbls   $ 50.66 (1)
Oil   Oct 2022   Swap   45,000   Bbls   $ 50.47 (1)
Oil   Nov 2022   Swap   55,000   Bbls   $ 50.26 (1)
Oil   Dec 2022   Swap   55,000   Bbls   $ 50.01 (1)
Oil   Jan 2023   Swap   57,500   Bbls   $ 49.79 (1)
Oil   Feb 2023   Swap   57,500   Bbls   $ 49.62 (1)
                             
Natural Gas   March 2021   Swap   100,000   MMBtus   $ 2.96 (2)
Natural Gas   April 2021 – July 2021   Swap   350,000   MMBtus   $ 2.96 (2)
Natural Gas   Aug 2021 – Oct 2021   Swap   500,000   MMBtus   $ 2.96 (2)
Natural Gas   Nov 2021   Swap   450,000   MMBtus   $ 2.96 (2)
                             
Natural Gas   April 2022   Swap   175,000   MMBtus   $ 2.51 (2)
Natural Gas   May 2022 – July 2022   Swap   150,000   MMBtus   $ 2.51 (2)
Natural Gas   Aug 2022 – Oct 2022   Swap   400,000   MMBtus   $ 2.51 (2)
                             
Natural Gas   Nov 2022 – Feb 2023   Swap   750,000   MMBtus   $ 2.72 (2)

________________________
(1) Based on West Texas Intermediate crude oil prices.
(2) Based on Henry Hub NYMEX natural gas prices.






Selected Financial and Operating Data

The following table reflects certain comparative financial and operating data for the three and twelve months ended December 31, 2020 and 2019:

  Three Months Ended   Year ended
  December 31,    December 31, 
  2020   2019   %   2020   2019   %
Offshore Volumes Sold:                              
Oil and condensate (MBbls)   7     11   (36 )%     32     43   (26 )%
Natural gas (MMcf)   1,113     1,402   (21 )%     4,962     5,908   (16 )%
Natural gas liquids (MBbls)   39     46   (15 )%     127     210   (40 )%
Thousand barrels of oil equivalent (MBoe)   232     290   (20 )%     986     1,237   (20 )%
                               
Onshore Volumes Sold:                              
Oil and condensate (MBbls)   358     396   (10 )%     1,642     748   120 %
Natural gas (MMcf)   2,786     2,741   2 %     14,005     3,615   287 %
Natural gas liquids (MBbls)   267     301   (11 )%     1,135     402   182 %
Thousand barrels of oil equivalent (MBoe)   1,089     1,154   (6 )%     5,111     1,753   192 %
                               
Total Volumes Sold:                              
Oil and condensate (MBbls)   365     407   (10 )%     1,674     791   112 %
Natural gas (MMcf)   3,899     4,143   (6 )%     18,967     9,523   99 %
Natural gas liquids (MBbls)   306     347   (12 )%     1,262     612   106 %
Thousand barrels of oil equivalent (MBoe)   1,321     1,444   (9 )%     6,097     2,990   104 %
                               
Daily Sales Volumes:                              
Oil and condensate (MBbls)   4.0     4.4   (5 )%     4.6     2.2   113 %
Natural gas (MMcf)   42.4     45.0   (7 )%     51.8     26.1   99 %
Natural gas liquids (MBbls)   3.3     3.8   8 %     3.4     1.7   98 %
Thousand barrels of oil equivalent (MBoe)   14.4     15.7   (9 )%     16.7     8.2   100 %
                               
Average sales prices:                              
Oil and condensate (per Bbl) $ 39.30   $ 57.93   (32 )%   $ 37.31   $ 56.55   (34 )%
Natural gas (per Mcf) $ 2.22   $ 2.07   7 %   $ 1.65   $ 2.35   (30 )%
Natural gas liquids (per Bbl) $ 16.86   $ 14.50   16 %   $ 13.54   $ 15.39   (12 )%
Total (per Boe) $ 21.32   $ 25.75   (17 )%   $ 18.19   $ 25.59   (29 )%

  Three Months Ended   Year Ended
  December 31,    December 31, 
  2020     2019     %   2020     2019     %
Offshore Selected Costs ($ per Boe)                              
Operating expenses (1) $ 4.50     $ 5.22     (14 )%   $ 5.68     $ 5.13     11 %
Production and ad valorem taxes $ 0.47     $ 0.36     31 %   $ 0.38     $ 0.43     (12 )%
                               
Onshore Selected Costs ($ per Boe)                              
Operating expenses (1) $ 13.24     $ 11.67     13 %   $ 12.04     $ 13.26     (9 )%
Production and ad valorem taxes $ 1.37     $ 1.56     (12 )%   $ 1.04     $ 1.75     (41 )%
                               
Average Selected Costs ($ per Boe)                              
Operating expenses (1) $ 11.72     $ 10.38     13 %   $ 11.01     $ 9.91     11 %
Production and ad valorem taxes $ 1.22     $ 1.32     (8 )%   $ 0.94     $ 1.21     (22 )%
General and administrative expense (cash) $ 4.38     $ 6.54     (33 )%   $ 3.39     $ 7.55     (55 )%
Interest expense $ 0.45     $ 3.76     (88 )%   $ 0.82     $ 2.87     (71 )%
                               
Net Loss (thousands) $ (25,248 )   $ (138,379 )       $ (165,342 )   $ (159,796 )    
                               
Adjusted EBITDAX

(2)

(thousands)
$ 11,270     $ 12,270         $ 48,206     $ 23,859      
                               
Weighted Average Shares Outstanding (thousands)                              
Basic   155,480       105,215           137,522       54,136      
Diluted   155,480       105,215           137,522       54,136      

_____________________________
(1) Operating expense includes direct lease operating expenses, transportation and workover expenses.
(2) Adjusted EBITDAX is a non-GAAP financial measure. See below for reconciliation to net loss.

