Market Newsdesk

May 4, 2021 7:04 am

Harsco Corporation Reports First Quarter 2021 Results

First Quarter Revenues Totaled $529 Million, An Increase Compared with Both the Sequential and Prior Year Quarters
Q1 GAAP Operating Income Of $25 Million And GAAP Diluted Earnings Per Share Of $0.02
Q1 Adjusted Earnings Per Share Of $0.15
Adjusted Q1 EBITDA Totaled $66 Million; Exceeding Previous Guidance Range and Prior-Year Performance
Completed Successful Debt Refinancing in Quarter; Transaction Provides Interest Savings, Extends Maturities and Strengthens Financial Position
2021 Adjusted EBITDA Guidance Increased to Between $295 Million and $310 Million, Versus A Prior Range Of $275 Million To $295 Million; Change Reflects Improving Markets in Each Business Segment

CAMP HILL, Pa., May 04, 2021 (GLOBE NEWSWIRE) — Harsco Corporation (NYSE: HSC) today reported first quarter 2021 results. On a U.S. GAAP (“GAAP”) basis, first quarter of 2021 diluted earnings per share from continuing operations were $0.02 including a loss on the debt refinancing. Adjusted diluted earnings per share from continuing operations in the first quarter of 2021 were $0.15. These figures compare with first quarter of 2020 GAAP diluted loss per share from continuing operations of $0.11 and adjusted diluted earnings per share from continuing operations of $0.16.

GAAP operating income from continuing operations for the first quarter of 2021 was $25 million. Adjusted EBITDA totaled $66 million in the quarter, compared to the Company’s previously provided guidance range of $52 million to $58 million.

“Harsco delivered solid operational and financial performance in the first quarter, exceeding expectations in each of our businesses,” said Chairman and CEO Nick Grasberger. “Our results reflect strong execution by our team together with improving conditions across our end markets, including in Rail. Based on our first quarter performance and improving market visibility, we are raising our full-year 2021 guidance.”

“There is significant momentum currently within the Company and our near-term priorities, including acquisition integration and strengthening our financial position, remain unchanged. I am proud of our progress to advance our strategic goals, and believe that each of our business segments is well positioned to benefit as the economic recovery continues. We look forward to continuing our business transformation and positioning Harsco to pursue growth and to drive enhanced value for shareholders in the future.”

Harsco Corporation—Selected First Quarter Results

($ in millions, except per share amounts)	Q1 2021			Q1 2020			Q4 2020
Revenues	$	529		$	399		$	508
Operating income from continuing operations – GAAP	$	25		$	3		$	11
Diluted EPS from continuing operations – GAAP	$	0.02		$	(0.11	)	$	(0.07	)
Adjusted EBITDA – excluding unusual items	$	66		$	57		$	62
Adjusted EBITDA margin – excluding unusual items	12.4		%	14.4		%	12.3		%
Adjusted diluted EPS from continuing operations – excluding unusual items	$	0.15		$	0.16		$	0.12

Note:

Adjusted earnings per share and adjusted EBITDA details presented throughout this release are adjusted for unusual items; in addition, adjusted earnings per share details are adjusted for acquisition-related amortization expense.

Consolidated First Quarter Operating Results

Consolidated total revenues from continuing operations were $529 million, an increase of 33 percent compared with the prior-year quarter due to the acquisition of ESOL in April 2020 as well as revenue growth in Environmental and Rail. Foreign currency translation positively impacted first quarter 2021 revenues by approximately $9 million compared with the prior-year period.

GAAP operating income from continuing operations was $25 million for the first quarter of 2021, compared with $3 million in the same quarter of last year. Meanwhile, adjusted EBITDA totaled $66 million in the first quarter of 2021 versus $57 million in the first quarter of 2020. This EBITDA increase is attributable to improved results in the Environmental segment as well as ESOL contributions to the Clean Earth segment following its acquisition in Q2 2020.

First Quarter Business Review

Environmental

($ in millions)	Q1 2021			Q1 2020			Q4 2020
Revenues	$	258		$	242		$	246
Operating income – GAAP	$	26		$	11		$	23
Adjusted EBITDA – excluding unusual items	$	54		$	43		$	52
Adjusted EBITDA margin – excluding unusual items	20.8		%	17.8		%	21.2		%

Environmental revenues totaled $258 million in the first quarter of 2021, an increase of 7 percent compared with the prior-year quarter. This increase is attributable to improved demand for environmental services and applied products as well as favorable foreign exchange movements. The segment’s GAAP operating income and adjusted EBITDA totaled $26 million and $54 million, respectively, in the first quarter of 2021. These figures compare with GAAP operating income of $11 million and adjusted EBITDA of $43 million in the prior-year period. Higher demand, a more favorable mix of services and lower general and administrative spending contributed to the improvement in adjusted earnings. Results also benefited from the recovery of Brazil sales tax expenses, totaling approximately $2 million, which were not anticipated in the quarter. Lastly, Environmental’s adjusted EBITDA margin increased to 20.8 percent in the first quarter of 2021 versus 17.8 percent in the comparable-quarter of 2020.

Clean Earth

($ in millions)	Q1 2021			Q1 2020			Q4 2020
Revenues	$	189		$	79		$	185
Operating income – GAAP	$	3		$	4		$	3
Adjusted EBITDA – excluding unusual items	$	15		$	11		$	16
Adjusted EBITDA margin – excluding unusual items	7.7		%	13.7		%	8.6		%

Note:

The 2020 financial information provided above and discussed below for Clean Earth does not include a corporate cost allocation for ESOL.

Clean Earth revenues totaled $189 million in the first quarter of 2021, compared with $79 million in the prior-year quarter, with the increase attributable to the ESOL acquisition in Q2 2020. Segment operating income was $3 million and adjusted EBITDA totaled $15 million in the first quarter of 2021. These figures compare with $4 million and $11 million, respectively, in the prior-year period. The improvement in adjusted earnings relative to the prior-year quarter can be attributed to ESOL’s contributions in the current year. This benefit was partially offset by personnel investments to support the full integration of the Clean Earth platform and other administrative expenses, some which will not occur beyond 2021, as well as lower services demand and a less favorable business mix principally within the contaminated materials business as a result of the pandemic.

Rail

($ in millions)	Q1 2021			Q1 2020			Q4 2020
Revenues	$	82		$	78		$	77
Operating income (loss) – GAAP	$	5		$	6		$	1
Adjusted EBITDA – excluding unusual items	$	6		$	8		$	3
Adjusted EBITDA margin – excluding unusual items	7.3		%	9.9		%	3.3		%

Rail revenues increased 4 percent compared with the prior-year quarter to $82 million. This change reflects higher equipment and contract services revenues, partially offset by lower aftermarket parts sales. The segment’s operating income and adjusted EBITDA totaled $5 million and $6 million, respectively, in the first quarter of 2021. These figures compare with $6 million and $8 million, respectively, in the prior-year quarter. The EBITDA change year-on-year is attributable to lower aftermarket parts contribution as well as a less favorable sales mix.

Cash Flow

Net cash used by operating activities totaled $23 million in the first quarter of 2021, compared with net cash used by operating activities of $12 million in the prior-year period. Free cash flow was $(32) million in the first quarter of 2021, compared with $(26) million in the prior-year period.

The change in free cash flow compared with the prior-year quarter is attributable to changes in net cash from operating activities, including the impact of higher interest payments linked to the ESOL acquisition and the timing of working capital items, partially offset by lower net capital spending.

2021 Outlook

The Company’s has increased its 2021 guidance to reflect business momentum and improved visibility in each of its businesses, relative to the outlook provided with the Company’s fourth quarter 2020 results. Comments by business segments are as follows:

Environmental
outlook is improved to reflect higher services and applied products demand, increased commodity prices and lower administrative spending. For the year, the primary drivers for an increase in adjusted EBITDA compared with 2020 are expected to be favorable demand for underlying services and products as well as higher commodity prices.

Clean Earth
outlook is improved to reflect increasing demand for hazardous waste processing services and stronger margin performance. For the year, adjusted EBITDA is projected to increase due to the full-year impact of ESOL ownership, underlying organic growth for hazardous material services and integration benefits, partially offset by an additional allocation of Corporate costs and investments which include various one-time expenditures. Further, performance in the contaminated materials line of business is expected to strengthen in the coming quarters as a result of favorable trends within regional non-residential construction markets.

Rail
outlook is improved principally as a result of strengthening demand for rail maintenance equipment as well as aftermarket parts, including in Asia. For the year, the primary drivers for an increase in adjusted EBITDA versus 2020 remain higher anticipated demand for equipment and technology products as well as higher contract services contributions.

Lastly, Corporate spending is expected to range from $36 million to $37 million for the year.

Summary Outlook highlights are as follows:

2021 Full Year Outlook
GAAP Operating Income	$120 – $135 million
Adjusted EBITDA	$295 – $310 million
GAAP Diluted Earnings Per Share	$0.45 – 0.59
Adjusted Diluted Earnings Per Share	$0.82 – 0.96
Free Cash Flow Before Growth Capital	$95 – $115 million
Free Cash Flow	$35 – $55 million
Net Interest Expense	$62 – $63 million
Net Capital Expenditures	$150 – $170 million
Effective Tax Rate, Excluding Any Unusual Items	34 – 36%

Q2 2021 Outlook
GAAP Operating Income	$29 – $35 million
Adjusted EBITDA	$73 – $79 million
GAAP Diluted Earnings Per Share	$0.13 – 0.19
Adjusted Diluted Earnings Per Share	$0.21 – 0.27

Conference Call

The Company will hold a conference call today at 9:00 a.m. Eastern Time to discuss its results and respond to questions from the investment community. The conference call will be broadcast live through the Harsco Corporation website at www.harsco.com. The Company will refer to a slide presentation that accompanies its formal remarks. The slide presentation will be available on the Company’s website.

The call can also be accessed by telephone by dialing (877) 783-8494 or (614) 999-1829.
Enter Conference ID number 7159057.

Forward-Looking Statements

The nature of the Company’s business, together with the number of countries in which it operates, subject it to changing economic, competitive, regulatory and technological conditions, risks and uncertainties. In accordance with the “safe harbor” provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, the Company provides the following cautionary remarks regarding important factors that, among others, could cause future results to differ materially from the results contemplated by forward-looking statements, including the expectations and assumptions expressed or implied herein. Forward-looking statements contained herein could include, among other things, statements about management’s confidence in and strategies for performance; expectations for new and existing products, technologies and opportunities; and expectations regarding growth, sales, cash flows, and earnings. Forward-looking statements can be identified by the use of such terms as “may,” “could,” “expect,” “anticipate,” “intend,” “believe,” “likely,” “estimate,” “outlook,” “plan” or other comparable terms.

Factors that could cause actual results to differ, perhaps materially, from those implied by forward-looking statements include, but are not limited to: (1) changes in the worldwide business environment in which the Company operates, including changes in general economic conditions or changes due to COVID-19 and governmental and market reactions to COVID-19; (2) changes in currency exchange rates, interest rates, commodity and fuel costs and capital costs; (3) changes in the performance of equity and bond markets that could affect, among other things, the valuation of the assets in the Company’s pension plans and the accounting for pension assets, liabilities and expenses; (4) changes in governmental laws and regulations, including environmental, occupational health and safety, tax and import tariff standards and amounts; (5) market and competitive changes, including pricing pressures, market demand and acceptance for new products, services and technologies; (6) the Company’s inability or failure to protect its intellectual property rights from infringement in one or more of the many countries in which the Company operates; (7) failure to effectively prevent, detect or recover from breaches in the Company’s cybersecurity infrastructure; (8) unforeseen business disruptions in one or more of the many countries in which the Company operates due to political instability, civil disobedience, armed hostilities, public health issues or other calamities; (9) disruptions associated with labor disputes and increased operating costs associated with union organization; (10) the seasonal nature of the Company’s business; (11) the Company’s ability to successfully enter into new contracts and complete new acquisitions or strategic ventures in the time-frame contemplated, or at all; (12) the integration of the Company’s strategic acquisitions; (13) potential severe volatility in the capital markets; (14) failure to retain key management and employees; (15) the outcome of any disputes with customers, contractors and subcontractors; (16) the financial condition of the Company’s customers, including the ability of customers (especially those that may be highly leveraged, have inadequate liquidity or whose business is significantly impacted by COVID-19) to maintain their credit availability; (17) implementation of environmental remediation matters; (18) risk and uncertainty associated with intangible assets and (19) other risk factors listed from time to time in the Company’s SEC reports. A further discussion of these, along with other potential risk factors, can be found in Part I, Item 1A, “Risk Factors,” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. The Company cautions that these factors may not be exhaustive and that many of these factors are beyond the Company’s ability to control or predict. Accordingly, forward-looking statements should not be relied upon as a prediction of actual results. The Company undertakes no duty to update forward-looking statements except as may be required by law.

About Harsco

Harsco Corporation is a global market leader providing environmental solutions for industrial and specialty waste streams and innovative technologies for the rail sector. Based in Camp Hill, PA, the 13,000-employee company operates in more than 30 countries. Harsco’s common stock is a component of the S&P SmallCap 600 Index and the Russell 2000 Index. Additional information can be found at www.harsco.com.

HARSCO CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
	Three Months Ended
	March 31
(In thousands, except per share amounts)	2021			2020
Revenues from continuing operations:
Service revenues	$	424,449		$	291,589
Product revenues	104,406			107,252
Total revenues	528,855			398,841
Costs and expenses from continuing operations:
Cost of services sold	334,506			236,608
Cost of products sold	86,576			79,860
Selling, general and administrative expenses	83,043			72,499
Research and development expenses	818			1,260
Other (income) expenses, net	(912		)	5,733
Total costs and expenses	504,031			395,960
Operating income from continuing operations	24,824			2,881
Interest income	585			193
Interest expense	(16,864		)	(12,649		)
Unused debt commitment fees, amendment fees and loss on extinguishment of debt	(5,258		)	(488		)
Defined benefit pension income	3,953			1,589
Income (loss) from continuing operations before income taxes and equity income	7,240			(8,474		)
Income tax benefit (expense) from continuing operations	(4,229		)	682
Equity income (loss) of unconsolidated entities, net	(119		)	96
Income (loss) from continuing operations	2,892			(7,696		)
Discontinued operations:
Gain on sale of discontinued business	—			18,462
Loss from discontinued businesses	(1,791		)	(225		)
Income tax benefit (expense) from discontinued businesses	464			(9,314		)
Income (loss) from discontinued operations, net of tax	(1,327		)	8,923
Net income	1,565			1,227
Less: Net income attributable to noncontrolling interests	(1,430		)	(1,086		)
Net income attributable to Harsco Corporation	$	135		$	141
Amounts attributable to Harsco Corporation common stockholders:
Income (loss) from continuing operations, net of tax	$	1,462		$	(8,782	)
Income (loss) from discontinued operations, net of tax	(1,327		)	8,923
Net income attributable to Harsco Corporation common stockholders	$	135		$	141
Weighted-average shares of common stock outstanding	79,088			78,761
Basic earnings (loss) per common share attributable to Harsco Corporation common stockholders:
Continuing operations	$	0.02		$	(0.11	)
Discontinued operations	(0.02		)	0.11
Basic earnings (loss) per share attributable to Harsco Corporation common stockholders	$	—		$	—
Diluted weighted-average shares of common stock outstanding	80,015			78,761
Diluted earnings (loss) per common share attributable to Harsco Corporation common stockholders:
Continuing operations	$	0.02		$	(0.11	)
Discontinued operations	(0.02		)	0.11
Diluted earnings (loss) per share attributable to Harsco Corporation common stockholders	$	—		$	—

HARSCO CORPORATION CONSOLIDATED BALANCE SHEETS (Unaudited)
(In thousands)	March 31 2021			December 31 2020
ASSETS
Current assets:
Cash and cash equivalents	$	79,308		$	76,454
Restricted cash	3,017			3,215
Trade accounts receivable, net	417,830			407,390
Other receivables	32,998			34,253
Inventories	171,587			173,013
Current portion of contract assets	72,133			54,754
Prepaid expenses	55,231			56,099
Other current assets	14,217			10,645
Total current assets	846,321			815,823
Property, plant and equipment, net	655,462			668,209
Right-of-use assets, net	89,772			96,849
Goodwill	900,314			902,074
Intangible assets, net	430,589			438,565
Deferred income tax assets	10,155			15,274
Other assets	57,731			56,493
Total assets	$	2,990,344		$	2,993,287
LIABILITIES
Current liabilities:
Short-term borrowings	$	5,062		$	7,450
Current maturities of long-term debt	6,720			13,576
Accounts payable	209,988			218,039
Accrued compensation	43,092			45,885
Income taxes payable	4,698			3,499
Current portion of advances on contracts	41,089			39,917
Current portion of operating lease liabilities	23,632			24,862
Other current liabilities	184,451			184,727
Total current liabilities	518,732			537,955
Long-term debt	1,334,325			1,271,189
Retirement plan liabilities	206,178			231,335
Advances on contracts	31,403			45,017
Operating lease liabilities	64,029			69,860
Environmental liabilities	29,044			29,424
Deferred tax liabilities	33,178			40,653
Other liabilities	56,872			54,455
Total liabilities	2,273,761			2,279,888
HARSCO CORPORATION STOCKHOLDERS’ EQUITY
Common stock	144,764			144,288
Additional paid-in capital	206,944			204,078
Accumulated other comprehensive loss	(643,446		)	(645,741		)
Retained earnings	1,797,894			1,797,759
Treasury stock	(846,182		)	(843,230		)
Total Harsco Corporation stockholders’ equity	659,974			657,154
Noncontrolling interests	56,609			56,245
Total equity	716,583			713,399
Total liabilities and equity	$	2,990,344		$	2,993,287

HARSCO CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
	Three Months Ended March 31
(In thousands)	2021			2020
Cash flows from operating activities:
Net income	$	1,565		$	1,227
Adjustments to reconcile net income to net cash used by operating activities:
Depreciation	32,748			29,933
Amortization	8,967			6,557
Deferred income tax (benefit) expense	(3,421		)	4,412
Equity in (income) loss of unconsolidated entities, net	119			(96		)
Gain on sale from discontinued business	—			(18,462		)
Loss on early extinguishment of debt	2,668			—
Other, net	1,128			(2,007		)
Changes in assets and liabilities, net of acquisitions and dispositions of businesses:
Accounts receivable	(16,446		)	(22,050		)
Inventories	407			(16,412		)
Contract assets	(19,070		)	(20,311		)
Right-of-use assets	6,768			3,429
Accounts payable	(8,592		)	12,308
Accrued interest payable	(7,320		)	(9,891		)
Accrued compensation	(1,541		)	(2,752		)
Advances on contracts	(9,698		)	40,464
Operating lease liabilities	(6,750		)	(3,358		)
Retirement plan liabilities, net	(19,267		)	(15,534		)
Income taxes payable – Gain on sale of discontinued businesses	—			3,843
Other assets and liabilities	14,562			(2,836		)
Net cash used by operating activities	(23,173		)	(11,536		)
Cash flows from investing activities:
Purchases of property, plant and equipment	(27,382		)	(27,894		)
Purchase of businesses, net of cash acquired	—			(4,157		)
Proceeds from sale of discontinued business, net	—			37,219
Proceeds from sales of assets	3,862			2,185
Expenditures for intangible assets	(68		)	(58		)
Net proceeds (payments) from settlement of foreign currency forward exchange contracts	(1,427		)	11,327
Other investing activities, net	46			—
Net cash provided (used) by investing activities	(24,969		)	18,622
Cash flows from financing activities:
Short-term borrowings, net	575			3,697
Current maturities and long-term debt:
Additions	434,873			52,875
Reductions	(374,530		)	(38,709		)
Stock-based compensation – Employee taxes paid	(2,485		)	(3,437		)
Deferred financing costs	(6,525		)	(1,632		)
Other financing activities, net	(400		)	—
Net cash provided by financing activities	51,508			12,794
Effect of exchange rate changes on cash and cash equivalents, including restricted cash	(710		)	(10,824		)
Net increase in cash and cash equivalents, including restricted cash	2,656			9,056
Cash and cash equivalents, including restricted cash, at beginning of period	79,669			59,732
Cash and cash equivalents, including restricted cash, at end of period	$	82,325		$	68,788

HARSCO CORPORATION REVIEW OF OPERATIONS BY SEGMENT (Unaudited)
		Three Months Ended					Three Months Ended
		March 31, 2021					March 31, 2020
(In thousands)		Revenues		Operating Income (Loss)			Revenues		Operating Income (Loss)
Harsco Environmental		$	257,986	$	25,935		$	241,559	$	10,520
Harsco Clean Earth (a)		189,279		3,178			78,812		4,245
Harsco Rail		81,590		4,664			78,470		6,472
Corporate		—		(8,953		)	—		(18,356		)
Consolidated Totals		$	528,855	$	24,824		$	398,841	$	2,881

(a)	The Company’s acquisition of ESOL closed on April 6, 2020.

HARSCO CORPORATION RECONCILIATION OF ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS TO DILUTED EARNINGS (LOSS) PER SHARE FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

		Three Months Ended
		March 31
		2021				2020
Diluted earnings (loss) per share from continuing operations as reported		$	0.02			$	(0.11	)
Corporate unused debt commitment fees, amendment fees and loss on extinguishment of debt (a)		0.07				0.01
Corporate acquisition and integration costs (b)		—				0.17
Harsco Environmental Segment severance costs (c)		—				0.07
Taxes on above unusual items (d)		(0.01		)		(0.03		)
Adjusted diluted earnings per share from continuing operations, including acquisition amortization expense		0.07			(f)	0.10			(f)
Acquisition amortization expense, net of tax (e)		0.08				0.06
Adjusted diluted earnings per share from continuing operations		$	0.15			$	0.16

(a)	Costs at Corporate associated with amending the Company’s existing Senior Secured Credit Facilities to establish a New Term Loan the proceeds of which were used to repay in full the outstanding Term Loan A and Term Loan B, to extend the maturity date of the Revolving Credit Facility and to increase certain levels set forth in the total net leverage ratio covenant (Q1 2021 $5.3 million pre-tax) and costs related to the new term loan under the Company’s existing Senior Secured Credit Facilities (Q1 2020 $0.5 million pre-tax).
(b)	Costs at Corporate associated with supporting and executing the Company’s growth strategy (Q1 2020 $13.8 million pre-tax).
(c)	Harsco Environmental Segment severance costs (Q1 2020 $5.2 million pre-tax).
(d)	Unusual items are tax-effected at the global effective tax rate, before discrete items, in effect at the time the unusual item is recorded, except for unusual items from countries where no tax benefit can be realized, in which case a zero percent tax rate is used.
(e)	Acquisition amortization expense was $8.2 million and $5.9 million pre-tax for Q1 2021 and Q1 2020, respectively.
(f)	Does not total due to rounding.

The Company’s management believes Adjusted diluted earnings per share from continuing operations, which is a non-GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of unusual items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance. Exclusion of acquisition-related intangible asset amortization expense, the amount of which can vary by the timing, size and nature of the Company’s acquisitions, facilitates more consistent internal comparisons of operating results over time between the Company’s newly acquired and long-held businesses, and comparisons with both acquisitive and non-acquisitive peer companies. It is important to note that such intangible assets contribute to revenue generation and that intangible asset amortization related to past acquisitions will recur in future periods until such intangible assets have been fully amortized. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with GAAP.

HARSCO CORPORATION RECONCILIATION OF ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS TO DILUTED LOSS PER SHARE FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

		Three Months Ended December 31
		2020
Diluted loss per share from continuing operations as reported		$	(0.07	)
Corporate acquisition and integration costs (a)		0.09
Harsco Environmental Segment severance costs (b)		0.03
Harsco Clean Earth Segment integration costs (c)		0.02
Taxes on above unusual items (d)		(0.04		)
Adjusted diluted earnings per share from continuing operations, including acquisition amortization expense		0.04			(f)
Acquisition amortization expense, net of tax (e)		0.08
Adjusted diluted earnings per share from continuing operations		$	0.12

(a)	Costs at Corporate associated with supporting and executing the Company’s growth strategy ($6.9 million pre-tax).
(b)	Harsco Environmental Segment severance costs ($2.2 million pre-tax).
(c)	Costs incurred in the Harsco Clean Earth Segment related to the integration of ESOL ($1.7 million pre-tax).
(d)	Unusual items are tax-effected at the global effective tax rate, before discrete items, in effect at the time the unusual item is recorded, except for unusual items from countries where no tax benefit can be realized, in which case a zero percent tax rate is used.
(e)	Acquisition amortization expense was $8.4 million pre-tax.
(f)	Does not total due to rounding.

