Market Newsdesk

May 4, 2021 7:04 am

Malibu Boats, Inc. Announces Record Third Quarter Fiscal 2021 Results

Fiscal Third Quarter 2021 Highlights Compared to Fiscal Third Quarter 2020:

Net sales increased 49.8% to $273.2 million
Unit volume increased 36.6%
Gross profit increased 57.1% to $72.0 million
Net income increased 47.2% to $35.1 million
Adjusted EBITDA increased 56.7% to $57.0 million
Net income available to Class A Common Stock per share (diluted) increased 47.7% to $1.61 per share
Adjusted fully distributed net income per share increased 61.1% to $1.82 per share on a fully distributed weighted average share count of 21.7 million shares of Class A Common Stock

LOUDON, Tenn., May 04, 2021 (GLOBE NEWSWIRE) — Malibu Boats, Inc. (Nasdaq: MBUU) today announced its financial results for the third quarter ended March 31, 2021.

“We delivered a record-setting third quarter and the best quarter in company history from both a revenue and earnings perspective. This would have been true even without the addition of Maverick Boat Group this quarter. Our results continue to showcase the agility of our team and the strength of our flexible business model, as we posted production levels for Malibu and Pursuit that significantly exceeded historical levels and the fourth best production month ever for Maverick in March. While we have expertly navigated COVID-related supply chain constraints, disruptions resulting from the Texas storms and Kansas freeze allowed our operational excellence and versatility to shine through,” commented Jack Springer, Chief Executive Officer of Malibu Boats, Inc. “Maverick is proving to be another home run, and a perfect fit within our Malibu family of brands. We have just begun our proven process of improvement with Maverick and there are many opportunities for growth to come. Further, robust demand for our larger, newer boats has endured, supporting substantial growth and earnings power. We are optimistic that these tailwinds will remain elevated well beyond calendar year 2021.”

“As we continue to navigate through an ever-changing macro-economic landscape, I am incredibly proud of our team, who day in and day out remain laser-focused on superior execution and living the values of our Company to ensure we bring our customers industry-leading new product innovation. We look forward to leveraging these catalysts for growth as we conclude our fiscal year 2021, and continue to deliver value for our shareholders,” concluded Mr. Springer.

Fiscal Third Quarter 2021 Results (Unaudited)

	Three Months Ended March 31,						Nine Months Ended March 31,
	2021			2020			2021			2020
	(Dollars In Thousands)
Net Sales	$	273,162		$	182,310		$	649,793		$	534,502
Gross Profit	$	72,028		$	45,849		$	167,258		$	125,718
Gross Profit Margin	26.4		%	25.1		%	25.7		%	23.5		%
Net Income	$	35,135		$	23,866		$	79,320		$	58,146
Net Income Margin	12.9		%	13.1		%	12.2		%	10.8		%
Adjusted EBITDA	$	57,023		$	36,399		$	132,483		$	95,464
Adjusted EBITDA Margin	20.9		%	20.0		%	20.4		%	17.9		%

Net sales for the three months ended March 31, 2021 increased $90.9 million, or 49.8%, to $273.2 million as compared to the three months ended March 31, 2020. The increase in net sales was driven primarily by a favorable model mix in our Malibu and Cobalt segments and increased unit volumes in our Malibu and Saltwater Fishing segments due mostly to our acquisition of Maverick Boat Group on December 31, 2020. Unit volume for the three months ended March 31, 2021, increased 658 units, or 36.6%, to 2,454 units as compared to the three months ended March 31, 2020. Our unit volume increased primarily due to strong demand at our Malibu segment and additional volume in Saltwater Fishing due mostly to our acquisition of Maverick Boat Group but also supported by robust growth at Pursuit. The increase in unit volumes was constrained by the impact of severe weather on our Cobalt operations and our supply chain’s operations.

Net sales attributable to our Malibu segment increased $35.5 million, or 34.6%, to $138.0 million for the three months ended March 31, 2021, compared to the three months ended March 31, 2020. Unit volumes attributable to our Malibu segment increased 246 units for the three months ended March 31, 2021, compared to the three months ended March 31, 2020. The increase in net sales was driven primarily by increased volume, strong demand for our new, larger models and optional features.

