Ryder CEO to Address Goldman Sachs Industrials and Materials Conference

Ryder CEO to Address Goldman Sachs Industrials and Materials Conference

MIAMI–(BUSINESS WIRE)–
Ryder System, Inc. (NYSE: R) Chairman and Chief Executive Officer Robert Sanchez will present a company update at the Goldman Sachs Industrials and Materials Virtual Conference.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210505005023/en/

Ryder System, Inc. Chairman and Chief Executive Officer Robert Sanchez (Photo: Business Wire)

Ryder System, Inc. Chairman and Chief Executive Officer Robert Sanchez (Photo: Business Wire)

Who:

Ryder System, Inc. Chairman and Chief Executive Officer Robert Sanchez

 

What:

Goldman Sachs Industrials and Materials Conference

 

Where:

Virtual Event

 

When:

Wednesday, May 12, 2021

 

Time:

3:30 p.m. Eastern Daylight Time

 

Webcast:

To access the live webcast, visit http://investors.ryder.com.

About Ryder

Ryder System, Inc. (NYSE: R) is a leading logistics and transportation company. It provides supply chain, dedicated transportation, and fleet management solutions, including full service leasing, rental, and maintenance, used vehicle sales, professional drivers, transportation services, freight brokerage, warehousing and distribution, e-commerce fulfillment, and last mile delivery services, to some world’s most-recognized brands. Ryder provides services throughout the United States, Mexico, Canada, and the United Kingdom. In addition, Ryder manages nearly 235,000 commercial vehicles and operates more than 300 warehouses encompassing approximately 64 million square feet. Ryder is regularly recognized for its industry-leading practices in third-party logistics, technology-driven innovations, commercial vehicle maintenance, environmentally friendly solutions, corporate social responsibility, world-class safety and security programs, military veteran recruitment initiatives, and the hiring of a diverse workforce. www.ryder.com

Note Regarding Forward-Looking Statements: Certain statements and information included in this news release are “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on our current plans and expectations and are subject to risks, uncertainties and assumptions. Accordingly, these forward-looking statements should be evaluated with consideration given to the many risks and uncertainties that could cause actual results and events to differ materially from those in the forward-looking statements including those risks set forth in our periodic filings with the Securities and Exchange Commission. New risks emerge from time to time. It is not possible for management to predict all such risk factors or to assess the impact of such risks on our business. Accordingly, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

ryder-financial

ryder-usa

Amy Federman

(305) 500-4989

[email protected]

Bob Brunn

(305) 500-4053

[email protected]

KEYWORDS: Florida United States North America

INDUSTRY KEYWORDS: Fleet Management Automotive Trucking Rail Automotive Manufacturing Logistics/Supply Chain Management Transport Manufacturing

MEDIA:

Photo
Photo
Ryder System, Inc. Chairman and Chief Executive Officer Robert Sanchez (Photo: Business Wire)

Exelon Reports First Quarter 2021 Results

Exelon Reports First Quarter 2021 Results

Earnings Release Highlights

  • GAAP Net Loss of $(0.30) per share and Adjusted (non-GAAP) Operating Loss of $(0.06) per share for the first quarter of 2021
  • Affirming range for full year 2021 adjusted (non-GAAP) operating earnings guidance of $2.60-$3.00 per share
  • Strong utility reliability performance – all gas utilities achieved top decile in gas odor response and every utility achieved top quartile in outage frequency and outage duration
  • Generation’s nuclear fleet capacity factor was 95.3% (owned and operated units)
  • PECO filed an electric distribution rate case with the PAPUC in March and ComEd filed its annual distribution formula rate update with the ICC in April. Both cases are seeking an increase in electric distribution base rates to support investments that will enhance the reliability of the grid and enable the advancement of clean technologies and renewable energy.

CHICAGO–(BUSINESS WIRE)–
Exelon Corporation (Nasdaq: EXC) today reported its financial results for the first quarter of 2021.

“Our utility businesses performed at a high level both financially and operationally during the first quarter, and we continue to invest in customer service and grid modernization across our six utilities,” said Christopher M. Crane, president and CEO of Exelon. “The generation business overall was strong, and we are implementing cost savings to offset losses from the unprecedented Texas storms. Looking ahead, we remain on track with the planned separation of our generation and utility businesses and are encouraged by growing momentum for federal and state clean energy policies that, if approved, will leave both standalone companies uniquely positioned to aid our nation’s transition to a carbon-free future.”

“Utility adjusted (non-GAAP) operating earnings was 11 cents per share higher than a year ago and ahead of plan, and excluding the storm impact, Exelon Generation would have earned adjusted (non-GAAP) operating earnings of 32 cents per share, which was in keeping with expectations,” said Joseph Nigro, senior executive vice president and CFO of Exelon. “The Texas storms and subsequent generation outages resulted in a 90 cents per share impact to operating earnings, though we expect to narrow some of that loss over the course of the year. The strong utility results and continued cost-savings measures at Generation reduced our adjusted (non-GAAP) operating loss for the quarter to $0.06 cents per share and we are affirming our full-year adjusted (non-GAAP) operating earnings guidance of $2.60 to $3.00 per share.”

First Quarter 2021

Exelon’s GAAP Net Loss for the first quarter of 2021 decreased to $(0.30) per share from $0.60 GAAP Net Income per share in the first quarter of 2020. Adjusted (non-GAAP) Operating Loss for the first quarter of 2021 decreased to $(0.06) per share from $0.87 Adjusted (non-GAAP) Operating Earnings per share in the first quarter of 2020. For the reconciliations of GAAP Net Loss to Adjusted (non-GAAP) Operating Loss, refer to the tables beginning on page 6.

Adjusted (non-GAAP) Operating Loss in the first quarter of 2021 primarily reflect:

  • Lower Generation earnings primarily due to the impacts of the February 2021 extreme cold weather event; partially offset by
  • Higher utility earnings primarily due to higher electric distribution earnings at ComEd from higher rate base and higher allowed ROE due to an increase in treasury rates; the favorable impacts of the multi-year plan at BGE; regulatory rate increases at PHI; and favorable weather conditions at PECO and PHI.

Operating Company Results1

ComEd

ComEd’s first quarter of 2021 GAAP Net Income increased to $197 million from $168 million in the first quarter of 2020. ComEd’s Adjusted (non-GAAP) Operating Earnings for the first quarter of 2021 increased to $198 million from $168 million in the first quarter of 2020, primarily due to higher electric distribution earnings from higher rate base and higher allowed ROE due to an increase in treasury rates. Due to revenue decoupling, ComEd’s distribution earnings are not affected by actual weather or customer usage patterns.

PECO

PECO’s first quarter of 2021 GAAP Net Income increased to $167 million from $140 million in the first quarter of 2020. PECO’s Adjusted (non-GAAP) Operating Earnings for the first quarter of 2021 increased to $170 million from $140 million in the first quarter of 2020, primarily due to favorable weather conditions and favorable volume.

BGE

BGE’s first quarter of 2021 GAAP Net Income increased to $209 million from $181 million in the first quarter of 2020. BGE’s Adjusted (non-GAAP) Operating Earnings increased to $211 million from $182 million in the first quarter of 2020, primarily due to the favorable impacts of the multi-year plan. Due to revenue decoupling, BGE’s distribution earnings are not affected by actual weather or customer usage patterns.

PHI

PHI’s first quarter of 2021 GAAP Net Income increased to $128 million from $108 million in the first quarter of 2020. PHI’s Adjusted (non-GAAP) Operating Earnings for the first quarter of 2021 increased to $130 million from $110 million in the first quarter of 2020, primarily due to regulatory rate increases and favorable weather conditions in Delaware and New Jersey. Due to revenue decoupling, PHI’s distribution earnings related to Pepco Maryland, DPL Maryland and Pepco District of Columbia are not affected by actual weather or customer usage patterns.

Generation

Generation had a GAAP Net Loss of $(793) million in the first quarter of 2021 compared with GAAP Net Income of $45 million in the first quarter of 2020. Generation had an Adjusted (non-GAAP) Operating Loss of $(571) million in the first quarter of 2021 compared with Adjusted (non-GAAP) Operating Earnings of $312 million in the first quarter of 2020, primarily due to the impacts of the February 2021 extreme cold weather event.

As of March 31, 2021, the percentage of expected generation hedged is 94%-97% for 2021.

___________

1Exelon’s five business units include ComEd, which consists of electricity transmission and distribution operations in northern Illinois; PECO, which consists of electricity transmission and distribution operations and retail natural gas distribution operations in southeastern Pennsylvania; BGE, which consists of electricity transmission and distribution operations and retail natural gas distribution operations in central Maryland; PHI, which consists of electricity transmission and distribution operations in the District of Columbia and portions of Maryland, Delaware, and New Jersey and retail natural gas distribution operations in northern Delaware; and Generation, which consists of owned and contracted electric generating facilities and wholesale and retail customer supply of electric and natural gas products and services, including renewable energy products and risk management services.

Recent Developments and First Quarter Highlights

  • Planned Separation: On Feb. 25, 2021, Exelon and Generation filed applications with the Federal Energy Regulatory Commission (FERC), New York State Department of Public Service (NYPSC), and Nuclear Regulatory Commission (NRC) seeking approvals for the separation of Generation. On March 25, 2021, Exelon filed a request for a private letter ruling with the Internal Revenue Service (IRS) to confirm the tax-free treatment of the planned separation. Exelon and Generation expect a decision from the FERC and the IRS in the third quarter of 2021, the NRC in the fourth quarter of 2021, and have requested a decision from the NYPSC before the end of 2021 but cannot predict if the applications will be approved as filed. Exelon is targeting the completion of the separation in the first quarter of 2022.
  • Impacts of the February 2021 Extreme Cold Weather Event and Texas-based Generating Assets Outages: Beginning on Feb. 15, 2021, Generation’s Texas-based generating assets within the Electric Reliability Council of Texas (ERCOT) market, specifically Colorado Bend II, Wolf Hollow II, and Handley, experienced outages as a result of extreme cold weather conditions. In addition, those weather conditions drove increased demand for service, dramatically increased wholesale power prices, and also increased gas prices in certain regions. In response to the high demand and significantly reduced total generation on the system, the Public Utility Commission of Texas (PUCT) directed ERCOT to use an administrative price cap of $9,000 per megawatt hour during firm load shedding events.

    The estimated impact to Exelon’s and Generation’s Net income for the first quarter of 2021 arising from these market and weather conditions was a reduction of approximately $880 million. The first quarter estimated impact includes certain charges associated with the natural gas business that may be reduced through waivers and/or recoveries from customers. Therefore, such charges are not included in the estimated full year earnings impact. Exelon and Generation estimate a reduction in Net income of approximately $670 million to $820 million for the full year 2021. The ultimate impact to Exelon’s and Generation’s consolidated financial statements may be affected by a number of factors, including final settlement data, the impacts of customer and counterparty credit losses, any state or federal solutions to address the financial challenges caused by the event, and related litigation and contract disputes. Various parties, including Generation, have filed requests with the PUCT to void the PUCT’s orders setting prices at $9,000 per megawatt hour during firm load shedding events and to enforce its order and reduce prices for 32 hours between February 18 and February 19 after firm load shedding ceased. Appeals of certain of the PUCT’s orders also have been filed in state court. Exelon and Generation cannot predict the outcome of these proceedings or the financial statement impact.

    Exelon expects to offset between $410 million and $490 million of this impact for the full year 2021 primarily at Generation through a combination of enhanced revenue opportunities, deferral of selected non-essential maintenance, and primarily one-time cost savings.

  • ComEd Distribution Formula Rate: On April 16, 2021, ComEd filed its annual distribution formula rate update with the Illinois Commerce Commission (ICC). The ICC approval is due by December 2021 and the rates will take effect in January 2022. The filing request includes an increase of $40 million for the initial year revenue requirement for 2022 and an increase of $11 million related to the annual reconciliation for 2020. The revenue requirement for 2022 provides for a weighted average debt and equity return on distribution rate base of 5.72%, inclusive of an allowed ROE of 7.36%, reflecting the average monthly yields for 30-year treasury bonds plus 580 basis points. The reconciliation revenue requirement for 2020 provides for a weighted average debt and equity return on distribution rate base of 5.69%, inclusive of an allowed ROE of 7.29%, reflecting the average monthly yields for 30-year treasury bonds plus 580 basis points less a performance metrics penalty of 7 basis points.
  • PECO Pennsylvania Electric Distribution Rate Case: On March 30, 2021, PECO filed an application with the Pennsylvania Public Utility Commission (PAPUC) to increase its annual electric distribution rates by $246 million, reflecting an ROE of 10.95%. PECO currently expects a decision in the fourth quarter of 2021 but cannot predict if the PAPUC will approve the application as filed.
  • Nuclear Operations: Generation’s nuclear fleet, including its owned output from the Salem Generating Station and 100% of the CENG units, produced 43,466 gigawatt-hours (GWhs) in the first quarter of 2021, compared with 42,555 GWhs in the first quarter of 2020. Excluding Salem, the Exelon-operated nuclear plants at ownership achieved a 95.3% capacity factor for the first quarter of 2021, compared with 93.9% for the first quarter of 2020. The number of planned refueling outage days in the first quarter of 2021 totaled 84, compared with 94 in the first quarter of 2020. There were 3 non-refueling outage days in the first quarter of 2021 and 11 in the first quarter of 2020.
  • Fossil and Renewables Operations: The Dispatch Match rate for Generation’s gas and hydro fleet was 68.5% in the first quarter of 2021, compared with 98.2% in the first quarter of 2020. The lower performance in the quarter was attributed to unplanned outages at Texas-based generating assets during the February 2021 extreme cold-weather event.

Energy Capture for the wind and solar fleet was 96.4% in the first quarter of 2021, compared with 94.7% in the first quarter of 2020.

  • Financing Activities:
    • On March 9, 2021, ComEd issued $700 million of its First Mortgage 3.13% Bonds, Series 130, due March 15, 2051. ComEd used the proceeds to repay existing indebtedness and for general corporate purposes.
    • On March 8, 2021, PECO issued $375 million of its First and Refunding Mortgage Bonds, 3.05% Series due March 15, 2051. PECO used the proceeds for general corporate purposes.
    • On March 30, 2021, Pepco issued $150 million of its First Mortgage Bonds, 2.32% Series due March 30, 2031. Pepco used the proceeds to repay existing indebtedness and for general corporate purposes.
    • On March 30, 2021, DPL issued $125 million of its First Mortgage Bonds, 3.24% Series due March 30, 2051. DPL used the proceeds to repay existing indebtedness and for general corporate purposes.
    • On March 10, 2021, ACE issued $350 million of its First Mortgage Bonds, 2.30% Series due March 15, 2031. ACE used the proceeds to repay existing indebtedness and for general corporate purposes.