HARSCO CORPORATION RECONCILIATION OF PROJECTED ADJUSTED DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS TO DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS (Unaudited)

		Projected Three Months Ending June 30				Projected Twelve Months Ending December 31
		2021				2021
		Low		High		Low				High
Diluted earnings per share from continuing operations		$	0.13	$	0.19	$	0.45			$	0.59
Corporate unused debt commitment fees, amendment fees and loss on extinguishment of debt		—		—		0.07				0.07
Taxes on above unusual items		—		—		(0.01		)		(0.01		)
Adjusted diluted earnings per share from continuing operations, including acquisition amortization expense		0.13		0.19		0.50			(a)	0.64			(a)
Estimated acquisition amortization expense, net of tax		0.08		0.08		0.32				0.32
Adjusted diluted earnings per share from continuing operations		$	0.21	$	0.27	$	0.82			$	0.96

(a)	Does not total due to rounding.

The Company’s management believes Adjusted diluted earnings per share from continuing operations, which is a non-GAAP financial measure, is useful to investors because it provides an overall understanding of the Company’s historical and future prospects. Exclusion of acquisition-related intangible asset amortization expense, the amount of which can vary by the timing, size and nature of the Company’s acquisitions, facilitates more consistent internal comparisons of operating results over time between the Company’s newly acquired and long-held businesses, and comparisons with both acquisitive and non-acquisitive peer companies. It is important to note that such intangible assets contribute to revenue generation and that intangible asset amortization related to past acquisitions will recur in future periods until such intangible assets have been fully amortized. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with GAAP.

	HARSCO CORPORATION RECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO OPERATING INCOME (LOSS) AS REPORTED BY SEGMENT (Unaudited)

	(In thousands)	Harsco Environmental			Harsco Clean Earth (a)			Harsco Rail			Corporate			Consolidated Totals

	Three Months Ended March 31, 2021:
	Operating income (loss) as reported	$	25,935		$	3,178		$	4,664		$	(8,953	)	$	24,824
	Depreciation	25,717			5,337			1,211			483			32,748
	Amortization	2,048			6,083			85			—			8,216
	Adjusted EBITDA	$	53,700		$	14,598		$	5,960		$	(8,470	)	$	65,788
	Revenues as reported	$	257,986		$	189,279		$	81,590					$	528,855
	Adjusted EBITDA margin (%)	20.8		%	7.7		%	7.3		%				12.4		%

	Three Months Ended March 31, 2020:
	Operating income (loss) as reported	$	10,520		$	4,245		$	6,472		$	(18,356	)	$	2,881
	Corporate acquisition and integration costs	—			—			—			13,763			13,763
	Harsco Environmental Segment severance costs	5,160			—			—			—			5,160
	Operating income (loss) excluding unusual items	15,680			4,245			6,472			(4,593		)	21,804
	Depreciation	25,375			2,621			1,215			513			29,724
	Amortization	1,936			3,898			84			—			5,918
	Adjusted EBITDA	$	42,991		$	10,764		$	7,771		$	(4,080	)	$	57,446
	Revenues as reported	$	241,559		$	78,812		$	78,470					$	398,841
	Adjusted EBITDA margin (%)	17.8		%	13.7		%	9.9		%				14.4		%

(a)	The Company’s acquisition of ESOL closed on April 6, 2020.

Consolidated Adjusted EBITDA is a non-GAAP financial measure and consists of income from continuing operations adjusted to add back income tax expense; equity income of unconsolidated entities, net; net interest expense; defined benefit pension income (expense); unused debt commitment fees, amendment fees and loss on extinguishment of debt; and depreciation and amortization (excluding amortization of deferred financing costs); and excludes unusual items. Segment Adjusted EBITDA consists of operating income from continuing operations adjusted to exclude unusual items and add back depreciation and amortization (excluding amortization of deferred financing costs). The sum of the Segments’ Adjusted EBITDA equals Consolidated Adjusted EBITDA. The Company‘s management believes Adjusted EBITDA is meaningful to investors because management reviews Adjusted EBITDA in assessing and evaluating performance. However, this measure should be considered in addition to, rather than as a substitute for, net income from continuing operations, operating income from continuing operations and other information provided in accordance with GAAP. The Company’s method of calculating Adjusted EBITDA may differ from methods used by other companies and, as a result, Adjusted EBITDA may not be comparable to other similarly titled measures disclosed by other companies.

HARSCO CORPORATION RECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO OPERATING INCOME (LOSS) AS REPORTED BY SEGMENT (Unaudited)
(In thousands)	Harsco Environmental			Harsco Clean Earth			Harsco Rail			Corporate			Consolidated Totals

Three Months Ended December 31, 2020:
Operating income (loss) as reported	$	22,606		$	3,151		$	1,057		$	(15,546	)	$	11,268
Corporate acquisition and integration costs	—			—			—			6,909			6,909
Harsco Environmental Segment severance costs	2,239			—			—			—			2,239
Harsco Clean Earth Segment integration costs	—			1,745			—			—			1,745
Corporate contingent consideration adjustments	—			—			—			(136		)	(136		)
Operating income (loss) excluding unusual items	24,845			4,896			1,057			(8,773		)	22,025
Depreciation	25,345			4,681			1,383			491			31,900
Amortization	1,998			6,351			85			—			8,434
Adjusted EBITDA	$	52,188		$	15,928		$	2,525		$	(8,282	)	$	62,359
Revenues as reported	$	246,388		$	185,099		$	76,857					$	508,344
Adjusted EBITDA margin (%)	21.2		%	8.6		%	3.3		%				12.3		%

Consolidated Adjusted EBITDA is a non-GAAP financial measure and consists of income from continuing operations adjusted to add back income tax expense; equity income of unconsolidated entities, net; net interest expense; defined benefit pension income (expense); unused debt commitment and amendment fees; and depreciation and amortization (excluding amortization of deferred financing costs); and excludes unusual items. Segment Adjusted EBITDA consists of operating income from continuing operations adjusted to exclude unusual items and add back depreciation and amortization (excluding amortization of deferred financing costs). The sum of the Segments’ Adjusted EBITDA equals Consolidated Adjusted EBITDA. The Company‘s management believes Adjusted EBITDA is meaningful to investors because management reviews Adjusted EBITDA in assessing and evaluating performance. However, this measure should be considered in addition to, rather than as a substitute for, net income from continuing operations, operating income from continuing operations and other information provided in accordance with GAAP. The Company’s method of calculating Adjusted EBITDA may differ from methods used by other companies and, as a result, Adjusted EBITDA may not be comparable to other similarly titled measures disclosed by other companies.

HARSCO CORPORATION RECONCILIATION OF CONSOLIDATED ADJUSTED EBITDA TO CONSOLIDATED INCOME (LOSS) FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

	Three Months Ended March 31
(In thousands)	2021			2020
Consolidated income (loss) from continuing operations	$	2,892		$	(7,696	)

Add back (deduct):
Equity in (income) loss of unconsolidated entities, net	119			(96		)
Income tax (benefit) expense	4,229			(682		)
Defined benefit pension income	(3,953		)	(1,589		)
Unused debt commitment fees, amendment fees and loss on extinguishment of debt	5,258			488
Interest expense	16,864			12,649
Interest income	(585		)	(193		)
Depreciation	32,748			29,724
Amortization	8,216			5,918

Unusual items:
Corporate acquisition and integration costs	—			13,763
Harsco Environmental Segment severance costs	—			5,160
Consolidated Adjusted EBITDA	$	65,788		$	57,446

HARSCO CORPORATION RECONCILIATION OF CONSOLIDATED ADJUSTED EBITDA TO CONSOLIDATED LOSS FROM CONTINUING OPERATIONS AS REPORTED (Unaudited)

	Three Months Ended December 31
(In thousands)	2020
Consolidated loss from continuing operations	$	(4,257	)

Add back (deduct):
Equity in income of unconsolidated entities, net	(10		)
Income tax expense	1,861
Defined benefit pension income	(2,058		)
Interest expense	16,293
Interest income	(561		)
Depreciation	31,900
Amortization	8,434

Unusual items:
Corporate acquisition and integration costs	6,909
Harsco Environmental Segment severance costs	2,239
Harsco Clean Earth Segment integration costs	1,745
Corporate contingent consideration adjustments	(136		)
Consolidated Adjusted EBITDA	$	62,359

HARSCO CORPORATION RECONCILIATION OF PROJECTED CONSOLIDATED ADJUSTED EBITDA TO PROJECTED CONSOLIDATED INCOME FROM CONTINUING OPERATIONS (Unaudited)

		Projected Three Months Ending June 30								Projected Twelve Months Ending December 31
		2021								2021
(In millions)		Low				High				Low				High
Consolidated income from continuing operations		$	12			$	17			$	46			$	58

Add back:

Income tax expense		6				7				26				30
Net interest		16				16				63				62
Defined benefit pension income		(4		)		(4		)		(14		)		(14		)
Depreciation and amortization		44				44				175				175

Consolidated Adjusted EBITDA		$	73		(a)	$	79		(a)	$	295		(a)	$	310		(a)

(a)	Does not total due to rounding.

HARSCO CORPORATION RECONCILIATION OF FREE CASH FLOW TO NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES (Unaudited)

		Three Months Ended
		March 31
(In thousands)		2021			2020
Net cash used by operating activities		$	(23,173	)	$	(11,536	)
	Less capital expenditures	(27,382		)	(27,894		)
	Less expenditures for intangible assets	(68		)	(58		)
	Plus capital expenditures for strategic ventures (a)	872			1,139
	Plus total proceeds from sales of assets (b)	3,862			2,185
	Plus transaction-related expenditures (c)	14,084			9,979
	Free cash flow	$	(31,805	)	$	(26,185	)

(a)	Capital expenditures for strategic ventures represent the partner’s share of capital expenditures in certain ventures consolidated in the Company’s condensed consolidated financial statements.
(b)	Asset sales are a normal part of the business model, primarily for the Harsco Environmental Segment.
(c)	Expenditures directly related to the Company’s acquisition and divestiture transactions and costs at Corporate associated with amending the Company’s existing Senior Secured Credit Facilities.

The Company’s management believes that Free cash flow, which is a non-GAAP financial measure, is meaningful to investors because management reviews cash flows generated from operations less capital expenditures net of asset sales proceeds and transaction-related expenditures and income taxes for planning and performance evaluation purposes. It is important to note that Free cash flow does not represent the total residual cash flow available for discretionary expenditures since other non-discretionary expenditures, such as mandatory debt service requirements and settlements of foreign currency forward exchange contracts, are not deducted from this measure. This measure should be considered in addition to, rather than as a substitute for, other information provided in accordance with GAAP.

HARSCO CORPORATION RECONCILIATION OF PROJECTED FREE CASH FLOW TO PROJECTED NET CASH PROVIDED BY OPERATING ACTIVITIES (Unaudited)

	Projected Twelve Months Ending December 31
	2021
(In millions)	Low			High
Net cash provided by operating activities	$	168		$	208
Less capital expenditures	(158		)	(180		)
Plus total proceeds from asset sales and capital expenditures for strategic ventures	8			10
Plus transaction related expenditures	17			17
Free cash flow	35			55
Add growth capital expenditures	60			60
Free cash flow before growth capital expenditures	$	95		$	115

Investor Contact
David Martin
717.612.5628
[email protected]

Media Contact
Jay Cooney
717.730.3683
[email protected]

May 4, 2021 7:04 am

Frank’s International N.V. Announces First Quarter 2021 Results

HOUSTON, May 04, 2021 (GLOBE NEWSWIRE) — Frank’s International N.V. (NYSE: FI) (the “Company” or “Frank’s”) today reported financial and operational results for the three months ended March 31, 2021.

First Quarter 2021 Financial Highlights

Delivered first quarter revenue of $94.8 million, in line with expectations and fourth quarter 2020 revenue of $96.3 million.
First quarter net loss totaled $23.9 million driven by merger and acquisition expense, higher tax expense, and foreign currency losses from a strengthening U.S. dollar.
Generated Adjusted EBITDA of $6.7 million for the first quarter of 2021, an improvement of 44.1% compared to the prior period, driven by higher customer activity levels in both our Tubular Running Services and Cementing Equipment segments.
Extended our position in the U.S. Gulf of Mexico with multi-year contract extension award and technology package upgrades.
Announced a strategic combination with Expro Group to create leading energy services company with pre-close activities well underway.

“We are pleased with our first quarter 2021 results with Adjusted EBITDA increasing just over 44% sequentially. This was due to improvement in most international basins in our Tubular Running Services segment as well as the full year effects of our cost reduction activities undertaken in 2020. Our Tubular Running Services segment was aided by higher activity levels in the North Sea and West Africa, the full quarter impact of previous project start-ups in the Middle East, and accelerated improvement in U.S. land. The slight sequential decline in total Company revenue was mostly driven by strong tubular deliveries and higher drilling tool activity we experienced in our Tubulars segment in the prior quarter. Although we experienced a slight pullback in our Tubulars segment in the first quarter, we are forecasting improvements in both domestic and international tubular deliveries and drilling tool activity in the second quarter. Additionally, in our Cementing Equipment segment we continued to see improvement in U.S. land as well as our international markets due to successful execution of our growth strategy, which resulted in higher revenue and profitability,” said Michael Kearney, the Company’s Chairman, President and Chief Executive Officer.

“Highlighting some of our operational and technology accomplishment during the first quarter, Frank’s Centri-FI™ Consolidated Control Console continues to lead the way with its multi-functional ability to control various elements of tubular running equipment from outside the red zone, increasing safety for our employees as well as those of our customers and other service providers. Now fully commercialized, the console has successfully completed over thirty jobs in the Gulf of Mexico while providing operational efficiency and improved safety. When packaged with our suite of digital and intelligent technology, including iCAM® Connection Analyzed Makeup System and iTong™ Intelligent Autonomous Connections, it forms one of the most robust digital systems aimed at reducing hazardous exposures and costly nonproductive time, all without compromising well integrity or efficiency. In the first quarter, we also extended our position in the Gulf of Mexico with a long-time major integrated customer who awarded Frank’s a three-year contract extension along with multi-year extension options, based on our ability to quickly deploy this comprehensive digital package across their operational footprint.

“As we turn our attention to the second quarter and the remainder of the year, we remain confident in our ability to generate strong year-over-year revenue growth and double-digit Adjusted EBITDA margins in 2021. As we mentioned last quarter, we anticipated activity levels would ramp up as we exited the first quarter due to additional rig deployments and project start-ups, and that forecasted activity is materializing as we are now experiencing improvements in all of our operating regions. We are also seeing the year over year margin expansion we had anticipated due to the cost reductions we implemented throughout 2020.

“Finally, our recently announced merger with Expro Group is on track to close by the end of the third quarter. We are confident about our opportunity set as a combined company and the integration planning process has successfully commenced while we work to gain shareholder and governmental approvals. Our teams are focused on realizing the maximum potential of creating one of the largest oilfield service companies that focuses on the most prolific producing basins across the globe. As we continue to make progress towards closing the transaction, we will remain focused on providing exceptional service quality and safety for our customers and generating long-term value for our shareholders,” concluded Mr. Kearney.

Segment Results

Tubular Running Services

Tubular Running Services revenue totaled $66.3 million in the first quarter of 2021, compared to $65.0 million in the fourth quarter of 2020, and $89.5 million in the first quarter of 2020. Higher activity levels in most of our international operating regions drove the sequential improvement although these gains were offset by customer-driven rig changes that negatively affected our North America Offshore region.

Segment adjusted EBITDA in the first quarter of 2021 totaled $8.1 million, or 12% of revenue, compared to $3.8 million, or 6% of revenue, in the fourth quarter of 2020, and $13.3 million, or 15% of revenue, in the first quarter of 2020. The sequential increase in adjusted EBITDA was partially driven by an increase in customer activity levels and change in geographical mix toward some of our higher margin operating regions.

Tubulars

Tubulars revenue in the first quarter of 2021 totaled $11.7 million, compared to $15.9 million in the fourth quarter of 2020, and $12.5 million in the first quarter of 2020. The sequential decrease was mostly due to large tubular deliveries that were accelerated into the fourth quarter of 2020 and a delay of certain other first quarter deliveries.

Segment adjusted EBITDA in the first quarter of 2021 totaled $0.6 million, or 5% of revenue, compared to $3.9 million, or 25% of revenue, in the fourth quarter of 2020, and $1.4 million, or 11% of revenue, in the first quarter of 2020. The sequential decrease in margin was driven reduced activity, product mix changes, and higher product costs in the first quarter of 2021 for a customer delivery.

Cementing Equipment

Cementing Equipment revenue totaled $16.9 million in the first quarter of 2021, compared to $15.5 million in the fourth quarter of 2020, and $21.5 million in the first quarter of 2020. The sequential increase was driven by higher activity levels in the U.S. land market and the execution of our international growth strategy that resulted in increased activity in our North America Offshore and Asia Pacific regions.

Segment adjusted EBITDA in the first quarter of 2021 totaled $4.8 million, or 28% of revenue, compared to $4.0 million, or 26% of revenue, in the fourth quarter of 2020, and $2.5 million, or 12% of revenue, in the first quarter of 2020.

Other Financial Information

Capital expenditures related to property, plant and equipment totaled $2.3 million in the first quarter of 2021 and included certain assets acquired during the first quarter in expanding the Company’s Drilling Tools product line.

As of March 31, 2021, the Company’s consolidated cash and cash equivalents totaled $191.3 million. The Company had no outstanding debt as of March 31, 2021. Company liquidity as of March 31, 2021 totaled $214.8 million, including cash and cash equivalents, and $23.5 million of availability under the Company’s credit facility. Cash flows were negatively affected during the quarter as a result of various tax payments typically paid during the first quarter, increased compensation related charges, and a deterioration in customer collections at the start of the new year.

Income taxes for the quarter represented an expense of $1.1 million compared to a benefit of $3.9 million in the prior quarter. The change in income taxes was primarily driven by the geographical mix of income and fourth quarter adjustments related to non-cash deferred items.

The financial measures provided that are not presented in accordance with U.S. generally accepted accounting principles (“GAAP”) are defined and reconciled to their most directly comparable GAAP measures. Please see “Use of Non-GAAP Financial Measures” and the reconciliations to the nearest comparable GAAP measures.

Conference Call

The Company will host a conference call to discuss first quarter 2021 results on Tuesday, May 4, 2021 at 10:00 a.m. Central Time (11:00 a.m. Eastern Time). Participants may join the conference call by dialing (800) 708-4540 or (847) 619-6397. The conference call ID number is 50152344. To listen via live webcast, please visit the Investor Relations section of the Company’s website, www.franksinternational.com. A presentation will also be posted on the Company’s website prior to the conference call.

An audio replay of the conference call will be available in the Investor Relations section of the Company’s website approximately two hours after the conclusion of the call and remain available for a period of approximately 90 days.

About Frank’s International

Frank’s International N.V. is a global oil services company that provides a broad and comprehensive range of highly engineered tubular running services, tubular fabrication, and specialty well construction and well intervention solutions with a focus on complex and technically demanding wells. Founded in 1938, Frank’s has approximately 2,400 employees and provides services to leading exploration and production companies in both onshore and offshore environments in approximately 40 countries on six continents. The Company’s common stock is traded on the NYSE under the symbol “FI.” Additional information is available on the Company’s website, www.franksinternational.com.

Investor Contact:

Melissa Cougle
[email protected]
281-966-7300

Forward Looking Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include statements, estimates and projections regarding the Company’s future business strategy and prospects for growth, cash flows and liquidity, financial strategy, budget, projections and operating results, the amount, nature and timing of capital expenditures, the availability and terms of capital, the level of activity in the oil and gas industry, volatility of oil and gas prices, unique risks associated with offshore operations, political, economic and regulatory uncertainties in international operations, the ability to develop new technologies and products, the ability to protect intellectual property rights, the ability to employ and retain skilled and qualified workers, the level of competition in the Company’s industry, global or national health concerns, including health epidemics, including COVID-19, the continuation of a swift and material decline in global crude oil demand and crude oil prices for an uncertain period of time, the length of time it will take for the United States and the rest of the world to slow the spread of the COVID-19 virus to the point where applicable authorities are comfortable easing current restrictions on various commercial and economic activities, future actions of foreign oil producers such as Saudi Arabia and Russia and the risk that they take actions that will prolong or exacerbate the current over-supply of crude oil, the timing, pace and extent of an economic recovery in the United States and elsewhere, uncertainties related to the merger with Expro Group, the impact of current and future laws, rulings, governmental regulations, accounting standards and statements, and related interpretations, and other guidance. These statements are based on certain assumptions made by the Company based on management’s experience, expectations and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Forward-looking statements are not guarantees of performance.

Although the Company believes the expectations reflected in its forward-looking statements are reasonable and are based on reasonable assumptions, no assurance can be given that these assumptions are accurate or that any of these expectations will be achieved (in full or at all) or will prove to have been correct. Moreover, such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include the factors discussed or referenced in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC and the additional factors discussed or referenced in the “Risk Factors” section of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 that will be filed with the SEC. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law, and we caution you not to rely on them unduly.

Use of Non-GAAP Financial Measures

This press release and the accompanying schedules include the non-GAAP financial measures of adjusted net loss, adjusted net loss per diluted share, free cash flow, adjusted EBITDA and adjusted EBITDA margin, which may be used periodically by management when discussing the Company’s financial results with investors and analysts. The accompanying schedules of this press release provide a reconciliation of these non-GAAP financial measures to their most directly comparable financial measure calculated and presented in accordance with GAAP. Adjusted net loss, adjusted net loss per diluted share, free cash flow, adjusted EBITDA and adjusted EBITDA margin are presented because management believes these metrics provide additional information relative to the performance of the Company’s business. These metrics are commonly employed by financial analysts and investors to evaluate the operating and financial performance of the Company from period to period and to compare it with the performance of other publicly traded companies within the industry. You should not consider adjusted net loss, adjusted net loss per diluted share, free cash flow, adjusted EBITDA and adjusted EBITDA margin in isolation or as a substitute for analysis of the Company’s results as reported under GAAP. Because adjusted net loss, adjusted net loss per diluted share, free cash flow, adjusted EBITDA and adjusted EBITDA margin may be defined differently by other companies in the Company’s industry, the Company’s presentation of these non-GAAP financial measures may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

The Company defines adjusted net loss as net loss before goodwill impairment and severance and other charges, net, net of tax. The Company defines adjusted net loss per share as net loss before goodwill impairment and severance and other charges, net, net of tax, divided by diluted weighted average common shares. The Company defines free cash flow as net cash provided by (used in) operating activities less purchases of property, plant and equipment. The Company defines adjusted EBITDA as net income (loss) before interest income, net, depreciation and amortization, income tax benefit or expense, asset impairments, gain or loss on disposal of assets, foreign currency gain or loss, equity-based compensation, the effects of the tax receivable agreement, unrealized and realized gains or losses and other non-cash adjustments and other charges or credits. The Company uses adjusted EBITDA to assess its financial performance because it allows the Company to compare its operating performance on a consistent basis across periods by removing the effects of its capital structure (such as varying levels of interest expense), asset base (such as depreciation and amortization), income tax, foreign currency exchange rates and other charges and credits. The Company defines adjusted EBITDA margin as adjusted EBITDA divided by total revenue.

Please see the accompanying financial tables for a reconciliation of these non-GAAP measures to their most directly comparable GAAP measures.

No Offer or Solicitation

This communication relates to a proposed merger and related transactions (the “Transactions”) between Frank’s International N.V. (“Frank’s”) and Expro Group Holdings International Limited (“Expro”). This communication is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, in any jurisdiction, pursuant to the Transactions or otherwise, nor shall there be any sale, issuance, exchange or transfer of the securities referred to in this document in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Important Additional Information

In connection with the Transactions, Frank’s has filed a registration statement on Form S-4 (the “Registration Statement”) with the U.S. Securities and Exchange Commission (the “SEC”), which includes a preliminary proxy statement/prospectus of Frank’s. In addition, Frank’s intends to file other relevant materials with the SEC regarding the Transactions. After the Registration Statement has been declared effective by the SEC, a definitive proxy statement/prospectus will be mailed to the shareholders of Frank’s and Expro. SHAREHOLDERS OF FRANK’S AND EXPRO ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE TRANSACTIONS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTIONS. Such shareholders will be able to obtain free copies of the proxy statement/prospectus and other documents containing important information about Frank’s and Expro once such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov. Additional information is available on the Frank’s website, www.franksinternational.com.

Participants in the Solicitation

Frank’s and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Frank’s in connection with the Transactions. Expro and its officers and directors may also be deemed participants in such solicitation. Information regarding Frank’s directors and executive officers is contained in the preliminary proxy statement/prospectus, the proxy statement for Frank’s 2020 Annual Meeting of Shareholders, which was filed with the SEC on April 28, 2020, Frank’s Annual Report on Form 10-K for the year ended December 31, 2020, which was filed with the SEC on March 1, 2021, and certain of its Current Reports on Form 8-K. You can obtain a free copy of these documents at the SEC’s website at http://www.sec.gov or by accessing Frank’s website at http://www.franksinternational.com. Other information regarding persons who may be deemed participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, are contained in the Registration Statement and the preliminary proxy statement/prospectus and will be contained in amendments thereto, as well as other relevant materials to be filed with the SEC when they become available.