CONTANGO OIL & GAS COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

  December 31,    December 31, 
  2020   2019
ASSETS          
Cash and cash equivalents $ 1,383   $ 1,624
Accounts receivable, net   37,862     39,567
Current derivative asset   2,996     3,819
Other current assets   4,565     1,377
Net property and equipment   101,903     291,120
Non-current assets   21,558     16,319
           
TOTAL ASSETS $ 170,267   $ 353,826
           
LIABILITIES AND SHAREHOLDERS’ EQUITY          
Accounts payable and accrued liabilities   83,970     104,593
Other current liabilities   5,566     5,954
Long-term debt   12,369     72,768
Asset retirement obligations   2,624     49,662
Other non-current liabilities   50,171     4,809
Total shareholders’ equity   15,567     116,040
           
TOTAL LIABILITIES & SHAREHOLDERS’ EQUITY $ 170,267   $ 353,826

CONTANGO OIL & GAS COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands)

  Three Months Ended   Year Ended
  December 31,    December 31, 
  2020     2019     2020     2019  
                       
  (unaudited)
REVENUES                      
Oil and condensate sales $ 14,334     $ 23,579     $ 62,461     $ 44,705  
Natural gas sales   8,663       8,588       31,381       22,380  
Natural gas liquids sales   5,160       5,025       17,078       9,427  
Fee for service revenues   1,000             2,000        
Total revenues   29,157       37,192       112,920       76,512  
                       
EXPENSES                      
Operating expenses   17,071       16,884       72,847       33,205  
Exploration expenses   250       312       11,594       1,003  
Depreciation, depletion and amortization   5,901       16,204       30,032       39,807  
Impairment and abandonment of oil and gas properties   22,877       125,120       168,802       128,290  
General and administrative expenses   7,672       9,598       24,940       24,938  
Total expenses   53,771       168,118       308,215       227,243  
                       
OTHER INCOME (EXPENSE)                      
Gain from investment in affiliates, net of income taxes   40       893       27       742  
Gain (loss) from sale of assets   30       (83 )     4,501       518  
Interest expense   (601 )     (5,428 )     (5,022 )     (8,596 )
Gain (loss) on derivatives, net   (2,941 )     (4,425 )     27,585       (3,357 )
Other income   2,154       1,326       3,609       1,848  
Total other income (expense)   (1,318 )     (7,717 )     30,700       (8,845 )
                       
NET LOSS BEFORE INCOME TAXES   (25,932 )     (138,643 )     (164,595 )     (159,576 )
                       
Income tax provision (benefit)   684       264       (747 )     (220 )
                       
NET LOSS $ (25,248 )   $ (138,379 )   $ (165,342 )   $ (159,796 )






Non-GAAP Financial Measures

This news release includes certain non-GAAP financial information as defined by SEC rules. Pursuant to SEC requirements, reconciliations of non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with generally accepted accounting principles (GAAP) are included in this press release.

Adjusted EBITDAX represents net income (loss) before interest expense, taxes, depreciation, depletion and amortization, and oil and gas exploration expenses (“EBITDAX”) as further adjusted to reflect the items set forth in the table below and is a measure required to be used in determining our compliance with financial covenants under our credit facility. Recurring Adjusted EBITDAX represents Adjusted EBITDAX exclusive of non-recurring business combination and strategic advisory fees and legal judgments.

We have included Adjusted EBITDAX in this release to provide investors with a supplemental measure of our operating performance and information about the calculation of some of the financial covenants that are contained in our credit agreement. We believe Adjusted EBITDAX is an important supplemental measure of operating performance because it eliminates items that have less bearing on our operating performance and therefore highlights trends in our core business that may not otherwise be apparent when relying solely on GAAP financial measures. We also believe that securities analysts, investors and other interested parties frequently use Adjusted EBITDAX in the evaluation of companies, many of which present Adjusted EBITDAX when reporting their results. Adjusted EBITDAX is a material component of the covenants that are imposed on us by our credit agreement. We are subject to financial covenant ratios that are calculated by reference to Adjusted EBITDAX. Non-compliance with the financial covenants contained in our credit agreement could result in a default, an acceleration in the repayment of amounts outstanding and a termination of lending commitments. Our management and external users of our financial statements, such as investors, commercial banks, research analysts and others, also use Adjusted EBITDAX to assess:

  • the financial performance of our assets without regard to financing methods, capital structure or historical cost basis;
  • the ability of our assets to generate cash sufficient to pay interest costs and support our indebtedness;
  • our operating performance and return on capital as compared to those of other companies in our industry, without regard to financing or capital structure; and
  • the feasibility of acquisitions and capital expenditure projects and the overall rates of return on alternative investment opportunities.

The following table reconciles net loss to EBITDAX and Adjusted EBITDAX and Recurring Adjusted EBITDAX for the periods presented:

  Three Months Ended   Year Ended
  December 31,    December 31, 
  2020     2019     2020     2019  
                       
  (in thousands)
Net loss $ (25,248 )   $ (138,379 )   $ (165,342 )   $ (159,796 )
Interest expense   601       5,428       5,022       8,596  
Income tax provision (benefit)   (684 )     (264 )     747       220  
Depreciation, depletion and amortization   5,901       16,204       30,032       39,807  
Impairment of oil and gas properties   22,794       124,718       168,732       126,964  
Exploration expense   250       312       11,594       1,003  
EBITDAX $ 3,614     $ 8,019     $ 50,785     $ 16,794  
                       
Unrealized loss (gain) on derivative instruments $ 5,834     $ 4,905     $ (2,321 )   $ 5,973  
Non-cash stock-based compensation charges   1,892       158       4,270       2,352  
Loss (gain) on sale of assets and investment in affiliates   (70 )     (812 )     (4,528 )     (1,260 )
Adjusted EBITDAX $ 11,270     $ 12,270     $ 48,206     $ 23,859  
                       
Non-recurring business combination expenses and strategic fees $ 1,752     $ 2,347     $ 4,380     $ 4,177  
Non-recurring legal judgments   (806 )     2,839       (560 )     4,973  
Recurring Adjusted EBITDAX $ 12,216     $ 17,456     $ 52,026     $ 33,009  

In addition to Adjusted EBITDAX and Recurring Adjusted EBITDAX, we may provide additional non-GAAP financial measures, including Operating expenses exclusive of production and ad valorem taxes, Recurring G&A expenses and Recurring Cash G&A expenses, because our management believes providing investors with this information gives additional insights into our profitability, cash flows and expenses.

Adjusted EBITDAX, Recurring Adjusted EBITDAX and other non-GAAP measures in this release are not presentations made in accordance with generally accepted accounting principles, or GAAP. As discussed above, we believe that the presentation of non-GAAP financial measures in this release is appropriate. However, when evaluating our results, you should not consider the non-GAAP financial measures in isolation of, or as a substitute for, measures of our financial performance as determined in accordance with GAAP, such as net loss. For example, Adjusted EBITDAX has material limitations as a performance measure because it excludes items that are necessary elements of our costs and operations. Because other companies may calculate Adjusted EBITDAX differently than we do, Adjusted EBITDAX as presented in this release is not, comparable to similarly-titled measures reported by other companies.