GAAP/Adjusted (non-GAAP) Operating Earnings Reconciliation

Adjusted (non-GAAP) Operating Earnings (Loss) for the first quarter of 2021 do not include the following items (after tax) that were included in reported GAAP Net Income (Loss):

(in millions)

Exelon

Earnings per

Diluted

Share

Exelon

ComEd

PECO

BGE

PHI

Generation

2021 GAAP Net Income (Loss)

$

(0.30

)

$

(289

)

$

197

$

167

$

209

$

128

$

(793

)

Mark-to-Market Impact of Economic Hedging Activities (net of taxes of $46 and $45, respectively)

(0.14

)

(135

)

(134

)

Unrealized Losses Related to Nuclear Decommissioning Trust (NDT) Fund Investments (net of taxes of $40)

0.04

 

43

 

43

 

Plant Retirements and Divestitures (net of taxes of $103)

0.32

 

310

 

310

 

Cost Management Program (net of taxes of $0)

 

1

 

1

 

Change in Environmental Liabilities (net of taxes of $1)

 

2

 

2

 

COVID-19 Direct Costs (net of taxes of $4, $1, $0, and $3, respectively)

0.01

 

10

 

1

1

8

 

Acquisition Related Costs (net of taxes of $2)

0.01

 

6

 

6

 

ERP System Implementation Costs (net of taxes of $1, $0, $0, $0, and $1, respectively)

0.01

 

5

 

1

1

1

2

 

Planned Separation Costs (net of taxes of $2, $0, $0, $0, and $1, respectively)

0.01

 

7

 

1

1

1

2

 

Income Tax-Related Adjustments (entire amount represents tax expense)

 

(2

)

 

Noncontrolling Interests (net of taxes of $6)

(0.02

)

(17

)

(17

)

2021 Adjusted (non-GAAP) Operating Earnings (Loss)

$

(0.06

)

$

(60

)

$

198

$

170

$

211

$

130

$

(571

)

Adjusted (non-GAAP) Operating Earnings for the first quarter of 2020 do not include the following items (after tax) that were included in reported GAAP Net Income:

(in millions)

Exelon

Earnings per

Diluted

Share

Exelon

ComEd

PECO

BGE

PHI

Generation

2020 GAAP Net Income

$

0.60

 

$

582

 

$

168

$

140

$

181

$

108

$

45

 

Mark-to-Market Impact of Economic Hedging Activities (net of taxes of $32 and $33, respectively)

(0.10

)

(94

)

(97

)

Unrealized Losses Related to NDT Fund Investments (net of taxes of $405)

0.50

 

485

 

485

 

Asset Impairments (net of taxes of $1)

 

2

 

2

 

Plant Retirements and Divestitures (net of taxes of $4)

0.01

 

13

 

13

 

Cost Management Program (net of taxes of $3, $0, $1, and $3, respectively)

0.01

 

9

 

1

2

8

 

Income Tax-Related Adjustments (entire amount represents tax expense)

 

(2

)

 

Noncontrolling Interests (net of taxes of $30)

(0.15

)

(144

)

(144

)

2020 Adjusted (non-GAAP) Operating Earnings

$

0.87

 

$

851

 

$

168

$

140

$

182

$

110

$

312

 

Note:

Amounts may not sum due to rounding.

Unless otherwise noted, the income tax impact of each reconciling item between GAAP Net Income (Loss) and Adjusted (non-GAAP) Operating Earnings (Loss) is based on the marginal statutory federal and state income tax rates for each Registrant, taking into account whether the income or expense item is taxable or deductible, respectively, in whole or in part. For all items except the unrealized losses related to NDT fund investments, the marginal statutory income tax rates for 2021 and 2020 ranged from 25.0% to 29.0%. Under IRS regulations, NDT fund investment returns are taxed at different rates for investments if they are in qualified or non-qualified funds. The effective tax rates for the unrealized losses related to NDT fund investments were 48.0% and 45.5% for the three months ended March 31, 2021 and 2020, respectively.

Webcast Information

Exelon will discuss first quarter 2021 earnings in a conference call scheduled for today at 9 a.m. Central Time (10 a.m. Eastern Time). The webcast and associated materials can be accessed at www.exeloncorp.com/investor-relations.

About Exelon

Exelon Corporation (Nasdaq: EXC) is a Fortune 100 energy company with the largest number of electricity and natural gas customers in the U.S. Exelon does business in 48 states, the District of Columbia, and Canada and had 2020 revenue of $33 billion. Exelon serves approximately 10 million customers in Delaware, the District of Columbia, Illinois, Maryland, New Jersey, and Pennsylvania through its Atlantic City Electric, BGE, ComEd, Delmarva Power, PECO, and Pepco subsidiaries. Exelon is one of the largest competitive U.S. power generators, with more than 31,000 megawatts of nuclear, gas, wind, solar and hydroelectric generating capacity comprising one of the nation’s cleanest and lowest-cost power generation fleets. The company’s Constellation business unit provides energy products and services to approximately 2 million residential, public sector, and business customers, including three fourths of the Fortune 100. Follow Exelon on Twitter @Exelon.

Non-GAAP Financial Measures

In addition to net income as determined under generally accepted accounting principles in the United States (GAAP), Exelon evaluates its operating performance using the measure of Adjusted (non-GAAP) Operating Earnings because management believes it represents earnings directly related to the ongoing operations of the business. Adjusted (non-GAAP) Operating Earnings exclude certain costs, expenses, gains and losses, and other specified items. This measure is intended to enhance an investor’s overall understanding of period over period operating results and provide an indication of Exelon’s baseline operating performance excluding items that are considered by management to be not directly related to the ongoing operations of the business. In addition, this measure is among the primary indicators management uses as a basis for evaluating performance, allocating resources, setting incentive compensation targets, and planning and forecasting of future periods. Adjusted (non-GAAP) Operating Earnings is not a presentation defined under GAAP and may not be comparable to other companies’ presentation. The Company has provided the non-GAAP financial measure as supplemental information and in addition to the financial measures that are calculated and presented in accordance with GAAP. Adjusted (non-GAAP) Operating Earnings should not be deemed more useful than, a substitute for, or an alternative to the most comparable GAAP Net Income measures provided in this earnings release and attachments. This press release and earnings release attachments provide reconciliations of Adjusted (non-GAAP) Operating Earnings to the most directly comparable financial measures calculated and presented in accordance with GAAP, are posted on Exelon’s website: www.exeloncorp.com, and have been furnished to the Securities and Exchange Commission on Form 8-K on May 5, 2021.

Cautionary Statements Regarding Forward-Looking Information

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties including, among others, those related to the timing, manner, tax-free nature, and expected benefits associated with the potential separation of Exelon’s competitive power generation and customer-facing energy business from its six regulated electric and gas utilities. Words such as “could,” “may,” “expects,” “anticipates,” “will,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “predicts,” and variations on such words, and similar expressions that reflect our current views with respect to future events and operational, economic, and financial performance, are intended to identify such forward-looking statements.

The factors that could cause actual results to differ materially from the forward-looking statements made by Exelon Corporation, Exelon Generation Company, LLC, Commonwealth Edison Company, PECO Energy Company, Baltimore Gas and Electric Company, Pepco Holdings LLC, Potomac Electric Power Company, Delmarva Power & Light Company, and Atlantic City Electric Company (Registrants) include those factors discussed herein, as well as the items discussed in (1) the Registrants’ 2020 Annual Report on Form 10-K in (a) Part I, ITEM 1A. Risk Factors, (b) Part II, ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part II, ITEM 8. Financial Statements and Supplementary Data: Note 19, Commitments and Contingencies; (2) the Registrants’ First Quarter 2021 Quarterly Report on Form 10-Q (to be filed on May 5, 2021) in (a) Part II, ITEM 1A. Risk Factors, (b) Part I, ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part I, ITEM 1. Financial Statements: Note 14, Commitments and Contingencies; and (3) other factors discussed in filings with the SEC by the Registrants.

Investors are cautioned not to place undue reliance on these forward-looking statements, whether written or oral, which apply only as of the date of this press release. None of the Registrants undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this press release.

Exelon

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions, except per share data)

 

 

Three Months Ended

March 31, 2021

 

Three Months Ended

March 31, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

9,890

 

 

$

83

 

 

(b)

 

$

8,747

 

 

$

(179

)

 

(b)

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

5,968

 

 

204

 

 

(b),(c)

 

3,867

 

 

(48

)

 

(b)

Operating and maintenance

1,979

 

 

173

 

 

(c),(d),(e),(f),

(g),(h),(i)

 

2,204

 

 

(21

)

 

(c),(d),(l)

Depreciation and amortization

1,697

 

 

(642

)

 

(c)

 

1,021

 

 

(10

)

 

(c)

Taxes other than income taxes

438

 

 

 

 

 

 

437

 

 

 

 

 

Total operating expenses

10,082

 

 

 

 

 

 

7,529

 

 

 

 

 

Gain on sales of assets and businesses

71

 

 

(68

)

 

(c)

 

2

 

 

 

 

 

Operating (loss) income

(121

)

 

 

 

 

 

1,220

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(386

)

 

(3

)

 

(b)

 

(410

)

 

16

 

 

(b)

Other, net

225

 

 

80

 

 

(b),(j)

 

(725

)

 

879

 

 

(b),(j)

Total other income and (deductions)

(161

)

 

 

 

 

 

(1,135

)

 

 

 

 

(Loss) income before income taxes

(282

)

 

 

 

 

 

85

 

 

 

 

 

Income taxes

(19

)

 

109

 

 

(b),(c),(e),(f),

(g),(h),(i),(j)

 

(294

)

 

382

 

 

(b),(c),(d),(j),

(l)

Equity in losses of unconsolidated affiliates

(1

)

 

 

 

 

 

(3

)

 

 

 

 

Net (loss) income

(264

)

 

 

 

 

 

376

 

 

 

 

 

Net income (loss) attributable to noncontrolling interests

25

 

 

18

 

 

(k)

 

(206

)

 

144

 

 

(k)

Net income (loss) attributable to common shareholders

$

(289

)

 

 

 

 

 

$

582

 

 

 

 

 

Effective tax rate(m)

6.7

%

 

 

 

 

 

(345.9

)%

 

 

 

 

Earnings per average common share

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(0.30

)

 

 

 

 

 

$

0.60

 

 

 

 

 

Diluted

$

(0.30

)

 

 

 

 

 

$

0.60

 

 

 

 

 

Average common shares outstanding

 

 

 

 

 

 

 

 

 

 

 

Basic

977

 

 

 

 

 

 

975

 

 

 

 

 

Diluted

977

 

 

 

 

 

 

976

 

 

 

 

 

__________

(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(c)

In 2021, adjustment to exclude accelerated depreciation and amortization associated with Generation’s decision in the third quarter of 2020 to early retire Byron and Dresden nuclear facilities in 2021 and Mystic Units 8 and 9 in 2024, partially offset by a gain on sale of Generation’s solar business. In 2020, adjustment to exclude accelerated depreciation and amortization expenses associated with the early retirement of certain fossil sites.

(d)

Adjustment to exclude reorganization related to cost management programs.

(e)

Adjustment to exclude costs related to the acquisition of Electricite de France SA’s (EDF’s) interest in CENG.

(f)

Adjustment to exclude changes in environmental liabilities.

(g)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

(h)

Adjustment to exclude costs related to the planned separation primarily comprised of third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation as well as employee-related severance costs.

(i)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(j)

Adjustment to exclude the impact of net unrealized losses on Generation’s NDT fund investments for Non-Regulatory and Regulatory Agreement Units. The impacts of the Regulatory Agreement Units, including the associated income taxes, are contractually eliminated, resulting in no earnings impact.

(k)

Adjustment to exclude elimination from Generation’s results of the noncontrolling interests related to certain exclusion items, primarily related to unrealized gains and losses on NDT fund investments for CENG units.

(l)

Adjustment to exclude certain asset impairments.

(m)

The effective tax rate related to Adjusted (non-GAAP) Operating Earnings is 120.0% and 10.0% for the three months ended March 31, 2021 and 2020, respectively.

ComEd

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

Three Months Ended

March 31, 2021

 

Three Months Ended

March 31, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

1,535

 

 

$

 

 

 

$

1,439

 

 

$

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

527

 

 

 

 

 

486

 

 

 

 

 

Operating and maintenance

316

 

 

(1)

 

(b)

 

317

 

 

 

 

 

Depreciation and amortization

292

 

 

 

 

 

273

 

 

 

 

 

Taxes other than income taxes

75

 

 

 

 

 

75

 

 

 

 

 

Total operating expenses

1,210

 

 

 

 

 

 

1,151

 

 

 

 

 

Operating income

325

 

 

 

 

 

 

288

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(96

)

 

 

 

 

(94

)

 

 

 

 

Other, net

7

 

 

 

 

 

10

 

 

 

 

 

Total other income and (deductions)

(89

)

 

 

 

 

 

(84

)

 

 

 

 

Income before income taxes

236

 

 

 

 

 

 

204

 

 

 

 

 

Income taxes

39

 

 

 

 

 

36

 

 

 

 

 

Net income

$

197

 

 

 

 

 

 

$

168

 

 

 

 

 

 
__________
(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude costs related to the planned separation primarily comprised of third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation as well as employee-related severance costs.

PECO

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

Three Months Ended

March 31, 2021

 

Three Months Ended

March 31, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

889

 

 

$

 

 

 

 

$

813

 

 

$

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

316

 

 

 

 

 

 

283

 

 

 

 

 

Operating and maintenance

234

 

 

(4)

 

 

(b)

 

217

 

 

 

 

 

Depreciation and amortization

86

 

 

 

 

 

 

86

 

 

 

 

 

Taxes other than income taxes

43

 

 

 

 

 

 

39

 

 

 

 

 

Total operating expenses

679

 

 

 

 

 

 

625

 

 

 

 

 

Operating income

210

 

 

 

 

 

 

188

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(38

)

 

 

 

 

 

(36

)

 

 

 

 

Other, net

5

 

 

 

 

 

 

3

 

 

 

 

 

Total other income and (deductions)

(33

)

 

 

 

 

 

(33

)

 

 

 

 

Income before income taxes

177

 

 

 

 

 

 

155

 

 

 

 

 

Income taxes

10

 

 

1

 

 

(b)

 

15

 

 

 

 

 

Net income

$

167

 

 

 

 

 

 

$

140

 

 

 

 

 

__________
(a)  

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)  

Adjustment to exclude reorganization costs related to cost management programs and direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

BGE

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

Three Months Ended

March 31, 2021

 

Three Months Ended

March 31, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

974

 

 

$

 

 

 

 

$

937

 

 

$

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

331

 

 

 

 

 

 

288

 

 

 

 

 

Operating and maintenance

197

 

 

(3)

 

 

(b),(c)

 

188

 

 

(1)

 

 

(d)

Depreciation and amortization

152

 

 

 

 

 

 

143

 

 

 

 

 

Taxes other than income taxes

72

 

 

 

 

 

 

69

 

 

 

 

 

Total operating expenses

752

 

 

 

 

 

 

688

 

 

 

 

 

Operating income

222

 

 

 

 

 

 

249

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(34

)

 

 

 

 

 

(32

)

 

 

 

 

Other, net

8

 

 

 

 

 

 

5

 

 

 

 

 

Total other income and (deductions)

(26

)

 

 

 

 

 

(27

)

 

 

 

 

Income before income taxes

196

 

 

 

 

 

 

222

 

 

 

 

 

Income taxes

(13

)

 

1

 

 

(b),(c)

 

41

 

 

 

 

 

Net income

$

209

 

 

 

 

 

 

$

181

 

 

 

 

 

__________
(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

(c)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(d)

Adjustment to exclude reorganization costs related to cost management programs.

PHI

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

Three Months Ended

March 31, 2021

 

Three Months Ended

March 31, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

1,244

 

 

$

 

 

 

 

$

1,171

 

 

$

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

479

 

 

 

 

 

 

435

 

 

 

 

 

Operating and maintenance

256

 

 

(3)

 

 

(b),(c)

 

257

 

 

(3)

 

 

(d)

Depreciation and amortization

210

 

 

 

 

 

 

194

 

 

 

 

 

Taxes other than income taxes

113

 

 

 

 

 

 

114

 

 

 

 

 

Total operating expenses

1,058

 

 

 

 

 

 

1,000

 

 

 

 

 

Gain on sales of assets

 

 

 

 

 

 

2

 

 

 

 

 

Operating income

186

 

 

 

 

 

 

173

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(67

)

 

 

 

 

 

(67

)

 

 

 

 

Other, net

17

 

 

 

 

 

 

13

 

 

 

 

 

Total other income and (deductions)

(50

)

 

 

 

 

 

(54

)

 

 

 

 

Income before income taxes

136

 

 

 

 

 

 

119

 

 

 

 

 

Income taxes

8

 

 

1

 

 

(b),(c)

 

11

 

 

1

 

 

(d)

Net income

$

128

 

 

 

 

 

 

$

108

 

 

 

 

 

__________
(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(c)

Adjustment to exclude costs related to the planned separation primarily comprised of third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation as well as employee-related severance costs.