Forward-Looking Statements and Cautionary Statements

The foregoing 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. All statements, other than statements of historical fact, included in this communication that address activities, events or developments that Expro or Frank’s expects, believes or anticipates will or may occur in the future are forward-looking statements. Words such as “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “potential,” “create,” “intend,” “could,” “may,” “foresee,” “plan,” “will,” “guidance,” “look,” “outlook,” “goal,” “future,” “assume,” “forecast,” “build,” “focus,” “work,” “continue” or the negative of such terms or other variations thereof and words and terms of similar substance that convey the uncertainty of future events or outcomes identify the forward-looking statements, although not all forward-looking statements contain such identifying words. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include, but are not limited to, statements, estimates and projections regarding the Transactions, pro forma descriptions of the combined company, anticipated or expected revenues, EBITDA, synergies or cost-savings, operations, integration and transition plans, opportunities and anticipated future performance. These statements are based on certain assumptions made by Frank’s and Expro based on management’s experience, expectations and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Forward-looking statements are not guarantees of performance.

Although Frank’s and Expro believe the expectations reflected in these forward-looking statements are reasonable and are based on reasonable assumptions, no assurance can be given that these assumptions are accurate or that any of these expectations will be achieved (in full or at all) or will prove to have been correct. Moreover, such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of Frank’s, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. Such risks and uncertainties include the risk of the failure to obtain the required votes of Frank’s and Expro’s shareholders; the timing to consummate the Transactions; the risk that the conditions to closing of the Transactions may not be satisfied or that the closing of the Transactions otherwise does not occur; the failure to close the Transactions on the anticipated terms, including the anticipated tax treatment; the risk that a regulatory approval, consent or authorization that may be required for the Transactions is not obtained in a timely manner or at all, or is obtained subject to conditions that are not anticipated; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement relating to the Transactions; unanticipated difficulties or expenditures relating to the Transactions; the diversion of management time on Transactions-related matters; the ultimate timing, outcome and results of integrating the operations of Frank’s and Expro; the effects of the business combination of Frank’s and Expro following the consummation of the Transactions, including the combined company’s future financial condition, results of operations, strategy and plans; the risk that any announcements relating to the Transactions could have adverse effects on the market price of Frank’s common stock; potential adverse reactions or changes to business relationships resulting from the announcement or completion of the Transactions; expected synergies and other benefits from the Transactions; the potential for litigation related to the Transactions; results of litigation, settlements and investigations; actions by third parties, including governmental agencies; volatility in customer spending and in oil and natural gas prices, which could adversely affect demand for Frank’s and Expro’s services and their associated effect on rates, utilization, margins and planned capital expenditures; unique risks associated with offshore operations; global economic conditions; liabilities from operations; decline in, and ability to realize, backlog; equipment specialization and new technologies; adverse industry conditions; adverse credit and equity market conditions; difficulty in building and deploying new equipment; difficulty in integrating acquisitions; shortages, delays in delivery and interruptions of supply of equipment, supplies and materials; weather; loss of, or reduction in business with, key customers; legal proceedings; ability to effectively identify and enter new markets; governmental regulation, including legislative and regulatory initiatives addressing global climate change or other environmental concerns; investment in and development of competing or alternative energy sources; ability to retain and hire key personnel, including management and field personnel; the length of time it will take for the United States and the rest of the world to slow the spread of the COVID-19 virus to the point where applicable authorities ease current restrictions on various commercial and economic activities; and other important factors that could cause actual results to differ materially from those projected. All such factors are difficult to predict and are beyond Expro’s or Frank’s control, including those detailed in Frank’s annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that are available on Frank’s website at http://www.franksinternational.com and on the SEC’s website at http://www.sec.gov. Any forward-looking statement speaks only as of the date on which such statement is made, and Expro and Frank’s undertake no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law. Readers are cautioned not to place undue reliance on these forward- looking statements.

FRANK’S INTERNATIONAL N.V.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)

	Three Months Ended
	March 31,			December 31,			March 31,
	2021			2020			2020
Revenue:
Services	$	81,523		$	82,373		$	105,083
Products	13,288			13,975			18,409
Total revenue	94,811			96,348			123,492

Operating expenses:
Cost of revenue, exclusive of depreciation and amortization
Services	63,935			67,675			79,380
Products	10,914			11,392			13,988
General and administrative expenses	16,447			14,623			26,683
Depreciation and amortization	16,107			17,249			19,718
Goodwill impairment	—			—			57,146
Severance and other charges, net	7,376			3,587			20,725
(Gain) loss on disposal of assets	(182		)	(526		)	60
Operating loss	(19,786		)	(17,652		)	(94,208		)

Other income (expense):
Other income (expense), net	125			(201		)	2,026
Interest income (expense), net	(287		)	94			533
Foreign currency gain (loss)	(2,868		)	5,654			(9,892		)
Total other income (expense)	(3,030		)	5,547			(7,333		)

Loss before income taxes	(22,816		)	(12,105		)	(101,541		)
Income tax expense (benefit)	1,070			(3,899		)	(15,563		)
Net loss	$	(23,886	)	$	(8,206	)	$	(85,978	)

Loss per common share:
Basic and diluted	$	(0.11	)	$	(0.04	)	$	(0.38	)

Weighted average common shares outstanding:
Basic and diluted	227,019			226,313			225,505

FRANK’S INTERNATIONAL N.V.
SELECTED OPERATING SEGMENT DATA
(In thousands)
(Unaudited)

	Three Months Ended
	March 31,			December 31,			March 31,
	2021			2020			2020
Revenue
Tubular Running Services	$	66,285		$	64,961		$	89,497
Tubulars	11,669			15,902			12,542
Cementing Equipment	16,857			15,485			21,453
Total	$	94,811		$	96,348		$	123,492

Segment Adjusted EBITDA:
Tubular Running Services	$	8,128		$	3,835		$	13,305
Tubulars	639			3,882			1,396
Cementing Equipment	4,795			3,974			2,544
Corporate	(6,909		)	(7,075		)	(10,186		)
Total	$	6,653		$	4,616		$	7,059

FRANK’S INTERNATIONAL N.V.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

	March 31,			December 31,
	2021			2020
Assets
Current assets:
Cash and cash equivalents	$	191,339		$	209,575
Restricted cash	1,656			1,672
Short-term investments	2,252			2,252
Accounts receivables, net	116,581			110,607
Inventories, net	94,738			81,718
Assets held for sale	3,681			2,939
Other current assets	8,416			7,744
Total current assets	418,663			416,507

Property, plant and equipment, net	255,401			272,707
Goodwill	42,785			42,785
Intangible assets, net	11,062			7,897
Deferred tax assets, net	16,482			18,030
Operating lease right-of-use assets	27,972			28,116
Other assets	30,907			30,859
Total assets	$	803,272		$	816,901

Liabilities and Equity
Current liabilities:
Accounts payable and accrued liabilities	$	107,085		$	99,986
Current portion of operating lease liabilities	8,066			7,832
Deferred revenue	640			586
Other current liabilities	960			1,674
Total current liabilities	116,751			110,078

Deferred tax liabilities	—			1,548
Non-current operating lease liabilities	20,766			21,208
Other non-current liabilities	25,257			22,818
Total liabilities	162,774			155,652

Stockholders’ equity:
Common stock	2,890			2,866
Additional paid-in capital	1,091,028			1,087,733
Accumulated deficit	(401,232		)	(377,346		)
Accumulated other comprehensive loss	(30,250		)	(31,966		)
Treasury stock	(21,938		)	(20,038		)
Total stockholders’ equity	640,498			661,249
Total liabilities and equity	$	803,272		$	816,901

FRANK’S INTERNATIONAL N.V.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

	Three Months Ended March 31,
	2021			2020
Cash flows from operating activities
Net loss	$	(23,886	)	$	(85,978	)
Adjustments to reconcile net loss to cash from operating activities
Depreciation and amortization	16,107			19,718
Equity-based compensation expense	2,872			2,146
Goodwill impairment	—			57,146
Loss on asset impairments and retirements	307			20,187
Amortization of deferred financing costs	97			97
Deferred tax provision (benefit)	—			(1,690		)
Provision for bad debts	209			1,280
(Gain) loss on disposal of assets	(182		)	60
Changes in fair value of investments	(395		)	2,411
Other	—			(381		)
Changes in operating assets and liabilities
Accounts receivable	(6,806		)	(16,129		)
Inventories	(12,463		)	(1,855		)
Other current assets	(675		)	(814		)
Other assets	267			139
Accounts payable and accrued liabilities	9,192			(14,860		)
Deferred revenue	53			67
Other non-current liabilities	(178		)	(3,796		)
Net cash used in operating activities	(15,481		)	(22,252		)
Cash flows from investing activities
Purchases of property, plant and equipment	(2,346		)	(9,968		)
Proceeds from sale of assets	2,073			70
Investment in intellectual property	(1,608		)	—
Other	(75		)	(141		)
Net cash used in investing activities	(1,956		)	(10,039		)
Cash flows from financing activities
Repayments of borrowings	(712		)	—
Treasury shares withheld for taxes	(1,900		)	(1,056		)
Treasury share repurchase	—			(1,017		)
Proceeds from the issuance of ESPP shares	447			552
Net cash used in financing activities	(2,165		)	(1,521		)
Effect of exchange rate changes on cash	1,350			9,327
Net decrease in cash, cash equivalents and restricted cash	(18,252		)	(24,485		)
Cash, cash equivalents and restricted cash at beginning of period	211,247			196,740
Cash, cash equivalents and restricted cash at end of period	$	192,995		$	172,255

FRANK’S INTERNATIONAL N.V.
NON-GAAP FINANCIAL MEASURES AND RECONCILIATION
(In thousands)
(Unaudited)

ADJUSTED EBITDA AND ADJUSTED EBITDA MARGIN RECONCILIATION

	Three Months Ended
	March 31,				December 31,				March 31,
	2021				2020				2020

Revenue	$	94,811			$	96,348			$	123,492

Net loss	$	(23,886	)		$	(8,206	)		$	(85,978	)
Goodwill impairment	—				—				57,146
Severance and other charges, net	7,376				3,587				20,725
Interest (income) expense, net	287				(94		)		(533		)
Depreciation and amortization	16,107				17,249				19,718
Income tax expense (benefit)	1,070				(3,899		)		(15,563		)
(Gain) loss on disposal of assets	(182		)		(526		)		60
Foreign currency (gain) loss	2,868				(5,654		)		9,892
Charges and credits⁽¹⁾	3,013				2,159				1,592
Adjusted EBITDA	$	6,653			$	4,616			$	7,059
Adjusted EBITDA margin	7.0			%	4.8			%	5.7			%

⁽¹⁾ Comprised of Equity-based compensation expense (for the three months ended March 31, 2021, December 31, 2020 and March 31, 2020: $2,872, $2,576 and $2,146, respectively), Unrealized and realized (gains) losses (for the three months ended March 31, 2021, December 31, 2020 and March 31, 2020: $99, $102 and $(1,704), respectively), Investigation-related matters (for the three months ended March 31, 2021, December 31, 2020 and March 31, 2020: $42, $97 and $1,150, respectively) and Other adjustments (for the three months ended March 31, 2021, December 31, 2020 and March 31, 2020: none, $616 and none, respectively).

FRANK’S INTERNATIONAL N.V.
NON-GAAP FINANCIAL MEASURES AND RECONCILIATION
(In thousands)
(Unaudited)

SEGMENT ADJUSTED EBITDA RECONCILIATION

	Three Months Ended
	March 31,			December 31,			March 31,
	2021			2020			2020
Segment Adjusted EBITDA:
Tubular Running Services	$	8,128		$	3,835		$	13,305
Tubulars	639			3,882			1,396
Cementing Equipment	4,795			3,974			2,544
Corporate	(6,909		)	(7,075		)	(10,186		)
	6,653			4,616			7,059
Goodwill impairment	—			—			(57,146		)
Severance and other charges, net	(7,376		)	(3,587		)	(20,725		)
Interest income (expense), net	(287		)	94			533
Depreciation and amortization	(16,107		)	(17,249		)	(19,718		)
Income tax (expense) benefit	(1,070		)	3,899			15,563
Gain (loss) on disposal of assets	182			526			(60		)
Foreign currency gain (loss)	(2,868		)	5,654			(9,892		)
Charges and credits ⁽¹⁾	(3,013		)	(2,159		)	(1,592		)
Net loss	$	(23,886	)	$	(8,206	)	$	(85,978	)

⁽¹⁾ Comprised of Equity-based compensation expense (for the three months ended March 31, 2021, December 31, 2020 and March 31, 2020: $2,872, $2,576 and $2,146, respectively), Unrealized and realized gains (losses) (for the three months ended March 31, 2021, December 31, 2020 and March 31, 2020: $(99), $(102) and $1,704, respectively), Investigation-related matters (for the three months ended March 31, 2021, December 31, 2020 and March 31, 2020: $42, $97 and $1,150, respectively) and Other adjustments (for the three months ended March 31, 2021, December 31, 2020 and March 31, 2020: none, $616 and none, respectively).

FRANK’S INTERNATIONAL N.V.
NON-GAAP FINANCIAL MEASURES AND RECONCILIATION
(In thousands)
(Unaudited)

FREE CASH FLOW RECONCILIATION

	Three Months Ended
	March 31,			December 31,		March 31,
	2021			2020		2020

Net cash (used in) provided by operating activities	$	(15,481	)	$	14,336	$	(22,252	)
Less: purchases of property, plant and equipment	2,346			2,751		9,968
Free cash flow	$	(17,827	)	$	11,585	$	(32,220	)

FRANK’S INTERNATIONAL N.V.
NON-GAAP FINANCIAL MEASURES AND RECONCILIATION
(In thousands, except per share amounts)
(Unaudited)

RECONCILIATION OF ADJUSTED NET LOSS AND ADJUSTED NET LOSS PER DILUTED SHARE

	Three Months Ended
	March 31,			December 31,			March 31,
	2021			2020			2020

Net loss	$	(23,886	)	$	(8,206	)	$	(85,978	)
Goodwill impairment (net of tax)	—			—			55,740
Severance and other charges, net (net of tax)	7,347			3,543			20,355
Net loss excluding certain items	$	(16,539	)	$	(4,663	)	$	(9,883	)

Loss per diluted share	$	(0.11	)	$	(0.04	)	$	(0.38	)
Goodwill impairment (net of tax)	—			—			0.25
Severance and other charges, net (net of tax)	0.04			0.02			0.09
Loss per diluted share excluding certain items	$	(0.07	)	$	(0.02	)	$	(0.04	)

May 4, 2021 7:04 am

Neuronetics Reports First Quarter 2021 Financial and Operating Results

MALVERN, Pa., May 04, 2021 (GLOBE NEWSWIRE) — Neuronetics, Inc. (NASDAQ: STIM), a commercial stage medical technology company focused on designing, developing and marketing products that improve the quality of life for patients who suffer from psychiatric disorders, today announced its financial and operating results for the first quarter of 2021.

First Quarter 2021 Highlights

First quarter 2021 revenue of $12.3 million, compared to $11.5 million in first quarter 2020, primarily due to an increase in U.S. treatment session revenue
First quarter revenues surpassed our guidance midpoint by $0.8 million

Cash and cash equivalents were $121.3 million as of March 31, 2021, inclusive of proceeds from our follow-on offering of 5,566,000 shares of our common stock raising $80.6 million in net cash in February 2021
Launched new 5 STARS to Success, Precision Pulse, digital media strategy, and advertising messaging to drive awareness and NeuroStar Advanced Therapy treatment session growth
Enhanced TrakStar® Cloud system, a HIPAA-compliant, proprietary software that manages NeuroStar Advanced Therapy patient data, to improve clinician productivity and optimize time spent with patients
NeuroStar Advanced Therapy Outcomes Registry data published in Brain Stimulation Journal
Robert Cascella appointed as Chairman of the Board of Directors effective May 27, 2021

“The first quarter was very exciting. Not only did we drive strong double-digit growth in treatment session revenues, but we also implemented our new commercial strategy in conjunction with the launch of our expanded and realigned sales organization,” said Keith J. Sullivan, President and Chief Executive Officer of Neuronetics. “We’ve seen a 30% increase in patients requesting appointments and are expecting to see accelerating positive impact throughout the year from our new digital media strategies, advertising, and customer support programs that are all designed to bring the benefits of NeuroStar Advanced Therapy for Mental Health to the people who need it.”

First Quarter 2021 Financial and Operating Results


	Revenues by Geography
	Three Months ended March 31,
	2021		2020
	Amount		Amount		% Change
	(in thousands, except percentages)
United States	$	11,802	$	11,177	6	%
International		486		299	63	%
Total revenues	$	12,288	$	11,476	7	%

Total revenue for the first quarter of 2021 was $12.3 million, an increase of 7% over first quarter 2020 revenue of $11.5 million. During the quarter, total U.S. revenue increased by 6% and international revenue increased by 63% over the prior year quarter. The U.S. revenue growth was driven by an increase in U.S. treatment session revenue and the international revenue growth was driven by an increase in NeuroStar Advanced Therapy for Mental Health System sales.


	United States Revenues by Product Category
	Three Months ended March 31,
	2021		2020
	Amount		Amount		% Change
	(in thousands, except percentages)
NeuroStar Advanced Therapy System	$	1,755	$	2,594	(32	)	%
Treatment sessions		9,629		8,193	18		%
Other		418		390	7		%
Total United States revenues	$	11,802	$	11,177	6		%


	United States NeuroStar Advanced Therapy System
	Revenues by Type
	Three Months ended March 31,
	2021		2020
	Amount		Amount		% Change
	(in thousands, except percentages)
NeuroStar Capital	$	1,589	$	2,410	(34	)	%
Operating lease		108		155	(30	)	%
Other		58		29	100		%
Total U.S. NeuroStar Advanced Therapy System revenues	$	1,755	$	2,594	(32	)	%

U.S. NeuroStar Advanced Therapy System revenue for the first quarter of 2021 was $1.8 million, a decrease of 32% over first quarter 2020 revenue of $2.6 million. The decrease was primarily driven by a lower number of NeuroStar systems sold in the first quarter of 2021, which was partially offset by an increase in the blended NeuroStar average selling price over the prior year period. For the three months ended March 31, 2021 and 2020, the Company sold 23 and 38 systems, respectively, during each period.

U.S. treatment session revenue for the first quarter of 2021 was $9.6 million, an increase of 18% over the first quarter of 2020 of $8.2 million. The revenue growth was primarily driven by an increase in per click treatment session volume over the prior year period.

In the first quarter, U.S. treatment session revenue per active site was $10,512 as compared to $9,418 during the first quarter of 2020.

Gross margin for the first quarter of 2021 was 81.9%, an increase of approximately 640 basis points from first quarter of 2020 gross margin of 75.5%. The increase was primarily a result of a change in the product mix of revenues compared to the prior year quarter.

Operating expenses during the first quarter of 2021 were $17.0 million, a decrease of $2.0 million compared to $19.0 million in the first quarter of 2020. The decrease was primarily driven by lower product development and sales expenses compared to the prior year quarter.

Net loss for the first quarter of 2021 was $(7.9) million, or $(0.31) per share, as compared to first quarter 2020 net loss of $(12.6) million, or $(0.68) per share. Net loss per share was based on 25,149,880 and 18,680,542 weighted-average common shares outstanding for the first quarters of 2021 and 2020, respectively.

EBITDA for the first quarter of 2021 was $(6.6) million as compared to the first quarter of 2020 EBITDA of $(10.8) million. See the accompanying financial table that reconciles EBITDA, which is a non-GAAP financial measure, to net loss.

Cash and cash equivalents were $121.3 million as of March 31, 2021. This compares to cash and cash equivalents of $49.0 million as of December 31, 2020 and $63.6 million as of March 31, 2020.

Common Stock Offering

On February 2, 2021, the Company closed an underwritten public offering of 5,566,000 shares of its common stock, including the exercise in full by the underwriters of their option to purchase up to an additional 726,000 shares of common stock, at a public offering price of $15.50 per share. Net proceeds from the offering were $80.6 million.

TrakStar® Cloud

On March 9, 2021, the Company announced upgrades to its TrakStar® Cloud system, a HIPAA-compliant, proprietary software that manages NeuroStar Advanced Therapy patient data. The latest improvements, made with insights from practicing clinicians, are designed to optimize time spent with patients while limiting time spent in practices on paperwork and other administrative tasks. The TrakStar Cloud patient data management system allows physicians to proactively manage, easily track and reliably report on data for people suffering from Major Depressive Disorder (MDD) who are being treated with NeuroStar.

Business Outlook

For the full year 2021, the Company now expects to report total worldwide revenue between $59 million and $63 million, up from previously issued guidance of between $58 million and $62 million.

For the full year 2021, the Company now expects operating expenses to be between $64 million and $68 million.

For the second quarter of 2021, the Company expects to report total worldwide revenue of between $14 million and $15 million.

Webcast and Conference Call Information

Neuronetics’ management team will host a conference call on May 4, 2021 beginning at 8:30 a.m. Eastern Time. Investors interested in listening to the conference call on your telephone, please dial (877) 472-8990 for United States callers or +1 (629) 228-0778 for international callers and reference confirmation code 2124449, approximately ten minutes prior to start time. To access the live audio webcast or subsequent archived recording, visit the Investor Relations section of Neuronetics’ website at ir.neuronetics.com. The replay will be available on the Company’s website for approximately 60 days.

About Neuronetics

Neuronetics, Inc. is a commercial-stage medical technology company focused on designing, developing, and marketing products that improve the quality of life for patients who suffer from psychiatric disorders. Our first commercial product, the NeuroStar® Advanced Therapy System, is a non-invasive and non-systemic office-based treatment that uses transcranial magnetic stimulation, or TMS, to create a pulsed, MRI-strength magnetic field that induces electrical currents designed to stimulate specific areas of the brain associated with mood. The system is cleared by the United States Food and Drug Administration, or FDA, for the treatment of major depressive disorder in adult patients who have failed to achieve satisfactory improvement from prior antidepressant medication in the current episode. NeuroStar is also available in other parts of the world, including Japan, where it is listed under Japan’s national health insurance. Additional information can be found at www.neuronetics.com.

“Safe harbor” statement under the Private Securities Litigation Reform Act of 1995:

Statements in the press release regarding Neuronetics, Inc. (the “Company”) that are not historical facts constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by terms such as “outlook,” “potential,” “believe,” “expect,” “plan,” “anticipate,” “predict,” “may,” “will,” “could,” “would” and “should” as well as the negative of these terms and similar expressions. These statements include those relating to: the Company’s business outlook and current expectations for upcoming quarter and fiscal year 2021, including with respect to revenue, operating expense, growth, and any statements of assumptions underlying any of the foregoing items. These statements are subject to significant risks and uncertainties and actual results could differ materially from those projected. The Company cautions investors not to place undue reliance on the forward-looking statements contained in this release. These risks and uncertainties include, without limitation, risks and uncertainties related to: the impact of COVID-19 on the Company’s operational and budget plans as well as general political and economic conditions, including as a result of efforts by governmental authorities to mitigate COVID-19, such as travel bans, shelter in place orders and third-party business closures and the related impact on resource allocations, manufacturing and supply chains and patient access to commercial products; the Company’s ability to execute its business continuity; the Company’s ability to achieve or sustain profitable operations due to its history of losses; the Company’s reliance on the sale and usage of its NeuroStar Advanced Therapy for Mental Health System to generate revenues; the scale and efficacy of the Company’s salesforce; availability of coverage and reimbursement from third-party payors for treatments using the Company’s products; physician and patient demand for treatments using the Company’s products; developments in respect of competing technologies and therapies for the indications that the Company’s products treat; product defects; the Company’s ability to obtain and maintain intellectual property protection for its technology; developments in clinical trials or regulatory review of NeuroStar Advanced Therapy for Mental Health System for additional indications; and developments in regulation in the United States and other applicable jurisdictions. For a discussion of these and other related risks, please refer to the Company’s recent SEC filings which are available on the SEC’s website at www.sec.gov. These forward-looking statements are based on the Company’s expectations and assumptions as of the date of this press release. Except as required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this press release as a result of new information, future events, or changes in the Company’s expectations.

Investor Contact:

Mark R. Klausner
Westwicke Partners
443-213-0501
[email protected]

Media Contact:

Gina Kent
Vault Communications
610-455-2763
[email protected]

NEURONETICS, INC.