PV 10

PV-10 at year-end is a non-GAAP financial measure and represents the present value, discounted at 10% per year, of estimated future cash inflows from proved oil and natural gas reserves, less future development and production costs using pricing assumptions in effect at the end of the period. PV-10 differs from Standardized Measure of Discounted Net Cash Flows because it does not include the effects of income taxes on future net revenues. Neither PV-10 nor Standardized Measure of Discounted Net Cash Flows represents an estimate of fair market value of our oil and natural gas properties. PV-10 is used by the industry and by our management as an arbitrary reserve asset value measure to compare against past reserve bases and the reserve bases of other business entities that are not dependent on the taxpaying status of the entity.

The following table provides a reconciliation of our Standardized Measure to PV-10 (in thousands):

  December 31,
  2020   2019
Standardized measure of discounted future net cash flows $ 115,587   $ 257,842
Future income taxes, discounted at 10%   10,789     28,711
Pre-tax net present value, discounted at 10% $ 126,376   $ 286,553






Guidance for the First Quarter 2021

Production sales 19,000 – 21,000 Boe per day
   
LOE (including transportation and workovers) $22.0 million – $25.0 million
   
Recurring Cash G&A (non-GAAP) $6.0 million – $7.0 million
   

The first quarter guidance includes properties acquired in the Mid-Con Acquisition and Silvertip Acquisition, prorated from the closing dates of January 21, 2021 and February 1, 2021, respectively.

We do not provide a reconciliation of Recurring Cash G&A expense guidance to the corresponding GAAP measure because we are unable to predict with reasonable certainty the non-cash stock based compensation expense and non-recurring expenses associated with our strategic initiatives without unreasonable effort. These items are uncertain and depend on various factors and are not expected to be material to the results computed in accordance with GAAP.


Teleconference Call

Contango management will hold a conference call to discuss the information described in this press release on Wednesday, March 10, 2021 at 8:00 am Central Standard Time. A brief presentation related to certain items to be discussed on the call will be posted to the Company’s website at ir.contango.com prior to the call. Those interested in participating in the earnings conference call may do so by clicking here to join and entering your information to be connected. The link becomes active 15 minutes prior to the scheduled start time, and the conference will call you. If you are not at a computer, you can join by dialing +1 (323)-347-3622 (International 800-309-1256) and entering participation code 898661. A replay of the call will be available Thursday, March 11, 2021 through Thursday, March 18, 2021 by clicking here.


About Contango Oil & Gas Company

Contango Oil & Gas Company is a Fort Worth, Texas based, independent oil and natural gas company whose business is to maximize production and cash flow from its offshore properties in the shallow waters of the Gulf of Mexico and onshore properties primarily located in Oklahoma, Texas, Wyoming and Louisiana and, when determined appropriate, to use that cash flow to explore, develop, and increase production from its existing properties, to acquire additional PDP-heavy crude oil and natural gas properties or to pay down debt. Additional information is available on the Company’s website at http://contango.com. Information on our website is not part of this release.

Forward-Looking Statements and Cautionary Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on Contango’s current expectations and include statements regarding our estimates of future production and other guidance (including information regarding production, lease operating expenses, cash G&A expenses, and DD&A Rate), the Company’s integration of and future plans for its recently closed Mid-Con Acquisition and Silvertip Acquisition, the Company’s drilling program and capital expenditures and the potential success related to those expenditures, our liquidity and access to capital, expected reduction in overall drilling costs, lease operating cost and G&A costs, the potential impact of the COVID-19 pandemic including reduced demand for oil and natural gas, the low and volatile commodity price environment, the Company’s new fee for services platform, the impact of our derivative instruments, the accuracy of our projections of future production, future results of operations, ability to identify and complete acquisitions, ability to realize expected benefits of acquisitions the quality and nature of the asset base, the assumptions upon which estimates are based and other expectations, beliefs, plans, objectives, assumptions, strategies or statements about future events or performance. Words and phrases used to identify our forward-looking statements include terms such as “guidance”, “expects”, “projects”, “anticipates”, “believes”, “plans”, “estimates”, “potential”, “possible”, “probable”, “intends”, “forecasts”, “view”, “efforts”, “goal”, “positions” or words and phrases stating that certain actions, events or results “may”, “will”, “should”, or “could” be taken, occur or be achieved. Statements concerning oil and gas reserves also may be deemed to be forward-looking statements in that they reflect estimates based on certain assumptions that the resources involved can be economically exploited. Forward-looking statements are based on current expectations, estimates and projections that involve a number of risks and uncertainties, which could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to: the risks of the oil and gas industry (for example, operational risks in exploring for, developing and producing crude oil and natural gas; risks and uncertainties involving geology of oil and gas deposits; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to future production, costs and expenses; potential delays or changes in plans with respect to exploration or development projects or capital expenditures; health, safety and environmental risks and risks related to weather such as hurricanes and other natural disasters); risks related to our recent Silvertip Acquisition and Mid-Con Acquisition, including the risk that the anticipated benefits from those acquisitions may not be fully realized or may take longer to realize than expected, and that management attention will be diverted to integration-related issues; risks related to the impact of the climate change initiative by President Biden’s administration and Congress, including, as an example, the January 2021 executive order imposing a moratorium on new oil and natural gas leasing on federal lands and offshore waters pending completion of a comprehensive review and reconsideration of federal oil and natural gas permitting and leasing practices; uncertainties as to the availability and cost of financing; our relationships with lenders; our ability to comply with financial covenants in our debt instruments, repay indebtedness and access new sources of indebtedness and/or provide additional liquidity for future capital expenditures; any reduction in our borrowing base and our ability to avoid or repay excess borrowings as a result of such reduction; our ability to execute on our strategy, including execution of acquisitions, any changes in our strategy or our fee for service platform; fluctuations in or sustained low commodity prices; availability and effect of storage of production; expected benefits of and risks associated with derivative positions; our ability to realize cost savings; our ability to execute on and realize expected value from acquisitions and to complete strategic dispositions of assets and realize the benefits of such dispositions; the need to take impairments on properties due to lower commodity prices; the limited trading volume of our common stock and general trading market volatility; outbreaks and pandemics, even outside our areas of operation, including COVID-19; the impact of the COVID-19 pandemic, including reduced demand for oil and natural gas, economic slowdown, governmental and societal actions taken in response to the COVID-19 pandemic, stay-at-home orders and interruptions to our operations; the ability of our management team to execute its plans or to meet its goals; shortages of drilling equipment, oil field personnel and services; unavailability of gathering systems, pipelines and processing facilities; the possibility that government policies may change or governmental approvals may be delayed or withheld; and the other factors discussed in our reports filed or furnished with the SEC, including under the “Risk Factors” heading in our annual report on Form 10-K for the year ended December 31, 2020 and our quarterly reports on Form 10-Q filed with the SEC. Additional information on these and other factors, many of which may be unknown or unpredictable at this time, which could affect Contango’s operations or financial results are included in Contango’s reports on file with the SEC. Investors are cautioned that any forward-looking statements are not guarantees of future performance and actual results or developments may differ materially from the projections in the forward-looking statements. Forward-looking statements speak only as of the date they were made and are based on the estimates and opinions of management at the time the statements are made. Contango does not assume any obligation to update forward-looking statements should circumstances or management’s estimates or opinions change, except as required by law. Initial production rates are subject to decline over time and should not be regarded as reflective of sustained production levels. Initial production rates of wells and initial indications of formation performance or the benefits of any transaction are not necessarily indicative of future or long-term results. Reserves and PV-10 are not necessarily representative of future cash flows and production.