(d)

Adjustment to exclude reorganization costs related to cost management programs.

Generation

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

Three Months Ended

March 31, 2021

 

Three Months Ended

March 31, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

5,559

 

 

$

83

 

 

(b)

 

$

4,733

 

 

$

(179)

 

 

(b)

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

4,610

 

 

204

 

 

(b),(c)

 

2,704

 

 

(48)

 

 

(b)

Operating and maintenance

1,001

 

 

186

 

 

(c),(d),(e),(f),

(g),(h),(i)

 

1,263

 

 

(20)

 

 

(c),(d),(l)

Depreciation and amortization

940

 

 

(642

)

 

(c)

 

304

 

 

(10)

 

 

(c)

Taxes other than income taxes

121

 

 

 

 

 

 

129

 

 

 

 

 

Total operating expenses

6,672

 

 

 

 

 

 

4,400

 

 

 

 

 

Gain on sales of assets and businesses

71

 

 

(68)

 

 

(c)

 

 

 

 

 

 

Operating income (loss)

(1,042

)

 

 

 

 

 

333

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(72

)

 

(3)

 

 

(b)

 

(109

)

 

12

 

 

(b)

Other, net

167

 

 

82

 

 

(j)

 

(771

)

 

879

 

 

(b),(j)

Total other income and (deductions)

95

 

 

 

 

 

 

(880

)

 

 

 

 

Income (loss) before income taxes

(947

)

 

 

 

 

 

(547

)

 

 

 

 

Income taxes

(179

)

 

105

 

 

(b),(c),(e),(f),

(g),(h),(i),(j)

 

(389

)

 

379

 

 

(b),(c),(d).(j),

(l)

Equity in losses of unconsolidated affiliates

(1

)

 

 

 

 

 

(3

)

 

 

 

 

Net income (loss)

(769

)

 

 

 

 

 

(161

)

 

 

 

 

Net (loss) income attributable to noncontrolling interests

24

 

 

18

 

 

(k)

 

(206

)

 

144

 

 

(k)

Net income (loss) attributable to membership interest

$

(793

)

 

 

 

 

 

$

45

 

 

 

 

 

__________
(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(c)

In 2021, adjustment to exclude accelerated depreciation and amortization associated with Generation’s decision in the third quarter of 2020 to early retire Byron and Dresden nuclear facilities in 2021 and Mystic Units 8 and 9 in 2024, partially offset by a gain on sale of Generation’s solar business. In 2020, adjustment to exclude accelerated depreciation and amortization expenses associated with the early retirement of certain fossil sites.

(d)

Adjustment to exclude reorganization costs related to cost management programs.

(e)

Adjustment to exclude costs related to the acquisition of Electricite de France SA’s (EDF’s) interest in CENG.

(f)

Adjustment to exclude changes in environmental liabilities.

(g)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

(h)

Adjustment to exclude costs related to the planned separation primarily comprised of third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation as well as employee-related severance costs.

(i)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(j)

Adjustment to exclude the impact of net unrealized losses on Generation’s NDT fund investments for Non-Regulatory and Regulatory Agreement Units. The impacts of the Regulatory Agreement Units, including the associated income taxes, are contractually eliminated, resulting in no earnings impact.

(k)

Adjustment to exclude elimination from Generation’s results of the noncontrolling interests related to certain exclusion items, primarily related to unrealized gains and losses on NDT fund investments for CENG units.

(l)

Adjustment to exclude certain asset impairments.

Other (a)

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

March 31, 2021

 

Three Months Ended

March 31, 2020

 

GAAP (b)

 

Non-GAAP

Adjustments

 

 

 

GAAP (b)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

(311

)

 

$

 

 

 

 

$

(346

)

 

$

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

(295

)

 

 

 

 

 

(329

)

 

 

 

 

Operating and maintenance

(25

)

 

(2

)

 

(c)

 

(38

)

 

3

 

 

(f)

Depreciation and amortization

17

 

 

 

 

 

 

21

 

 

 

 

 

Taxes other than income taxes

14

 

 

 

 

 

 

11

 

 

 

 

 

Total operating expenses

(289

)

 

 

 

 

 

(335

)

 

 

 

 

Operating loss

(22

)

 

 

 

 

 

(11

)

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(79

)

 

 

 

 

 

(72

)

 

4

 

 

(d)

Other, net

21

 

 

(2

)

 

(d)

 

15

 

 

 

 

 

Total other income and (deductions)

(58

)

 

 

 

 

 

(57

)

 

 

 

 

Loss before income taxes

(80

)

 

 

 

 

 

(68

)

 

 

 

 

Income taxes

116

 

 

1

 

 

(c),(d),(e)

 

(8

)

 

2

 

 

(d),(e),(f)

Net loss

(196

)

 

 

 

 

 

(60

)

 

 

 

 

Net income attributable to noncontrolling interests

1

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common shareholders

$

(197

)

 

 

 

 

 

$

(60

)

 

 

 

 

__________
(a)

Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities, and other financing and investment activities.

(b)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(c)

Adjustment to exclude costs related to the planned separation primarily comprised of third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation as well as employee-related severance costs.

(d)

Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(e)

Adjustment to exclude income tax-related adjustments.

(f)

Adjustment to exclude reorganization related to cost management programs.

 

Paul Adams

Corporate Communications

410-245-8717

Emily Duncan

Investor Relations

312-394-2345

KEYWORDS: United States North America Illinois Maryland Pennsylvania

INDUSTRY KEYWORDS: Other Energy Environment Oil/Gas Alternative Energy Energy Nuclear

MEDIA:

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Waters Corporation (NYSE: WAT) Reports First Quarter 2021 Financial Results

Waters Corporation (NYSE: WAT) Reports First Quarter 2021 Financial Results

  • Salesof $609 million grew 31% as reported and 27% in constant currency
  • GAAP EPS of $2.37; non-GAAP EPS of $2.29, a 99% increase from prior year
  • Adjusted free cash flow of $193 million, a 60% increase from prior year
  • Double-digit sales growth across all end markets and product categories
  • Broad-based growth across all geographies, led by triple-digit growth in China

MILFORD, Mass.–(BUSINESS WIRE)–
Waters Corporation (NYSE: WAT)today announced first quarter 2021 sales of $609 million, a 31% increase as reported, compared to sales of $465 million for the first quarter of 2020. Foreign currency translation benefited sales growth by approximately 4% for the quarter.

On a GAAP basis, diluted earnings per share (EPS) for the first quarter of 2021 increased to $2.37, compared to $0.86 for the first quarter of 2020. On a non-GAAP basis, EPS increased to $2.29, compared to $1.15 for the first quarter of 2020. A description and reconciliation of GAAP to non-GAAP results appear in the tables below and can be found on the Company’s website www.waters.com in the Investor Relations section.

On a GAAP basis, net cash provided by operating activities was $218 million for the first quarter of 2021, compared to $152 million for the first quarter of 2020. On a non-GAAP basis, adjusted free cash flow for the first quarter of 2021 was $193 million versus $121 million for the first quarter of 2020.

“I remain grateful to our colleagues for their continued hard work and commitment, especially to those who are experiencing the devastating effects of the pandemic,” said Dr. Udit Batra, President and Chief Executive Officer of Waters Corporation. “There is much to be pleased about with our first quarter results, driven by strong growth across each of our major end markets, with pharma leading the way. Thanks to solid execution and instrument sales growing in double-digits, we saw revenue increases across every region, with China’s sales more than doubling. Our transformation plan is well underway, with commercial momentum and a strong leadership team in place, we now turn towards developing a new strategy as we work to more closely align our portfolio with higher growth areas of the market.”

Unless otherwise noted, sales growth and decline percentages are presented on an as-reported basis and are the same as the sales growth and decline percentages presented on a constant-currency basis as compared with the same period in the prior year, each of which is detailed in the reconciliation of sales growth rates to constant-currency growth rates in the tables below.

During the first quarter of 2021, sales into the pharmaceutical market increased 32% as reported and 28% in constant currency, sales into the industrial market increased 28% as reported and 24% in constant currency and sales into the academic and government markets increased 33% as reported and 29% in constant currency.

During the first quarter, recurring revenues, which represent the combination of service and precision chemistries revenues, increased 20% as reported and 15% in constant currency, while instrument system sales increased 49% as reported and 45% in constant currency.

Geographically, sales in Asia during the quarter increased 44% as reported and 41% in constant currency, sales in the Americas increased 15% as reported and 14% in constant currency (with U.S. sales growing 13%) and sales in Europe increased 36% as reported and 25% in constant currency.

Second Quarter and Fiscal Year 2021 Financial Outlook

The Company expects full-year 2021 constant-currency sales growth in the range of 8% to 11%. Currency translation is expected to increase full-year sales growth by one to two percentage points. The Company also expects full-year 2021 non-GAAP EPS in the range of $9.85 to $10.05. Please refer to the tables below for a reconciliation of the projected GAAP to non-GAAP financial outlook for the full-year.

The Company expects second quarter 2021 constant-currency sales growth in the range of 14% to 16%. Currency translation is expected to increase second quarter sales growth by approximately three percentage points. The Company also expects second quarter 2021 non-GAAP EPS in the range of $2.15 to $2.25. Please refer to the tables below for a reconciliation of the projected GAAP to non-GAAP financial outlook for the second quarter.

Conference Call

Waters Corporation will webcast its first quarter 2021 financial results conference call today, May 5, 2021 at 8:00 a.m. Eastern Time. To listen to the call, please visit www.waters.com, select “Investors” under the “About Waters” section, and click on the “Live Webcast.” A replay will be available through May 12, 2021 at midnight Eastern Time on the same website by webcast and also by phone at 866-485-4163.

About Waters Corporation

Waters Corporation (NYSE: WAT), the world’s leading specialty measurement company, has pioneered chromatography, mass spectrometry and thermal analysis innovations serving the life, materials and food sciences for more than 60 years. With more than 7,400 employees worldwide, Waters operates directly in 35 countries, including 14 manufacturing facilities, and with products available in more than 100 countries. For more information, visit www.waters.com.

Non-GAAP Financial Measures

This press release contains financial measures, such as constant-currency growth rate, adjusted operating income, adjusted net income, adjusted earnings per diluted share and adjusted free cash flow, among others, which are considered “non-GAAP” financial measures under applicable U.S. Securities and Exchange Commission rules and regulations. These non-GAAP financial measures should be considered supplemental to, and not a substitute for, financial information prepared in accordance with U.S. generally accepted accounting principles (GAAP). The Company’s definitions of these non-GAAP measures may differ from similarly titled measures used by others. The non-GAAP financial measures used in this press release adjust for specified items that can be highly variable or difficult to predict. The Company generally uses these non-GAAP financial measures to facilitate management’s financial and operational decision-making, including evaluation of the Company’s historical operating results, comparison to competitors’ operating results and determination of management incentive compensation. These non-GAAP financial measures reflect an additional way of viewing aspects of the Company’s operations that, when viewed with GAAP results and the reconciliations to corresponding GAAP financial measures, may provide a more complete understanding of factors and trends affecting the Company’s business. Because non-GAAP financial measures exclude the effect of items that will increase or decrease the Company’s reported results of operations, management strongly encourages investors to review the Company’s consolidated financial statements and publicly filed reports in their entirety. Reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures are included in the tables accompanying this release.

Cautionary Statement

This release contains “forward-looking” statements regarding future results and events. For this purpose, any statements that are not statements of historical fact may be deemed forward-looking statements. Without limiting the foregoing, the words “feels”, “believes”, “anticipates”, “plans”, “expects”, “intends”, “suggests”, “appears”, “estimates”, “projects” and similar expressions, whether in the negative or affirmative, are intended to identify forward-looking statements. The Company’s actual future results may differ significantly from the results discussed in the forward-looking statements within this release for a variety of reasons, including and without limitation, risks related to the effects of the ongoing COVID-19 pandemic on our business, financial condition, results of operations and prospects, including: portions of our global workforce being unable to work fully and/or effectively due to working remotely, illness, quarantines, government actions, facility closures or other reasons related to the pandemic, increased risks of cyber-attacks resulting from our temporary remote working model, disruptions in our manufacturing capabilities or to our supply chain, volatility and uncertainty in global capital markets limiting our ability to access capital, customers being unable to make timely payments for purchases and volatility in demand for our products; foreign exchange rate fluctuations potentially affecting translation of the Company’s future non-U.S. operating results; the impact on demand for the Company’s products among the Company’s various market sectors or geographies from economic, sovereign and political uncertainties, particularly regarding the effect of new or proposed tariff or trade regulations or changes in the interpretation or enforcement of existing regulations; the effect on the Company’s financial results from the United Kingdom exiting the European Union; fluctuations in expenditures by the Company’s customers, in particular large pharmaceutical companies; introduction of competing products by other companies and loss of market share; pressures on prices from competitors and/or customers; regulatory, economic and competitive obstacles to new product introductions; other changes in demand for the Company’s products from the effect of mergers and acquisitions by the Company’s customers; increased regulatory burdens as the Company’s business evolves, especially with respect to the U.S. Food and Drug Administration and U.S. Environmental Protection Agency, among others; shifts in taxable income in jurisdictions with different effective tax rates; the outcome of tax examinations or changes in respective country legislation affecting the Company’s effective tax rate; the effect of the adoption of new accounting standards; the ability to access capital, maintain liquidity and service the Company’s debt in volatile market conditions, particularly in the U.S., as a large portion of the Company’s cash is held and operating cash flows are generated outside the U.S.; environmental and logistical obstacles affecting the distribution of products and risks associated with lawsuits and other legal actions, particularly involving claims for infringement of patents and other intellectual property rights. Such factors and others are discussed more fully in the sections entitled “Forward-Looking Statements” and “Risk Factors” of the Company’s annual report on Form 10-K for the year ended December 31, 2020, as filed with the Securities and Exchange Commission (“SEC”), which discussions are incorporated by reference in this release, as updated by the Company’s future filings with the SEC. The forward-looking statements included in this release represent the Company’s estimates or views as of the date of this release and should not be relied upon as representing the Company’s estimates or views as of any date subsequent to the date of this release. Except as required by law, the Company does not assume any obligation to update any forward-looking statements.