Statements of Operations

(Unaudited; In thousands, except per share data)


	Three Months ended
	March 31,
	2021			2020
Revenues	$	12,288		$	11,476
Cost of revenues		2,221			2,811
Gross Profit		10,067			8,665
Operating expenses:
Sales and marketing		8,561			10,723
General and administrative		6,104			5,287
Research and development		2,311			3,021
Total operating expenses		16,976			19,031
Loss from Operations		(6,909	)		(10,366	)
Other (income) expense:
Interest expense		985			1,523
Loss on extinguishment of debt		—			924
Other income, net		(13	)		(200	)
Net Loss	$	(7,881	)	$	(12,613	)
Net loss per share of common stock outstanding, basic and diluted	$	(0.31	)	$	(0.68	)
Weighted-average common shares outstanding, basic and diluted		25,150			18,681

NEURONETICS, INC.

Balance Sheets

(Unaudited; In thousands, except per share data)


	March 31,			December 31,
	2021			2020
Assets
Current assets:
Cash and cash equivalents	$	121,277		$	48,957
Accounts receivable, net		6,964			7,166
Inventory		5,401			3,720
Current portion of net investments in sales-type leases		1,930			1,887
Current portion of prepaid commission expense		1,135			1,096
Prepaid expenses and other current assets		2,239			2,186
Total current assets		138,946			65,012
Property and equipment, net		866			730
Operating lease right-of-use assets		3,320			3,418
Net investments in sales-type leases		1,958			2,331
Prepaid commission expense		5,255			5,300
Other assets		1,962			1,866
Total Assets	$	152,307		$	78,657
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	3,241		$	3,749
Accrued expenses		5,152			7,319
Deferred revenue		1,912			2,020
Current portion of operating lease liabilities		602			594
Current portion of long-term debt, net		—			—
Total current liabilities		10,907			13,682
Long-term debt, net		34,791			34,620
Deferred revenue		1,614			1,741
Operating lease liabilities		3,024			3,121
Total Liabilities		50,336			53,164
Commitments and contingencies (Note 16)		—			—
Stockholders’ Equity:
Preferred stock, $0.01 par value: 10,000 shares authorized; no shares issued or outstanding at March 31, 2021 and December 31, 2020, respectively		—			—
Common stock, $0.01 par value: 200,000 shares authorized; 25,756 and 19,114 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively		258			191
Additional paid-in capital		387,134			302,842
Accumulated deficit		(285,421	)		(277,540	)
Total Stockholders’ Equity		101,971			25,493
Total Liabilities and Stockholders’ Equity	$	152,307		$	78,657

NEURONETICS, INC.

Statements of Cash Flows

(Unaudited; In thousands)


	Three months ended March 31,
	2021			2020
Cash Flows from Operating Activities:
Net loss	$	(7,881	)	$	(12,613	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		281			301
Share-based compensation		2,196			1,196
Non-cash interest expense		171			782
Cost of rental units purchased by customers		99			70
Loss on extinguishment of debt		—			622
Changes in certain assets and liabilities:
Accounts receivable, net		202			383
Inventory		(1,681	)		(104	)
Net investment in sales-type leases		330			(368	)
Leasehold reimbursement		—			836
Prepaid commission expense		6			(419	)
Prepaid expenses and other assets		206			285
Accounts payable		(694	)		(1,299	)
Accrued expenses		(2,168	)		(3,227	)
Deferred revenue		(235	)		(95	)
Net Cash Used in Operating Activities		(9,168	)		(13,650	)

Cash Flows from Investing Activities:
Purchases of property and equipment and capitalized software		(675	)		(266	)
Net Cash Used in Investing Activities		(675	)		(266	)

Cash Flows from Financing Activities:
Proceeds from issuance of long-term debt		—			35,000
Repayment of long-term debt		—			(32,500	)
Payments of debt issuance costs		—			(721	)
Proceeds from exercises of stock options		1,592			76
Proceeds from common stock offering		80,972			—
Payments of common stock offering issuance costs		(401	)		—
Net Cash Provided by Financing Activities		82,163			1,855
Net Increase (Decrease) in Cash and Cash Equivalents		72,320			(12,061	)
Cash and Cash Equivalents, Beginning of Period		48,957			75,708
Cash and Cash Equivalents, End of Period	$	121,277		$	63,647

Non-GAAP Financial Measures (Unaudited)

EBITDA is not a measure of financial performance under generally accepted accounting principles in the United States, or GAAP, and should not be construed as a substitute for, or superior to, GAAP net loss. However, management uses both the GAAP and non-GAAP financial measures internally to evaluate and manage the Company’s operations and to better understand its business. Further, management believes the addition of the non-GAAP financial measure provides meaningful supplementary information to, and facilitates analysis by, investors in evaluating the Company’s financial performance, results of operations and trends. The Company’s calculation of EBITDA may not be comparable to similarly designated measures reported by other companies, because companies and investors may differ as to what type of events warrant adjustment.

The following table reconciles reported net loss to EBITDA:


	Three Months ended
	March 31,
	2021			2020
	(in thousands)
Net loss	$	(7,881	)	$	(12,613	)
Interest expense		985			1,523
Income taxes		—			—
Depreciation and amortization		281			301
EBITDA	$	(6,615	)	$	(10,789	)

May 4, 2021 7:04 am

Colliers Reports Strong First Quarter Results

Updates and increases financial outlook for 2021

Operating highlights:

	Three months ended
	March 31
(in millions of US$, except EPS)		2021		2020

Revenues	$	774.9	$	630.6
Adjusted EBITDA (note 1)		92.1		54.5
Adjusted EPS (note 2)		1.04		0.54

GAAP operating earnings		40.0		18.5
GAAP diluted EPS		0.11		0.11

TORONTO, May 04, 2021 (GLOBE NEWSWIRE) — Colliers International Group Inc. (NASDAQ and TSX: CIGI) (“Colliers” or the “Company”) today announced operating and financial results for the quarter ended March 31, 2021. All amounts are in US dollars.

For the quarter ended March 31, 2021, revenues were $774.9 million, up 23% (18% in local currency) relative to the same quarter in the prior year, adjusted EBITDA (note 1) was $92.1 million, up 69% (65% in local currency) and adjusted EPS (note 2) was $1.04, up 93% versus the prior year period. First quarter adjusted EPS would have been approximately $0.04 lower excluding foreign exchange impacts. GAAP operating earnings were $40.0 million, relative to $18.5 million in the prior year quarter. GAAP diluted net earnings per share were $0.11, flat relative to the prior year quarter. First quarter GAAP EPS would have been approximately $0.04 lower excluding changes in foreign exchange rates.

“Colliers delivered strong first quarter results with encouraging signs of momentum for the balance of the year. Strength in recurring services, stabilizing transactional revenues, and a highly diversified business model has transformed Colliers into a more balanced and resilient professional services and investment management company,” said Jay S. Hennick, Chairman & CEO of Colliers. “Although pandemic uncertainty remains around the world, we are increasing our financial outlook for the balance of the year to reflect better than expected results. We recently published our first Global Impact Report highlighting our commitment to embedding environmental, social and governance, or ESG practices, across our company. During the quarter, Colliers Engineering & Design completed its first acquisition, a specialty transportation design firm, to further strengthen this rapidly growing part of our Outsourcing & Advisory service line. And in Investment Management, Harrison Street was proud to receive four coveted PERE Awards, including ‘Alternatives Investor of the Year’ globally and in North America, capping off its largest fundraising quarter in the firm’s history. With our proven track record, balanced and diversified business model, enterprising culture and significant inside ownership, Colliers is better positioned today than at any other time in its history to continue creating significant value for shareholders in the years to come,” he concluded.

About Colliers

Colliers (NASDAQ, TSX: CIGI) is a leading diversified professional services and investment management company. With operations in 67 countries, our more than 15,000 enterprising professionals work collaboratively to provide expert advice to real estate occupiers, owners and investors. For more than 25 years, our experienced leadership with significant insider ownership has delivered compound annual investment returns of almost 20% for shareholders. With annualized revenues of $3.0 billion ($3.3 billion including affiliates) and $40 billion of assets under management, we maximize the potential of property and accelerate the success of our clients and our people. Learn more at corporate.colliers.com, Twitter @Colliers or LinkedIn.

Consolidated Revenues by Line of Service

	Three months ended
(in thousands of US$)	March 31				Change	Change
(LC = local currency)	2021		2020		in US$ %	in LC%

Outsourcing & Advisory	$	340,116	$	277,290	23%	17%
Investment Management ⁽¹⁾		44,627		45,825	-3%	-3%
Leasing		179,661		164,510	9%	6%
Capital Markets		210,510		143,003	47%	40%
Total revenues	$	774,914	$	630,628	23%	18%

⁽¹⁾ Investment Management local currency revenues, excluding pass-through carried interest, were up 2% for the three months ended March 31, 2021.

Consolidated revenues for the first quarter increased 18% on a local currency basis, driven by the impact of recent acquisitions and strong Capital Markets activity. Consolidated internal revenues measured in local currencies were up 4% (note 3), the first quarter of positive internal growth since the pre-pandemic fourth quarter of 2019.

Segmented First Quarter Results

Revenues in the Americas region totalled $475.8 million for the first quarter, up 29% (27% in local currency) versus $370.0 million in the prior year quarter. Revenue growth was driven by recent acquisitions and stabilizing transactional revenues, especially Capital Markets activity across the region. Adjusted EBITDA was $56.9 million, up 82% from $31.2 million in the prior year quarter, and includes the impact of recent acquisitions and reduced costs from measures implemented due to the pandemic. GAAP operating earnings were $42.9 million, relative to $22.7 million in the prior year quarter.

Revenues in the EMEA region totalled $126.1 million for the first quarter compared to $117.1 million in the prior year quarter, up 8% (down 3% in local currency), with activity returning to near prior year levels in each service line. Adjusted EBITDA was $4.5 million, versus a loss of $3.6 million in the prior year with the improvement primarily attributable to cost savings from measures implemented due to the pandemic. The GAAP operating loss was $1.1 million compared to a loss of $13.5 million in the prior year quarter.

Revenues in the Asia Pacific region totalled $128.3 million for the first quarter compared to $97.4 million in the prior year quarter, up 32% (19% in local currency). Revenue growth was driven by a rebound in activity relative to the sharply reduced levels experienced during the early stages of the pandemic in the first quarter of 2020. Adjusted EBITDA was $15.5 million compared to $5.2 million in the prior year quarter with the improvement in margin attributable to operating leverage and a lower cost base. GAAP operating earnings were $11.7 million, versus $1.2 million in the prior year quarter.

Investment Management revenues for the first quarter were $44.6 million compared to $45.8 million in the prior year quarter. No pass-through revenue from historical carried interest was recognized in the first quarter, versus $2.3 million in the prior year quarter. Excluding the impact of pass-through revenue, revenues were up 2% (2% in local currency) on solid management fee growth, partially offset by transaction fees recognized in the prior year period in Europe. Adjusted EBITDA was $17.7 million, relative to $18.4 million in the prior year quarter, down 3% versus a strong prior year comparative, which included transaction fees. GAAP operating earnings were $9.9 million in the quarter, versus $11.8 million in the prior year quarter. Assets under management were $41.6 billion at March 31, 2021, up 5% from $39.5 billion at December 31, 2020 and up 19% from $35.1 billion at March 31, 2020.

Unallocated global corporate costs as reported in Adjusted EBITDA were $2.6 million in the first quarter, relative to a recovery of $3.3 million in the prior year quarter, with the change primarily attributable to incentive compensation accruals recorded in the current year period. The corporate GAAP operating loss for the quarter was $23.4 million, relative to $3.7 million in the first quarter of 2020 attributable to an increase in the fair value of contingent acquisition consideration on strong operating performance of recently acquired businesses as well as incentive compensation accruals.

2021 Outlook

Given stronger than expected operating results for the first quarter, the Company is increasing its previously provided financial outlook. However, a number of risks and uncertainties remain, including: (i) the resurgence of COVID-19 cases in various parts of the world may impact overall results; (ii) stabilizing transactional revenues experienced in the first quarter may not be sustainable during the balance of the year; and (iii) certain operating costs, reduced in light of the pandemic, are expected to increase as restrictions and conditions ease and may temper margins. The outlook for the full year 2021 (relative to 2020), including the impact of completed acquisitions, is as follows:

	Full Year 2021 Outlook
	Updated	Previous
Revenue	+15% to +30%	+10% to +25%
Adjusted EBITDA	+15% to +30%	+10% to +25%

This financial outlook is based on the Company’s best available information as of the date of this press release and remains subject to change based on numerous macroeconomic, health, social, geo-political and related factors.

Settlement of Long-Term Incentive Arrangement

On April 16, 2021, after receiving approval from 95% of disinterested shareholders, the Company completed the previously announced transaction (the “Transaction”) to settle the Management Services Agreement, including the Long-Term Incentive Arrangement, between Colliers, Jay S. Hennick and Jayset Management CIG Inc., a corporation controlled by Mr. Hennick. The Transaction also established a timeline for the orderly elimination of Colliers’ dual class voting structure by no later than September 1, 2028. The completion of the Transaction resulted in the issuance of 3.6 million Subordinate Voting Shares from treasury and a cash payment of $96.2 million funded from the Company’s revolving credit facility.

Mr. Hennick remains Chairman & Chief Executive Officer of the Company and has control and direction over a total of 6.3 million shares of Colliers representing 14.4% of the outstanding shares and 45.6% of the votes.

Conference Call

Colliers will be holding a conference call on Tuesday, May 4, 2021 at 11:00 a.m. Eastern Time to discuss the quarter’s results. The call, as well as a supplemental slide presentation, will be simultaneously web cast and can be accessed live or after the call at corporate.colliers.com in the Events section.

Forward-looking Statements

This press release includes or may include forward-looking statements. Forward-looking statements include the Company’s financial performance outlook and statements regarding goals, beliefs, strategies, objectives, plans or current expectations. These statements involve known and unknown risks, uncertainties and other factors which may cause the actual results to be materially different from any future results, performance or achievements contemplated in the forward-looking statements. Such factors include: economic conditions, especially as they relate to commercial and consumer credit conditions and consumer spending, particularly in regions where our business may be concentrated; commercial real estate property values, vacancy rates and general conditions of financial liquidity for real estate transactions; trends in pricing and risk assumption for commercial real estate services; the effect of significant movements in average capitalization rates across different property types; a reduction by companies in their reliance on outsourcing for their commercial real estate needs, which would affect revenues and operating performance; competition in the markets served by the Company; the ability to attract new clients and to retain major clients and renew related contracts; the ability to retain and incentivize producers; increases in wage and benefit costs; the effects of changes in interest rates on the cost of borrowing; unexpected increases in operating costs, such as insurance, workers’ compensation and health care; changes in the frequency or severity of insurance incidents relative to historical experience; the effects of changes in foreign exchange rates in relation to the US dollar on the Company’s Canadian dollar, Euro, Australian dollar and UK pound sterling denominated revenues and expenses; the impact of pandemics on client demand for the Company’s services, the ability of the Company to deliver its services and the health and productivity of its employees; the impact of political events including elections, referenda, trade policy changes, immigration policy changes, hostilities and terrorism on the Company’s operations; the ability to identify and make acquisitions at reasonable prices and successfully integrate acquired operations; the ability to execute on, and adapt to, information technology strategies and trends; the ability to comply with laws and regulations related to our global operations, including real estate and mortgage banking licensure, labour and employment laws and regulations, as well as the anti-corruption laws and trade sanctions; and changes in government laws and policies at the federal, state/provincial or local level that may adversely impact the business.

Additional information and risk factors are identified in the Company’s other periodic filings with Canadian and US securities regulators (which factors are adopted herein and a copy of which can be obtained at www.sedar.com). Forward looking statements contained in this press release are made as of the date hereof and are subject to change. All forward-looking statements in this press release are qualified by these cautionary statements. Except as required by applicable law, Colliers undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Summary financial information is provided in this press release. This press release should be read in conjunction with the Company’s consolidated financial statements and MD&A to be made available on SEDAR at www.sedar.com.

Notes

1. Reconciliation of net earnings to adjusted EBITDA:

Adjusted EBITDA is defined as net earnings, adjusted to exclude: (i) income tax; (ii) other expense (income); (iii) interest expense; (iv) depreciation and amortization, including amortization of mortgage servicing rights (“MSRs”); (v) gains attributable to MSRs; (vi) acquisition-related items (including contingent acquisition consideration fair value adjustments, contingent acquisition consideration-related compensation expense and transaction costs); (vii) restructuring costs and (viii) stock-based compensation expense. We use adjusted EBITDA to evaluate our own operating performance and our ability to service debt, as well as an integral part of our planning and reporting systems. Additionally, we use this measure in conjunction with discounted cash flow models to determine the Company’s overall enterprise valuation and to evaluate acquisition targets. We present adjusted EBITDA as a supplemental measure because we believe such measure is useful to investors as a reasonable indicator of operating performance because of the low capital intensity of the Company’s service operations. We believe this measure is a financial metric used by many investors to compare companies, especially in the services industry. This measure is not a recognized measure of financial performance under GAAP in the United States, and should not be considered as a substitute for operating earnings, net earnings or cash flow from operating activities, as determined in accordance with GAAP. Our method of calculating adjusted EBITDA may differ from other issuers and accordingly, this measure may not be comparable to measures used by other issuers. A reconciliation of net earnings to adjusted EBITDA appears below.

	Three months ended
	March 31
(in thousands of US$)	2021			2020

Net earnings	$	24,807		$	6,458
Income tax		8,847			5,198
Other income, including equity earnings from non-consolidated investments		(1,982	)		(704	)
Interest expense, net		8,284			7,585
Operating earnings		39,956			18,537
Depreciation and amortization		37,777			24,891
Gains attributable to MSRs		(9,075	)		–
Equity earnings from non-consolidated investments		1,406			555
Acquisition-related items		18,847			2,750
Restructuring costs		293			5,468
Stock-based compensation expense		2,925			2,253
Adjusted EBITDA	$	92,129		$	54,454

2. Reconciliation of net earnings and diluted net earnings per common share to adjusted net earnings and adjusted EPS:

Adjusted EPS is defined as diluted net earnings per share as calculated under the “if-converted” method, adjusted for the effect, after income tax, of: (i) the non-controlling interest redemption increment; (ii) amortization expense related to intangible assets recognized in connection with acquisitions and MSRs; (iii) gains attributable to MSRs; (iv) acquisition-related items; (v) restructuring costs and (vi) stock-based compensation expense. We believe this measure is useful to investors because it provides a supplemental way to understand the underlying operating performance of the Company and enhances the comparability of operating results from period to period. Adjusted EPS is not a recognized measure of financial performance under GAAP, and should not be considered as a substitute for diluted net earnings per share from continuing operations, as determined in accordance with GAAP. Our method of calculating this non-GAAP measure may differ from other issuers and, accordingly, this measure may not be comparable to measures used by other issuers. A reconciliation of net earnings to adjusted net earnings and of diluted net earnings per share to adjusted EPS appears below.

Adjusted EPS is calculated using the “if-converted” method of calculating earnings per share in relation to the Convertible Notes, which were issued on May 19, 2020. As such, the interest (net of tax) on the Convertible Notes is added to the numerator and the additional shares issuable on conversion of the Convertible Notes are added to the denominator of the earnings per share calculation to determine if an assumed conversion is more dilutive than no assumption of conversion. The “if-converted” method is used if the impact of the assumed conversion is dilutive. For the three months ended March 31, 2021, the “if-converted” method is anti-dilutive for the GAAP diluted EPS calculation but dilutive for the adjusted EPS calculation.

	Three months ended
	March 31
(in thousands of US$)	2021			2020

Net earnings	$	24,807		$	6,458
Non-controlling interest share of earnings		(7,780	)		(3,377	)
Interest on Convertible Notes		2,300			–
Amortization of intangible assets		27,338			16,013
Gains attributable to MSRs		(9,075	)		–
Acquisition-related items		18,847			2,750
Restructuring costs		293			5,468
Stock-based compensation expense		2,925			2,253
Income tax on adjustments		(9,666	)		(5,805	)
Non-controlling interest on adjustments		(3,335	)		(2,150	)
Adjusted net earnings	$	46,654		$	21,610

	Three months ended
	March 31
(in US$)	2021			2020

Diluted net earnings per common share	$	0.14		$	0.11
Non-controlling interest redemption increment		0.28			(0.04	)
Amortization expense, net of tax		0.37			0.24
Gains attributable to MSRs, net of tax		(0.11	)		–
Acquisition-related items		0.30			0.07
Restructuring costs, net of tax		–			0.10
Stock-based compensation expense, net of tax		0.06			0.06
Adjusted EPS	$	1.04		$	0.54

Diluted weighted average shares for Adjusted EPS (thousands)		44,738			40,167

3. Local currency revenue growth rate and internal revenue growth rate measures

Percentage revenue variances presented on a local currency basis are calculated by translating the current period results of our non-US dollar denominated operations to US dollars using the foreign currency exchange rates from the periods against which the current period results are being compared. Percentage revenue variances presented on an internal growth basis are calculated assuming no impact from acquired entities in the current and prior periods. Revenue from acquired entities, including any foreign exchange impacts, are treated as acquisition growth until the respective anniversaries of the acquisitions. We believe that these revenue growth rate methodologies provide a framework for assessing the Company’s performance and operations excluding the effects of foreign currency exchange rate fluctuations and acquisitions. Since these revenue growth rate measures are not calculated under GAAP, they may not be comparable to similar measures used by other issuers.

4. Assets under management

We use the term assets under management (“AUM”) as a measure of the scale of our Investment Management operations. AUM is defined as the gross market value of operating assets and the projected gross cost of development properties of the funds, partnerships and accounts to which we provide management and advisory services, including capital that such funds, partnerships and accounts have the right to call from investors pursuant to capital commitments. Our definition of AUM may differ from those used by other issuers and as such may not be directly comparable to similar measures used by other issuers.

COLLIERS INTERNATIONAL GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands of US$, except per share amounts)
				Three months
				ended March 31
(unaudited)				2021			2020

Revenues			$	774,914		$	630,628

Cost of revenues				467,731			416,358
Selling, general and administrative expenses				210,603			168,092
Depreciation				10,439			8,878
Amortization of intangible assets				27,338			16,013
Acquisition-related items (1)				18,847			2,750
Operating earnings				39,956			18,537
Interest expense, net				8,284			7,585
Equity earnings from unconsolidated investments				(1,406	)		(555	)
Other income				(576	)		(149	)
Earnings before income tax				33,654			11,656
Income tax				8,847			5,198
Net earnings				24,807			6,458
Non-controlling interest share of earnings				7,780			3,377
Non-controlling interest redemption increment				12,540			(1,505	)
Net earnings attributable to Company			$	4,487		$	4,586

Net earnings per common share

	Basic		$	0.11		$	0.12

	Diluted (2)		$	0.11		$	0.11

Adjusted EPS (3)			$	1.04		$	0.54

Weighted average common shares (thousands)
		Basic		40,257			39,874
		Diluted		40,770			40,167

Notes to Condensed Consolidated Statements of Earnings
(1)		Acquisition-related items include contingent acquisition consideration fair value adjustments, contingent acquisition consideration-related compensation expense and transaction costs.
(2)		Diluted EPS is calculated using the “if-converted” method of calculating earnings per share in relation to the Convertible Notes, which were issued on May 19, 2020. As such, the interest (net of tax) on the Convertible Notes is added to the numerator and the additional shares issuable on conversion of the Convertible Notes are added to the denominator of the earnings per share calculation to determine if an assumed conversion is more dilutive than no assumption of conversion. The “if-converted” method is used if the impact of the assumed conversion is dilutive. For the three-month period ended March 31, 2021, the interest (net of tax) on the Convertible Notes was $1,691. The “if-converted” method is anti-dilutive for the three-month period ended March 31, 2021.
(3)		See definition and reconciliation above.