 
Contact:
Contango Oil & Gas Company
E. Joseph Grady – 713-236-7400
Senior Vice President and Chief Financial and Accounting Officer



GreenSky, Inc. Reports Fourth Quarter and Fiscal Year 2020 Financial Results

GreenSky, Inc. Reports Fourth Quarter and Fiscal Year 2020 Financial Results

Full Year Transaction Volume of $5.5 Billion;

Net Income of $28.7 Million; Diluted EPS of $0.14;

Adjusted EBITDA of $105.9 Million

Fourth Quarter Net Income of $23.4 Million; Diluted EPS of $0.11

ATLANTA–(BUSINESS WIRE)–
GreenSky, Inc. (NASDAQ: GSKY), a leading financial technology company Powering Commerce at the Point of Sale®, reported financial results today for the fourth quarter and fiscal year ended December 31, 2020.

“The momentum witnessed at the end of last year has continued into 2021 and we are optimistic with respect to transaction volume growth and lower costs in the upcoming year,” said David Zalik, GreenSky Chairman and CEO. “Despite a challenging year, we reported 2020 revenue in line with our 2019 results, and I am extremely proud of the dedication and commitment of our associates who delivered annual transaction volume in excess of $5.5 billion. Looking ahead, I am encouraged by the improving consumer credit trends being observed, and I am cautiously optimistic that 2021 performance will likely be better than initially estimated. GreenSky is poised to deliver transaction volume growth in excess of 15% this year and we continue to make solid progress on strategic initiatives outside of our core home improvement business and expect to see the results of those strategies over the coming months.”

“During the last four months of the year, GreenSky secured over $1 billion in new funding, demonstrating the successful roll-out of our diversified funding model,” said Andrew Kang, Chief Financial Officer. “We set a goal to gain access to new sources of liquidity, and we now have a proven track record of asset sales to both institutional investors and banks. I am very excited to also announce that earlier this month, we executed a $1 billion forward flow sale agreement with a leading life insurance company that will further support our transaction volume growth into 2022. As market pricing has improved and restored to pre-pandemic levels, the economics of our recent sales and forward flow agreement are now consistent with GreenSky’s historical cost of funds, in contrast to our initial sale in 2020. With tailwinds in funding and optimism regarding credit performance, we are raising our 2021 net income and Adjusted EBITDA guidance.”

Fourth Quarter and Fiscal Year 2020 Financial Highlights:

  • Transaction Volume: Transaction volume in the fourth quarter of 2020 was $1.3 billion compared to $1.5 billion in the fourth quarter of 2019. The change in year-over-year volumes continued to be largely driven by the COVID-19 impact on our elective healthcare business, and ongoing supply chain issues that shifted home improvement volumes from the fourth quarter of 2020 into 2021. In addition, our average ticket size in 2020 increased more than 10% from prior year.
  • Transaction Fee Rate: The average transaction fee rate for the fourth quarter of 2020 was 7.2%, an increase of 40 basis points from 6.8% in the fourth quarter of 2019. For 2020, the average transaction fee rate was 7.1% compared to 6.8% in 2019, reflecting continued demand for certain products offered by our merchants and consumer preferences for promotional financing.
  • Revenue: Fourth quarter revenue was $128.8 million compared to $135.9 million in the fourth quarter of 2019. Total revenue for the year ended December 31, 2020 was $525.6 million compared to $532.6 million during the year ended December 31, 2019.
    • Transaction fee revenue was $93.9 million in the fourth quarter of fiscal 2020 compared to $100.7 million in the fourth quarter of 2019, and $393.1 million for the year compared to $405.9 million in 2019, as the impact of the halt in elective medical procedures during 2020 was partially offset by an improvement in the transaction fee rate.
    • Total servicing revenue for the quarter and full year 2020 reflect an increase in servicing fees earned on GreenSky’s $9.5 billion servicing portfolio and by a lower contribution from changes in the fair value of our servicing assets.