 

Waters Corporation and Subsidiaries

Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)

 

Three Months Ended

April 3, 2021

 

March 28, 2020

 
Net sales

$

608,545

 

$

464,939

 

 
Costs and operating expenses:
Cost of sales

 

254,147

 

 

210,644

 

Selling and administrative expenses

 

143,196

 

 

147,735

 

Research and development expenses

 

38,092

 

 

34,989

 

Purchased intangibles amortization

 

1,840

 

 

2,625

 

Litigation provision

 

 

 

666

 

 
Operating income

 

171,270

 

 

68,280

 

 
Other income (expense), net

 

9,359

 

 

(374

)

Interest expense, net

 

(6,845

)

 

(10,043

)

 
Income from operations before income taxes

 

173,784

 

 

57,863

 

 
Provision for income taxes

 

25,657

 

 

4,301

 

 
Net income

$

148,127

 

$

53,562

 

 
 
Net income per basic common share

$

2.38

 

$

0.86

 

 
Weighted-average number of basic common shares

 

62,260

 

 

62,232

 

 
 
Net income per diluted common share

$

2.37

 

$

0.86

 

 
Weighted-average number of diluted common shares and equivalents

 

62,632

 

 

62,626

 

 

Waters Corporation and Subsidiaries

Reconciliation of GAAP to Adjusted Non-GAAP

Net Sales by Operating Segment, Products & Services, Geography and Markets

Three Months Ended April 3, 2021 and March 28, 2020

(In thousands)

 

 

 

 

Current

 

 

 

 

 

 

Period

 

Constant

Three Months Ended

 

Percent

 

Currency

 

Currency

April 3, 2021

March 28, 2020

 

Change

 

Impact

 

Growth Rate (a)

 
NET SALES – OPERATING SEGMENT
 
Waters $

541,878

$

414,211

31

%

$

18,021

26

%

TA

66,667

50,728

31

%

1,817

28

%

 
Total $

608,545

$

464,939

31

%

$

19,838

27

%

 
 
NET SALES – PRODUCTS & SERVICES
 
Instruments $

263,048

$

176,938

49

%

$

6,934

45

%

 
Service

226,523

190,756

19

%

8,724

14

%

Chemistry

118,974

97,245

22

%

4,180

18

%

Total Recurring

345,497

288,001

20

%

12,904

15

%

 
Total $

608,545

$

464,939

31

%

$

19,838

27

%

 
 
NET SALES – GEOGRAPHY
 
Asia $

229,542

$

159,080

44

%

$

5,097

41

%

Americas

197,357

172,176

15

%

457

14

%

Europe

181,646

133,683

36

%

14,284

25

%

 
Total $

608,545

$

464,939

31

%

$

19,838

27

%

 
 
NET SALES – MARKETS
 
Pharmaceutical $

360,148

$

272,563

32

%

$

11,790

28

%

Industrial

183,273

143,354

28

%

5,976

24

%

Academic & Government

65,124

49,022

33

%

2,072

29

%

 
Total $

608,545

$

464,939

31

%

$

19,838

27

%

 
 
NET SALES – EXCLUDING CHINA
 
Total Net Sales $

608,545

$

464,939

31

%

$

19,838

27

%

China Net Sales

102,919

47,231

118

%

4,026

109

%

 
Total Net Sales Excluding China $

505,626

$

417,708

21

%

$

15,812

17

%

(a)

 

The Company believes that referring to comparable constant-currency growth rates is a useful way to evaluate the underlying performance of Waters Corporation’s net sales. Constant-currency growth rate, a non-GAAP financial measure, measures the change in net sales between current and prior year periods, ignoring the impact of foreign currency exchange rates during the current period. See description of non-GAAP financial measures contained in this release.

 

Waters Corporation and Subsidiaries

Reconciliation of GAAP to Adjusted Non-GAAP Financials

Three Months Ended April 3, 2021 and March 28, 2020

(In thousands, except per share data)

 

Selling &

Administrative

Expenses(a)

 

 

Operating

Income

 

Operating

Income

Percentage

 

 

Other

Income

(Expense)

 

 

Income from

Operations

before

Income

Taxes

 

 

Provision for

Income

Taxes

 

 

Net

Income

 

 

Diluted

Earnings

per Share

Three Months Ended April 3, 2021
GAAP $

145,036

$

171,270

28.1%

$

9,359

$

173,784

$

25,657

$

148,127

$

2.37

Adjustments:
Purchased intangibles amortization (b)

(1,840)

1,840

0.3%

1,840

414

1,426

0.02

Restructuring costs and certain other items (c)

(870)

870

0.1%

(9,707)

(8,837)

(2,120)

(6,717)

(0.11)

Certain income tax items (d)

(550)

550

0.01

Adjusted Non-GAAP $

142,326

$

173,980

28.6%

$

(348)

$

166,787

$

23,401

$

143,386

$

2.29

 
Three Months Ended March 28, 2020
GAAP $

151,026

$

68,280

14.7%

$

(374)

$

57,863

$

4,301

$

53,562

$

0.86

Adjustments:
Purchased intangibles amortization (b)

(2,625)

2,625

0.6%

2,625

522

2,103

0.03

Restructuring costs and certain other items (c)

(20,520)

20,520

4.4%

(309)

20,211

4,597

15,614

0.25

Litigation provision (e)

(666)

666

0.1%

666

160

506

0.01

Certain income tax items (d)

(375)

375

0.01

Adjusted Non-GAAP $

127,215

$

92,091

19.8%

$

(683)

$

81,365

$

9,205

$

72,160

$

1.15

(a)

 

Selling & administrative expenses include purchased intangibles amortization, litigation provisions and settlements and asset impairments.

(b)

 

The purchased intangibles amortization, a non-cash expense, was excluded to be consistent with how management evaluates the performance of its core business against historical operating results and the operating results of competitors over periods of time.

(c)

 

Restructuring costs, mergers and acquisition costs and certain other items were excluded as the Company believes that the cost to consolidate operations, reduce overhead, acquire companies and certain other income or expense items are not normal and do not represent future ongoing business expenses of a specific function or geographic location of the Company.

(d)

 

Certain income tax items were excluded as these non-cash expenses and benefits represent updates in management’s assessment of ongoing examinations or other tax items that are not indicative of the Company’s normal or future income tax expense.

(e)

 

Litigation provisions and settlement gains were excluded as these items are isolated, unpredictable and not expected to recur regularly.

 

Waters Corporation and Subsidiaries

Preliminary Condensed Unclassified Consolidated Balance Sheets

(In thousands and unaudited)

 

April 3, 2021

December 31, 2020

 
Cash, cash equivalents and investments

$

809,769

$

443,146

Accounts receivable

 

550,677

 

573,316

Inventories

 

327,967

 

304,281

Property, plant and equipment, net

 

513,719

 

494,003

Intangible assets, net

 

240,853

 

258,645

Goodwill

 

438,139

 

444,362

Other assets

 

330,439

 

322,167

Total assets

$

3,211,563

$

2,839,920

 
 
Notes payable and debt

$

1,703,090

$

1,356,515

Other liabilities

 

1,277,511

 

1,251,261

Total liabilities

 

2,980,601

 

2,607,776

 
Total stockholders’ equity

 

230,962

 

232,144

Total liabilities and stockholders’ equity

$

3,211,563

$

2,839,920

 

Waters Corporation and Subsidiaries

Preliminary Condensed Consolidated Statements of Cash Flows

Three Months Ended April 3, 2021 and March 28, 2020

(In thousands and unaudited)

 

Three Months Ended

April 3, 2021

 

March 28, 2020

 
Cash flows from operating activities:
Net income

$

148,127

 

$

53,562

 

Adjustments to reconcile net income to net cash provided by operating activities:
Stock-based compensation

 

8,305

 

 

9,196

 

Depreciation and amortization

 

31,356

 

 

29,188

 

Change in operating assets and liabilities, net

 

30,616

 

 

59,689

 

Net cash provided by operating activities

 

218,404

 

 

151,635

 

 
Cash flows from investing activities:
Additions to property, plant, equipment and software capitalization

 

(39,503

)

 

(51,130

)

Business acquisitions, net of cash acquired

 

 

 

(76,664

)

Net change in investments

 

(119,501

)

 

(2,381

)

Net cash used in investing activities

 

(159,004

)

 

(130,175

)

 
Cash flows from financing activities:
Net change in debt

 

346,363

 

 

214,634

 

Proceeds from stock plans

 

16,295

 

 

11,743

 

Purchases of treasury shares

 

(173,305

)

 

(196,226

)

Other cash flow from financing activities, net

 

(578

)

 

2,767

 

Net cash provided by financing activities

 

188,775

 

 

32,918

 

 
Effect of exchange rate changes on cash and cash equivalents

 

(1,087

)

 

(32

)

Increase in cash and cash equivalents

 

247,088

 

 

54,346

 

 
Cash and cash equivalents at beginning of period

 

436,695

 

 

335,715

 

Cash and cash equivalents at end of period

$

683,783

 

$

390,061

 

 
 

Reconciliation of GAAP Cash Flows from Operating Activities to Free Cash Flow (a)

 
Net cash provided by operating activities – GAAP

$

218,404

 

$

151,635

 

 
Adjustments:
Additions to property, plant, equipment and software capitalization

 

(39,503

)

 

(51,130

)

Major facility renovations

 

14,490

 

 

20,543

 

Free Cash Flow – Adjusted Non-GAAP

$

193,391

 

$

121,048

 

(a)

 

The Company defines free cash flow as net cash flow from operations accounted for under GAAP less capital expenditures and software capitalizations plus or minus any unusual and non recurring items. Free cash flow is not a GAAP measurement and may not be comparable to free cash flow reported by other companies.

 

Waters Corporation and Subsidiaries

Reconciliation of Projected GAAP to Adjusted Non-GAAP Financial Outlook

 

Three Months Ended

 

Twelve Months Ended

July 3, 2021

 

December 31, 2021

Range

 

Range

Projected Sales
 
Projected constant-currency sales growth rate (a)

 

14

%

 

16

%

 

8

%

 

11

%

 

 

 
Projected currency impact

 

2

%

 

4

%

 

1

%

 

2

%

 

 

 
Projected sales growth rate as reported

 

16

%

 

20

%

 

9

%

 

13

%

 

 

 

 

 

 
Projected Earnings Per Diluted Share

Range

Range

 

 

 

 

 

 
Projected GAAP earnings per diluted share

$

2.10

 

$

2.20

 

$

9.65

 

$

9.85

 

Adjustments:

 

 

Purchased intangibles amortization

$

0.04

 

$

0.04

 

$

0.16

 

$

0.16

 

Certain income tax items

$

0.01

 

$

0.01

 

$

0.04

 

$

0.04

 

Projected adjusted non-GAAP earnings per diluted share

$

2.15

 

$

2.25

 

$

9.85

 

$

10.05

 

(a)

 

Constant-currency growth rates are a non-GAAP financial measure that measures the change in net sales between current and prior year periods, ignoring the impact of foreign currency exchange rates during the current period. These amounts are estimated at the current foreign currency exchange rates and based on the forecasted geographical sales in local currency, as well as an assessment of market conditions as of today, and may differ significantly from actual results.

 

 

 

These forward-looking adjustment estimates do not reflect future gains and charges that are inherently difficult to predict and estimate due to their unknown timing, effect and/or significance.

 

Bryan Brokmeier, CFA, Senior Director, Investor Relations, 508-482-3448

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Health Other Health Other Science Research Science Biotechnology

MEDIA:

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The ODP Corporation Announces First Quarter 2021 Results

The ODP Corporation Announces First Quarter 2021 Results

First Quarter Revenue of $2.4 Billion with GAAP Diluted EPS of $0.95; Adjusted EPS of $1.21

Low-Cost Model Helped Drive Operating Income of $55 million; Adjusted Operating Income of $91 million

Delivered Significant Cash Flow with $1.7 Billion in Total Available Liquidity at Quarter End

Announced Plans to Separate ODP into Two Independent, Publicly Traded Companies

Board Approves a New $300 Million Stock Repurchase Authorization

Plan for CompuCom Sale Process Continues to Proceed

BOCA RATON, Fla.–(BUSINESS WIRE)–
The ODP Corporation (“ODP,” or the “Company”) (NASDAQ: ODP), a leading provider of business services, products and digital workplace technology solutions through an integrated B2B distribution platform with an online presence and approximately 1,100 stores, today announced results for the first quarter ended March 27, 2021.

Consolidated (in millions, except per share amounts)

1Q21

1Q20

Sales

$2,366

$2,725

Sales change from prior year period

(13)%

 

Operating income

$55

$80

Adjusted operating income (1)

$91

$108

Net income

$53

$45

Diluted earnings per share (2)

$0.95

$0.84

Adjusted net income (1)

$68

$66

Adjusted earnings per share (most dilutive)(2)

$1.21

$1.21

Adjusted EBITDA (1)

$138

$157

Operating Cash Flow

$86

$188

Free Cash Flow (3)

$73

$163

Adjusted Free Cash Flow (4)

$79

$173

First Quarter 2021 Summary(1)(2)

  • Total reported sales of $2.4 billion, down 13% versus last year
  • GAAP operating income of $55 million and net income of $53 million, or $0.95 per diluted share, versus $80 million and $45 million, or $0.84 per diluted share, respectively in the prior year
  • Adjusted operating income of $91 million, down from $108 million in the first quarter of 2020; and adjusted EBITDA of $138 million, down from $157 million in the first quarter of 2020
  • Adjusted net income of $68 million, or adjusted earnings per share of $1.21, versus $66 million or $1.21, respectively in the prior year
  • Operating cash flow of $86 million and adjusted free cash flow of $79 million, versus $188 million and $173 million, respectively in prior year
  • $1.7 billion of total available liquidity including $753 million in cash and cash equivalents

“It’s an exciting day for ODP, as we mark the continued evolution of our B2B pivot and digital transformation, drove solid quarterly results, and took the next step in unlocking shareholder value,” said Gerry Smith, chief executive officer of The ODP Corporation.

“While conditions related to COVID-19 persisted in the quarter and adverse weather temporarily impacted operations in the Southwest, the continued execution of our low-cost model drove solid operating and free cash flow results, as we continued to make meaningful progress on our strategic initiatives. We delivered our value proposition to customers at home, in the office, and through our Retail channel, which experienced strong demand, including a 35% year-over-year increase in our buy online, pick-up in store (BOPIS) offering. While COVID-19 conditions continued to impact our contract channel, we did achieve one of our highest levels of net new customer wins and are encouraged by the increased business activity and traction exiting the quarter,” he added.

“The significant progress on our B2B pivot and digital transformation initiatives have us well positioned for the future. Our digital platform business integrated BuyerQuest, our new procure-to-pay (P2P) platform, and we advanced our collaboration with Microsoft. Additionally, the supplier community continues to gain interest as they realize the broad capabilities and reach of our new digital platform. In all, we are well on our way to pursue future growth in the large and growing business commerce market.”

“Also, as we described in a separate release, we’re taking an important step to unlock shareholder value by planning a tax-free spin-off of our B2B businesses, creating two, independent, publicly-traded companies. As separate companies, we believe all stakeholders will benefit from the increased strategic focus and flexibility, aligned capital structures and growth profiles, which will enhance our prospects for long-term value creation. In support of our strategy, we are happy to announce that our Board has authorized a new $300 million stock repurchase program,” he added.

Consolidated Results

Reported (GAAP) Results

Total reported sales for the first quarter of 2021 were $2.4 billion, a decrease of 13% compared to the first quarter of 2020. The year-over-year decrease in revenue was primarily the result of fewer retail stores in service and lower sales driven by impacts related to the COVID-19 pandemic. Product sales in the first quarter were down 12% relative to the prior year period. Service revenue in the first quarter was down 19% related to lower comparable sales at CompuCom as a result of the COVID-19 outbreak and the previously disclosed malware incident, and lower sales of services in our BSD and Retail Division, both of which were negatively impacted by the COVID-19 outbreak.

Sales Breakdown (in millions)

1Q21

1Q20

Product sales

$2,051

$2,337

Product sales change from prior year

(12)%

 

Service revenues

$315

$388

Service revenues change from prior year

(19)%

 

Total sales

$2,366

$2,725

The Company reported operating income of $55 million in the first quarter of 2021, compared to $80 million in the prior year period. GAAP operating results in the first quarter included a total of $36 million of charges which include $10 million of SG&A expenses related to CompuCom’s efforts to address the malware incident and restore service delivery to impacted customers, $12 million of non-cash asset impairment charges primarily related to the impairment of operating lease right-of-use (ROU) assets associated with the Company’s retail store locations, and $14 million of merger, restructuring and other operating costs primarily associated with the Maximize B2B Restructuring Plan. Net income was $53 million, or $0.95 per diluted share in the first quarter of 2021, compared to $45 million, or $0.84 per diluted share in the first quarter of 2020.