COLLIERS INTERNATIONAL GROUP INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands of US$)
		March 31,		December 31,		March 31,
(unaudited)		2021		2020		2020

Assets
Cash and cash equivalents		$	118,470	$	156,614	$	103,090
Restricted cash (1)			27,646		20,919		–
Accounts receivable and contract assets			436,777		433,250		354,230
Warehouse receivables (2)			115,854		232,207		–
Prepaids and other assets			190,111		192,821		149,941
Real estate assets held for sale			–		–		19,874
	Current assets		888,858		1,035,811		627,135
Other non-current assets			103,517		94,679		89,063
Fixed assets			140,249		129,221		103,183
Operating lease right-of-use assets			330,118		288,134		248,545
Deferred tax assets, net			48,252		45,008		43,667
Goodwill and intangible assets			1,675,288		1,699,314		1,390,755
Real estate assets held for sale			–		–		233,484
	Total assets	$	3,186,282	$	3,292,167	$	2,735,832

Liabilities and shareholders’ equity
Accounts payable and accrued liabilities		$	637,761	$	748,660	$	535,790
Other current liabilities			126,777		53,661		44,922
Long-term debt – current			9,445		9,024		3,688
Warehouse credit facilities (2)			105,937		218,018		–
Operating lease liabilities – current			80,687		78,923		65,236
Liabilities related to real estate assets held for sale			–		–		42,723
	Current liabilities		960,607		1,108,286		692,359
Long-term debt – non-current			513,955		470,871		737,492
Operating lease liabilities – non-current			309,961		251,680		219,536
Other liabilities			94,344		158,366		95,218
Deferred tax liabilities, net			44,404		50,523		25,277
Convertible notes			224,266		223,957		–
Liabilities related to real estate assets held for sale			–		–		119,994
Redeemable non-controlling interests			440,000		442,375		349,551
Shareholders’ equity			598,745		586,109		496,405
	Total liabilities and equity	$	3,186,282	$	3,292,167	$	2,735,832

Supplemental balance sheet information
Total debt (3)		$	523,400	$	479,895	$	741,180
Total debt, net of cash and cash equivalents (3)			404,930		323,281		638,090
Net debt / pro forma adjusted EBITDA ratio (4)			1.1		1.0		1.8

Notes to Condensed Consolidated Balance Sheets
(1)		Restricted cash consists primarily of cash amounts set aside to satisfy legal or contractual requirements arising in the normal course of business, primarily Colliers Mortgage.
(2)		Warehouse receivables represent mortgage loans receivable, the majority of which are offset by borrowings under warehouse credit facilities which fund loans that financial institutions have committed to purchase.
(3)		Excluding warehouse credit facilities and convertible notes.
(4)		Net debt for financial leverage ratio excludes restricted cash, warehouse credit facilities and convertible notes, in accordance with debt agreements.

COLLIERS INTERNATIONAL GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands of US$)
			Three months ended
			March 31
(unaudited)			2021			2020

Cash provided by (used in)

Operating activities
Net earnings		$	24,807		$	6,458
Items not affecting cash:
	Depreciation and amortization		37,777			24,891
	Gains attributable to mortgage servicing rights		(9,075	)		–
	Gains attributable to the fair value of loan
	premiums and origination fees		(11,578	)		–
	Deferred income tax		(9,431	)		(7,158	)
	Other		41,891			13,440
			74,391			37,631

(Increase) decrease in accounts receivable, prepaid
	expenses and other assets		(23,787	)		59,837
(Decrease) increase in accounts payable, accrued
	expenses and other liabilities		(12,552	)		(28,759	)
(Decrease) increase in accrued compensation			(84,476	)		(163,406	)
Contingent acquisition consideration paid			(7,475	)		(14,330	)
Proceeds from sale of mortgage loans			837,917			–
Origination of mortgage loans			(706,785	)		–
Increase in warehouse credit facilities			(112,081	)		–
Repurchases from AR Facility, net of sales			(3,291	)		(11,009	)
Net cash used in operating activities			(38,139	)		(120,036	)

Investing activities
Acquisition of businesses, net of cash acquired			(3,841	)		(3,101	)
Purchases of fixed assets			(22,093	)		(8,739	)
Purchase of held for sale real estate assets			–			–
Cash collections on AR facility deferred purchase price			10,908			11,390
Other investing activities			(11,093	)		1,908
Net cash (used in) provided by investing activities			(26,119	)		1,458

Financing activities
Increase in long-term debt, net			53,792			143,146
Purchases of non-controlling interests, net of sales			(8,133	)		(4,676	)
Dividends paid to common shareholders			(2,009	)		(1,992	)
Distributions paid to non-controlling interests			(13,923	)		(7,693	)
Other financing activities			4,968			(8,473	)
Net cash provided by financing activities			34,695			120,312

Effect of exchange rate changes on cash			(1,854	)		(13,637	)

Increase (decrease) in cash and cash
	equivalents and restricted cash		(31,417	)		(11,903	)
Cash and cash equivalents and
	restricted cash, beginning of period		177,533			114,993
Cash and cash equivalents and
	restricted cash, end of period	$	146,116		$	103,090

COLLIERS INTERNATIONAL GROUP INC.
SEGMENTED RESULTS
(in thousands of US dollars)

							Asia		Investment
(unaudited)		Americas		EMEA			Pacific		Management		Corporate			Consolidated

Three months ended March 31

2021
	Revenues	$	475,777	$	126,113		$	128,251	$	44,627	$	146		$	774,914
	Adjusted EBITDA		56,925		4,504			15,518		17,745		(2,564	)		92,128
	Operating earnings (loss)		42,853		(1,089	)		11,708		9,931		(23,447	)		39,956

2020
	Revenues	$	369,990	$	117,082		$	97,434	$	45,825	$	297		$	630,628
	Adjusted EBITDA		31,157		(3,641	)		5,248		18,434		3,256			54,454
	Operating earnings (loss)		22,709		(13,451	)		1,228		11,778		(3,727	)		18,537

COMPANY CONTACTS:
Jay S. Hennick
Chairman & Chief Executive Officer

Christian Mayer
Chief Financial Officer
(416) 960-9500

May 4, 2021 7:04 am

Clinical Data and Other Research Results Regarding VASCEPA® (Icosapent Ethyl) and Its Unique Active Ingredient to Be Presented at the American College of Cardiology’s 70th Annual Scientific Session

Amarin-Supported Research and Analyses from Academic Collaborators to Be Featured in Seven Presentations, Including REDUCE-IT® Heart Failure and Additional Analyses from EVAPORATE

DUBLIN, Ireland and BRIDGEWATER, N.J., May 04, 2021 (GLOBE NEWSWIRE) — Amarin Corporation plc (NASDAQ:AMRN) today announced that new clinical data and other research results regarding VASCEPA® (icosapent ethyl) and its unique active ingredient will be presented at ACC.21, the American College of Cardiology’s 70th Annual Scientific Session, being held virtually from May 15 – 17, 2021. These new findings will be presented in two moderated ePoster presentations plus five ePoster presentations from a variety of academic collaborators based on research and analyses supported by Amarin.

“Cardiovascular disease continues to be the leading cause of death worldwide, demanding new research to increase our understanding of how to effectively change the trajectory of this disease,” said Craig Granowitz, M.D., Ph.D., Amarin’s senior vice president and chief medical officer. “The need for unique scientifically-based solutions addressing residual cardiovascular risk is more pronounced than ever. Several scheduled presentations at ACC.21 provide new data on VASCEPA and its potential to address the needs of at-risk patients.”

Featured Amarin-supported abstracts to be presented at ACC.21 include:

Moderated ePoster Presentations:

“REDUCTION IN HEART FAILURE WITH ICOSAPENT ETHYL: INSIGHTS FROM REDUCE-IT HF” – presented on behalf of all authors by Deepak L. Bhatt, M.D., M.P.H., Brigham and Women’s Hospital Heart and Vascular Center, Harvard Medical School, Boston, MA – Available from May 15
“EFFECT OF ICOSAPENT ETHYL ON PERCENT ATHEROMA VOLUME IN PATIENTS WITH ELEVATED TRIGLYCERIDES ON STATIN THERAPY: INSIGHTS FROM THE EVAPORATE TRIAL” – presented on behalf of all authors by Suvasini Lakshmanan, M.D., M.S., The Lundquist Institute at Harbor-UCLA Medical Center, Torrance, CA – Available from May 15

ePoster Presentations:

“ICOSAPENT ETHYL REDUCES ISCHEMIC EVENTS IN PATIENTS WITH HIGH TRIGLYCERIDES AND LOW HIGH-DENSITY LIPOPROTEIN CHOLESTEROL LEVELS: REDUCE-IT HIGH TG/LOW HDL-C ANALYSES” – presented on behalf of all authors by Xiaowen Wang, M.D., Brigham and Women’s Hospital Heart and Vascular Center, Harvard Medical School, Boston, MA – Available from May 15
“ASSOCIATION OF BASELINE CORONARY PLAQUE BURDEN AND FRACTIONAL FLOW RESERVE DERIVED FROM CORONARY COMPUTED TOMOGRAPHY ANGIOGRAPHY (CCTA) IN THE EVAPORATE TRIAL” – presented on behalf of all authors by Suvasini Lakshmanan, M.D., M.S., The Lundquist Institute at Harbor-UCLA Medical Center, Torrance, CA – Available from May 15
“EICOSAPENTAENOIC ACID (EPA) INCREASES HEME OXYGENASE-1 EXPRESSION IN ENDOTHELIAL CELLS UNDER CONDITIONS OF INFLAMMATION UNLIKE DOCOSAHEXAENOIC ACID (DHA)” – presented on behalf of all authors by R. Preston Mason, Ph.D., Brigham and Women’s Hospital, Boston, MA – Available from May 15
“PLATELET ENDOTHELIAL CELL ADHESION MOLECULE-1 (PECAM-1) AND NITROXIDATIVE STRESS REDUCED BY EICOSAPENTAENOIC ACID (EPA) DURING CYTOKINE EXPOSURE IN ENDOTHELIAL CELLS“– presented on behalf of all authors by R. Preston Mason, Ph.D., Brigham and Women’s Hospital, Boston, MA – Available from May 15

“GLOBAL CARDIOVASCULAR RISK ASSESSMENT IMPROVES RISK STRATIFICATION FOR MAJOR ADVERSE CARDIAC EVENTS ACROSS A WIDE RANGE OF TRIGLYCERIDE LEVELS IN STATIN-TREATED INDIVIDUALS: INSIGHTS FROM THE KP REACH STUDY” – presented on behalf of all authors by Andrew P. Ambrosy, M.D., Kaiser Permanente San Francisco Medical Center, San Francisco, CA – Available from May 15

Additional REDUCE-IT® and icosapent ethyl (EPA)-related topics will be presented at ACC.21 and can be found here.

About Amarin

Amarin is an innovative pharmaceutical company leading a new paradigm in cardiovascular disease management. From our scientific research foundation to our focus on clinical trials, and now our commercial expansion, we are evolving and growing rapidly. Amarin has offices in Bridgewater, New Jersey in the United States, Dublin in Ireland, and Zug in Switzerland as well as commercial partners and suppliers around the world. We are committed to rethinking cardiovascular risk through the advancement of scientific understanding of the impact on society of significant residual risk that exists beyond traditional therapies, such as statins for cholesterol management.

About Cardiovascular Risk

Cardiovascular disease is the number one cause of death in the world. In the United States alone, cardiovascular disease results in 859,000 deaths per year.¹ And the number of deaths in the United States attributed to cardiovascular disease continues to rise. In addition, in the United States there are 605,000 new and 200,000 recurrent heart attacks per year (approximately 1 every 40 seconds). Stroke rates are 795,000 per year (approximately 1 every 40 seconds), accounting for 1 of every 19 U.S. deaths. In aggregate, in the United States alone, there are more than 2.4 million major adverse cardiovascular events per year from cardiovascular disease or, on average, 1 every 13 seconds.

Controlling bad cholesterol, also known as LDL-C, is one way to reduce a patient’s risk for cardiovascular events, such as heart attack, stroke or death. However, even with the achievement of target LDL-C levels, millions of patients still have significant and persistent risk of cardiovascular events, especially those patients with elevated triglycerides. Statin therapy has been shown to control LDL-C, thereby reducing the risk of cardiovascular events by 25-35%.² Significant cardiovascular risk remains after statin therapy. People with elevated triglycerides have 35% more cardiovascular events compared to people with normal (in range) triglycerides taking statins. ³^,⁴^,⁵

About REDUCE-IT®

REDUCE-IT was a global cardiovascular outcomes study designed to evaluate the effect of VASCEPA in adult patients with LDL-C controlled to between 41-100 mg/dL (median baseline 75 mg/dL) by statin therapy and various cardiovascular risk factors including persistent elevated triglycerides between 135-499 mg/dL (median baseline 216 mg/dL) and either established cardiovascular disease (secondary prevention cohort) or diabetes mellitus and at least one other cardiovascular risk factor (primary prevention cohort).

REDUCE-IT, conducted over seven years and completed in 2018, followed 8,179 patients at over 400 clinical sites in 11 countries with the largest number of sites located within the United States. REDUCE-IT was conducted based on a special protocol assessment agreement with FDA. The design of the REDUCE-IT study was published in March 2017 in Clinical Cardiology.⁶ The primary results of REDUCE-IT were published in The New England Journal of Medicine in November 2018.⁷ The total events results of REDUCE-IT were published in the Journal of the American College of Cardiology in March 2019.⁸ These and other publications can be found in the R&D section on the company’s website at www.amarincorp.com.

About VASCEPA® (icosapent ethyl) Capsules

VASCEPA (icosapent ethyl) capsules are the first-and-only prescription treatment approved by the U.S. Food and Drug Administration (FDA) comprised solely of the active ingredient, icosapent ethyl (IPE), a unique form of eicosapentaenoic acid. VASCEPA was launched in the United States in January 2020 as the first and only drug approved by the U.S. FDA for treatment of the studied high-risk patients with persistent cardiovascular risk after statin therapy. VASCEPA was initially launched in the United States in 2013 based on the drug’s initial FDA approved indication for use as an adjunct therapy to diet to reduce triglyceride levels in adult patients with severe (≥500 mg/dL) hypertriglyceridemia. Since launch, VASCEPA has been prescribed over ten million times. VASCEPA is covered by most major medical insurance plans. In addition to the United States, VASCEPA is approved and sold in Canada, Lebanon and the United Arab Emirates. In Europe, in March 2021 marketing authorization was granted to icosapent ethyl in the European Union for the reduction of risk of cardiovascular events in patients at high cardiovascular risk, under the brand name VAZKEPA.

Indications and Limitation of Use (in the United States)

VASCEPA is indicated:

As an adjunct to maximally tolerated statin therapy to reduce the risk of myocardial infarction, stroke, coronary revascularization and unstable angina requiring hospitalization in adult patients with elevated triglyceride (TG) levels (≥ 150 mg/dL) and
- established cardiovascular disease or
- diabetes mellitus and two or more additional risk factors for cardiovascular disease.
As an adjunct to diet to reduce TG levels in adult patients with severe (≥ 500 mg/dL) hypertriglyceridemia.

The effect of VASCEPA on the risk for pancreatitis in patients with severe hypertriglyceridemia has not been determined.

Important Safety Information

VASCEPA is contraindicated in patients with known hypersensitivity (e.g., anaphylactic reaction) to VASCEPA or any of its components.
VASCEPA was associated with an increased risk (3% vs 2%) of atrial fibrillation or atrial flutter requiring hospitalization in a double-blind, placebo-controlled trial. The incidence of atrial fibrillation was greater in patients with a previous history of atrial fibrillation or atrial flutter.
It is not known whether patients with allergies to fish and/or shellfish are at an increased risk of an allergic reaction to VASCEPA. Patients with such allergies should discontinue VASCEPA if any reactions occur.
VASCEPA was associated with an increased risk (12% vs 10%) of bleeding in a double-blind, placebo-controlled trial. The incidence of bleeding was greater in patients receiving concomitant antithrombotic medications, such as aspirin, clopidogrel or warfarin.
Common adverse reactions in the cardiovascular outcomes trial (incidence ≥3% and ≥1% more frequent than placebo): musculoskeletal pain (4% vs 3%), peripheral edema (7% vs 5%), constipation (5% vs 4%), gout (4% vs 3%), and atrial fibrillation (5% vs 4%).
Common adverse reactions in the hypertriglyceridemia trials (incidence >1% more frequent than placebo): arthralgia (2% vs 1%) and oropharyngeal pain (1% vs 0.3%).
Adverse events may be reported by calling 1-855-VASCEPA or the FDA at 1-800-FDA-1088.
Patients receiving VASCEPA and concomitant anticoagulants and/or anti-platelet agents should be monitored for bleeding.

Key clinical effects of VASCEPA on major adverse cardiovascular events are included in the Clinical Studies section of the prescribing information for VASCEPA as set forth below:

Effect of VASCEPA on Time to First Occurrence of Cardiovascular Events in Patients with

Elevated Triglyceride levels and Other Risk Factors for Cardiovascular Disease in REDUCE-IT

	VASCEPA		Placebo		VASCEPA vs Placebo
	N = 4089 n (%)	Incidence Rate (per 100 patient years)	N = 4090 n (%)	Incidence Rate (per 100 patient years)	Hazard Ratio (95% CI)
Primary composite endpoint
Cardiovascular death, myocardial infarction, stroke, coronary revascularization, hospitalization for unstable angina (5-point MACE)	705 (17.2)	4.3	901 (22.0)	5.7	0.75 (0.68, 0.83)
Key secondary composite endpoint
Cardiovascular death, myocardial infarction, stroke (3-point MACE)	459 (11.2)	2.7	606 (14.8)	3.7	0.74 (0.65, 0.83)
Other secondary endpoints
Fatal or non-fatal myocardial infarction	250 (6.1)	1.5	355 (8.7)	2.1	0.69 (0.58, 0.81)
Emergent or urgent coronary revascularization	216 (5.3)	1.3	321 (7.8)	1.9	0.65 (0.55, 0.78)
Cardiovascular death ^[1]	174 (4.3)	1.0	213 (5.2)	1.2	0.80 (0.66, 0.98)
Hospitalization for unstable angina ^[2]	108 (2.6)	0.6	157 (3.8)	0.9	0.68 (0.53, 0.87)
Fatal or non-fatal stroke	98 (2.4)	0.6	134 (3.3)	0.8	0.72 (0.55, 0.93)
[1] Includes adjudicated cardiovascular deaths and deaths of undetermined causality. [2] Determined to be caused by myocardial ischemia by invasive/non-invasive testing and requiring emergent hospitalization.

FULL U.S. FDA-APPROVED VASCEPA

PRESCRIBING INFORMATION

CAN BE FOUND AT

WWW.VASCEPA.COM

.

Forward-Looking Statements

This press release contains forward-looking statements, including statements regarding the potential impact of VASCEPA in various clinical uses. These forward-looking statements are not promises or guarantees and involve substantial risks and uncertainties. Among the factors that could cause actual results to differ materially from those described or projected herein include the following: uncertainties associated generally with research and development and clinical trials such as further clinical evaluations failing to confirm earlier findings. A further list and description of these risks, uncertainties and other risks associated with an investment in Amarin can be found in Amarin’s filings with the U.S. Securities and Exchange Commission, including its most recent Quarterly Report on Form 10-Q. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Amarin undertakes no obligation to update or revise the information contained in this press release, whether as a result of new information, future events or circumstances or otherwise. Amarin’s forward-looking statements do not reflect the potential impact of significant transactions the company may enter into, such as mergers, acquisitions, dispositions, joint ventures or any material agreements that Amarin may enter into, amend or terminate.

Availability of Other Information About Amarin

Investors and others should note that Amarin communicates with its investors and the public using the company website (www.amarincorp.com), the investor relations website (investor.amarincorp.com), including but not limited to investor presentations and investor FAQs, Securities and Exchange Commission filings, press releases, public conference calls and webcasts. The information that Amarin posts on these channels and websites could be deemed to be material information. As a result, Amarin encourages investors, the media, and others interested in Amarin to review the information that is posted on these channels, including the investor relations website, on a regular basis. This list of channels may be updated from time to time on Amarin’s investor relations website and may include social media channels. The contents of Amarin’s website or these channels, or any other website that may be accessed from its website or these channels, shall not be deemed incorporated by reference in any filing under the Securities Act of 1933.

Amarin Contact Information

Investor Inquiries:

Investor Relations
Amarin Corporation plc
In U.S.: +1 (908) 719-1315
[email protected] (investor inquiries)

Solebury Trout
[email protected]

Media Inquiries:

Communications
Amarin Corporation plc
In U.S.: +1 (908) 892-2028
[email protected] (media inquiries)

AMARIN, REDUCE-IT, VASCEPA and VAZKEPA are trademarks of Amarin Pharmaceuticals Ireland Limited. VAZKEPA is a registered trademark in Europe and other countries and regions and is pending registration in the United States.

¹ American Heart Association. Heart Disease and Stroke Statistics—2020 Update: A Report From the American Heart Association. Circulation. 2020;141:e139-e596.
² Ganda OP, Bhatt DL, Mason RP, et al. Unmet need for adjunctive dyslipidemia therapy in hypertriglyceridemia management. J Am Coll Cardiol. 2018;72(3):330-343.
³ Budoff M. Triglycerides and triglyceride-rich lipoproteins in the causal pathway of cardiovascular disease. Am J Cardiol. 2016;118:138-145.
⁴ Toth PP, Granowitz C, Hull M, et al. High triglycerides are associated with increased cardiovascular events, medical costs, and resource use: A real-world administrative claims analysis of statin-treated patients with high residual cardiovascular risk. J Am Heart Assoc. 2018;7(15):e008740.
⁵ Nordestgaard BG. Triglyceride-rich lipoproteins and atherosclerotic cardiovascular disease – New insights from epidemiology, genetics, and biology. Circ Res. 2016;118:547-563.
⁶ Bhatt DL, Steg PG, Brinton E, et al., on behalf of the REDUCE-IT Investigators. Rationale and Design of REDUCE‐IT: Reduction of Cardiovascular Events with Icosapent Ethyl–Intervention Trial. Clin Cardiol. 2017;40:138-148.
⁷ Bhatt DL, Steg PG, Miller M, et al., on behalf of the REDUCE-IT Investigators. Cardiovascular Risk Reduction with Icosapent Ethyl for Hypertriglyceridemia. N Engl J Med. 2019;380:11-22.
⁸ Bhatt DL, Steg PG, Miller M, et al., on behalf of the REDUCE-IT Investigators. Reduction in first and total ischemic events with icosapent ethyl across baseline triglyceride tertiles. J Am Coll Cardiol. 2019;74:1159-1161.

May 4, 2021 7:04 am

AeroFarms Launches New Elevated Branding for Corporate and Retail Expansion

AeroFarms Launches New Elevated Branding for Corporate and Retail Expansion

AeroFarms Recognized by Fast Company’s World Changing Ideas for 4^th Year in a Row

NEWARK, N.J.–(BUSINESS WIRE)–
AeroFarms, a certified B Corporation and leader in indoor vertical farming, today announced a new brand identity for AeroFarms and the rebranding of its Dream Greens® retail brand to AeroFarms^®, uniting its mission and activities under one fresh, powerful identify that celebrates its leadership for indoor vertical farming and a brighter future for all.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210504005716/en/

(Photo: Business Wire)

Since 2004, AeroFarms has been the world trailblazer for technology-enabled controlled environment agriculture and has won over 50 awards for its leadership for innovation, sustainability, and food — including being honored today by Fast Company for its World Changing Ideas for the 4^th year in a row. Honoring its legacy as farmers and agriculture innovators, AeroFarms’ mission today is bigger and bolder than ever: to grow the best plants possible for the betterment of humanity, using proprietary aeroponics and indoor vertical farming technologies to solve agriculture’s biggest challenges and grow the most delicious produce for its communities.

The blue and green colors of the new AeroFarms logo represent the core elements of growing – water and plants – as well as AeroFarms’ environmental stewardship of Mother Earth, that includes using up to 95% less water and zero pesticides versus traditional and organic field farming. The unique floating “E” design represents AeroFarms’ expertise in indoor vertical farming and continued work to raise the bar today and for generations to come for agriculture and business overall. Confident and assertive, the lettering is a modern Gotham font in all capitals that is very straightforward with an engineering quality that speaks to AeroFarms’ leadership and science-driven history while still being sophisticated. In essence, the font sensibility reflects AeroFarms’ bold positioning for years to come. AeroFarms’ expertise in plant biology and the broader farming industry is captured further in its new tagline Agriculture, Elevated.™

AeroFarms starts by selecting the most flavorful varietals of microgreens and baby greens, then perfects them in its proprietary indoor vertical farms for optimal quality, yield, color, nutrition, texture, and taste. In fact, AeroFarms has trademarked Vertical Farming, Elevated Flavor™ to highlight to consumers not only where and how their food is grown, but also more importantly, the key growing benefits that AeroFarms uniquely brings to the market, setting a new culinary standard with millions of data points to prove it.

AeroFarms is able to grow its kale to be sweeter and its arugula to be perfectly peppery, and the Company has developed its signature FlavorSpectrum™ to represent the breadth of flavors and hundreds of varieties of leafy greens that it is able to grow. AeroFarms’ team of experts from horticulturists to engineers to data scientists to nutritionists paired each specific tasting note with a representative color to bring the FlavorSpectrum™ philosophy to life. Across its leafy greens packaging line, the cool blue tones represent sweet and mellow notes, while the intense reds represent bold and zesty flavors.

In addition, AeroFarms’ new packaging design for its sealed tray that is made with 40% less plastic than a traditional clamshell, was developed with rounds of primary consumer research and collaboration with key selling partners. The breakthrough packaging design boasts the largest clear window in the entire packaged salads category. As a result, the leafy greens are showcased, allowing the product to be the hero to signal the ultimate in freshness and flavor. Major consumer attributes like sustainably grown indoors, no pesticides ever, locally grown, no washing needed, and non-GMO are highlighted in a clean presentation for the consumer, and AeroFarms’ expertise in flavor is brought to life through its descriptive product tasting notes and its “Taste our Difference” invitation to the consumer. AeroFarms’ leadership in authenticity and transparency (also represented by the clear window) is reinforced by the grown with purpose messaging and by the logo for Certified B Corporation, that provides a scorecard on both environmental and societal factors.