Net sales attributable to our Cobalt segment increased $9.2 million, or 20.0%, to $55.3 million for the three months ended March 31, 2021, compared to the three months ended March 31, 2020. Unit volumes attributable to Cobalt decreased 17 units for the three months ended March 31, 2021 compared to the three months ended March 31, 2020. The increase in net sales was driven by a favorable product mix of our Cobalt models impacting net sales per unit, offset by lower volume. Our unit volumes for our Cobalt segment decreased during the three months ended March 31, 2021 as a result of weather related shutdowns of our operations and suppliers’ operations.

Net sales attributable to our Saltwater Fishing segment increased $46.2 million, or 137.2%, to $79.9 million, for the three months ended March 31, 2021, compared to the three months ended March 31, 2020. Unit volume increased 429 units for the three months ended March 31, 2021 compared to the three months ended March 31, 2020. The increase in net sales was driven primarily by the increased volumes due to the acquisition of Maverick Boat Group on December 31, 2020.

Overall consolidated net sales per unit increased 9.7% to $111,313 per unit for the three months ended March 31, 2021, compared to the three months ended March 31, 2020. Net sales per unit for our Malibu segment increased 10.6% to $99,658 per unit for the three months ended March 31, 2021, compared to the three months ended March 31, 2020, driven by higher sales of new, more expensive models and optional features. Net sales per unit for our Cobalt segment increased 24.1% to $109,615 per unit for the three months ended March 31, 2021, compared to the three months ended March 31, 2020, driven by higher sales of larger, more expensive models. Net sales per unit for our Saltwater Fishing segment decreased 42.9% to $141,396 per unit for the three months ended March 31, 2021 driven primarily by mix of models due mostly to the acquisition of Maverick Boat Group on December 31, 2020.

Cost of sales for the three months ended March 31, 2021 increased $64.7 million, or 47.4%, to $201.1 million as compared to the three months ended March 31, 2020. The increase in cost of sales was driven by higher costs related to higher net sales in all our segments. In the Malibu segment, higher per unit material and labor costs contributed $19.8 million to the increase in cost of sales and were driven by an increased mix of larger product that corresponded with higher net sales per unit. In the Cobalt segment, higher per unit material and labor costs contributed $6.3 million to the increase in cost of sales and were driven by an increased mix of larger product that corresponded with higher net sales per unit. Within our Saltwater Fishing segment, higher volumes, primarily related to the acquisition of Maverick Boat Group, drove $34.0 million of increase in cost of sales which was also modestly impacted by higher per unit costs.

Gross profit for the three months ended March 31, 2021 increased $26.2 million, or 57.1%, to $72.0 million compared to the three months ended March 31, 2020. The increase in gross profit was driven primarily by higher sales revenue with a more favorable product mix partially offset by the increased cost of sales for the reasons noted above. Gross margin for the three months ended March 31, 2021 increased 130 basis points from 25.1% to 26.4%.

Selling and marketing expenses for the three months ended March 31, 2021 increased $0.1 million, or 2.1% to $4.7 million compared to the three months ended March 31, 2020. The increase was driven primarily by incremental selling and marketing expenses from the acquisition of Maverick Boat Group offset by decreased travel and promotional events due mostly to restrictions imposed by COVID-19. As a percentage of sales, selling and marketing expenses decreased 80 basis points compared to the same period in the prior fiscal year. General and administrative expenses for the three months ended March 31, 2021, increased $8.8 million, or 90.8%, to $18.4 million as compared to the three months ended March 31, 2020 driven primarily by acquisition and integration related costs, compensation, higher legal expenses related to intellectual property litigation and incremental general and administrative expenses due to the acquisition of Maverick Boat Group. As a percentage of sales, general and administrative expenses increased 140 basis points to 6.7% for the three months ended March 31, 2021 compared to the three months ended March 31, 2020. Amortization expense for the three months ended March 31, 2021 increased $0.6 million, or 39.5% to $2.1 million compared to the three months ended March 31, 2020. The increase is due to amortization of intangibles acquired as part of the acquisition of Maverick Boat Group on December 31, 2020.

Operating income for the third quarter of fiscal year 2021 increased to $46.9 million from $30.1 million in the third quarter of fiscal year 2020. Net income for the third quarter of fiscal year 2021 increased 47.2% to $35.1 million from $23.9 million and net income margin decreased to 12.9% from 13.1% in the third quarter of fiscal year 2020. Adjusted EBITDA in the third quarter of fiscal year 2021 increased 56.7% to $57.0 million from $36.4 million, while Adjusted EBITDA margin increased to 20.9% from 20.0% in the third quarter of fiscal year 2020.