Adjusted (non-GAAP) Results(1)(2)

Adjusted results for the first quarter of 2021 exclude charges and credits totaling $36 million as defined above, as well as a credit of $7 million for other income related to the release of certain liabilities of its former European Business, and the tax impacts associated with the above items.

  • First quarter of 2021 adjusted EBITDA was $138 million compared to $157 million in the prior year period. This included adjusted depreciation and amortization(5) of $44 million and $49 million in the first quarters of 2021 and 2020, respectively.

  • First quarter 2021 adjusted operating income was $91 million compared to $108 million in the first quarter of 2020, including the impacts related to the COVID-19 pandemic.

  • First quarter 2021 adjusted net income was $68 million, or $1.21 per diluted share, compared to $66 million, or $1.21 per diluted share, in the first quarter of 2020.

First Quarter Division Results

Business Solutions Division (BSD)

  • Reported sales were $1.1 billion in the first quarter of 2021, down 16% compared to the same period last year. Sales performance was impacted by conditions caused by the COVID-19 outbreak, which impacted schools and business operations
  • Demand in our eCommerce channel increased 3% with growth in certain adjacency product sales, which comprised 44% of total BSD revenues in the quarter
  • Operating income was $17 million in the first quarter of 2021 compared to $40 million in the prior year period

Retail Division

  • Reported sales were $1.0 billion in the first quarter of 2021, down 10% versus the prior year period, but up sequentially from $951 million in the fourth quarter of 2020. Planned closures of underperforming stores drove the reported decline with 149 fewer retail outlets at the end of the first quarter as compared to the prior year. The Company closed 8 stores in the quarter and had 1,146 stores at quarter end
  • Partially offsetting these impacts were increased sales per shopper as well as a 35% increase in our buy online, pick up in store (BOPIS) offering
  • Operating income was $100 million in the first quarter of 2021, up 15% over the same period last year. As a percentage of sales, this performance reflects an approximate 210 basis point margin improvement

CompuCom Division

  • Reported sales were $196 million in the first quarter of 2021, down 17% compared to the prior year period. The year-over-year decrease was due primarily to lower services volumes related to the COVID-19 outbreak and other factors, as well as lower billed service revenues as a result of the malware incident
  • CompuCom reported $1 million operating loss in the first quarter of 2021, compared to $3 million operating income in the prior year period
  • The Company continues to make progress on its plan for a value-maximizing sale of its CompuCom Division to maximize CompuCom’s full potential and drive forward its future value and success

B2B Pivot and Digital Transformation Progress

As a primary component of its strategy to drive growth in higher value industry segments, the Company has made significant progress on its B2B pivot and digital transformation initiatives. The Company recently established its new technology business, announced its digital transformation leadership team, acquired one of the leading Procure-to-Pay software companies, and entered into a collaboration with Microsoft corporation.

During the quarter, the Company’s new technology platform business integrated BuyerQuest, its new leading P2P eProcurement software platform, launching new customers and growing its pipeline of new business opportunities. Furthering its collaboration with Microsoft, in April, the Company’s digital technology business successfully completed a live technical demonstration of the platform at an industry technology conference, representing an important step as the Company prepares for a full launch to Microsoft’s Business Central customers scheduled for late 2021. The Company continues to generate strong interest from suppliers as they begin to recognize the expansive reach and innovative capabilities of the new digital platform.

Balance Sheet and Cash Flow

As of March 27, 2021, ODP had total available liquidity of approximately $1.7 billion, consisting of $753 million in cash and cash equivalents and $946 million of available credit under the Third Amended Credit Agreement. Total debt was $367 million.

For the first quarter of 2021, cash provided by operating activities was $86 million, which included less than $1 million in acquisition and integration-related costs and $6 million in restructuring costs, compared to cash provided by operating activities of $188 million in the first quarter of the prior year, which included $4 million and $10 million, respectively, of the same costs. The reduction in operating cash flow was driven primarily by higher working capital usage in the quarter.

Capital expenditures in the quarter were $13 million versus $25 million in the prior year period, reflecting lower investment in retail operations, while continuing growth investments in the Company’s digital transformation, distribution network, and eCommerce capabilities. The cash charges associated with the Company’s Maximize B2B Restructuring Plan and its Business Acceleration Program in the quarter were $5 million and $1 million, respectively. Accordingly, Adjusted Free Cash Flow was $79 million in the first quarter of 2021.

Additionally, as part of its ongoing commitment to drive shareholder value in support of its strategic initiatives, the Company announced today that its Board of Directors authorized a new $300 million stock repurchase program. This new program, available through June 30, 2022, replaces the current share repurchase program that was temporarily suspended during the onset of COVID-19. The authorization permits the Company to repurchase common stock from time-to-time through a combination of open market repurchases, privately negotiated transactions, 10b5-1 trading plans, accelerated stock repurchase transactions and/or other derivative transactions. The stock repurchase program may be modified, extended, suspended or discontinued at any time. The exact number and timing of share repurchases will depend on market conditions and other factors, and will be funded through available cash balances. “Reflecting our team’s confidence in the future, this new authorization will allow us to opportunistically enhance the return of capital to shareholders as we execute our strategic initiatives. As we make progress, our Board of Director’s will continue to evaluate our capital allocation plans in order to maximize long-term value for shareholders,” Smith added.

 

(1)

As presented throughout this release, adjusted results represent non-GAAP financial measures and exclude charges or credits not indicative of core operations and the tax effect of these items, which may include but not be limited to merger integration, restructuring, acquisition costs, and asset impairments. Reconciliations from GAAP to non-GAAP financial measures can be found in this release as well as on the Company’s Investor Relations website at investor.theodpcorp.com.

(2)

All share and per share amounts in this release have been retroactively adjusted for the prior period presented to give effect to a 1-for-10 reverse stock split which was effective on June 30, 2020.

(3)

As used in this release, Free Cash Flow is defined as cash flows from operating activities less capital expenditures. Free Cash Flow is a non-GAAP financial measure and reconciliations from GAAP financial measures can be found in this release. Reconciliations from GAAP to non-GAAP financial measures can be found in this release as well as on the Company’s Investor Relations website at investor.theodpcorp.com.

(4)

As used in this release, Adjusted Free Cash Flow is defined as Free Cash Flow excluding cash charges associated with the Company’s Maximize B2B Restructuring Plan and its Business Acceleration Program. Adjusted Free Cash Flow is a non-GAAP financial measure and reconciliations from GAAP financial measures can be found in this release as well as on the Company’s Investor Relations website at investor.theodpcorp.com.

(5)

Adjusted depreciation and amortization each represents a non-GAAP financial measure and excludes accelerated depreciation caused by updating the salvage value and shortening the useful life of depreciable fixed assets to coincide with planned store closures under an approved restructuring plan, but only if impairment is not present. Accelerated depreciation charges are restructuring expenses. Reconciliations from GAAP to non-GAAP financial measures can be found in this release as well as on the Company’s Investor Relations website at investor.theodpcorp.com.

 

About The ODP Corporation

The ODP Corporation (NASDAQ:ODP) is a leading provider of business services and supplies, products and digital workplace technology solutions to small, medium and enterprise businesses, through an integrated business-to-business (B2B) distribution platform, which includes world-class supply chain and distribution operations, dedicated sales professionals and technicians, online presence, and approximately 1,100 stores. Through its banner brands Office Depot®, OfficeMax®, CompuCom® and Grand&Toy®, as well as others, the Company offers its customers the tools and resources they need to focus on their passion of starting, growing and running their business. For more information, visit news.theodpcorp.com and investor.theodpcorp.com.

The ODP Corporation and Office Depot are trademarks of The Office Club, Inc. OfficeMax is a trademark of OMX, Inc. CompuCom is a trademark of CompuCom Systems, Inc. Grand&Toy is a trademark of Grand & Toy, LLC in Canada. ©2021 Office Depot, LLC. All rights reserved. Any other product or company names mentioned herein are the trademarks of their respective owners.

FORWARD LOOKING STATEMENTS

This communication may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements or disclosures may discuss goals, intentions and expectations as to future trends, plans, events, results of operations, cash flow or financial condition, the potential impacts on our business due to the unknown severity and duration of the COVID-19 outbreak, or state other information relating to, among other things, the Company, based on current beliefs and assumptions made by, and information currently available to, management. Forward-looking statements generally will be accompanied by words such as “anticipate,” “believe,” “plan,” “could,” “estimate,” “expect,” “forecast,” “guidance,” “outlook,” “intend,” “may,” “possible,” “potential,” “predict,” “project,” “propose” or other similar words, phrases or expressions, or other variations of such words. These forward-looking statements are subject to various risks and uncertainties, many of which are outside of the Company’s control. There can be no assurances that the Company will realize these expectations or that these beliefs will prove correct, and therefore investors and stakeholders should not place undue reliance on such statements.

Factors that could cause actual results to differ materially from those in the forward-looking statements include, among other things, highly competitive office products market and failure to differentiate the Company from other office supply resellers or respond to decline in general office supplies sales or to shifting consumer demands; competitive pressures on the Company’s sales and pricing; the adverse effects of an unsolicited tender offer on our business, operating results or financial condition; the risk that the Company is unable to transform the business into a service-driven, B2B platform that such a strategy will not result in the benefits anticipated; the risk that the Company will not be able to achieve its strategic plans, including the announced separation of the B2B Operations and the sale of CompuCom, and the high costs in connection with these transactions which may not be recouped if these transactions are not consummated, the risk that the Company may not be able to realize the anticipated benefits of acquisitions due to unforeseen liabilities, future capital expenditures, expenses, indebtedness and the unanticipated loss of key customers or the inability to achieve expected revenues, synergies, cost savings or financial performance; the risk that the Company is unable to successfully maintain a relevant omni-channel experience for its customers; the risk that the Company is unable to execute the Maximize B2B Restructuring Plan successfully or that such plan will not result in the benefits anticipated; the risk that the Company will not be successful in maximizing the full potential of its CompuCom Division; failure to effectively manage the Company’s real estate portfolio; loss of business with government entities, purchasing consortiums, and sole- or limited- source distribution arrangements; failure to attract and retain qualified personnel, including employees in stores, service centers, distribution centers, field and corporate offices and executive management, and the inability to keep supply of skills and resources in balance with customer demand; failure to execute effective advertising efforts and maintain the Company’s reputation and brand at a high level; disruptions in computer systems, including delivery of technology services; breach of information technology systems affecting reputation, business partner and customer relationships and operations and resulting in high costs and lost revenue; unanticipated downturns in business relationships with customers or terms with the suppliers, third-party vendors and business partners; disruption of global sourcing activities, evolving foreign trade policy (including tariffs imposed on certain foreign made goods); exclusive Office Depot branded products are subject to additional product, supply chain and legal risks; product safety and quality concerns of manufacturers’ branded products and services and Office Depot private branded products; covenants in the credit facility; general disruption in the credit markets; incurrence of significant impairment charges; retained responsibility for liabilities of acquired companies; fluctuation in quarterly operating results due to seasonality of the Company’s business; changes in tax laws in jurisdictions where the Company operates; increases in wage and benefit costs and changes in labor regulations; changes in the regulatory environment, legal compliance risks and violations of the U.S. Foreign Corrupt Practices Act and other worldwide anti-bribery laws; volatility in the Company’s common stock price; changes in or the elimination of the payment of cash dividends on Company common stock; macroeconomic conditions such as future declines in business or consumer spending; increases in fuel and other commodity prices and the cost of material, energy and other production costs, or unexpected costs that cannot be recouped in product pricing; unexpected claims, charges, litigation, dispute resolutions or settlement expenses; catastrophic events, including the impact of weather events on the Company’s business; the discouragement of lawsuits by shareholders against the Company and its directors and officers as a result of the exclusive forum selection of the Court of Chancery, the federal district court for the District of Delaware or other Delaware state courts by the Company as the sole and exclusive forum for such lawsuits; and the impact of the COVID-19 pandemic on the Company’s business, including on the demand for its and our customers’ products and services, on trade and transport restrictions and generally on our ability to effectively manage the impacts of the COVID-19 pandemic on our business operations. The foregoing list of factors is not exhaustive. Investors and shareholders should carefully consider the foregoing factors and the other risks and uncertainties described in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the U.S. Securities and Exchange Commission. The Company does not assume any obligation to update or revise any forward-looking statements.

 

THE ODP CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per share amounts)

(Unaudited)

 

 

13 Weeks Ended

 

 

 

March 27,

 

 

March 28,

 

 

 

2021

 

 

2020

 

Sales:

 

 

 

 

 

 

 

 

Products

 

$

2,051

 

 

$

2,337

 

Services

 

 

315

 

 

 

388

 

Total sales

 

 

2,366

 

 

 

2,725

 

Cost of goods sold and occupancy costs:

 

 

 

 

 

 

 

 

Products

 

 

1,609

 

 

 

1,828

 

Services

 

 

223

 

 

 

268

 

Total cost of goods sold and occupancy costs

 

 

1,832

 

 

 

2,096

 

Gross profit

 

 

534

 

 

 

629

 

Selling, general and administrative expenses

 

 

453

 

 

 

521

 

Asset impairments

 

 

12

 

 

 

12

 

Merger, restructuring and other operating expenses, net

 

 

14

 

 

 

16

 

Operating income

 

 

55

 

 

 

80

 

Other income (expense):

 

 

 

 

 

 

 

 

Interest income

 

 

 

 

 

3

 

Interest expense

 

 

(7

)

 

 

(18

)

Other income, net

 

 

11

 

 

 

1

 

Income before income taxes

 

 

59

 

 

 

66

 

Income tax expense

 

 

6

 

 

 

21

 

Net income

 

$

53

 

 

$

45

 

Earnings per share

 

 

 

 

 

 

 

 

Basic

 

$

0.99

 

 

$

0.86

 

Diluted

 

$

0.95

 

 

$

0.84

 

 

THE ODP CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions, except shares and par value)

 

 

March 27,

 

 

December 26,

 

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

753

 

 

$

729

 

Receivables, net

 

 

687

 

 

 

631

 

Inventories

 

 

929

 

 

 

930

 

Prepaid expenses and other current assets

 

 

75

 

 

 

65

 

Total current assets

 

 

2,444

 

 

 

2,355

 

Property and equipment, net

 

 

546

 

 

 

576

 

Operating lease right-of-use assets

 

 

1,096

 

 

 

1,170

 

Goodwill

 

 

677

 

 

 

609

 

Other intangible assets, net

 

 

357

 

 

 

357

 

Deferred income taxes

 

 

156

 

 

 

162

 

Other assets

 

 

322

 

 

 

329

 

Total assets

 

$

5,598

 

 

$

5,558

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Trade accounts payable

 

$

959

 

 

$

919

 

Accrued expenses and other current liabilities

 

 

1,141

 

 

 

1,138

 

Income taxes payable

 

 

6

 

 

 

12

 

Short-term borrowings and current maturities of long-term debt

 

 

23

 

 

 

24

 

Total current liabilities

 

 

2,129

 

 

 

2,093

 

Deferred income taxes and other long-term liabilities

 

 

201

 

 

 

197

 

Pension and postretirement obligations, net

 

 

41

 

 

 

43

 

Long-term debt, net of current maturities

 

 

344

 

 

 

354

 

Operating lease liabilities

 

 

923

 

 

 

991

 

Total liabilities

 

 

3,638

 

 

 

3,678

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Common stock — authorized 80,000,000 shares of $0.01 par value; issued shares — 64,604,629 at March 27, 2021 and 62,551,255 at December 26, 2020; outstanding shares — 54,747,436 at March 27, 2021 and 52,694,062 at December 26, 2020

 

 

1

 

 

 

1

 

Additional paid-in capital

 

 

2,697

 

 

 

2,675

 