      • In the fourth quarter, our servicing fees were consistent with the same quarter in 2019. For the year, our servicing fees increased by $21.9 million driven by an increase in the average servicing fee and the increase in the size of the portfolio.
      • Our servicing revenues from changes in the fair value of our servicing asset contributed $0.4 million to revenues in the fourth quarter of 2020, compared to $5.1 million in the fourth quarter of 2019. For the full year 2020, the fair value change of our servicing assets contributed $0.3 million in servicing revenues compared to $30.5 million in 2019.
    • Interest and other revenue increased to $6.6 million for the quarter and to $17.1 million for the full year, up from $2.1 million and $3.0 million, respectively, primarily due to increased interest income earned on loan receivables held for sale in our warehouse facility.
  • Cost of Revenue: Fourth quarter cost of revenue was $78.5 million, compared to $69.8 million in the fourth quarter of 2019. Full year 2020 cost of revenue was $307.9 million compared to $249.9 million in 2019.
    • We incurred $29.7 million in loan sales costs in the fourth quarter of 2020, which were offset by a $12.6 million reduction in bank waterfall costs (the fair value of the FCR liability) in cost of revenue, and $7.6 million reduction of the non-cash mark-to-market expense related to sales facilitation obligations in the fourth quarter of 2020.
    • For the year, we had $72.4 million in loan sales costs and $10.7 million non-cash mark-to-market expense related to sales facilitation obligations, offset by a $23.4 million decrease in bank waterfall costs (reflected in the fair value of the FCR liability).
    • Loan sales in 2020 provided an important diversification to our funding in the second half of the year while maintaining our targeted level of lifetime profitability for these transaction volumes.
  • Net Income and Diluted Earnings per Share: For the fourth quarter of 2020, the Company recognized net income of $23.4 million compared to net income of $5.3 million for the same period in 2019, which resulted in a diluted earnings per share of $0.11, compared to diluted earnings per share of $0.03 in the fourth quarter of 2019. For the year ended December 31, 2020, the Company recognized net income of $28.7 million compared to net income of $96.0 million for the same period in 2019, which resulted in a diluted earnings per share of $0.14, compared to diluted earnings per share of $0.49 for the year ended December 31, 2019.
  • Adjusted EBITDA(1): Fourth quarter 2020 Adjusted EBITDA was $10.2 million compared to $23.7 million in the fourth quarter 2019. For fiscal year 2020, Adjusted EBITDA increased by 1% to $105.9 million from $105.0 million in 2019. Adjusted EBITDA margin in the fourth quarter of 2020 was 8% compared to Adjusted EBITDA of 17% in the fourth quarter of 2019. Fiscal year 2020 and 2019 Adjusted EBITDA margin were both 20%.

(1)

Adjusted EBITDA is a non-GAAP measure. Refer to “Non-GAAP Financial Measures” for important additional information.

Business Update:

  • Merchants. For the full year 2020, we added more exclusive relationships with merchants who are expected to generate $10 million or more in annual transaction volumes than in any prior year. Importantly, we recently renewed our agreement with our largest single merchant, The Home Depot.
  • Funding Diversification. During the fourth quarter, GreenSky executed asset sales of approximately $685 million, and increased the Company’s committed warehouse funding to $555 million. Subsequent to year-end, the Company closed a $1 billion, 1 year forward flow agreement and executed an incremental upfront asset sale of approximately $135 million with a leading life insurance company.
  • Credit quality. Our consumer credit profile in the fourth quarter and full year 2020 continues to be very high quality. For loans originated on our platform during 2020, the weighted average FICO credit score was 780. Consumers with FICO scores over 700 comprised over 88% of the loan servicing portfolio as of December 31, 2020.
    • The 30-day delinquency rate as of December 31, 2020 was 0.99%, an improvement of 39 basis points over December 31, 2019, and an improvement of 5 basis points compared to the third quarter of 2020.
    • The balances of loans in COVID-19 payment deferral status represented approximately 0.8% of the total loans serviced by our platform as of December 31, 2020.

2021 Guidance:

  • GreenSky’s updated 2021 guidance is as follows:

    • Transaction volumes of $6.2 to $6.5 billion;
    • Revenues of approximately $584 million;
    • Net Income of +/-$0;
    • Adjusted EBITDA of $45 to $55 million; and
    • Adjusted EBITDA Margin of 8% to 10%.

Conference Call and Webcast:

As previously announced, the Company’s management will host a conference call today to discuss fourth quarter and full year 2020 results at 9:00 a.m. EST. A live webcast of the conference call, together with a slide presentation that includes supplemental financial information and reconciliations of certain non-GAAP measures to their most directly comparable GAAP measures, will be accessible through the Company’s Investor Relations website at http://investors.greensky.com. A replay of the webcast will be available within two hours of the completion of the call and will be archived at the same location for one year.

About GreenSky, Inc.

GreenSky, Inc. (NASDAQ: GSKY), headquartered in Atlanta, is a leading technology company Powering Commerce at the Point of Sale® for a growing ecosystem of merchants, consumers and banks. Our highly scalable, proprietary and patented technology platform enables merchants to offer frictionless promotional payment options to consumers, driving increased sales volume and accelerated cash flow. Banks leverage our technology to provide loans to super-prime and prime consumers nationwide. We currently service a $9.5 billion loan portfolio, and since our inception, over 3.7 million consumers have financed approximately $28 billion of commerce using our paperless, real time “apply and buy” technology. For more information, visit https://www.greensky.com.

Forward-Looking Statements

This press release contains forward-looking statements that reflect the Company’s current views with respect to, among other things, its operations; its financial performance; transaction volume; costs; 2021 performance and financial guidance; the impact of COVID-19; post-COVID-19 recovery of the elective healthcare business and the elective healthcare industry; and strategic initiatives in new industry verticals. You generally can identify these statements by the use of words such as “outlook,” “potential,” “continue,” “may,” “seek,” “approximately,” “predict,” “believe,” “expect,” “plan,” “intend,” “estimate” or “anticipate” and similar expressions or the negative versions of these words or comparable words, as well as future or conditional verbs such as “will,” “should,” “would,” “likely” and “could.” These statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those included in the forward-looking statements. These risks and uncertainties include those risks described in GreenSky’s filings with the Securities and Exchange Commission and include, but are not limited to, risks related to the extent and duration of the COVID-19 pandemic and its impact on the Company, its bank partners and merchants, GreenSky program borrowers, loan demand (including, in particular, for elective healthcare procedures), the capital markets (including the Company’s ability to obtain additional funding or facilitate additional whole loan or loan participation sales) and the economy in general; the Company’s ability to retain existing, and attract new, merchants and bank partners or other funding sources, including the risk that one or more bank partners do not renew their funding commitments or reduce existing commitments; its future financial performance, including trends in revenue, cost of revenue, gross profit or gross margin, operating expenses, and free cash flow; changes in market interest rates; increases in loan delinquencies; its ability to operate successfully in a highly regulated industry; the outcome of litigation and regulatory matters; the effect of management changes; cyberattacks and security vulnerabilities in its products and services; and the Company’s ability to compete successfully in highly competitive markets. The forward-looking statements speak only as of the date on which they are made, and, except to the extent required by federal securities laws, GreenSky disclaims any obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. In light of these risks and uncertainties, there is no assurance that the events or results suggested by the forward-looking statements will in fact occur, and you should not place undue reliance on these forward-looking statements.