The new elevated AeroFarms branded leafy greens will continue to be available at Northeast Whole Foods Market and ShopRite locations, and online via FreshDirect and Amazon Fresh. Baldor will continue to serve as the brand’s primary retail and food service distribution partner in the Northeast.

“Now more than ever, customers want to have an emotional and values-based connection to their food. They want to know and understand where their food comes from, how it’s grown and what it stands for,” said David Rosenberg, Co-Founder and Chief Executive Officer. “We are excited to rollout the new look of our namesake brand with the same delicious, sustainably grown local greens that consistently win on quality, texture, and flavor. The AeroFarms brand further connects our customers to our team of growers and plant scientists, and our leading sustainable farming technology platform, that yields annual productivity up to 390 times greater than traditional field farming, while using up to 95% less water and zero pesticides.”

AeroFarms also recently announced the groundbreaking of its next commercial indoor vertical farm in Danville-Pittsylvania County, Virginia. AeroFarms’ next-generation Model 5 farm will be the largest and most technologically advanced aeroponic indoor vertical farm in the world. Strategically located in close proximity to more than 1,000 food retailers in the region, the Danville farm will provide access to approximately 50 million people located within a day’s drive. The new farm will advance AeroFarms’ leadership in plant science and technology and expand its leafy greens business to the Mid-Atlantic and South regions.

About AeroFarms

Since 2004, AeroFarms has been leading the way for indoor vertical farming and championing transformational innovation for agriculture. On a mission to grow the best plants possible for the betterment of humanity, AeroFarms is a Certified B Corporation Company with global headquarters in Newark, New Jersey, United States. Named one of the World’s Most Innovative Companies by Fast Company two years in a row and one of TIME’s Best Inventions in Food, AeroFarms patented, award-winning indoor vertical farming technology provides the perfect conditions for healthy plants to thrive, taking agriculture to a new level of precision, food safety, and productivity while using up to 95% less water and no pesticides ever versus traditional field farming. AeroFarms enables local production to safely grow all year round, using vertical farming for elevated flavor. In addition, through its proprietary growing technology platform, AeroFarms has developed multi-year strategic partnerships ranging from government to major Fortune 500 companies to help uniquely solve agriculture supply chain needs. For additional information, visit: https://aerofarms.com/.

On March 26, 2021, AeroFarms announced a definitive business combination agreement with Spring Valley Acquisition Corp. (Nasdaq: SV). Upon the closing of the business combination, AeroFarms will become publicly traded on Nasdaq under the new ticker symbol “ARFM”. Additional information about the transaction can be viewed here: https://aerofarms.com/investors/

No Offer or Solicitation

This press release does not constitute an offer to sell or a solicitation of an offer to buy, or the solicitation of any vote or approval in any jurisdiction in connection with a proposed potential business combination among Spring Valley and AeroFarms or any related transactions, nor shall there be any sale, issuance or transfer of securities in any jurisdiction where, or to any person to whom, such offer, solicitation or sale may be unlawful. Any offering of securities or solicitation of votes regarding the proposed transaction will be made only by means of a proxy statement/prospectus that complies with applicable rules and regulations promulgated under the Securities Act of 1933, as amended (the “Securities Act”), and Securities Exchange Act of 1934, as amended, or pursuant to an exemption from the Securities Act or in a transaction not subject to the registration requirements of the Securities Act.

Forward Looking Statements

Certain statements included in this press release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. All statements, other than statements of present or historical fact included in this presentation, regarding Spring Valley’s proposed acquisition of AeroFarms, Spring Valley’s ability to consummate the transaction, the benefits of the transaction and the combined company’s future financial performance, as well as the combined company’s strategy, future operations, estimated financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of the respective management of AeroFarms and Spring Valley and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of AeroFarms and Spring Valley. These forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business, market, financial, political, and legal conditions; the inability of the parties to successfully or timely consummate the proposed transaction, including the risk that any regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the proposed transaction or that the approval of the stockholders of Spring Valley or AeroFarms is not obtained; failure to realize the anticipated benefits of the proposed transaction; risks relating to the uncertainty of the projected financial information with respect to AeroFarms; risks related to the expansion of AeroFarms’ business and the timing of expected business milestones; the effects of competition on AeroFarms’ business; the ability of Spring Valley or AeroFarms to issue equity or equity-linked securities or obtain debt financing in connection with the proposed transaction or in the future, and those factors discussed in Spring Valley’s final prospectus dated November 25, 2020 under the heading “Risk Factors,” and other documents Spring Valley has filed, or will file, with the SEC. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither Spring Valley nor AeroFarms presently know, or that Spring Valley nor AeroFarms currently believe are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Spring Valley’s and AeroFarms’ expectations, plans, or forecasts of future events and views as of the date of this press release. Spring Valley and AeroFarms anticipate that subsequent events and developments will cause Spring Valley’s and AeroFarms’ assessments to change. However, while Spring Valley and AeroFarms may elect to update these forward-looking statements at some point in the future, Spring Valley and AeroFarms specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing Spring Valley’s and AeroFarms’ assessments of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210504005716/en/

AeroFarms Contacts

Investor Relations:

Jeff Sonnek ICR

[email protected]

1-646-277-1263

Media Relations:

Marc Oshima

AeroFarms

[email protected]

1-917-673-4602

KEYWORDS: United States North America New Jersey

INDUSTRY KEYWORDS: Retail Other Natural Resources Other Retail Agriculture Natural Resources Food/Beverage

MEDIA:

Photo

(Photo: Business Wire)

Photo

(Photo: Business Wire)

Photo

(Photo: Business Wire)

Photo

(Photo: Business Wire)

Logo

May 4, 2021 7:04 am

Seres Therapeutics Reports First Quarter 2021 Financial Results and Provides Business Updates

Seres Therapeutics Reports First Quarter 2021 Financial Results and Provides Business Updates

– Topline clinical data from SER-287 Phase 2b study in patients with mild-to-moderate ulcerative colitis expected in mid-2021, microbiome biomarker data anticipated in H2 2021 –

– Ongoing enrollment in SER-109 open label study for recurrent C. difficile infection; On track to achieve 300 subject enrollment target in Q3 2021 –

– Virtual ulcerative colitis microbiome therapeutic investor event to be held June 21, 2021 –

– Conference call at 8:30 a.m. ET today –

CAMBRIDGE, Mass.–(BUSINESS WIRE)–Seres Therapeutics, Inc., (Nasdaq: MCRB), a leading microbiome company developing a novel class of multifunctional bacterial therapeutics designed to functionally interact with host cells and tissues to treat disease, today reported first quarter 2021 financial results and provided business updates.

“We continue to make steady progress across our broad microbiome pipeline and we look forward to an eventful remainder of the year with important clinical milestones,” said Eric Shaff, President and Chief Executive Officer of Seres. “Our SER-287 ECO-RESET Phase 2b study in mild-to-moderate ulcerative colitis patients is fully enrolled and we anticipate topline clinical results in mid-year. Following successful SER-109 Phase 3 pivotal results in patients with recurrent C. difficile infection, we continue to enroll an open label study to expand our safety database. We are very pleased with the pace of study enrollment and we anticipate achieving target enrollment during the third quarter of 2021. Completion of the required SER-109 safety database will support a Biologics License Application (BLA) filing, and potentially pave the way for SER-109 to become the first-ever FDA-approved microbiome therapeutic.”

Program and Corporate Updates

SER-109 Phase 3 ECOSPOR III study in recurrent C. difficile infection: SER-109, an investigational oral, live microbiome therapeutic, achieved a high rate of sustained clinical response in Seres’ Phase 3 clinical trial in patients with recurrent C. difficile infection (CDI).

In August 2020, Seres announced positive topline interim results from the SER-109 Phase 3 study, ECOSPOR III. The Phase 3 study (ClinicalTrials.gov identifier: NCT03183128) was a multicenter, randomized, placebo-controlled study that enrolled 182 patients with multiply recurrent CDI. Patients were randomized 1:1 to receive either SER-109 or placebo after standard of care antibiotic treatment. Study results demonstrated that ECOSPOR III achieved the study’s primary endpoint at eight weeks and demonstrated a sustained clinical response rate of approximately 88% at eight weeks post-treatment. SER-109 resulted in a 27% absolute reduction of recurrence of CDI compared to placebo at eight weeks post-treatment, which is a relative risk reduction of 68%. SER-109 was well tolerated, with no treatment-related serious adverse events (SAEs) observed in the active arm and an adverse event profile comparable to placebo. In addition, subsequent 24-week end-of-study data indicate that the clinical effect of SER-109 is durable.

Following the topline Phase 3 study results, the FDA reaffirmed its prior position regarding the efficacy requirements to support a SER-109 BLA submission, which were exceeded by the positive SER-109 ECOSPOR III study results, as well as its prior position that the safety database should be at least 300 subjects. Seres believes that ECOSPOR III will be a single pivotal efficacy study supporting product registration and expects to reach target enrollment for the safety database study in the third quarter of 2021.

In January 2021, Seres presented Phase 3 microbiome and metabolomic endpoint data at the Keystone Symposium, which provide mechanistic support for the SER-109 efficacy observed. The study data demonstrate that SER-109 bacterial species rapidly engraft into the gastrointestinal tract; engraftment was observed as early as one week post-treatment and was durable through eight weeks, confirming the biological activity of SER-109. SER-109 administration was also observed to rapidly shifted the gastrointestinal metabolic landscape, including a significant decrease in primary bile acids and an increase in secondary bile acids, providing a mechanistic basis for inhibition of C. difficile spore germination and vegetative growth.

Seres is conducting an ongoing SER-109 open-label study in patients with recurrent CDI (ClinicalTrials.gov identifier: NCT03183128), which also admits patients with a single recurrence of CDI, to expand the SER-109 safety database. The SER-109 open label study is being enrolled at more than 100 sites across the U.S. and Canada, representing a substantial increase over those that recruited subjects into the SER-109 Phase 3 ECOSPOR III study. Additional information is available at serescdiffstudy.com.

Seres continues to execute activities necessary to enable a SER-109 BLA submission. The Company is completing supportive market assessment work, including primary research with physicians and payers, and pricing and reimbursement analyses. Seres continues to hire, train, and deploy a medical science liaison team in order to increase market education efforts. The Company believes that a substantial commercial opportunity exists for SER-109. The recurrent CDI population includes approximately 170,000 patients in the U.S.

SER-287 Phase 2b ECO-RESET study in ulcerative colitis (UC): SER-287, an oral microbiome therapeutic candidate consisting of a bacterial consortium, is designed to restructure the gastrointestinal microbiome and reduce inflammation in individuals with UC. Seres has obtained FDA Fast Track designation for SER-287 in active mild-to-moderate ulcerative colitis. SER-287 targets restructuring the microbiome to reduce proinflammatory activity and modulate UC-relevant inflammatory pathways, potentially providing a much-needed non-immunosuppressive treatment option to patients suffering from ulcerative colitis. SER-287 has the potential to be used as both a monotherapy and in combination with other approved agents.

The SER-287 Phase 2b ECO-RESET study is a randomized, placebo-controlled, three-arm induction trial that has enrolled 203 patients with active mild-to-moderate ulcerative colitis who have had inadequate response or loss of response on prior therapy. In arm A, patients receive a short course of vancomycin preconditioning followed by ten weeks of the same daily regimen used in the arm of the Phase 1b trial that showed the highest clinical remission rate. In arm B, patients receive vancomycin preconditioning followed by two weeks of the SER-287 daily regimen as in the first arm, followed by eight weeks of a lower dose of SER-287. In arm C, patients receive placebo. The study’s primary endpoint is the proportion of patients achieving clinical remission at ten weeks. The study will assess endoscopic improvement as a secondary endpoint, as well as a range of microbiome and metabolomic measures.

Seres has completed enrollment in the SER-287 Phase 2b ECO-RESET induction study in patients with active mild-to-moderate ulcerative colitis and expects to report topline clinical study results in mid-2021, with additional microbiome biomarker data becoming available in H2 2021.

Publication of SER-287 Phase 1b study results: Data from a Phase 1b study demonstrated that SER-287 administration was associated with high rates of clinical remission, endoscopic improvement, modulation of the gastrointestinal microbiome, and a favorable tolerability profile. The paper, titled “A Phase 1b Safety Study of SER-287, a Spore-Based Microbiome Therapeutic, For Active Mild-To-Moderate Ulcerative Colitis,” was published as the highlighted cover article in the January 2021 print edition of the leading journal Gastroenterology.

SER-301 Phase 1b study in adults with mild-to-moderate ulcerative colitis: Seres is enrolling its Phase 1b study for SER-301, an investigational oral, rationally-designed, cultivated microbiome therapeutic, and study enrollment is ongoing. SER-301 is being evaluated in a Phase 1b study in adults with mild-to-moderate ulcerative colitis. The study is being conducted in Australia and New Zealand and is designed to enroll approximately 65 subjects. The study objectives are to evaluate drug safety and pharmacokinetics and to evaluate clinical remission and other measures of efficacy as secondary endpoints.

The consortia of bacteria in SER-301 is designed to modify the microbiome and microbe-associated metabolites in the gastrointestinal tract and modulate pathways linked to gastrointestinal inflammation and epithelial barrier integrity in patients with ulcerative colitis. SER-301 was designed using Seres’ reverse translation discovery and development platforms. The design incorporated learnings from the SER-287 Phase 1b study related to the bacterial species and the microbiome functional signatures associated with clinical efficacy. Additionally, the design incorporated insights on the engraftment dynamics of different bacteria and also the association of specific bacteria with the modulation of inflammatory and immune pathways in human subjects that have been observed across our broader clinical portfolio and confirmed using our nonclinical human-cell based assays and in vivo models.

In December 2020, Seres received a $10 million milestone payment associated with the Phase 1b SER-301 clinical study initiation from Nestlé, the Company’s ex-North American collaborative partner for this program.

SER-155 Phase 1b clinical study activities: SER-155 is an investigational oral, rationally-designed, cultivated microbiome therapeutic designed to reduce the incidence of gastrointestinal infections, bacteremia, and graft versus host disease (GvHD) in immunocompromised patients, including patients receiving allogeneic hematopoietic stem cell transplantation. SER-155 is a consortium of bacterial species selected using microbiome biomarker data and from human clinical data and nonclinical human cell-based assays and in vivo disease models. The composition aims to decrease infection and translocation of antibiotic-resistant bacteria in the gastrointestinal tract and modulate host immune responses to decrease GvHD.

The SER-155 program is supported by a CARB-X grant. Seres continues to advance SER-155 toward a Phase 1b clinical study initiation in collaboration with Memorial Sloan Kettering Cancer Center.

SER-401 program update: Seres, in collaboration with study partners, The Parker Institute for Cancer Immunotherapy and The University of Texas MD Anderson Cancer Center, had announced the voluntary discontinuation of further enrollment in the Melanoma Checkpoint and Gut Microbiome Alteration With Microbiome Intervention (MCGRAW) study evaluating the safety and drug activity of SER-401 or fecal microbiota transplant (FMT) in combination with nivolumab in patients with metastatic melanoma. Seres has deprioritized further development of SER-401, and will prioritize rationally-designed, cultivated leads designed using the Company’s reverse translational platforms and learnings from the SER-401 trial. Future oncology programs aim to modulate host immunity/inflammation to improve response and tolerability of cancer drugs.

Upcoming investor event: Seres plans to hold a webcast and conference call on June 21, 2021 with a focus on the Company’s efforts to develop microbiome therapeutics for ulcerative colitis and the substantial opportunity for safe, effective alternative therapeutics for the over 700,000 individuals (U.S. estimate) suffering from UC. The event will include discussion of the ongoing SER-287 Phase 2b study, and SER-301 Phase 1b study. The Company anticipates topline SER-287 Phase 2b study clinical results in mid-2021, and additional microbiome biomarker data in H2 2021. Further details will be provided closer to the event.

Financial Results

Seres reported a net loss of $35.5 million for the first quarter of 2021, as compared with a net loss of $19.9 million for the same period in 2020. The first quarter net loss was driven primarily by clinical and development expenses, personnel expenses and ongoing development of the Company’s microbiome therapeutics platform.

Research and development expenses for the first quarter of 2021 were $29.3 million, compared with $21.7 million for the same period in 2020. The research and development expenses were primarily related to Seres’ late stage SER-109 and SER-287 clinical development programs.

General and administrative expenses for the first quarter of 2021 were $11.7 million, compared with $6.1 million for the same period in 2020. General and administrative expenses were primarily due to headcount, professional fees and facility costs.

Seres ended the first quarter of 2021 with approximately $272.5 million in cash, cash equivalents and short and long-term investments.

Conference Call Information

Seres’ management will host a conference call today, May 4, 2021, at 8:30 a.m. ET. To access the conference call, please dial 844-277-9450 (domestic) or 336-525-7139 (international) and reference the conference ID number 9967338. To join the live webcast, please visit the “Investors and News” section of the Seres website at www.serestherapeutics.com.

A webcast replay will be available on the Seres website beginning approximately two hours after the event and will be archived for at least 21 days.

About Seres Therapeutics

Seres Therapeutics, Inc., (Nasdaq: MCRB) is a leading microbiome therapeutics company developing a novel class of multifunctional bacterial consortia that are designed to functionally interact with host cells and tissues to treat disease. Seres’ SER-109 program achieved the first-ever positive pivotal clinical results for a targeted microbiome drug candidate and has obtained Breakthrough Therapy and Orphan Drug designations from the FDA. The SER-109 program is being advanced for the treatment of recurrent C. difficile infection and has potential to become a first-in-class FDA-approved microbiome therapeutic. Seres’ SER-287 program has obtained Fast Track and Orphan Drug designations from the FDA and is being evaluated in a Phase 2b study in patients with active mild-to-moderate ulcerative colitis. Seres is evaluating SER-301 in a Phase 1b study in patients with ulcerative colitis, and SER-155 to prevent mortality due to gastrointestinal infections, bacteremia and graft versus host disease. For more information, please visit www.serestherapeutics.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including the potential market for SER-109, the timing of study enrollment, the impact of the microbiome and metabolomic data on our other programs, the potential approval of SER-109 and its potential status as a first-in-class therapeutic, the timing of topline results and microbiome analysis from the SER-287 study, the safety results observed to-date in our clinical studies, the promise of our microbiome therapeutics, our development plans, the potential impact of the COVID-19 pandemic, and other statements that are not historical facts.

These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the following: we have incurred significant losses, are not currently profitable and may never become profitable; our need for additional funding; our limited operating history; the impact of the COVID-19 pandemic; our unproven approach to therapeutic intervention; the lengthy, expensive and uncertain process of clinical drug development; our reliance on third parties and collaborators to conduct our clinical trials and manufacture our product candidates, if approved; our ability to retain key personnel and to manage our growth; and our management and principal stockholders have the ability to control or significantly influence our business. These and other important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC, on March 2, 2021, and our other reports filed with the SEC could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.

SERES THERAPEUTICS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share and per share data)

	March 31,			December 31,
	2021			2020
Assets
Current assets:
Cash and cash equivalents	$	66,579		$	116,049
Short term investments		176,221			137,567
Prepaid expenses and other current assets		6,574			5,774
Accounts receivable		2,604			9,387
Total current assets		251,978			268,777
Property and equipment, net		13,580			13,897
Operating lease assets		8,386			9,041
Restricted investments		1,400			1,400
Long term investments		29,749			49,825
Other non-current assets		602			—
Total assets	$	305,695		$	342,940
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	4,879		$	4,018
Accrued expenses and other current liabilities		13,153			14,226
Operating lease liabilities		5,250			5,115
Short term portion of note payable, net of discount		3,339			454
Deferred revenue – related party		21,242			22,602
Total current liabilities		47,863			46,415
Long term portion of note payable, net of discount		21,872			24,639
Operating lease liabilities, net of current portion		9,194			10,561
Deferred revenue, net of current portion – related party		82,284			85,572
Other long-term liabilities		777			1,003
Total liabilities		161,990			168,190
Commitments and contingencies
Stockholders’ deficit:
Preferred stock, $0.001 par value; 10,000,000 shares authorized at March 31, 2021 and December 31, 2020; no shares issued and outstanding at March 31, 2021 and December 31, 2020		—			—
Common stock, $0.001 par value; 200,000,000 shares authorized at March 31, 2021 and December 31, 2020; 91,588,264 and 91,459,239 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively		92			91
Additional paid-in capital		727,869			723,482
Accumulated other comprehensive (loss)		(15	)		(47	)
Accumulated deficit		(584,241	)		(548,776	)
Total stockholders’ equity		143,705			174,750
Total liabilities and stockholders’ equity	$	305,695		$	342,940

SERES THERAPEUTICS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (In thousands, except share and per share data)

	Three Months Ended March 31,
	2021			2020
Revenue:
Collaboration revenue – related party	$	4,648		$	5,462
Grant revenue		1,070			739
Collaboration revenue		—			1,988
Total revenue		5,718			8,189
Operating expenses:
Research and development expenses		29,303			21,743
General and administrative expenses		11,741			6,138
Total operating expenses		41,044			27,881
Loss from operations		(35,326	)		(19,692	)
Other (expense) income:
Interest income		966			159
Interest expense		(696	)		(716	)
Other (expense) income		(409	)		368
Total other (expense) income, net		(139	)		(189	)
Net loss	$	(35,465	)	$	(19,881	)
Net loss per share attributable to common stockholders, basic and diluted	$	(0.39	)	$	(0.28	)
Weighted average common shares outstanding, basic and diluted		91,527,800			70,821,514
Net loss		(35,465	)		(19,881	)
Other comprehensive income (loss):
Unrealized gain (loss) on investments, net of tax of $0		32			(10	)
Total other comprehensive income (loss)		32			(10	)
Comprehensive loss	$	(35,433	)	$	(19,891	)

View source version on businesswire.com: https://www.businesswire.com/news/home/20210504005473/en/

PR Contact

Kristin Ainsworth

[email protected]

IR Contact

Carlo Tanzi, Ph.D.

[email protected]

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Oncology Health Infectious Diseases Clinical Trials Pharmaceutical Biotechnology

MEDIA:

Logo

May 4, 2021 7:04 am

Taysha Gene Therapies to Release First Quarter 2021 Financial Results and Host Conference Call and Webcast on May 11

Taysha Gene Therapies to Release First Quarter 2021 Financial Results and Host Conference Call and Webcast on May 11

DALLAS–(BUSINESS WIRE)–
Taysha Gene Therapies, Inc. (Nasdaq: TSHA) (“Taysha”), a patient-centric, clinical-stage gene therapy company focused on developing and commercializing AAV-based gene therapies for the treatment of monogenic diseases of the central nervous system (CNS) in both rare and large patient populations, today announced that it will report its financial results for the first quarter ended March 31, 2021, and host a corporate update conference call and webcast on Tuesday, May 11, 2021, at 8:00 AM Eastern Time.

Conference Call Details
*Tuesday, May 11, at 8:00 AM Eastern Time / 7:00 AM Central Time*
Toll Free:		855-327-6837
International:		631-891-4304
Conference ID:		10014460
Webcast:		https://ir.tayshagtx.com/news-events/events-presentations

About Taysha Gene Therapies

Taysha Gene Therapies (Nasdaq: TSHA) is on a mission to eradicate monogenic CNS disease. With a singular focus on developing curative medicines, we aim to rapidly translate our treatments from bench to bedside. We have combined our team’s proven experience in gene therapy drug development and commercialization with the world-class UT Southwestern Gene Therapy Program to build an extensive, AAV gene therapy pipeline focused on both rare and large-market indications. Together, we leverage our fully integrated platform—an engine for potential new cures—with a goal of dramatically improving patients’ lives. More information is available at www.tayshagtx.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210504005337/en/

Company Contact:

Kimberly Lee, D.O.

SVP, Corporate Communications and Investor Relations

Taysha Gene Therapies

[email protected]

Media Contact:

Carolyn Hawley

Canale Communications

[email protected]

KEYWORDS: United States North America Texas

INDUSTRY KEYWORDS: Biotechnology Pharmaceutical Genetics Health

MEDIA:

Logo

May 4, 2021 7:04 am

SEE Reports Q1 2021 Results

SEE Reports Q1 2021 Results

Sales Growth Accelerated

Raising Full Year Outlook

Net sales of $1.3 billion, up 8% as reported; up 6% constant currency

Net earnings of $106 million, down 8%; EPS of $0.68, down 8%

Adjusted EBITDA of $268 million, up 6%; Adjusted EPS of $0.78, up 7%

Cash flow from operations of $80 million, up 95%

CHARLOTTE, N.C.–(BUSINESS WIRE)–
Sealed Air Corporation (NYSE: SEE) today announced financial results for the first quarter 2021.