Accumulated other comprehensive loss

 

 

(27

)

 

 

(32

)

Accumulated deficit

 

 

(356

)

 

 

(409

)

Treasury stock, at cost — 9,857,193 shares at March 27, 2021 and December 26, 2020

 

 

(355

)

 

 

(355

)

Total stockholders’ equity

 

 

1,960

 

 

 

1,880

 

Total liabilities and stockholders’ equity

 

$

5,598

 

 

$

5,558

 

 

THE ODP CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

 

 

13 Weeks Ended

 

 

 

March 27,

 

 

March 28,

 

 

 

2021

 

 

2020

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income

 

$

53

 

 

$

45

 

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

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

46

 

 

 

49

 

Charges for losses on receivables and inventories

 

 

7

 

 

 

8

 

Asset impairments

 

 

12

 

 

 

12

 

Compensation expense for share-based payments

 

 

10

 

 

 

7

 

Deferred income taxes and deferred tax asset valuation allowances

 

 

6

 

 

 

24

 

Changes in working capital and other operating activities

 

 

(48

)

 

 

43

 

Net cash provided by operating activities

 

 

86

 

 

 

188

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Capital expenditures

 

 

(13

)

 

 

(25

)

Businesses acquired, net of cash acquired

 

 

(28

)

 

 

(18

)

Proceeds from collection of notes receivable

 

 

 

 

 

818

 

Other investing activities

 

 

8

 

 

 

1

 

Net cash provided by (used in) investing activities

 

 

(33

)

 

 

776

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Net payments on long and short-term borrowings

 

 

(6

)

 

 

(25

)

Debt retirement

 

 

 

 

 

(735

)

Cash dividends on common stock

 

 

 

 

 

(13

)

Share purchases for taxes, net of proceeds from employee share-based

transactions

 

 

(23

)

 

 

(4

)

Repurchase of common stock for treasury

 

 

 

 

 

(30

)

Other financing activities

 

 

(1

)

 

 

(1

)

Net cash used in financing activities

 

 

(30

)

 

 

(808

)

Effect of exchange rate changes on cash and cash equivalents

 

 

1

 

 

 

(12

)

Net increase in cash, cash equivalents and restricted cash

 

 

24

 

 

 

144

 

Cash, cash equivalents and restricted cash at beginning of period

 

 

729

 

 

 

700

 

Cash, cash equivalents and restricted cash at end of period

 

$

753

 

 

$

844

 

Supplemental information on non-cash investing and financing activities

 

 

 

 

 

 

 

 

Right-of-use assets obtained in exchange for new finance lease liabilities

 

$

 

 

$

3

 

Right-of-use assets obtained in exchange for new operating lease liabilities

 

 

11

 

 

 

54

 

Business acquired in exchange for common stock issuance

 

 

35

 

 

 

 

 

THE ODP CORPORATION

BUSINESS UNIT PERFORMANCE

(In millions)

(Unaudited)

 

Business Solutions Division (in millions)

1Q21

1Q20

Sales

$1,127

$1,334

Sales change from prior year

(16)%

 

Division operating income

$17

$40

Division operating income margin

1.5%

3.0%

BSD year-over-year sales performance was impacted by conditions caused by the COVID-19 outbreak, negatively impacting sales primarily in the Company’s contract channel as the operations of many businesses were interrupted and the majority of school systems remained closed to in-class learning. The Company utilized diverse channels and a broader product portfolio to meet customer needs. Demand through its eCommerce channel grew by 3%. Adjacency categories include cleaning and breakroom, personal protective equipment (PPE), technology, furniture, and copy and print, and comprised 44% of total BSD revenues in the quarter. BSD operating income was impacted by lower sales volume related to the effects of the COVID-19 pandemic and product mix, partially offset by cost efficiency measures. The Company’s contract channel experienced stronger demand late in the quarter as more businesses resumed normal operations and a great number of school systems returned to in-class learning.

Retail Division (in millions)

1Q21

1Q20

Sales

$1,039

$1,156

Sales change from prior year

(10)%

 

Division operating income

$100

$87

Division operating income margin

9.6%

7.5%

The Retail Division reported sales were down 10% versus the prior year period related to planned closures of underperforming stores with 149 fewer retail outlets at the end of the first quarter as compared to the prior year. Partially offsetting these impacts were increased sales per shopper, increased demand for certain adjacency product categories, and stronger adoption of our BOPIS offering. Retail Division operating income was up 15% over the same period last year and reflects a 210 basis point margin improvement. The increase in operating income versus the prior year was largely related to lower SG&A from cost savings initiatives, improvements in distribution and inventory management costs, and lower operating lease costs.

CompuCom Division (in millions)

1Q21

1Q20

Sales

$196

$235

Sales change from prior year

(17)%

 

Division operating income

$(1)

$3

Division operating income margin

(0.5)%

1.3%

The CompuCom Division reported sales decrease was due primarily to lower services volumes related to the impact of the COVID-19 pandemic and other factors, as well as lower billed service revenue as a result of the malware incident. Service disruptions related to the malware incident have largely been addressed and service has been restored to all customers. The CompuCom Division reported an operating loss of $1 million in the first quarter of 2021, compared to $3 million operating income in the first quarter of 2020.

THE ODP CORPORATION

GAAP to Non-GAAP Reconciliations

(Unaudited)

We report our results in accordance with accounting principles generally accepted in the United States (“GAAP”). We also review certain financial measures excluding impacts of transactions that are not related to our core operations (“non-GAAP”). Management believes that the presentation of these non-GAAP financial measures enhances the ability of its investors to analyze trends in its business and provides a means to compare periods that may be affected by various items that might obscure trends or developments in its business. Management uses both GAAP and non-GAAP measures to assist in making business decisions and assessing overall performance. Non-GAAP measures help to evaluate programs and activities that are intended to attract and satisfy customers, separate from expenses and credits directly associated with Merger, restructuring, and certain similar items. Certain non-GAAP measures are also used for short and long-term incentive programs.

Our measurement of these non-GAAP financial measures may be different from similarly titled financial measures used by others and therefore may not be comparable. These non-GAAP financial measures should not be considered superior to the GAAP measures, but only to clarify some information and assist the reader. We have included reconciliations of this information to the most comparable GAAP measures in the tables included within this material.

Free cash flow is a non-GAAP measure, which we define as cash flows from operating activities less capital expenditures. We believe that free cash flow is an important indicator that provides additional perspective on our ability to generate cash to fund our strategy and expand our distribution network. Adjusted free cash flow is also a non-GAAP measure, which we define as free cash flow excluding cash charges associated with the Company’s Maximize B2B Restructuring Plan and its Business Acceleration Program.

 
(In millions, except per share amounts)
 

Q1 2021

 

Reported

(GAAP)

 

 

% of

Sales

 

 

Less:

Charges &

Credits

 

 

Adjusted

(Non-

GAAP)

 

 

% of

Sales

 

Selling, general and administrative expenses

 

$

453

 

 

 

19.1

%

 

$

10

 

 

$

443

 

(6)

 

18.7

%

Assets impairments

 

$

12

 

 

 

0.5

%

 

$

12

 

 

$

 

 

 

%

Merger, restructuring and other operating expenses, net

 

$

14

 

 

 

0.6

%

 

$

14

 

 

$

 

 

 

%

Operating income

 

$

55

 

 

 

2.3

%

 

$

(36

)

 

$

91

 

(7)

 

3.8

%

Other income, net

 

$

11

 

 

 

0.5

%

 

$

7

 

 

$

4

 

(8)

 

0.2

%

Income tax expense

 

$

6

 

 

 

0.3

%

 

$

(14

)

 

$

20

 

(9)

 

0.8

%

Net income

 

$

53

 

 

 

2.2

%

 

$

(15

)

 

$

68

 

(10)

 

2.9

%

Earnings per share (most dilutive)

 

$

0.95

 

 

 

 

 

 

$

(0.26

)

 

$

1.21

 

(10)

 

 

 

Depreciation and amortization

 

$

46

 

 

 

1.9

%

 

$

2

 

 

$

44

 

(11)

 

1.9

%

Q1 2020

 

Reported

(GAAP)

 

 

% of

Sales

 

 

Less:

Charges &

Credits

 

 

Adjusted

(Non-

GAAP)

 

 

% of

Sales

 

Assets impairments

 

$

12

 

 

 

0.4

%

 

$

12

 

 

$

 

 

 

%

Merger, restructuring and other operating expenses, net

 

$

16

 

 

 

0.6

%

 

$

16

 

 

$

 

 

 

%

Operating income

 

$

80

 

 

 

2.9

%

 

$

(28

)

 

$

108

 

(7)

 

4.0

%

Income tax expense

 

$

21

 

 

 

0.8

%

 

$

(7

)

 

$

28

 

(9)

 

1.0

%

Net income

 

$

45

 

 

 

1.7

%

 

$

(21

)

 

$

66

 

(10)

 

2.4

%

Earnings per share (most dilutive)

 

$

0.84

 

 

 

 

 

 

$

(0.37

)

 

$

1.21

 

(10)

 

 

 

THE ODP CORPORATION

GAAP to Non-GAAP Reconciliations

(Unaudited)

 

 

13 Weeks Ended

 

 

 

March 27,

 

 

March 28,

 

Adjusted EBITDA:

 

2021

 

 

2020

 

Net income

 

$

53

 

 

$

45

 

Income tax expense

 

 

6

 

 

 

21

 

Income before income taxes

 

 

59

 

 

 

66

 

Add (subtract)

 

 

 

 

 

 

 

 

Interest income

 

 

 

 

 

(3

)

Interest expense

 

 

7

 

 

 

18

 

Adjusted depreciation and amortization (11)

 

 

44

 

 

 

49

 

Charges and credits, pretax (12)

 

 

29

 

 

 

28

 

Adjusted EBITDA

 

$

138

 

 

$

157

 

Amounts may not foot due to rounding. The sum of the quarterly amounts may not equal the reported amounts for the year due to rounding.

 

 

(6)

Adjusted selling, general and administrative expenses for the first quarter of 2021 exclude charges for CompuCom’s malware incident related costs of $10 million.

(7)

Adjusted operating income for all periods presented herein exclude merger, restructuring and other operating expenses, net, asset impairments (if any) and CompuCom’s malware incident related costs (if any).

(8)

Adjusted other income, net for the first quarter of 2021 excludes credits for the release of certain liabilities of our former European Business of $7 million.

(9)

Adjusted income tax expense for all periods presented herein exclude the tax effect of the charges or credits not indicative of core operations as described in the preceding notes.

(10)

Adjusted net income and adjusted earnings per share (most dilutive) for all periods presented exclude merger, restructuring and other operating expenses, net, asset impairments (if any), CompuCom’s malware incident related costs (if any), European Business liabilities release (if any), and exclude the tax effect of the charges or credits not indicative of core operations.

(11)

Adjusted depreciation and amortization for all periods presented herein exclude accelerated depreciation caused by updating the salvage value and shortening the useful life of depreciable fixed assets to coincide with the planned store closures under an approved restructuring plan, but only if impairment is not present. Accelerated depreciation charges are restructuring expenses and included in the Charges and credits, pretax line item.

(12)

Charges and credits, pretax for all periods presented include merger, restructuring and other operating expenses, net, asset impairments (if any), CompuCom’s malware incident related costs (if any) and European Business liabilities release (if any).

THE ODP CORPORATION

GAAP to Non-GAAP Reconciliations

(Unaudited)

 

 

13 Weeks Ended

 

 

 

March 27,

 

 

March 28,

 

Free cash flow

 

2021

 

 

2020

 

Net cash provided by operating activities

 

$

86

 

 

$

188

 

Capital expenditures

 

 

(13

)

 

 

(25

)

Free cash flow

 

 

73

 

 

 

163

 

Adjustments for certain cash charges

 

 

 

 

 

 

 

 

Maximize B2B Restructuring Plan

 

 

5

 

 

 

 

Business Acceleration Program

 

 

1

 

 

 

10

 

Adjusted free cash flow

 

$

79

 

 

$

173

 

 

Amounts may not foot due to rounding. The sum of the quarterly amounts may not equal the reported amounts for the year due to rounding.

 

THE ODP CORPORATION

Store Statistics

(Unaudited)

 

 

Q1

 

 

Q1

 

 

 

2021

 

 

2020

 

Retail Division:

 

 

 

 

 

 

 

 

Stores opened

 

 

 

 

 

 

Stores closed

 

 

8

 

 

 

12

 

Total retail stores (U.S.)

 

 

1,146

 

 

 

1,295

 

Total square footage (in millions)

 

 

25.3

 

 

 

28.8

 

Average square footage per store (in thousands)

 

 

22.1

 

 

 

22.3

 

 

Tim Perrott

Investor Relations

561-438-4629

[email protected]

Danny Jovic

Media Relations

561-438-1594

[email protected]

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Retail Specialty Office Products

MEDIA:

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Genasys Inc. Announces $18.3 Million U.S. Army LRAD® 450XL Systems Order

Company On Track for Record Fiscal Year Revenues and Bookings

SAN DIEGO, May 05, 2021 (GLOBE NEWSWIRE) — Genasys Inc. (NASDAQ: GNSS), the global leader in critical communications systems and solutions, today announced an $18.3 million follow-on order from the U.S. Army (Army). With this and previously received fiscal year 2021 orders, the Company has already exceeded total fiscal year 2020 bookings.

“In addition to the Army order and the recently announced Riverside County, CA mass notification and emergency management software services contract, several key awards are anticipated in the second half of our fiscal year,” stated Richard S. Danforth, Chief Executive Officer of Genasys Inc. “These awards, and other expected orders for Genasys Emergency Management software, Integrated Mass Notification solutions, and LRAD systems, have the Company well-positioned for record fiscal year revenues and bookings. We look forward to reporting our fiscal second quarter results next week on May 13, 2021.”

“The Army and other U.S. military services continue to equip their forces with LRAD’s unmatched long-range communications and scalable escalation of force (EOF) capabilities,” Mr. Danforth added. “This order demonstrates the Army’s ongoing commitment to supplying its soldiers with advanced equipment that enhances communication and saves lives.”

As part of a communication and layered EOF strategy, LRAD systems increase the decision time and distance for military personnel to differentiate between security threats and non-combatants, and scale EOF accordingly to save lives on both sides of the Long Range Acoustic Device®.

Low profile, lightweight and designed to be mounted on tripods, vehicles, small vessels and Common Remotely Operated Weapon Stations (CROWS), the LRAD 450XL is the AHD of choice for U.S. and international defense, homeland security, and law enforcement agencies.

About Genasys Inc.

Genasys is a global provider of critical communications solutions to help keep people safe. Genasys systems are in service in 72 countries around the world in a range of diverse applications, including defense, public safety, national emergency warning systems, mass notification, law enforcement, critical infrastructure protection, and many more. For more information, visit genasys.com.

Forward-Looking Statements

Except for historical information contained herein, the matters discussed are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. You should not place undue reliance on these statements. We base these statements on particular assumptions that we have made in light of our industry experience, the stage of product and market development as well as our perception of historical trends, current market conditions, current economic data, expected future developments and other factors that we believe are appropriate under the circumstances. These statements involve risks and uncertainties that could cause actual results to differ materially from those suggested in the forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties, including without limitation the business impact of health crises or outbreaks of disease, such as epidemics or pandemics and how they may affect our supply chain, and other risks and uncertainties, many of which involve factors or circumstances that are beyond the Company’s control. Risks and uncertainties are identified and discussed in our filings with the Securities and Exchange Commission. These forward-looking statements are based on information and management’s expectations as of the date hereof. Future results may differ materially from our current expectations. For more information regarding other potential risks and uncertainties, see the “Risk Factors” section of the Company’s Form 10-K for the fiscal year ended September 30, 2020. Genasys Inc. disclaims any intent or obligation to update those forward-looking statements, except as otherwise specifically stated.