Non-GAAP Financial Measures

This press release presents information about the Company’s Adjusted EBITDA and Adjusted EBITDA Margin, which are non-GAAP financial measures provided as supplements to the results provided in accordance with accounting principles generally accepted in the United States of America (“GAAP”). We believe that Adjusted EBITDA and Adjusted EBITDA Margin are key financial indicators of our business performance over the long term and provide useful information regarding whether cash provided by operating activities is sufficient to maintain and grow our business. We believe that this methodology for determining Adjusted EBITDA and Adjusted EBITDA Margin can provide useful supplemental information to help investors better understand the economics of our platform.

We are presenting these non-GAAP measures to assist investors in evaluating our financial performance and because we believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry.

These non-GAAP measures are presented for supplemental informational purposes only. These non-GAAP measures have limitations as analytical tools and should not be considered in isolation from, or as a substitute for, the analysis of other GAAP financial measures, such as net income. The non-GAAP measures GreenSky uses may differ from the non-GAAP measures used by other companies. A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measure is provided below for each of the fiscal periods indicated.

(tables follow)

 

GreenSky, Inc.

Consolidated Balance Sheets

(United States Dollars in thousands, except share data)

 

 

December 31,

 

2020

2019

Assets

 

 

Cash and cash equivalents

$

147,775

 

$

195,760

 

Restricted cash

319,879

 

250,081

 

Loan receivables held for sale, net

571,415

 

51,926

 

Accounts receivable, net

21,958

 

19,493

 

Property, equipment and software, net

21,452

 

18,309

 

Deferred tax assets, net

387,951

 

364,841

 

Other assets

52,643

 

50,638

 

Total assets

$

1,523,073

 

$

951,048

 

 

 

 

Liabilities and Equity (Deficit)

 

 

Liabilities

 

 

Accounts payable

$

15,418

 

$

11,912

 

Accrued compensation and benefits

13,666

 

10,734

 

Other accrued expenses

5,207

 

3,244

 

Finance charge reversal liability

185,134

 

206,035

 

Term loan

452,806

 

384,497

 

Warehouse facility

502,830

 

 

Tax receivable agreement liability

310,425

 

311,670

 

Financial guarantee liability

131,894

 

16,698

 

Other liabilities

81,169

 

61,201

 

Total liabilities

1,698,549

 

1,005,991

 

 

 

 

Commitments, Contingencies and Guarantees

 

 

 

 

 

Equity (Deficit)

 

 

Class A common stock, par value $0.01 and 91,317,225 shares issued and 76,734,106 shares outstanding at December 31, 2020 and 80,089,739 shares issued and 66,424,838 shares outstanding at December 31, 2019

912

 

800

 

Class B common stock, par value $0.001 and 106,165,105 and 113,517,198 shares issued and outstanding at December 31, 2020 and 2019, respectively

107

 

114

 

Additional paid-in capital

110,938

 

115,782

 

Retained earnings

33,751

 

56,109

 

Treasury stock

(147,360

)

(146,234

)

Accumulated other comprehensive income (loss)

(4,340

)

(756

)

Noncontrolling interest

(169,484

)

(80,758

)

Total equity (deficit)

(175,476

)

(54,943

)

Total liabilities and equity (deficit)

$

1,523,073

 

$

951,048

 

 

GreenSky, Inc.

Consolidated Statements of Operations

(United States Dollars in thousands, except per share data)

 

 

Three Months Ended

December 31,

Year Ended

December 31,

2020

2019

2020

2019

 

(unaudited)

 

 

Revenue

 

 

 

 

Transaction fees

$

93,938

 

$

100,710

 

$

393,137

 

$

405,905

 

Servicing

28,245

 

33,119

 

115,455

 

123,696

 

Interest and other

6,624

 

2,114

 

17,057

 

3,021

 

Total revenue

128,807

 

135,943

 

525,649

 

532,622

 

Costs and expenses

 

 

 

 

Cost of revenue (exclusive of depreciation and amortization shown separately below)

78,506

 

69,779

 

307,948

 

249,878

 

Compensation and benefits

21,891

 

22,161

 

88,049

 

84,052

 

Property, office and technology

4,374

 

4,023

 

16,616

 

16,671

 

Depreciation and amortization

3,150

 

2,187

 

11,330

 

7,304

 

Sales, general and administrative

12,408

 

10,507

 

42,476

 

33,350

 

Financial guarantee

(23,402

)

16,664

 

4,952

 

20,699

 

Related party

434

 

617

 

1,738

 

2,412

 

Total costs and expenses

97,361

 

125,938

 

473,109

 

414,366

 

Operating profit

31,446

 

10,005

 

52,540

 

118,256

 

Other income (expense), net

 

 

 

 

Interest and dividend income

142

 

590

 

1,167

 

3,080

 

Interest expense

(6,735

)

(5,660

)

(25,024

)

(23,860

)

Other gains (losses), net

(640

)

(3,228

)

1,576

 

(8,628

)

Total other income (expense), net

(7,233

)

(8,298

)

(22,281

)

(29,408

)

Income before income tax expense (benefit)

24,213

 

1,707

 

30,259

 

88,848

 

Income tax expense (benefit)

798

 

(3,597

)

1,597

 

(7,125

)

Net income

$

23,415

 

$

5,304

 

$

28,662

 

$

95,973

 

Less: Net income attributable to noncontrolling interests

15,210

 

3,265

 

18,697

 

63,993

 

Net income attributable to GreenSky, Inc.

$

8,205

 

$

2,039

 

$

9,965

 

$

31,980

 

 

 

 

 

 

Earnings per share of Class A common stock:

 

 

 

 

Basic

$

0.11

 

$

0.03

 

$

0.15

 

$

0.52

 

Diluted

$

0.11

 

$

0.03

 

$

0.14

 

$

0.49

 

 

GreenSky, Inc.