“Our Q1 results reflect strong performance and our focus on automation, digital and sustainability. Net sales increased 8% with strength in eCommerce, food retail and equipment, combined with increasing momentum in industrials. Adjusted EBITDA increased 6% as higher volumes and productivity improvements more than offset global supply chain disruptions related to Winter Storm Uri,” said Ted Doheny, Sealed Air’s President and CEO.

“As market opportunities move to a ‘touchless environment,’ customers are looking to Sealed Air’s leadership in automation, service, and high-performance packaging materials. Strong operational execution as well as growth opportunities give us confidence to raise our full year outlook,” continued Doheny.

Unless otherwise stated, all results compare first quarter 2021 to first quarter 2020 results from continuing operations. Year-over-year financial discussions present operating results from continuing operations as reported. Year-over-year comparisons are also made on a constant dollar basis, which is a non-U.S. GAAP measure. Constant dollar refers to changes in net sales and earnings, including changes in unit volume and price performance, but excluding the impact of currency translation. Additionally, non-U.S. GAAP adjusted financial measures, such as Adjusted Earnings Before Interest Expense, Taxes, Depreciation and Amortization (“Adjusted EBITDA”), Adjusted Net Earnings, Adjusted Diluted Earnings Per Share (“Adjusted EPS”) and Adjusted Tax Rate, exclude the impact of specified items (“Special Items”), such as restructuring charges, restructuring associated costs, gains and losses related to acquisition and divestiture of businesses, special tax items (“Tax Special Items”) and certain infrequent or one-time items. Please refer to the supplemental information included with this press release for a reconciliation of U.S. GAAP to Non-U.S. GAAP financial measures.

Business Highlights

First quarter net sales in Food were $702 million, an increase of 2% as reported, primarily driven by a favorable currency impact of 1.5%. On a constant dollar basis, net sales were essentially flat with 5% growth in Asia Pacific (APAC) and 1% in EMEA, largely offset by a 1% decline in Americas. Americas includes both North and South America. Retail and equipment demand remained strong, while food service trends continued to trail prior year levels. Adjusted EBITDA of $157 million, or 22.3% of net sales, compares to $156 million, or 22.6% of net sales, in the prior year. Reinvent SEE productivity improvements were offset by raw material inflation and higher costs related to the winter storm supply chain disruptions.

First quarter net sales in Protective were $565 million, an increase of 17% as reported. Currency had a favorable impact of $15 million, or 3%. On a constant dollar basis, net sales increased $67 million, or 14%, driven by a 13% increase in volume. Continued momentum in e-Commerce, fulfillment and automated equipment, along with a recovery in industrial segments, contributed to constant dollar growth of 23% in APAC, 14% in EMEA and 12% in Americas. Adjusted EBITDA increased 18% to $110 million, or 19.5% of sales. The increase in Adjusted EBITDA was primarily attributable to volume growth and Reinvent SEE productivity improvements, partially offset by raw material inflation and higher costs related to the winter storm supply chain disruptions.

First Quarter 2021 U.S. GAAP Summary

Net sales of $1.3 billion increased 8% as reported. Currency contributed $25 million, or approximately 2%, to net sales as compared to first quarter 2020.

Net earnings in first quarter 2021 were $106 million, or $0.68 per diluted share, as compared to net earnings of $115 million, or $0.74 per diluted share, in first quarter 2020.

The effective tax rate in first quarter 2021 was 34.0%, as compared to 22.2% in first quarter 2020. The current year effective tax rate was unfavorably impacted by legislative and administrative changes to enacted foreign statutes. The lower prior year tax rate was favorably impacted by the resolution of specific uncertain tax positions associated with a U.S. IRS audit.

First Quarter 2021 Non-U.S. GAAP Summary

Net sales increased $68 million, or 6%, on a constant dollar basis. Volumes increased $60 million, or 5%. Volumes were higher across all regions, with APAC up 13%, EMEA up 7% and Americas up 3%. Pricing increased 1%, primarily in Americas.

Adjusted EBITDA was $268 million, or 21.2% of net sales in first quarter 2021 as compared to $253 million, or 21.6% in first quarter 2020. Currency fluctuations had a favorable impact of $4 million, or 2% in first quarter 2021. The increase in Adjusted EBITDA was largely due to volume growth and benefits from our Reinvent SEE business transformation, partially offset by raw material inflation and higher costs related to the winter storm supply chain disruptions.

The Adjusted Tax Rate was 27.6% in first quarter 2021, as compared to 27.9% in first quarter 2020.

Adjusted earnings per diluted share were $0.78 in first quarter 2021, as compared to $0.73 in first quarter 2020. The increase in Adjusted EPS was attributable to higher Adjusted EBITDA.

Cash Flow and Net Debt

Cash flow provided by operating activities for first quarter 2021 was a source of $80 million, as compared to a source of $41 million for first quarter 2020. The increase in cash from operating activities was primarily due to a tax refund of $24 million received during the quarter and lower restructuring and associated payments of $5 million in first quarter 2021, as compared to $26 million in first quarter 2020. Capital expenditures were $44 million during first quarter 2021 as compared to $49 million in the same period last year. Free Cash Flow, defined as net cash provided by operating activities less capital expenditures, was a source of $36 million in first quarter 2021, as compared to a use of $8 million in first quarter 2020.

During first quarter 2021, the Company repurchased 4 million shares for an aggregate cost of $177 million and paid cash dividends of $26 million.

Net Debt, defined as total debt less cash and cash equivalents, was $3.4 billion as of March 31, 2021 as compared to $3.2 billion as of December 31, 2020. As of March 31, 2021, Sealed Air had approximately $1.5 billion of liquidity available, comprised of $370 million of cash and $1,133 million of undrawn, committed credit facilities.

Updated 2021 Full Year Outlook

For the full year 2021, Sealed Air now expects net sales in the range of $5.25 billion to $5.35 billion, which represents an increase of 7% to 9% as reported and 6% to 8% in constant dollars. This compares to the Company’s previous net sales outlook in the range of $5.10 billion to $5.20 billion. Adjusted EBITDA is now expected to be in the range of $1.12 billion to $1.15 billion, compared to the previous outlook of $1.10 billion to $1.13 billion. Sealed Air now forecasts Adjusted EPS to be in the range of $3.40 to $3.55, which is based on approximately 154 million weighted average shares outstanding. The Company continues to anticipate the Adjusted Tax Rate to be 26% to 27%. The previous EPS range was $3.25 to $3.40 based on 157 million shares.

Free Cash Flow in 2021 is now expected to be in the range of $520 million to $570 million, with capital expenditures of approximately $210 million and Reinvent SEE restructuring and associated payments of approximately $40 million. This compares to the previous Free Cash Flow range of $500 million to $550 million.

Conference Call Information

Sealed Air Corporation will host a conference call and webcast on Tuesday, May 4, 2021 at 10:00 a.m. (ET) to discuss our First Quarter 2021 Results. The conference call will be webcast live on the Investors homepage at www.sealedair.com/investors. A replay of the webcast will also be available thereafter.

About Sealed Air (NYSE: SEE)

Sealed Air is in business to protect, to solve critical packaging challenges and to make our world better than we found it. Our packaging technology, solutions and systems create a safer, more resilient and less wasteful global food supply chain, enable eCommerce and protect the movement of goods worldwide.

Our globally recognized brands include CRYOVAC^® brand food packaging, SEALED AIR^® brand protective packaging, AUTOBAG^® brand automated systems, BUBBLE WRAP^® brand packaging and SEE^TM Automation solutions.

Our SEE Operating Model, along with industry-leading experts in materials, engineering, technology and science, are driving our innovative solution systems to be more sustainable, automated and digitally connected.

Sealed Air is leading the packaging industry to create a more environmentally, socially, and economically sustainable future and has pledged to design or advance 100% of its packaging materials to be recyclable or reusable by 2025, and an even bolder goal to reach net-zero carbon emissions in its global operations by 2040.

Sealed Air generated $4.9 billion in sales in 2020 and has approximately 16,500 employees who serve customers in 117 countries/territories. To learn more, visit www.sealedair.com.

Website Information

We routinely post important information for investors on our website, www.sealedair.com, in the Investors section. We use this website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investors section of our website, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.

Non-U.S. GAAP Information

In this press release and supplement, we have included several non-U.S. GAAP financial measures, including Net Debt, Adjusted Net Earnings and Adjusted EPS, net sales on an “organic” and a “constant dollar” basis, Free Cash Flow, Adjusted EBITDA and Adjusted Tax Rate, as our management believes these measures are useful to investors. We present results and guidance, adjusted to exclude the effects of Special Items and their related tax impact that would otherwise be included under U.S. GAAP, to aid in comparisons with other periods or prior guidance. In addition, non-U.S. GAAP measures are used by management to review and analyze our operating performance and, along with other data, as internal measures for setting annual budgets and forecasts, assessing financial performance, providing guidance and comparing our financial performance with our peers and may also be used for purposes of determining incentive compensation. The non-U.S. GAAP information has limitations as an analytical tool and should not be considered in isolation from or as a substitute for U.S. GAAP information. It does not purport to represent any similarly titled U.S. GAAP information and is not an indicator of our performance under U.S. GAAP. Non-U.S. GAAP financial measures that we present may not be comparable with similarly titled measures used by others. Investors are cautioned against placing undue reliance on these non-U.S. GAAP measures. For a reconciliation of these U.S. GAAP measures to non-U.S. GAAP measures and other important information on our use of non-U.S. GAAP financial measures, see the attached supplementary information entitled “Condensed Consolidated Statements of Cash Flows” (under the section entitled “Non-U.S. GAAP Free Cash Flow”), “Reconciliation of Net Earnings and Net Earnings Per Common Share to Non-U.S. GAAP Adjusted Net Earnings and Non-U.S. GAAP Adjusted Net Earnings Per Common Share,” “Reconciliation of Net Earnings to Non-U.S. GAAP Total Company Adjusted EBITDA,” “Components of Change in Net Sales by Segment” and “Components of Change in Net Sales by Region.” Information reconciling forward-looking U.S. GAAP measures to non-U.S. GAAP measures is not available without unreasonable effort.

We have not provided guidance for the most directly comparable U.S. GAAP financial measures, as they are not available without unreasonable effort due to the high variability, complexity, and low visibility with respect to certain Special Items, including restructuring charges, gains and losses related to acquisition and divestiture of businesses, the ultimate outcome of certain legal or tax proceedings, and other unusual gains and losses. These items are uncertain, depend on various factors, and could be material to our results computed in accordance with U.S. GAAP.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 concerning our business, consolidated financial condition, results of operations or cash flows. Forward-looking statements are subject to risks and uncertainties, many of which are outside our control, which could cause actual results to differ materially from these statements. Therefore, you should not rely on any of these forward-looking statements. Forward-looking statements can be identified by such words as “anticipate,” “believe,” “plan,” “assume,” “could,” “should,” “estimate,” “expect,” “intend,” “potential,” “seek,” “predict,” “may,” “will” and similar references to future periods. All statements other than statements of historical facts included in this press release regarding our strategies, prospects, financial condition, operations, costs, plans and objectives are forward-looking statements. Examples of forward-looking statements include, among others, statements we make regarding expected future operating results, expectations regarding the results of restructuring and other programs, anticipated levels of capital expenditures and expectations of the effect on our financial condition of claims, litigation, environmental costs, contingent liabilities and governmental and regulatory investigations and proceedings.

The following are important factors that we believe could cause actual results to differ materially from those in our forward-looking statements: global economic and political conditions, currency translation and devaluation effects, changes in raw material pricing and availability, competitive conditions, the success of new product offerings, consumer preferences, the effects of animal and food-related health issues, the effects of epidemics or pandemics, including the Coronavirus Disease 2019 (COVID-19), changes in energy costs, environmental matters, the success of our restructuring activities, the success of our merger, acquisition and equity investment strategies, the success of our financial growth, profitability, cash generation and manufacturing strategies and our cost reduction and productivity efforts, changes in our credit ratings, the tax benefit associated with the Settlement agreement (as defined in our 2020 Annual Report on Form 10-K), regulatory actions and legal matters and the other information referenced in the “Risk Factors” section appearing in our most recent Annual Report on Form 10-K, as filed with the Securities and Exchange Commission, and as revised and updated by our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Any forward-looking statement made by us is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether because of new information, future developments or otherwise.

The supplementary information included for 2021 in this press release on the current and subsequent pages is preliminary and subject to change prior to the filing of our upcoming Quarterly Report on Form 10-Q with the Securities and Exchange Commission.


Sealed Air Corporation Condensed Consolidated Statements of Operations (Unaudited)

	Three Months Ended March 31,
*(In USD millions, except per share data)*	2021			2020
Net sales	$	1,267.1		$	1,173.9
Cost of sales	866.0			783.4
Gross profit	401.1			390.5
Selling, general and administrative expenses	188.9			194.1
Amortization expense of intangible assets	9.7			9.0
Restructuring charges	—			0.6
Operating profit	202.5			186.8
Interest expense, net	(43.1		)	(44.4		)
Other income, net	1.0			4.8
Earnings before income tax provision	160.4			147.2
Income tax provision	54.6			32.7
Net earnings from continuing operations	105.8			114.5
Gain on sale of discontinued operations, net of tax	4.3			12.1
Net earnings	$	110.1		$	126.6
Basic:
Continuing operations	$	0.68		$	0.74
Discontinued operations	0.03			0.08
Net earnings per common share – basic	$	0.71		$	0.82
Weighted average common shares outstanding – basic	154.1			154.5

Diluted:
Continuing operations	$	0.68		$	0.74
Discontinued operations	0.03			0.08
Net earnings per common share – diluted	$	0.71		$	0.82
Weighted average number of common shares outstanding – diluted	155.4			154.8


Sealed Air Corporation Condensed Consolidated Balance Sheets (Unaudited)

*(In USD millions)*	March 31, 2021			December 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	370.0		$	548.7
Trade receivables, net	584.2			541.0
Income tax receivables	33.5			71.2
Other receivables	72.5			69.5
Inventories, net	652.3			596.7
Current assets held for sale	—			0.3
Prepaid expenses and other current assets	47.0			54.1
Total current assets	1,759.5			1,881.5
Property and equipment, net	1,177.5			1,189.7
Goodwill	2,217.2			2,222.6
Identifiable intangible assets, net	164.2			171.0
Deferred taxes	172.9			187.1
Operating lease right-of-use-assets	70.2			76.1
Other non-current assets	357.2			355.8
Total assets	$	5,918.7		$	6,083.8
Liabilities and Stockholders’ Equity
Current liabilities:
Short-term borrowings	$	8.8		$	7.2
Current portion of long-term debt	22.1			22.3
Current portion of operating lease liabilities	23.8			24.3
Accounts payable	814.0			754.2
Accrued restructuring costs	8.3			12.2
Income tax payable	25.9			19.9
Other current liabilities	423.5			527.3
Total current liabilities	1,326.4			1,367.4
Long-term debt, less current portion	3,706.6			3,731.4
Long-term operating lease liabilities, less current portion	48.3			53.2
Deferred taxes	32.0			31.0
Other non-current liabilities	704.0			728.3
Total liabilities	5,817.3			5,911.3

Stockholders’ equity:
Preferred stock	—			—
Common stock	23.2			23.2
Additional paid-in capital	2,090.8			2,093.0
Retained earnings	2,485.6			2,400.7
Common stock in treasury	(3,528.6		)	(3,380.9		)
Accumulated other comprehensive loss, net of taxes	(969.6		)	(963.5		)
Total stockholders’ equity	101.4			172.5
Total liabilities and stockholders’ equity	$	5,918.7		$	6,083.8


Calculation of Net Debt (Unaudited)

*(In USD millions)*	March 31, 2021			December 31, 2020
Short-term borrowings	$	8.8		$	7.2
Current portion of long-term debt	22.1			22.3
Long-term debt, less current portion	3,706.6			3,731.4
Total debt	3,737.5			3,760.9
Less: cash and cash equivalents	(370.0		)	(548.7		)
Non-U.S. GAAP Net Debt	$	3,367.5		$	3,212.2


Sealed Air Corporation Condensed Consolidated Statements of Cash Flows (Unaudited)

	Three Months Ended March 31,
*(In USD millions)*	2021			2020
Net earnings	$	110.1		$	126.6
Adjustments to reconcile net earnings to net cash provided by operating activities⁽¹⁾	68.4			55.0
Changes in operating assets and liabilities:
Trade receivables, net	(56.0		)	(33.6		)
Inventories, net	(70.9		)	(27.6		)
Accounts payable	69.3			0.3
Customer advance payments	2.6			5.3
Income tax receivable/payable	44.4			23.1
Other assets and liabilities	(88.0		)	(108.1		)
Net cash provided by operating activities	$	79.9		$	41.0
Cash flows from investing activities:
Capital expenditures	(43.9		)	(48.7		)
Receipts associated with sale of business and property and equipment	0.6			9.3
Payments associated with debt investments	(6.0		)	—
Investment in marketable securities	—			12.2
Settlement of foreign currency forward contracts	8.2			2.5
Other investing activities	0.1			—
Net cash used in investing activities	$	(41.0	)	$	(24.7	)
Cash flows from financing activities:
Net proceeds of short-term borrowings	1.7			69.4
Payments of long-term debt	(2.8		)	—
Dividends paid on common stock	(25.8		)	(25.7		)
Impact of tax withholding on share-based compensation	(13.7		)	(11.2		)
Repurchases of common stock	(177.1		)	—
Principal payments related to financing leases	(2.6		)	(3.0		)
Net cash (used in) provided by financing activities	$	(220.3	)	$	29.5
Effect of foreign currency exchange rate changes on cash and cash equivalents	$	2.7		$	(33.6	)
Cash and cash equivalents	548.7			262.4
Restricted cash and cash equivalents	—			—
Balance, beginning of period	$	548.7		$	262.4
Net change during the period	$	(178.7	)	$	12.2
Cash and cash equivalents	370.0			274.6
Restricted cash and cash equivalents	—			—
Balance, end of period	$	370.0		$	274.6

Non-U.S. GAAP Free Cash Flow:
Cash flow from operating activities	$	79.9		$	41.0
Capital expenditures for property and equipment	(43.9		)	(48.7		)
Free Cash Flow	$	36.0		$	(7.7	)

	Three Months Ended March 31,
*(In USD millions)*	2021			2020
Supplemental Cash Flow Information:
Interest payments, net of amounts capitalized	$	43.3		$	50.0
Income tax (refunds) payments, net	$	(1.6	)	$	15.9
Restructuring payments including associated costs	$	5.0		$	25.7
Non-cash items:
Transfers of shares of common stock from treasury for profit-sharing contributions	$	28.0		$	24.4

_______________
⁽¹⁾	2021 adjustments primarily consist of depreciation and amortization of $46 million, share based compensation expense of $11 million and profit sharing expense of $6 million. 2020 adjustments primarily consist of depreciation and amortization of $43 million, share based compensation expense of $9 million and profit sharing expense of $6 million.

Sealed Air Corporation

Reconciliation of Net Earnings and Net Earnings Per Common Share to Non-U.S. GAAP Adjusted

Net Earnings and Non-U.S. GAAP Adjusted Net Earnings Per Common Share

(Unaudited)

Three Months Ended March 31,

2021

2020

(In USD millions, except per share data)

Net Earnings

Diluted EPS

Net Earnings

Diluted EPS

U.S. GAAP net earnings and diluted EPS from continuing operations

105.8

0.68

114.5

0.74

Special Items⁽¹⁾

16.0

0.10

(1.1

)

(0.01

)

Non-U.S. GAAP adjusted net earnings and adjusted diluted EPS

121.8

0.78

113.4

0.73

Weighted average number of common shares outstanding – Diluted

155.4

154.8

_______________
⁽¹⁾	Special Items include the following:

	Three Months Ended March 31,
*(In USD millions, except per share data)*	2021			2020
Special Items:
Restructuring charges	$	—		$	0.6
Other restructuring associated costs⁽ⁱ⁾	5.3			4.0
Foreign currency exchange loss due to highly inflationary economies	1.4			0.9
Charges related to acquisition and divestiture activity	0.3			2.9
Other Special Items	0.8			1.7
Pre-tax impact of Special Items	7.8			10.1
Tax impact of Special Items and Tax Special Items	8.2			(11.2		)
Net impact of Special Items	$	16.0		$	(1.1	)
Weighted average number of common shares outstanding – Diluted	155.4			154.8
(Loss) Gain per share impact from Special Items	$	(0.10	)	$	0.01

_______________
⁽ⁱ⁾	Restructuring associated costs for the three months ended March 31, 2021 primarily relate to a one-time, non-cash cumulative translation adjustment loss (CTA) recognized due to the wind-up of one of our legal entities as well as fees paid to third-party consultants in support of the Reinvent SEE business transformation. Restructuring associated costs for the three months ended March 31, 2020, primarily relate to fees paid to third-party consultants in support of Reinvent SEE business transformation.
	The calculation of the non-U.S. GAAP Adjusted income tax rate is as follows:

	Three Months Ended March 31,
*(In USD millions)*	2021			2020
U.S. GAAP Earnings before income tax provision from continuing operations	$	160.4		$	147.2
Pre-tax impact of special items	7.8			10.1
Non-U.S. GAAP Adjusted Earnings before income tax provision	$	168.2		$	157.3

U.S. GAAP Income tax provision from continuing operations	$	54.6		$	32.7
Tax Special Items	(9.1		)	8.6
Tax impact of Special Items	0.9			2.6
Non-U.S. GAAP Adjusted Income tax provision	$	46.4		$	43.9

U.S. GAAP Effective income tax rate	34.0		%	22.2		%
Non-U.S. GAAP Adjusted income tax rate	27.6		%	27.9		%


Sealed Air Corporation Components of Change in Net Sales by Segment (Unaudited)

	Three Months Ended March 31,
*(In USD millions)*	Food					Protective				Total Company
2020 Net Sales	$	690.3		58.8	%	$	483.6	41.2	%	$	1,173.9	100.0		%

Price	4.0			0.6	%	3.6		0.7	%	7.6		0.7	%
Volume⁽¹⁾	(2.7		)	(0.4	)%	62.9		13.0	%	60.2		5.1	%
Total constant dollar change (non-U.S. GAAP)⁽²⁾	1.3			0.2	%	66.5		13.7	%	67.8		5.8	%
Foreign currency translation	10.6			1.5	%	14.8		3.1	%	25.4		2.1	%
Total change (U.S. GAAP)	11.9			1.7	%	81.3		16.8	%	93.2		7.9	%

2021 Net Sales	$	702.2		55.4	%	$	564.9	44.6	%	$	1,267.1	100.0		%

Components of Change in Net Sales by Region⁽³⁾ (Unaudited)

	Three Months Ended March 31,
*(In USD millions)*	Americas					EMEA				APAC					Total
2020 Net Sales	$	766.3		65.2	%	$	246.1	21.0	%	$	161.5		13.8	%	$	1,173.9	100.0		%

Price	9.1			1.2	%	0.3		0.1	%	(1.8		)	(1.1	)%	7.6		0.7	%
Volume⁽¹⁾	22.5			2.9	%	16.0		6.5	%	21.7			13.4	%	60.2		5.1	%
Total constant dollar change (non-U.S. GAAP)⁽²⁾	31.6			4.1	%	16.3		6.6	%	19.9			12.3	%	67.8		5.8	%
Foreign currency translation	(10.0		)	(1.3	)%	18.9		7.7	%	16.5			10.2	%	25.4		2.1	%
Total change (U.S. GAAP)	21.6			2.8	%	35.2		14.3	%	36.4			22.5	%	93.2		7.9	%

2021 Net Sales	$	787.9		62.2	%	$	281.3	22.2	%	$	197.9		15.6	%	$	1,267.1	100.0		%

_______________
⁽¹⁾	Our volume reported above includes the net impact of changes in unit volume as well as the period-to-period change in the mix of products sold.
⁽²⁾	Total constant dollar change is a non-U.S. GAAP financial measure which excludes the impact of foreign currency translation. Since we are a U.S. domiciled company, we translate our foreign currency denominated financial results into U.S. dollars. Due to changes in the value of foreign currencies relative to the U.S. dollar, translating our financial results from foreign currencies to U.S. dollars may result in a favorable or unfavorable impact. It is important that we take into account the effects of foreign currency translation when we view our results and plan our strategies. Nonetheless, we cannot control changes in foreign currency exchange rates. Consequently, when our management looks at our financial results to measure the core performance of our business, we exclude the impact of foreign currency translation by translating our current period results at prior period foreign currency exchange rates. We also may exclude the impact of foreign currency translation when making incentive compensation determinations. As a result, our management believes that these presentations are useful internally and may be useful to our investors.
⁽³⁾	As of January 1, 2021, we consolidated the reporting of the North America and South America geographic regions, which are now collectively presented as Americas. No changes were made to EMEA or APAC. This change has no impact on our prior period consolidated results and is only the aggregation of the previously bifurcated continents.