 



Investor Relations Contacts
Jim Fanucchi and Satya Chillara
Darrow Associates, Inc.
[email protected]

Alico, Inc. Announces Strategic Actions to Increase Long-term Shareholder Returns

FORT MYERS, Fla., May 05, 2021 (GLOBE NEWSWIRE) — Alico, Inc. (“Alico” or the “Company”) (Nasdaq: ALCO) today announces significant enhancements that are expected to generate greater returns for our shareholders.  

In November 2017, the Company announced the Alico 2.0 Modernization Program, which improved the operational efficiencies and optimized asset returns of Alico. Highlights included:

  • Transformed three legacy citrus businesses into a single optimized enterprise now known as Alico Citrus.
  • Reduced operating and G&A costs by 19% without negative impact on business operations.
  • Planted approximately 1.5 million trees over the past four years, which are expected to steadily increase production beginning in fiscal year 2022.
  • Expanded owned citrus operations to 49,000 acres, up from 45,000 acres.
  • Divested more than $105 million of non-strategic assets that historically generated low rates of returns and shut down other parts of the Company’s operations that were not profitable.  
  • Returned more than $136 million of capital through debt repayments, a tender offer, share buybacks and common share dividends since 2015.
  • Reduced the company’s cost of capital and maintained healthy liquidity.

Alico successfully executed these operational initiatives and is now undertaking additional steps in its continuing efforts to create greater shareholder value by establishing a higher sustained level of profitability and cash flow.


Improved Terms for Majority of Fixed Rate Term Debt

Alico has now modified its fixed rate term loans with Metropolitan Life Insurance Company and New England Life Insurance Company (collectively “Metlife”). The interest rate on these loans has been reduced and quarterly principal payments will no longer be required. As of May 1, 2021, this long-term debt will be interest-bearing only, and the principal balance will be fixed until maturity in November 2029, when a balloon payment will be due, or the balance is refinanced. As of May 1, 2021, the annual interest rate on this debt was reduced from 4.15% to 3.85%. In April 2021, Alico prepaid without penalty approximately $10.3 million to reduce the principal of this fixed rate debt to $70 million, using net proceeds from an asset sale announced in the same month. These modifications are expected to reduce debt service to between $5 million and $6 million per year. Nominal fees and no penalties were incurred to modify these loans.

In addition, Alico retains the option to prepay approximately $40 million of variable rate term loans with Metlife without penalty. If net proceeds from future asset sales are used to prepay the entire amount of that variable rate term debt, Alico would be expected to decrease its debt service by another $3 million to $3.5 million annually. If such a repayment was made in fiscal 2022, Alico would require only approximately $5.1 million to service its remaining $88.2 million of debt, which is a substantial decrease from approximately $21.2 million used for debt service in fiscal 2020, which included approximately $4.5 million that the Company opportunistically prepaid.


Real Estate Asset Sales

As announced in April 2021, Alico completed the sale of 5,734 acres of ranch land to the State of Florida for approximately $14.4 million. The net balance, after-tax, of these funds was used to prepay a portion of the Metlife fixed term loans before the principal balance was fixed through 2029. Since 2017, Alico has sold more than 26,000 acres of ranch land and adjacent farmland for more than $72.7 million. Today, Alico is disclosing that it is under contract to sell, or in final negotiations to sell, approximately 15,000 additional acres of the Alico Ranch to approximately 10 different parties. If those transactions successfully close, approximately 33,000 acres of the Alico Ranch would remain unsold.

Alico also continues to own a portfolio of mineral and aggregate rights in Florida, which includes substantial sand reserves that may be valuable for use in the robust construction activity taking place in Southwestern Florida.


Increase in Common Share Dividend

Since fiscal year 2019, the Company has tripled its quarterly dividend to $0.18 from $0.06.

As previously noted, cash flow is expected to increase substantially in the near-term as asset sales are completed. After-tax proceeds from the next sales are expected to retire $40 million of variable rate term loans, which when combined with the impact of the recent fixed rate term loan modifications and prepayments, will improve subsequent annual cash flow by as much as $9.5 million annually. Following those transactions, along with prepaying another term loan which matures in September 2021, the debt structure for the Company should remain fixed through 2029.

It is the expectation of the Alico Board of Directors that the Company is likely to be able to support and sustain a significantly higher quarterly dividend once these debt modifications and prepayments and a portion of the pending real estate sales are concluded.   However, there will not be any change to our dividend policy until most of these transactions have closed. Any increased quarterly dividend would still need to enable the Company to pursue opportunities to acquire additional citrus acreage at attractive prices, repurchase common shares, make other acquisitions, or even consider special dividends in the future as asset sales continue to be realized. All future capital allocation decisions will be evaluated to maximize returns to shareholders.


Capital Expenditures

By the end of fiscal year 2021, Alico will have planted approximately 1.5 million new trees since 2018. This level of planting substantially exceeded Alico’s rate of tree attrition and has increased the Company’s overall density of our citrus groves. Alico will continue to evaluate the optimal density levels at our individual citrus groves but believes the Company is approaching maximum density. Therefore, Alico anticipates lower levels of tree plantings in fiscal 2022 to between 225,000 and 275,000 trees, which is an approximate estimate of the maintenance investment required to meet attrition among the Company’s 5 million trees. The reduction in annual tree plantings will likely decrease our annual cash capital expenditures by approximately $1.5 million to $2.0 million. However, at that lower level of tree plantings, a smaller portion of our growing costs will be capitalized and instead they will be expensed each year when the fruit is harvested.


Financial Improvements

Alico believes there are several ways its financial performance will improve.

  • Alico expects its increased plantings of approximately 1.5 million trees over the last four years has the potential in the long term to return the Company’s annual citrus production to 10 million boxes, a level last experienced in fiscal 2015. Citrus trees typically take approximately four years after planting to generate meaningful production and usually reach mature production after seven or eight years. The impact of weather-related events has impacted recent production, which was 7.6 million boxes in fiscal 2020 and production is likely to decrease again in fiscal 2021 to 6.3 million boxes.
  • The Company has significantly reduced its general and administrative expenses with the implementation of the Alico 2.0 Modernization Program, and believes through its continued efforts to become more efficient, it can reduce these expenses by an additional five (5) percent. This would result in a reduction of expenses by approximately $0.5 million.
  • In July 2020, Alico entered into an agreement to provide third-party caretaking management services to a top ten citrus grower with more than 7,000 citrus acres. Alico is reimbursed for all of its out-of-pocket costs and receives an annual fee based on acres managed. This line of business now contributes approximately $1.5 million in fees annually, and the Company is continuing to pursue similar third-party caretaking management service engagements for other large growers. Alico believes it can increase this line of business substantially each year beginning in fiscal 2022.
  • Alico intends to focus on maintaining its cash growing costs at consistent levels over the next several years. Alico believes there are potential cost savings opportunities related to citrus acres acquired in fiscal year 2020 as well as expanding its third-party caretaking management services. However, these improvements may be offset by future wage increases, which are likely. Also, as mentioned previously, the Company anticipates a smaller portion of the indirect costs associated with the caretaking of new plantings will be allocated to capital expenditures as the number of trees planted decreases. The impact of that lower level of capital expenditure will be that a greater portion of growing costs will be expensed instead of capitalized.

Based upon these financial improvements, Alico is now targeting average annual Adjusted EBITDA in the range of $35 and $45 million, commencing in fiscal year 2024.

About Alico

Alico, Inc. primarily operates two divisions: Alico Citrus, one of the nation’s largest citrus producers, and Land Management and Other Operations, which include environmental services, land leasing and related support operations. Learn more about Alico (Nasdaq: “ALCO”) at www.alicoinc.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on Alico’s current expectations about future events and can be identified by terms such as “plans,” “expect,” “may,” “anticipate,” “intend,” “should be,” “will be,” “is likely to,” “believes,” and similar expressions referring to future periods.

Alico believes the expectations reflected in the forward-looking statements are reasonable but cannot guarantee future results, level of activity, performance, or achievements. Actual results may differ materially from those expressed or implied in the forward-looking statements. Therefore, Alico cautions you against relying on any of these forward-looking statements. Factors which may cause future outcomes to differ materially from those foreseen in forward-looking statements include, but are not limited to: changes in laws, regulation and rules, including tax laws and tax rates; weather conditions that affect production, transportation, storage, demand, import and export of fresh product and their by-products; increased pressure from diseases including citrus greening and citrus canker, as well as insects and other pests; disruption of water supplies or changes in water allocations; market pricing of citrus; pricing and supply of raw materials and products; market responses to industry volume pressures; pricing and supply of energy; changes in interest rates; availability of refinancing; availability of financing for land development activities and other growth and corporate opportunities; onetime events; acquisitions and divestitures ability to make strategic acquisitions or divestitures; ability to redeploy proceeds from divestitures; ability to consummate selected land acquisitions; ability to take advantage of tax deferral options; seasonality; labor disruptions; inability to pay debt obligations; inability to engage in certain transactions due to restrictive covenants in debt instruments; government restrictions on land use; changes in agricultural land values; impact of the COVID-19 outbreak and coronavirus pandemic on our agriculture operations, including without limitation demand for product, supply chain, health and availability of our labor force, the labor force of contractors we engage, and the labor force of our competitors; other risks related to the duration and severity of the COVID-19 outbreak and coronavirus pandemic and its impact on Alico’s business; the impact of the COVID-19 outbreak and coronavirus pandemic on the U.S. and global economies and financial markets; access to governmental loans and incentives; any reduction in the public float resulting from repurchases of common stock by Alico; changes in equity awards to employees; whether the Company’s dividend policy, including its recent increased dividend amounts, is continued; whether the Company’s cash flow can support and sustain the Company’s dividend policy, including any future increases in dividend amounts; expressed desire of certain of our shareholders to liquidate their shareholdings by virtue of past market sales of common stock, by sales of common stock or by way of future transactions; political changes and economic crises; ability to implement ESG initiatives; competitive actions by other companies; increased competition from international companies; changes in environmental regulations and their impact on farming practices; the land ownership policies of governments; changes in government farm programs and policies and international reaction to such programs; changes in pricing calculations with our customers; fluctuations in the value of the U.S. dollar, interest rates, inflation and deflation rates; length of terms of contracts with customers; impact of concentration of sales to one customer; impact of concentration of sales to one customer; changes in and effects of crop insurance programs, global trade agreements, trade restrictions and tariffs; soil conditions, harvest yields, prices for commodities, and crop production expenses. Other risks and uncertainties include those that are described in Alico’s SEC filings, which are available on the SEC’s website at http://www.sec.gov. Alico undertakes no obligation to subsequently update or revise the forward-looking statements made in this press release, except as required by law.

This press release also contains financial projections that are necessarily based upon a variety of estimates and assumptions which may not be realized and are inherently subject, in addition to the risks identified in the forward-looking statement disclaimer, to business, economic, competitive, industry, regulatory, market and financial uncertainties, many of which are beyond the Company’s control. There can be no assurance that the assumptions made in preparing the financial projections will prove accurate. Accordingly, actual results may differ materially from the financial projections.

Investor Contact:

Investor Relations
(646) 277-1254
[email protected]

Richard Rallo
Senior Vice President and Chief Financial Officer
(239) 226-2000
[email protected]



Primo Water Corporation Announces $50 Million Share Repurchase Program, Declaration of Quarterly Dividend and Results of Voting for Directors at Annual and Special Meeting of Shareowners

PR Newswire

TAMPA, Fla., May 5, 2021 /PRNewswire/ – Primo Water Corporation (NYSE: PRMW) (TSX: PRMW) (the “Company” or “Primo”), a leading provider of water direct to consumers and water filtration services in North America and Europe as well as a leading provider of water dispensers, purified and spring bottled water, and self-service refill drinking water in the U.S. and Canada,  announced that its Board of Directors authorized a new $50 million share repurchase program and declared a quarterly dividend.  Primo also announced the results of voting for directors at its annual and special meeting of shareowners held on May 4, 2021 (the “Meeting”). 

SHARE REPURCHASE PROGRAM    

The Board of Directors authorized a new $50 million share repurchase program which commences on May 10, 2021 and expires on May 9, 2022. Under the program, the Company’s common shares may be repurchased periodically in open market or privately negotiated transactions through the facilities of the NYSE.

“With our successful transformation into a pure play water company and successfully navigating the pandemic over the last twelve months, we have sufficient liquidity to fund our tuck-in acquisition program, in addition to an opportunistic return of capital plan in 2021,” said Tom Harrington, Primo’s Chief Executive Officer. “Our new share repurchase program reflects the Board’s confidence in our future performance and our continued long-term cash flow generation and demonstrates our ongoing commitment to providing fundamental value for our shareholders.”

The actual timing, manner, number, and value of shares repurchased under the program will be determined by management at its discretion and will depend on a number of factors, including the market price of Primo’s common shares, general market and economic conditions, applicable law and other requirements, and other business considerations, provided however that the price per common share will not exceed the market price as at the date of acquisition (plus reasonable brokerage fees and commissions) in accordance with applicable securities laws and exchange rules. 

DECLARATION OF DIVIDEND

Primo also announced that its Board of Directors declared a dividend of US$0.06 per share on common shares, payable in cash on June 16, 2021 to shareowners of record at the close of business on June 4, 2021.

VOTING RESULTS FOR ELECTION OF DIRECTORS     

By a vote conducted by ballot, each of the nominees listed in the proxy statement dated March 25, 2021 was elected as a director of the Company at the Meeting. The detailed voting results are as follows:

 Nominee


# of
Votes For


% of Votes
For


# of Votes
Withheld


% of Votes
Withheld

Britta Bomhard

132,858,439

99.56%

585,198

0.44%

Susan E. Cates

133,193,177

99.81%

250,460

0.19%

Jerry Fowden

132,204,482

99.07%

1,239,155

0.93%

Stephen H. Halperin

128,855,955

96.56%

4,587,682

3.44%

Thomas J. Harrington

132,456,176

99.26%

987,461

0.74%

Gregory Monahan

129,021,609

96.69%

4,422,028

3.31%

Mario Pilozzi

132,406,615

99.22%

1,037,022

0.78%

Billy D. Prim

132,459,652

99.26%

983,985

0.74%

Eric Rosenfeld

104,185,846

78.07%

29,257,791

21.93%

Graham W. Savage

131,853,148

98.81%

1,590,489

1.19%

Steven P. Stanbrook

131,196,433

98.32%

2,247,204

1.68%

Details of the voting results on all matters considered at the Meeting are available in the Company’s report of voting results, which is available under the Company’s profile on SEDAR at www.sedar.com.

ABOUT PRIMO WATER CORPORATION

Primo Water Corporation is a leading pure-play water solutions provider in North America, Europe and Israel and generates approximately $2.0 billion in annual revenue. Primo operates largely under a recurring razor/razorblade revenue model. The razor in Primo’s revenue model is its industry leading line-up of sleek and innovative water dispensers, which are sold through major retailers and online at various price points or leased to customers. The dispensers help increase household penetration which drives recurring purchases of Primo’s razorblade offering. Primo’s razorblade offering is comprised of Water Direct, Water Exchange, and Water Refill. Through its Water Direct business, Primo delivers sustainable hydration solutions across its 21-country footprint direct to the customer’s door, whether at home or to commercial businesses. Through its Water Exchange and Water Refill businesses, Primo offers pre-filled and reusable containers at over 13,000 locations and water refill units at approximately 22,000 locations, respectively. Primo also offers water filtration units across its 21-country footprint representing a top five position.