Consolidated Statements of Cash Flows

(United States Dollars in thousands)

 

 

Year Ended December 31,

2020

2019

Cash flows from operating activities

 

 

Net income

$

28,662

 

$

95,973

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

Depreciation and amortization

11,330

 

7,304

 

Share-based compensation expense

14,907

 

13,754

 

Equity-based payments to non-employees

16

 

15

 

Fair value change in servicing assets and liabilities

(2,157

)

(29,679

)

Operating lease liability payments

(478

)

(394

)

Financial guarantee losses (gains)

(2,816

)

16,072

 

Amortization of debt related costs

2,549

 

1,675

 

Original issuance discount on term loan payment

(57

)

(42

)

Income tax expense (benefit)

1,597

 

(7,125

)

Loss on remeasurement of tax receivable agreement liability

1,386

 

9,790

 

Impairment losses

188

 

 

Mark to market on loan receivables held for sale

6,342

 

 

Changes in assets and liabilities:

 

 

(Increase) decrease in loan receivables held for sale

(525,831

)

(49,050

)

(Increase) decrease in accounts receivable

(2,465

)

(4,049

)

(Increase) decrease in other assets

(5,295

)

(448

)

Increase (decrease) in accounts payable

3,506

 

6,860

 

Increase (decrease) in finance charge reversal liability

(20,901

)

67,446

 

Increase (decrease) in guarantee liability

(7,768

)

 

Increase (decrease) in other liabilities

29,184

 

25,225

 

Net cash provided by/(used in) operating activities

$

(468,101

)

$

153,327

 

Cash flows from investing activities

 

 

Purchases of property, equipment and software

$

(14,567

)

$

(15,381

)

Net cash used in investing activities

$

(14,567

)

$

(15,381

)

Cash flows from financing activities

 

 

Proceeds from term loan

$

70,494

 

$

 

Repayments of term loan

(4,318

)

(3,958

)

Proceeds from Warehouse Facility

852,060

 

 

Repayments of Warehouse Facility

(349,230

)

 

Class A common stock repurchases

 

(104,272

)

Member distributions

(51,041

)

(23,468

)

Proceeds from option exercises after Reorganization Transactions

470

 

307

 

Payment of option exercise taxes after Reorganization Transactions

(1,199

)

(12,351

)

Payment of taxes on Class B common stock exchanges

 

(2,198

)

Payments under tax receivable agreement

(12,755

)

(4,664

)

Net cash provided by/(used in) financing activities

$

504,481

 

$

(150,604

)

Net increase (decrease) in cash and cash equivalents and restricted cash

21,813

 

(12,658

)

Cash and cash equivalents and restricted cash at beginning of period

445,841

 

458,499

 

Cash and cash equivalents and restricted cash at end of period

$

467,654

 

$

445,841

 

 

 

 

Supplemental cash flow information

 

 

Interest paid

$

27,612

 

$

22,429

 

Income taxes paid

$

13

 

$

11

 

Supplemental non-cash investing and financing activities

 

 

Capitalized software accrued but not paid

$

395

 

$

 

Distributions accrued but not paid

$

3,136

 

$

5,978

 

 

Reconciliation of Adjusted EBITDA

(United States Dollars in thousands)

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

2020

 

2019

 

2020

 

2019

Net income

$

23,415

 

 

$

5,304

 

 

$

28,662

 

 

$

95,973

 

Interest expense(1)

6,735

 

 

5,660

 

 

25,024

 

 

23,860

 

Tax expense (benefit)

798

 

 

(3,597

)

 

1,597

 

 

(7,125

)

Depreciation and amortization

3,150

 

 

2,187

 

 

11,330

 

 

7,304

 

Equity-based compensation expense(2)

3,605

 

 

4,045

 

 

14,923

 

 

13,769

 

Financial guarantee liability – Non-renewal of Bank Partner(3)

 

 

16,215

 

 

 

 

16,215

 

Financial guarantee liability – Escrow(4)

(26,274

)

 

(205

)

 

 

 

(241

)

Servicing asset and liability changes(5)

(787

)

 

(4,870

)

 

(2,157

)

 

(29,679

)

Mark-to-market on sales facilitation obligations(6)

(7,607

)

 

 

 

10,655

 

 

 

Discontinued charged-off receivables program(7)

 

 

(6,487

)

 

 

 

(29,190

)

Transaction and non-recurring expenses(8)

7,193

 

 

5,477

 

 

15,818

 

 

14,149

 

Adjusted EBITDA

$

10,228

 

 

$

23,729

 

 

$

105,852

 

 

$

105,035

 

Adjusted EBITDA margin

8

%

 

17

%

 

20

%

 

20

%

(1)

Interest expense on the Warehouse Facility and interest income on the loan receivables held for sale are not included in the adjustment above as amounts are components of cost of revenue and revenue, respectively.

(2)

See Note 12 to the Notes to Consolidated Financial Statements included in Item 8 for additional discussion of share-based compensation.

(3)

Includes losses recorded in the fourth quarter of 2019 associated with the financial guarantee arrangement for a Bank Partner that did not renew its loan origination agreement when it expired in November 2019. See Note 14 to the Notes to Consolidated Financial Statements included in Item 8 for additional discussion of financial guarantee arrangements.

(4)

Includes non-cash charges related to our financial guarantee arrangements with our ongoing Bank Partners, which are primarily a function of new loans facilitated on our platform during the period increasing the contractual escrow balance and the associated financial guarantee liability. In the fourth quarter of 2020, due to expectations that some of these financial guarantees may require cash settlement, the Company discontinued adjusting EBITDA for financial guarantees and recognized a cumulative adjustment to reverse all previous amounts adjusted in 2020.

(5)

Includes the non-cash changes in the fair value of servicing assets and liabilities related to our servicing arrangements with Bank Partners and other contractual arrangements. 2019 and 2018 amounts have been updated to be consistent with the Company’s 2020 presentation in accordance with our Non-GAAP policy. See Note 3 to the Notes to Consolidated Financial Statements included in Item 8 for additional discussion of servicing assets and liabilities.

(6)

Mark-to-market on sales facilitation obligations reflects changes in the fair value in the embedded derivative for sales facilitation obligations. The changes in fair value are recognized as a mark-to-market expense in cost of revenue for the period. See Note 3 to the Notes to Consolidated Financial Statements included in Item 8 for additional discussion.

(7)

Includes the amounts related to the now discontinued program of transferring our rights to charged-off receivables to third parties. 2019 and 2018 amounts have been updated to be consistent with the Company’s 2020 presentation in accordance with our Non-GAAP policy.

(8)

For the years ended December 31, 2020 and 2019, includes (i) legal fees associated with IPO litigation and regulatory matter, (ii) professional fees associated with our strategic alternatives review process, and (iii) loss on remeasurement of our tax receivable agreement liability. The year ended December 31, 2020 also includes increased costs resulting from the COVID-19 pandemic.

 

Reconciliation of Forecasted 2021 Adjusted EBITDA

(United States Dollars in millions)

 

 

Year Ended

December 31, 2021

Net income

$

0

 

Interest expense(1)

25

 

Tax expense (benefit)

1

 

Depreciation and amortization

13

 

Equity-based compensation expense(2)

17

 

Servicing asset and liability changes(3)

(10

)

Mark-to-market on sales facilitation obligations(4)

4

 

Adjusted EBITDA

$

50

 

Adjusted EBITDA margin

9

%

(1)

Interest expense on the SPV Facility and its related loans receivables held for sale are excluded from the adjustment above as such amounts are a component of cost of revenue in our on-going business.