Sealed Air Corporation Segment Information Reconciliation of Net Earnings to Non-U.S. GAAP Total Company Adjusted EBITDA (Unaudited)

	Three Months Ended March 31,
*(In USD millions)*	2021			2020
Adjusted EBITDA from continuing operations:
Food	$	156.9		$	156.3
Adjusted EBITDA Margin	22.3		%	22.6		%
Protective	109.9			92.8
Adjusted EBITDA Margin	19.5		%	19.2		%
Corporate	1.4			4.1
Non-U.S. GAAP Total Company Adjusted EBITDA	$	268.2		$	253.2
Adjusted EBITDA Margin	21.2		%	21.6		%

	Three Months Ended March 31,
*(In USD millions)*	2021		2020
U.S. GAAP Net earnings from continuing operations	$	105.8	$	114.5
Interest expense, net	43.1		44.4
Income tax provision	54.6		32.7
Depreciation and amortization⁽¹⁾	56.9		51.5
Special Items:
Restructuring charges	—		0.6
Other restructuring associated costs	5.3		4.0
Foreign currency exchange loss due to highly inflationary economies	1.4		0.9
Charges related to acquisition and divestiture activity	0.3		2.9
Other Special Items	0.8		1.7
Pre-tax impact of Special items	7.8		10.1
Non-U.S. GAAP Total Company Adjusted EBITDA	$	268.2	$	253.2

_______________
⁽¹⁾	Depreciation and amortization by segment are as follows:

	Three Months Ended March 31,
*(In USD millions)*	2021		2020
Food	$	31.7	$	29.0
Protective	25.2		22.5
Total Company depreciation and amortization⁽ⁱ⁾	$	56.9	$	51.5

⁽ⁱ⁾

Includes share-based incentive compensation of $11.5 million and $8.5 million for the three months ended March 31, 2021 and 2020, respectively.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210504005372/en/

Investor Relations

Lori Chaitman

[email protected]

516.458.4455

Media

Christina Griffin

[email protected]

704.430.5742

KEYWORDS: United States North America North Carolina

INDUSTRY KEYWORDS: Packaging Manufacturing

MEDIA:

Logo

May 4, 2021 7:04 am

Berry Global Group, Inc. Reports Strong Second Quarter 2021 Results; Raising Fiscal Year 2021 Earnings Guidance

Berry Global Group, Inc. Reports Strong Second Quarter 2021 Results; Raising Fiscal Year 2021 Earnings Guidance

EVANSVILLE, Ind.–(BUSINESS WIRE)–
Berry Global Group, Inc. (NYSE:BERY), a leading supplier of sustainable packaging solutions for consumer goods and industrial products, today reported its second fiscal quarter 2021 results, referred to in the following as the March 2021 quarter.

Second Quarter Highlights

(all comparisons made to the March 2020 quarter)

Net sales of $3.4 billion, a 13 percent increase
5 percent organic volume growth
Operating income up 17 percent to $333 million
Operating EBITDA up 9 percent to $590 million
Net income per diluted share up 40 percent to $1.32
Adjusted net income per diluted share increase of 34 percent to $1.59
Raising fiscal 2021 operating EBITDA guidance from prior mid-point by $50 million to $2.25 billion
Increasing fiscal 2021 organic volume growth assumption from 4 percent to now 5 percent

Berry’s Chairman and CEO Tom Salmon said, “The Company’s performance in our second fiscal quarter was solid as adjusted earnings per share and revenue grew by 34 percent and 13 percent, respectively, from prior year results. Consumer demand for our products remains robust and certain markets, which previously experienced COVID-19 headwinds, are rebounding nicely. All segments delivered volume growth, collectively finishing the quarter with 5 percent organic volume growth, while operating EBITDA increased 9 percent in the quarter.

“The organically driven outperformance in this second fiscal quarter gives us confidence to raise our fiscal year 2021 outlook for operating EBITDA by $50 million from the mid-point of our previous range. Our businesses, across the globe, are clearly capitalizing on our strategy to drive profitable and sustainable organic volume growth. The continued positive momentum from our investments in areas such as health and wellness, e-commerce, and food safety along with the focus on growing our emerging market exposure and driving more sustainable packaging, provide us the path to realize long-term consistent volume growth.

“We have a clear line-of-site to being within our leverage range by the end of fiscal 2021. As we stated last quarter, once within our targeted leverage range of 3.0 to 3.9 times, we believe our consistent and growing cash flow will provide substantial capacity to create shareholder value with a capital allocation approach that includes: reinvesting in the business to support continued organic growth, further debt reductions, pursuing bolt-on acquisitions, and returning capital to shareholders while staying within our committed range.”

March 2021 Quarter Results

Consolidated Overview

The net sales growth is primarily attributed to increased selling prices of $192 million due to the pass through of higher resin costs, organic volume growth of 5 percent, and a $92 million favorable impact from foreign currency changes. These increases were partially offset by prior quarter divestiture sales of $53 million. The organic volume growth was primarily due to organic growth investments, modest recovery of certain markets that had previously been facing COVID-19 headwinds, and higher demand in our advantaged health and hygiene products as the result of COVID-19.

The operating income increase is primarily attributed to a $35 million increase from the organic volume growth, a $19 million inventory step-up in the prior quarter related to the RPC acquisition, a $16 million favorable impact from price cost spread including synergies and product mix, and a $16 million favorable impact from foreign currency, partially offset by a $21 million increase in business integration expense, and a $15 million increase in selling, general, and administrative expense.

Consumer Packaging – International

The net sales growth in the Consumer Packaging International segment is primarily attributed to organic volume growth of 4 percent, and a $71 million favorable impact from foreign currency changes. The organic volume growth was primarily due to the recovery in emerging markets.

The operating income increase is primarily attributed to a $12 million favorable impact from foreign currency, an $11 million increase from the organic volume growth, and a $19 million inventory step-up in the prior quarter, partially offset by a $24 million increase in business integration activities, and an increase in depreciation and amortization.

Consumer Packaging – North America

The net sales growth in the Consumer Packaging North America segment is primarily attributed to increased selling prices of $60 million due to the pass through of higher resin costs and organic volume growth of 5 percent. The organic volume growth was primarily due to continued strength in closures, bottles, and containers

The operating income increase is primarily attributed to a $9 million increase from the organic volume growth and a decrease in depreciation and amortization, partially offset by a negative impact from price cost spread.

Health, Hygiene, & Specialties

The net sales growth in the Health, Hygiene & Specialties segment is primarily attributed to organic volume growth of 8 percent, and increased selling prices of $83 million due to the pass through of higher resin costs. The organic volume growth was primarily due to organic growth investments and higher demand in our advantaged health and hygiene products as the result of COVID-19.

The operating income increase is primarily attributed to a $12 million impact from the organic volume growth and a $31 million favorable impact from price cost spread and product mix.

Engineered Materials

The net sales growth in the Engineered Materials segment is primarily attributed to increased selling prices of $69 million due to the pass through of higher resin costs, organic volume growth of 3 percent, and a $15 million favorable impact from foreign currency changes, partially offset by prior quarter divestiture sales of $43 million.

The operating income decrease is primarily attributed to a $10 million negative impact from price cost spread and prior quarter divestiture operating income.

Cash Flow

Our cash flow from operating activities increased slightly to $323 million for the March 2021 quarter compared to $315 million in the prior year quarter. The Company’s cash flow from operating activities and free cash flow for the four quarters ended April 3, 2021, were $1,635 million and $951 million, respectively.

Balance Sheet and Liquidity

Our total debt less cash and cash equivalents at the end of the March 2021 quarter was $9,039 million. Adjusted EBITDA for the four quarters ended April 3, 2021, was $2,288 million. Our financial profile remains solid, as we have a strong liquidity position with $843 million of cash at the end of the quarter, as well as an undrawn $850 million asset-based line of credit representing nearly $1.7 billion of liquidity.

Bond Offering and Note Redemptions

In January 2021, we issued $800 million aggregate principal amount of 0.95 percent first priority senior secured notes due 2024, the proceeds from which were used to prepay a portion of our term loan debt. In February 2021, we issued an additional $775 million aggregate principal amount of our existing 1.57 percent first priority senior secured notes due 2026, the proceeds from which were used to prepay a portion of our term loan debt.

Fiscal 2021 Guidance

Given our continued strength through the first half of the year and stable demand outlook across our business, we are increasing our organic volume growth assumption for fiscal 2021 to 5 percent. This includes low single digit growth in the back half of this fiscal year, building on last year’s strong performance, and all supported by our robust and growing pipeline, increased level of capital expenditures, and the positive trends and momentum we are seeing in each of our businesses. Given the continued strength in our pipeline, we are raising our capital expenditures spending expectation by $50 million this year to support incremental growth projects. Additionally we are increasing our operating EBITDA guidance by $50 million from the mid-point of our previous guidance provided in February to now $2.25 billion. We have included a negative impact from inflation and the associated timing lag in passing through inflationary costs. We expect the majority of the impact from the recent unprecedented increases in resin prices in the United States, to impact our results in the June 2021 quarter. Though, we expect this lag will be largely offset in the June quarter from continued favorable product mix. The guidance also assumes that both of these factors dissipate in the September quarter. As a result, we expect Operating EBITDA in the back-half of the year to be split relatively evenly between the June and September quarters and will be similar with the second half prior year results when adjusted for our recent divestitures and the COVID-19 related mix benefits. We are proud of the continued strong execution by our team as the unprecedented resin inflation experienced in fiscal 2021 has been more than offset by volume growth and productivity. Free cash flow will remain in the range of $875 to $975 million. The range of free cash flow includes $1.575 to $1.675 billion of cash flow from operations, partially offset by capital expenditures of $700 million. We also continue to anticipate further strengthening our balance sheet and expect to be in our targeted range by the end of fiscal 2021.

Investor Conference Call

The Company will host a conference call today, May 4, 2021, at 10 a.m. U.S. Eastern Time to discuss our second fiscal quarter 2021 results. The telephone number to access the conference call is (800) 305-1078 (domestic), or (703) 639-1173 (international), conference ID 8789045. We expect the call to last approximately one hour. Interested parties are invited to listen to a live webcast and view the accompanying slidesby visiting the Company’s Investor page at www.berryglobal.com. A replay of the conference call can also be accessed on the Investor page of the website beginning May 4, 2021, at 1 p.m. U.S. Eastern Time, to May 18, 2021, by calling (855) 859-2056 (domestic), or (404) 537-3406 (international), access code 8789046.

About Berry

At Berry Global Group, Inc. (NYSE:BERY), we create innovative packaging and engineered products that we believe make life better for people and the planet. We do this every day by leveraging our unmatched global capabilities, sustainability leadership, and deep innovation expertise to serve customers of all sizes around the world. Harnessing the strength in our diversity and industry leading talent of 47,000 global employees across more than 295 locations, we partner with customers to develop, design, and manufacture innovative products with an eye toward the circular economy. The challenges we solve and the innovations we pioneer benefit our customers at every stage of their journey. For more information, visit our website at www.berryglobal.com.

Non-GAAP Financial Measures and Estimates

This press release includes non-GAAP financial measures such as operating EBITDA, Adjusted EBITDA, Adjusted net income, and free cash flow. A reconciliation of these non-GAAP financial measures to comparable measures determined in accordance with accounting principles generally accepted in the United States of America (GAAP) is set forth at the end of this press release. Information reconciling forward-looking operating EBITDA is not provided because such information is not available without unreasonable effort due to the high variability, complexity, and low visibility with respect to certain Items, including debt refinancing activity or other non-comparable items. These items are uncertain, depend on various factors, and could be material to our results computed in accordance with U.S. GAAP. Our estimates of the impact of COVID-19 are based on product mix and prior internal sales estimates compared to actual sales.

Forward Looking Statements

Statements in this release that are not historical, including statements relating to the expected future performance of the Company, are considered “forward looking” within the meaning of the federal securities laws and are presented pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements because they contain words such as “believes,” “expects,” “may,” “will,” “should,” “would,” “could,” “seeks,” “approximately,” “intends,” “plans,” “projects,” “estimates,” “projects,” “outlook,” “anticipates” or “looking forward,” or similar expressions that relate to our strategy, plans, intentions, or expectations. All statements we make relating to our estimated and projected earnings, margins, costs, expenditures, cash flows, growth rates, and financial results or to our expectations regarding future industry trends are forward-looking statements. In addition, we, through our senior management, from time to time make forward-looking public statements concerning our expected future operations and performance and other developments. These forward-looking statements are subject to risks and uncertainties that may change at any time, and, therefore, our actual results may differ materially from those that we expected. We derive many of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect our actual results.

Important factors that could cause actual results to differ materially from our expectations, which we refer to as cautionary statements, are disclosed under “Risk Factors” and elsewhere in our Annual Report on Form 10-K and subsequent filings with the Securities and Exchange Commission, including, without limitation, in conjunction with the forward-looking statements included in this press release. All forward-looking information and subsequent written and oral forward-looking statements attributable to us, or to persons acting on our behalf, are expressly qualified in their entirety by the cautionary statements. Some of the factors that we believe could affect our results include: (1) risks associated with our substantial indebtedness and debt service; (2) changes in prices and availability of resin and other raw materials and our ability to pass on changes in raw material prices to our customers on a timely basis; (3) risks related to acquisitions or divestitures and integration of acquired businesses and their operations, and realization of anticipated cost savings and synergies; (4) risks related to international business, including as a result of the RPC transaction, including foreign currency exchange rate risk and the risks of compliance with applicable export controls, sanctions, anti-corruption laws and regulations; (5) uncertainty regarding the United Kingdom’s withdrawal from the European Union and the outcome of future arrangements between the United Kingdom and the European Union; (6) reliance on unpatented proprietary know-how and trade secrets; (7) the phase-out of the London Interbank Offered Rate (LIBOR), or the replacement of LIBOR with a different reference rate or modification of the method used to calculate LIBOR, which may adversely affect interest rates; (8) increases in the cost of compliance with laws and regulations, including environmental, safety, anti-plastic legislation, production, and product laws and regulations; (9) employee shutdowns or strikes or the failure to renew effective bargaining agreements; (10) risks related to disruptions in the overall economy and the financial markets that may adversely impact our business, including as a result of the COVID-19 pandemic; (11) risk of catastrophic loss of one of our key manufacturing facilities, natural disasters, and other unplanned business interruptions; (12) risks related to the failure of, inadequacy of, or attacks on our information technology systems and infrastructure; (13) risks related to market acceptance of our developing technologies and products; (14) general business and economic conditions, particularly an economic downturn; (15) risks that our restructuring programs may entail greater implementation costs or result in lower cost savings than anticipated; (16) ability of our insurance to fully cover potential exposures; (17) risks related to future write-offs of substantial goodwill; (18) risks of competition, including foreign competition, in our existing and future markets; (19) new legislation or new regulations and the Company’s corresponding interpretations of either may affect our business and consolidated financial condition and results of operations; (20) risks related to the impact of travel and safety restrictions related to the COVID-19 pandemic, including on our internal controls over financial reporting and the ongoing process of implementing standardized internal control procedures within the recently acquired RPC business; and (21) the other factors discussed in the section titled “Risk Factors” in our Annual Report on Form 10-K and subsequent filings with the Securities and Exchange Commission. We caution you that the foregoing list of important factors may not contain all of the material factors that are important to you. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained herein may not in fact occur. Accordingly, readers should not place undue reliance on those statements. All forward-looking statements are based upon information available to us on the date hereof. All forward-looking statements are made only as of the date hereof and we undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

Berry Global Group, Inc.
Consolidated Statements of Income
(Unaudited)
(in millions of dollars, except per share data amounts)

	Quarterly Period Ended				Two Quarterly Periods Ended
	April 3, 2021		March 28, 2020		April 3, 2021		March 28, 2020

Net sales	$	3,370	$	2,975	$	6,506	$	5,791
Costs and expenses:
Cost of goods sold		2,706		2,391		5,224		4,687
Selling, general and administrative		220		204		461		433
Amortization of intangibles		73		77		147		152
Restructuring and transaction activities		38		19		37		36
Operating income		333		284		637		483

Other expense, net		6		—		31		13
Interest expense, net		84		111		181		229
Income before income taxes		243		173		425		241
Income tax expense		62		47		114		68
Net income	$	181	$	126	$	311	$	173

Net income per share:
Basic	$	1.35	$	0.95	$	2.32	$	1.31
Diluted		1.32		0.94		2.28		1.29

Outstanding weighted-average shares: (in millions)
Basic		134.3		132.4		133.9		132.4
Diluted		136.8		134.1		136.6		134.2

Berry Global Group, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(in millions of dollars)

	April 3, 2021		September 26, 2020
Assets:
Cash and cash equivalents	$	843	$	750
Accounts receivable, net		1,682		1,469
Inventories		1,560		1,268
Other current assets		230		330
Property, plant, and equipment, net		4,675		4,561
Goodwill, intangible assets, and other long-term assets		8,273		8,323
Total assets	$	17,263	$	16,701

Liabilities and Stockholders’ Equity:
Current liabilities, excluding debt	$	2,438	$	2,108
Current and long-term debt		9,882		10,237
Other long-term liabilities		2,297		2,264
Stockholders’ equity		2,646		2,092
Total liabilities and stockholders’ equity	$	17,263	$	16,701

Berry Global Group, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(in millions of dollars)

	Two Quarterly Periods Ended
	April 3, 2021			March 28, 2020

Cash flows from operating activities:
Net cash from operating activities		638			533

Cash flows from investing activities:
Additions to property, plant, and equipment, net		(364	)		(263	)
Divestiture of businesses		143			—
Settlement of net investment hedges		—			246
Other investing activities		—			(10	)
Net cash from investing activities		(221	)		(27	)

Cash flows from financing activities:
Repayments on long-term borrowings		(2,683	)		(1,484	)
Proceeds from long-term borrowings		2,316			1,202
Proceeds from issuance of common stock		39			3
Debt financing costs		(16	)		(17	)
Net cash from financing activities		(344	)		(296	)
Effect of currency translation on cash		20			(7	)
Net change in cash and cash equivalents		93			203
Cash and cash equivalents at beginning of period		750			750
Cash and cash equivalents at end of period	$	843		$	953

Berry Global Group, Inc.
Condensed Consolidated Financial Statements
Segment Information
(Unaudited)
(in millions of dollars)

	Quarterly Period Ended April 3, 2021
	Consumer Packaging – International		Consumer Packaging- North America		Health, Hygiene & Specialties		Engineered Materials		Total
Net sales	$	1,060	$	731	$	781	$	798	$	3,370

Operating income	$	59	$	77	$	114	$	83	$	333
Depreciation and amortization		87		54		42		29		212
Restructuring and transaction activities ⁽¹⁾		38		—		—		—		38
Other non-cash charges ⁽²⁾		2		2		1		2		7
Operating EBITDA	$	186	$	133	$	157	$	114	$	590

	Quarterly Period Ended March 28, 2020
	Consumer Packaging – International		Consumer Packaging – North America		Health, Hygiene & Specialties		Engineered Materials		Total
Net sales	$	970	$	633	$	644	$	728	$	2,975

Operating income	$	53	$	69	$	66	$	96	$	284
Depreciation and amortization		79		60		46		28		213
Restructuring and transaction activities ⁽¹⁾		14		3		1		1		19
Other non-cash charges ⁽²⁾		20		1		—		2		23
Operating EBITDA	$	166	$	133	$	113	$	127	$	539

(1)		The current quarter primarily includes a loss on the sale of a divested businesses along with transaction activity costs related to the RPC acquisition. The prior year quarter primarily includes transaction activity costs related to the RPC acquisition.
(2)		Other non-cash charges for the March 2021 quarter primarily include stock compensation expense of $7 million. The prior year quarter primarily includes a $19 million inventory step-up related to the RPC acquisition and $5 million of stock compensation expense.

Berry Global Group, Inc.
Reconciliation Schedules
(Unaudited)
(in millions of dollars, except per share data)

	Quarterly Period Ended						Four Quarters Ended
	April 3, 2021			March 28, 2020			April 3, 2021

Net income	$	181		$	126		$	712
Add: other expense, net		6			—			49
Add: interest expense, net		84			111			387
Add: income tax expense		62			47			200
Operating income	$	333		$	284		$	1,348

Add: non-cash amortization from 2006 private sale		6			6			24
Add: restructuring and transaction activities ⁽¹⁾		38			19			63
Add: other non-cash charges ⁽²⁾		7			23			42
Adjusted operating income ⁽⁷⁾	$	384		$	332		$	1,477

Add: depreciation		139			136			548
Add: amortization of intangibles ⁽³⁾		67			71			271
Operating EBITDA ⁽⁷⁾	$	590		$	539		$	2,296

Add: unrealized synergies and divestiture ⁽⁴⁾								(8	)
Adjusted EBITDA ⁽⁷⁾							$	2,288

Cash flow from operating activities							$	1,635
Net additions to property, plant, and equipment								(684	)
Free cash flow ⁽⁷⁾							$	951

Net income per diluted share	$	1.32		$	0.94
Other expense, net		0.04			—
Non-cash amortization from 2006 private sale		0.04			0.05
Restructuring and transaction activities		0.28			0.14
Other non-cash charges ⁽⁵⁾		—			0.14
Income tax impact on items above ⁽⁶⁾		(0.09	)		(0.08	)
Adjusted net income per diluted share ⁽⁷⁾	$	1.59		$	1.19

	Estimated Fiscal 2021
Cash flow from operating activities	$1,575 – $1,675
Additions to property, plant, and equipment	(700)
Free cash flow ⁽⁷⁾	$875 – $975

⁽¹⁾		The current quarter primarily includes a loss on the sale of divested businesses along with transaction activity costs related to the RPC acquisition. The prior year quarter primarily includes transaction activity costs related to the RPC acquisition.
⁽²⁾		Other non-cash charges for the March 2021 quarter primarily include stock compensation expense of $7 million. The prior year quarter primarily includes a $19 million inventory step-up related to the RPC acquisition and $5 million of stock compensation expense.
⁽³⁾		Amortization excludes non-cash amortization from the 2006 private sale of $6 million, $6 million, and $24 million, for the March 2021 quarter, March 2020 quarter, and four quarters ended April 3, 2021, respectively.
⁽⁴⁾		Represents unrealized cost savings related to the RPC acquisition partially offset by earnings related to divestments.
⁽⁵⁾		Represents an adjustment for a $19 million inventory step-up charge related to the RPC acquisition in the prior year March 2020 quarter.
⁽⁶⁾		Income tax effects on adjusted net income is calculated using 25 percent for both the March 2021 and March 2020 quarters. The rates used represents the Company’s expected effective tax rate for each respective period.
⁽⁷⁾		Supplemental financial measures that are not required by, or presented in accordance with, accounting principles generally accepted in the United States (“GAAP”). These non-GAAP financial measures should not be considered as alternatives to operating or net income or cash flows from operating activities, in each case determined in accordance with GAAP. Organic sales growth excludes the impact of currency translation effects and acquisitions. These non-GAAP financial measures may be calculated differently by other companies, including other companies in our industry, limiting their usefulness as comparative measures. Berry’s management believes that adjusted net income and other non-GAAP financial measures are useful to our investors because they allow for a better period-over-period comparison of operating results by removing the impact of items that, in management’s view, do not reflect our core operating performance.

		We define “free cash flow” as cash flow from operating activities less additions to property, plant, and equipment. We believe free cash flow is useful to an investor in evaluating our liquidity because free cash flow and similar measures are widely used by investors, securities analysts, and other interested parties in our industry to measure a company’s liquidity. We also believe free cash flow is useful to an investor in evaluating our liquidity as it can assist in assessing a company’s ability to fund its growth through its generation of cash.

		Adjusted EBITDA is used by our lenders for debt covenant compliance purposes. We also use Adjusted EBITDA and Operating EBITDA among other measures to evaluate management performance and in determining performance-based compensation. Adjusted EBITDA and Operating EBITDA and similar measures are widely used by investors, securities analysts, and other interested parties in our industry to measure a company’s performance. We also believe EBITDA and Adjusted net income are useful to an investor in evaluating our performance without regard to revenue and expense recognition, which can vary depending upon accounting methods.

View source version on businesswire.com: https://www.businesswire.com/news/home/20210504005411/en/

Company Contact:

Dustin Stilwell, Head of Investor Relations

+1 (812) 306 2964

[email protected]

KEYWORDS: United States North America Indiana

INDUSTRY KEYWORDS: Manufacturing Other Manufacturing Packaging Engineering Chemicals/Plastics

MEDIA:

Logo