Primo’s water solutions expand consumer access to purified, spring and mineral water to promote a healthier, more sustainable lifestyle while simultaneously reducing plastic waste and pollution. Primo is committed to its water stewardship standards and is proud to partner with the International Bottled Water Association (IBWA) in North America as well as with Watercoolers Europe (WE), which ensure strict adherence to safety, quality, sanitation and regulatory standards for the benefit of consumer protection.

Primo is headquartered in Tampa, Florida (USA). For more information, visit www.primowatercorp.com.


Safe Harbor 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 conveying management’s expectations as to the future based on plans, estimates and projections at the time Cott makes the statements. Forward-looking statements involve inherent risks and uncertainties and Primo cautions you that a number of important factors could cause actual results to differ materially from those contained in any such forward-looking statement. The forward-looking statements contained in this press release include, but are not limited to, statements related to the amount of shares that may be repurchased under the share repurchase program. The forward-looking statements are based on assumptions regarding management’s current plans and estimates. Management believes these assumptions to be reasonable but there is no assurance that they will prove to be accurate.

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/primo-water-corporation-announces-50-million-share-repurchase-program-declaration-of-quarterly-dividend-and-results-of-voting-for-directors-at-annual-and-special-meeting-of-shareowners-301283795.html

SOURCE Primo Water Corporation

Trane Technologies Ties ESG Metrics to Executive and Employee Compensation as it Accelerates Bold 2030 Sustainability Commitments

Trane Technologies Ties ESG Metrics to Executive and Employee Compensation as it Accelerates Bold 2030 Sustainability Commitments

SWORDS, Ireland–(BUSINESS WIRE)–
Trane Technologies (NYSE: TT), a global climate innovator, announced today that it has revised its executive and senior leader incentive plan to link directly to Environmental, Social and Governance (ESG) metrics that align with the company’s bold 2030 Sustainability Commitments.

The company’s revised annual incentive plan, which starts this year, holds top executives and approximately 2,300 company leaders accountable for meeting the company’s ambitious social and environmental sustainability goals. In addition to tying leaders’ annual cash incentives to ESG metrics, all salaried employee performance plans now must include at least one goal tied to the company’s 2030 sustainability commitments.

“We are leading with a bold purpose to challenge what’s possible for a sustainable world, and have embedded leading environmental, social and governance practices into our strategy and operations,” said Mike Lamach, Trane Technologies chairman and CEO. “Solving major global challenges like climate change and creating a more diverse and inclusive workplace requires courage, innovation, and accountability. Having everyone pull in the same direction toward our sustainability goals reinforces the right behaviors and decision-making to build a sustainable future for our customers, communities and the planet.”

The annual incentive plan for leaders, historically based on financial performance metrics, now also includes an ESG factor based on several sustainability metrics, which could decrease or increase leader incentive payments by up to 20 percent, for a total impact range of 40 percent.

Employees’ performance rating and annual merit increase above base compensation are affected by their performance on sustainability objectives, as well as other business goals. “Everyone plays an important role in our shared purpose as a climate innovation leader,” said Lamach.

The ESG factor in the annual incentive plan for leaders connects to the following three categories:

The Gigaton Challenge (Scope 3 Emissions)

Trane Technologies’ Gigaton Challenge is aimed at reducing customer carbon emissions by a billion metric tons. This will require reducing emissions from products and services by nearly 50 percent by 2030, an ambitious target that has been validated by the Science Based Targets initiative (SBTi). The incentive plan includes an annual greenhouse gas reduction target toward the gigaton goal.

The company has made significant progress against its Gigaton Challenge, as reported in its annual ESG report, “Bold Action for a Sustainable Future,” released last week. In 2020, the company reduced customer greenhouse gases on track with its gigaton goal through sustainable innovation for heating and cooling buildings and transportation of food, medicines and vaccines.

Trane Technologies also has joined the United Nations Framework Convention on Climate Change (UNFCCC) Race to Zero international campaign for a healthy, resilient, zero-carbon recovery.

Leading by Example (Carbon Neutral Operations)

The incentive plan also includes an annual target in support of the company’s “Leading by Example” commitment to achieve net-carbon neutral emissions across its global footprint by 2030.

In 2020, the company made progress toward this goal, including meeting 39 percent of its electricity demand with renewable energy and achieving significant carbon savings from operational efficiencies and returnable packaging projects.

Opportunity for All (Gender, Racial and Ethnic Diversity)

In addition, the incentive plan includes an annual target for increasing women in management roles globally, and a target for increasing racial and ethnic diversity in the U.S. salaried workforce. These goals support the company’s “Opportunity for All” 2030 commitments to achieve gender parity in leadership, workforce diversity reflective of our communities, and community initiatives that support equitable education and pathways to green and STEM careers. The company has made strides toward its diversity goals, with leadership positions held by women at more than 2x the average for S&P 1500 companies.

To accelerate progress in this area, the company was the first in its industry to join Paradigm4Parity, a business coalition to close the gender gap in corporate leadership. Trane Technologies is also a founding member of OneTen, a corporate coalition that aims to upskill, hire, and advance careers for Black Americans.

In addition to measuring results on the specific annual targets, the Compensation Committee of the Trane Technologies Board of Directors will assess the company’s overall accomplishments on Environmental, Social and Governance leadership and the degree to which the company has met, exceeded or fallen short of expectations.

To read Bold Action for a Sustainable Future, or learn more about Trane Technologies’ 2030 Sustainability Commitments, please visit our 2030 Sustainability Commitments website page.

About Trane Technologies

Trane Technologies is a global climate innovator. Through our strategic brands Trane and Thermo King, and our environmentally responsible portfolio of products and services, we bring efficient and sustainable climate solutions to buildings, homes, and transportation. Learn more at tranetechologies.com.

Media:

Jennifer Regina, Trane Technologies

+1-630- 390-8011, [email protected]

Investors:

Zachary Nagle, Trane Technologies

+1-704-990-3913, [email protected]

KEYWORDS: Ireland Europe

INDUSTRY KEYWORDS: Professional Services Utilities Environment Human Resources Energy Construction & Property Building Systems

MEDIA:

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SQZ Biotech to Present at BofA Securities 2021 Virtual Health Care Conference

SQZ Biotech to Present at BofA Securities 2021 Virtual Health Care Conference

WATERTOWN, Mass.–(BUSINESS WIRE)–
SQZ Biotechnologies (NYSE:SQZ), a cell therapy company developing novel treatments for multiple therapeutic areas, today announced that management will be participating in the BofA (Bank of America) Securities 2021 Virtual Health Care Conference taking place May 11-13, 2021. Armon Sharei, PhD, chief executive officer, will present a corporate overview on May 12 at 8:00am EDT with a virtual webcast and the company will be hosting one on one meetings.

More information about and access to the webcast for the presentation are available on the Investors & Media section of the company website. The webcast will be available for 90 days following the presentation.

About SQZ Biotechnologies

SQZ Biotechnologies is a clinical-stage biotechnology company developing transformative cell therapies for patients with cancer, infectious diseases, and other serious conditions. Using its proprietary technology, SQZ Biotechnologies offers the unique ability to deliver multiple materials into many patient cell types to engineer what we believe can be an unprecedented range of potential therapeutics for a variety of diseases. SQZ Biotechnologies has the potential to create well-tolerated cell therapies that can provide therapeutic benefit for patients and to improve the patient experience over existing cell therapy approaches. With accelerated production timelines under 24 hours and the opportunity to eliminate preconditioning and lengthy hospital stays, our goal is to use the SQZ approach to establish a new paradigm for cell therapies. Our first therapeutic applications aim to leverage the potential to generate target-specific immune responses, both in activation for the treatment of solid tumors and immune tolerance for the treatment of unwanted immune reactions and autoimmune diseases. For more information, please visit www.sqzbiotech.com.

SQZ Biotechnologies IR Contact:

Rebecca Cohen

Corporate and Investor Relations

[email protected]

617-758-8672 ext. 728

SQZ Biotechnologies Media Contact:

John Lacey

Corporate Communications

[email protected]

781-392-5514

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Biotechnology Infectious Diseases Health Pharmaceutical Oncology

MEDIA:

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The ODP Corporation Announces Plans to Separate into Two Independent, Publicly Traded Companies

The ODP Corporation Announces Plans to Separate into Two Independent, Publicly Traded Companies

Plans Tax-Free Spin-Off of Its Business-to-Business (B2B) Solutions Provider (“NewCo”)

Separation Creates Strategic Flexibility and Enhances Prospects for Shareholder Value Creation

Expects to Complete Separation During First Half of 2022

BOCA RATON, Fla.–(BUSINESS WIRE)–
The ODP Corporation (NASDAQ: ODP), a leading provider of business services, products and digital workplace technology solutions through an integrated B2B distribution platform with an online presence and approximately 1,100 stores (the “Company”), announced today that its Board of Directors has unanimously approved a plan to pursue a separation of the Company into two independent, publicly traded companies, each with a unique and highly focused strategy and investment profile:

  • ODP – a leading provider of retail consumer and small business products and services distributed via approximately 1,100 Office Depot and OfficeMax retail locations and an award-winning eCommerce presence, officedepot.com; and
  • “NewCo” – a leading B2B solutions provider (ODP’s Business Solutions Division contract business, Grand & Toy and ODP’s independent regional office supply distribution businesses) serving small, medium and enterprise level companies. NewCo will also own the Company’s newly formed B2B digital platform technology business, including BuyerQuest, as well as the Company’s global sourcing office and its other sourcing, supply chain and logistics assets.

The separation is expected to occur through a distribution of shares of NewCo as a tax-free dividend to ODP’s shareholders as of a record date to be determined by the directors of ODP, after which ODP shareholders will own 100% of the equity in both of the publicly traded companies.

“We believe creating two focused, pure-play companies will unlock significant opportunities by improving our ability to meet the needs of our customers, while better matching assets and investment profiles of both companies to generate greater value for our shareholders,” said Gerry Smith, Chief Executive Officer of The ODP Corporation. “Maximizing the strategic focus and financial flexibility of each entity and aligning their go-to-market strategies and capital investments will enable us to meet customer demand. In addition, positioning their respective growth trajectories and shareholder specific return profiles will achieve appropriate market valuations. The separation will also provide exciting opportunities for our employees, whose dedication and talent will enable both companies to realize their full potential.”

Compelling Benefits of the Separation

The ODP Board believes the separation will allow ODP and NewCo to pursue market opportunities, accelerate growth and unlock significant value for shareholders and all stakeholders. ODP expects key benefits of the separation to include:

  • Allowing ODP and NewCo to pursue specific strategies with more targeted investment opportunities and growth objectives;
  • Focusing on customers’ needs through aligned go-to-market strategies and innovation;
  • Attracting talent and leveraging employees’ expertise, supporting their development, and providing greater career development opportunities; and
  • Matching assets and investments to maximize valuation and better align with shareholder return profiles.

Smith continued, “We are fortunate to be undertaking this process from a position of financial, operational, and organizational readiness, with significant liquidity, providing us flexibility in determining how to allocate capital between the separated entities. We are in a position of strength, having recently streamlined our retail operations for cost efficiencies, while adding net new customers for future growth in our BSD contract division and developing a new digital platform business, including the acquisition of BuyerQuest. With the flexibility created by our holding company reorganization last year, and after careful deliberation, we are now ready to take this exciting next step in our evolution.”

Transaction Details

The separation is intended to be completed during the first half of 2022, subject to customary conditions, including final approval by the Company’s Board of Directors, opinions from tax counsel and the favorable ruling by the IRS on the tax-free nature of the transaction to the Company and its shareholders, the filing and effectiveness of a registration statement with the U.S. Securities and Exchange Commission, the approved listing of NewCo’s common stock on a national securities exchange, and the completion of any necessary financings. The separation will not require a vote of ODP shareholders. There can be no assurances regarding the ultimate timing of the separation or that the transaction will be completed at all.

While ODP and NewCo will be separate, independent public companies, they will share commercial agreements that will allow them to continue to leverage scale benefits in such areas as product sourcing and supply chain.

Additional details of the separation are expected to be announced in the coming months, including Board and management leadership of both companies. It is anticipated that both companies will be capitalized to provide the financial flexibility to take advantage of future strategic opportunities.

Simpson Thacher & Bartlett LLP and Goldman Sachs & Co. LLC are acting as legal and financial advisor to the Company, respectively.

Finally, the sale process for CompuCom, ODP’s managed workplace services provider subsidiary, is moving forward as planned, unrelated to and unaffected by today’s announcement.

About The ODP Corporation

The ODP Corporation (NASDAQ:ODP) is a leading provider of business services and supplies, products and digital workplace technology solutions to small, medium and enterprise businesses, through an integrated business-to-business (B2B) distribution platform, which includes world-class supply chain and distribution operations, dedicated sales professionals and technicians, online presence, and approximately 1,100 stores. Through its banner brands Office Depot®, OfficeMax®, CompuCom® and Grand&Toy®, as well as others, the Company offers its customers the tools and resources they need to focus on their passion of starting, growing and running their business. For more information, visit news.theodpcorp.com and investor.theodpcorp.com.

The ODP Corporation and Office Depot are trademarks of The Office Club, Inc. OfficeMax is a trademark of OMX, Inc. CompuCom is a trademark of CompuCom Systems, Inc. Grand&Toy is a trademark of Grand & Toy, LLC in Canada. ©2021 Office Depot, LLC. All rights reserved. Any other product or company names mentioned herein are the trademarks of their respective owners.

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements or disclosures may discuss goals, intentions and expectations as to future trends, plans, events, results of operations, cash flow or financial condition, the potential impacts on our business due to the unknown severity and duration of the COVID-19 outbreak, or state other information relating to, among other things, the Company, based on current beliefs and assumptions made by, and information currently available to, management. Forward-looking statements generally will be accompanied by words such as “anticipate,” “believe,” “plan,” “could,” “will,” “estimate,” “expect,” “forecast,” “guidance,” “outlook,” “intend,” “may,” “possible,” “potential,” “predict,” “project,” “propose” or other similar words, phrases or expressions, or other variations of such words. These forward-looking statements are subject to various risks and uncertainties, many of which are outside of the Company’s control. There can be no assurances that the Company will realize these expectations or that these beliefs will prove correct, and therefore investors and stakeholders should not place undue reliance on such statements.

Factors that could cause actual results to differ materially from those in the forward-looking statements include, among other things, delays or challenges in completing the separation during the expected timeline; risks related to the fulfillment of the conditions to complete the separation; difficulties in ensuring that the spin-off remains tax-free; the expected costs and benefits of the separation; the inability to adequately capitalize the separated companies; changes in demand for the Company’s existing and future products and services; changes to the products and services sold and provided before and after the separation; unanticipated downturns in business relationships with customers; obstacles preventing the separated companies from maximizing profit opportunities, cost savings, and potential synergies; the failure to retain key employees or attract talent for each of the separated companies; the inability of the separated businesses to align their strategies and capital investments to meet customer demands or match their assets and investment profiles; disruption in key business activities or any impact on the Company’s relationships with third parties as a result of the separation; competitive pressures on the Company’s sales and pricing; increases in the cost of material, energy and other production costs, or unexpected costs that cannot be recouped in product pricing; the introduction of competing technology products and services; unexpected technical or marketing difficulties; unexpected claims, charges, litigation, dispute resolutions or settlement expenses; new laws and governmental regulations; the impact of, and government response to, the COVID-19 pandemic; domestic and international economic conditions. The foregoing list of factors is not exhaustive. Investors and shareholders should carefully consider the foregoing factors and the other risks and uncertainties described in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the U.S. Securities and Exchange Commission. The Company does not assume any obligation to update or revise any forward-looking statements.

Danny Jovic

Media Relations

561-438-1594

[email protected]

Tim Perrott

Investor Relations

561-438-4629

[email protected]

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Supply Chain Management Online Retail Consumer Electronics Retail Technology Office Products Hardware

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