(2)

Includes equity-based compensation to employees and directors, as well as equity-based payments to non-employees.

(3)

Includes the non-cash changes in the fair value of servicing assets and servicing liabilities related to our servicing assets associated with Bank Partner agreements and other contractual arrangements.

(4)

Mark-to-market on sales facilitation obligations reflects changes in the fair value in the embedded derivative for sales facilitation obligations. The balance of these obligations after December 31, 2021 is expected to be relatively consistent over the remaining forecasted periods presented. The changes in fair value are recognized as a mark-to-market expense in cost of revenue for the period.

 

Tom Morabito

470.284.7013

[email protected]

KEYWORDS: Georgia United States North America

INDUSTRY KEYWORDS: Software Networks Finance Banking Data Management Professional Services Technology Security

MEDIA:

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Grapefruit USA, Inc. Accepts Outside Director’s Resignation

LOS ANGELES/DESERT HOT SPRINGS, Calif., March 10, 2021 (GLOBE NEWSWIRE) — via InvestorWire – Grapefruit USA, Inc. (OTCQB: GPFT) (“Grapefruit” or the “Company”), a premiere, fully licensed California-based cannabis company, announces the resignation of John M. Hollister. Mr. Hollister served as the Company’s CEO prior to its reverse acquisition by Grapefruit Boulevard Investments, Inc. and its transition from a developer of 3D imaging to fully licensed manufacturer and distributor of cannabis products, including its patented, disruptive Hourglass™ time release THC/Cannabinoid delivery cream. Mr. Hollister’s resignation was triggered in part by California’s diversity requirements for boards of directors.

Mr. Hollister’s departure marks the end of any involvement of the 3D management team in the affairs of the Company. Mr. Hollister’s failure after two years to obtain the financing required for the Company to effectuate the March 22, 2019, Assets and Operations Divestiture Agreement by and between the Company and previous management left the Company with no choice but to abandon that plan, under the terms of which members of prior management would have formed a new company through which to operate the imaging business. In November 2020, current management took steps to secure the patent underlying the 3D imaging technology to the Company and, on Nov. 19, 2020, US Patent #7317819B2 was assigned to the Company. It remains in active status, and its adjusted expiration date is Aug. 28, 2024. Having thusly secured the patent to the Company, current management is exploring all possible avenues to maximize the value of the patented technology to the benefit of the Company and its shareholders.

Bradley J. Yourist, Grapefruit CEO, commented, “We are pleased that the previous chapter of the Imaging3/Grapefruit saga has come to an amicable conclusion. While we, of course, will devote the vast majority of our time and energy to our rapidly growing cannabis businesses and to rapidly ushering in the Hourglass era, we intend to take all prudent efforts to maximize the value of our patented 3D imaging technology, whether by sale, development, spinoff or other available methods. With the departure of Mr. Hollister, we intend to immediately commence efforts to populate our board with high-caliber experts who have proven track records in cannabis, public company governance and capital formation.”

To learn more about Grapefruit, please visit InvestorBrandNetwork:
https://www.investorbrandnetwork.com/clients/grapefruit-usa-inc/

To learn more about Grapefruit’s new sustained-release Hourglass™ THC + Cannabinoid Topical Delivery Cream, please watch this promotional video https://www.youtube.com/watch?v=6cU9MJMgH1w&feature=youtu.be and visit our website at:
https://grapefruitblvd.com/hourglass/

For investor information, please visit our website at:
https://grapefruitblvd.com/investor-relations/

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About Grapefruit

Grapefruit’s corporate headquarters is in Westwood, Los Angeles, California. Grapefruit holds California permits and licenses to both manufacture and distribute cannabis products in the Golden State. Grapefruit’s extraction laboratory and manufacturing and distribution facilities are located in the industry-recognized Coachillin’ Industrial Cultivation and Ancillary Canna-Business Park in Desert Hot Springs, located on the extension of North Canyon Road, approximately 14 miles north of downtown Palm Springs. To obtain further information on Grapefruit and its operations, please visit the Company’s website at https://grapefruitblvd.com/.

Safe Harbor Statement

        

Grapefruit cautions that any statement included in this press release that is not a description of historical facts is a forward-looking statement. Many of these forward-looking statements contain the words “anticipate,” “believe,” “estimate,” “may,” “intend,” “expect” and similar expressions. Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements contained herein. These forward-looking statements are based largely on the expectations of the Company and are subject to a number of risks and uncertainties inherent in Grapefruit’s business, including, without limitation: the Company may not ever obtain additional funds necessary to support its business development and growth plans; and the Company may not ever achieve the market success to reach or sustain a profitable business. In addition, there are risks and uncertainties related to economic recession or terrorist actions, competition from much larger cannabis companies, unexpected costs and delays, potential product liability claims, and many other factors. More detailed information about Grapefruit and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K, its Quarterly Report on Form 10-Q for the period ended Sept. 30, 2020, and its Registration Statement on Form S-1/A. Such documents may be read free of charge on the SEC’s website at www.sec.gov. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, and Grapefruit undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof. This caution is made under the safe harbor provisions of Section 21E of the Private Securities Litigation Reform Act of 1995.


Investor Relations Contact

:

Bradley Yourist
[email protected]
18776 Blue Dream Crossing, Unit LL1 53-07
Desert Hot Springs, California 92240
(760) 205-1382
https://grapefruitblvd.com/

Please be aware that our social media accounts can be used from time to time for additional material events. They can be found here:

Grapefruit USA:
Facebook: https://www.facebook.com/Grapefruit-Boulevard-2304698596251925/
Instagram: https://www.instagram.com/grapefruit_usa/
Twitter: https://twitter.com/grapefruitusa
LinkedIn: https://www.linkedin.com/company/grapefruit-boulevard/
Weedmaps: https://weedmaps.com/brands/grapefruit

Corporate Communications:

InvestorBrandNetwork (IBN)
Los Angeles, California
www.InvestorBrandNetwork.com
310.299.1717 Office
[email protected]

A PDF accompanying this announcement is available at: http://ml.globenewswire.com/Resource/Download/5b6d8533-2d67-4946-a18a-e26a298304df