Fiscal 2021 Guidance

For the fiscal full year 2021, Malibu anticipates revenue growth approaching 38% year-over-year and Adjusted EBITDA margins of approximately 20.5%.

The Company has not provided reconciliations of guidance for Adjusted EBITDA margin, in reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K. The Company is unable, without unreasonable efforts, to forecast certain items required to develop meaningful comparable GAAP financial measures. These items include acquisition and integration related expenses, costs related to the Company’s vertical integration initiatives and litigation expenses that are difficult to predict in advance in order to include in a GAAP estimate.

Conference Call and Webcast

The Company will host a webcast and conference call to discuss third quarter of fiscal year 2021 results on Tuesday, May 4, 2021, at 8:30 a.m. Eastern Time. Investors and analysts can participate on the conference call by dialing (855) 433-0928 or (484) 756-4263 and using Conference ID #7199253. Alternatively, interested parties can listen to a live webcast of the conference call by logging on to the Investor Relations section on the Company’s website at http://investors.malibuboats.com. A replay of the webcast will also be archived on the Company’s website for twelve months.

About Malibu Boats, Inc.

Based in Loudon, Tennessee, Malibu Boats, Inc. (MBUU) is a leading designer, manufacturer and marketer of a diverse range of recreational powerboats, including performance sport, sterndrive and outboard boats. Malibu Boats, Inc. is the market leader in the performance sport boat category through its Malibu and Axis boat brands, the leader in the 20’ – 40’ segment of the sterndrive boat category through its Cobalt brand, and in a leading position in the saltwater fishing boat market with its Pursuit and Cobia offshore boats and Pathfinder, Maverick, and Hewes flats and bay boat brands. A pre-eminent innovator in the powerboat industry, Malibu Boats, Inc. designs products that appeal to an expanding range of recreational boaters, fisherman and water sports enthusiasts whose passion for boating is a key component of their active lifestyles. For more information, visit www.malibuboats.com, www.axiswake.com, www.cobaltboats.com,www.pursuitboats.com, or www.maverickboatgroup.com.

Non-GAAP Financial Measures

This release includes the following financial measures defined as non-GAAP financial measures by the Securities and Exchange Commission: Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Fully Distributed Net Income and Adjusted Fully Distributed Net Income per Share. These measures have limitations as analytical tools and should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with U.S. generally accepted accounting principles (“GAAP”) or as an indicator of our liquidity. Our presentation of these non-GAAP financial measures should also not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Our computations of these non-GAAP financial measures may not be comparable to other similarly titled measures of other companies.

We define Adjusted EBITDA as net income before interest expense, income taxes, depreciation, amortization and non-cash, non-recurring or non-operating expenses, including certain professional fees, acquisition and integration-related expenses, non-cash compensation expense, expenses related to interruption to our engine supply during the labor strike by United Auto Workers (“UAW”) against General Motors and adjustments to our tax receivable agreement liability. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by net sales. Adjusted EBITDA and Adjusted EBITDA Margin are not measures of net income as determined by GAAP. Management believes Adjusted EBITDA and Adjusted EBITDA Margin allow investors to evaluate our operating performance and compare our results of operations from period to period on a consistent basis by excluding items that management does not believe are indicative of core operating performance. Management uses Adjusted EBITDA to assist in highlighting trends in our operating results without regard to our financing methods, capital structure, and non-recurring or non-operating expenses. We exclude the items listed above from net income in arriving at Adjusted EBITDA because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures, the methods by which assets were acquired and other factors.

Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historical costs of depreciable assets.

We define Adjusted Fully Distributed Net Income as net income attributable to Malibu Boats, Inc. (i) excluding income tax expense, (ii) excluding the effect of non-recurring or non-cash items, (iii) assuming the exchange of all LLC units into shares of Class A Common Stock, which results in the elimination of non-controlling interest in Malibu Boats Holdings, LLC (the “LLC”), and (iv) reflecting an adjustment for income tax expense on fully distributed net income before income taxes at our estimated effective income tax rate. Adjusted Fully Distributed Net Income is a non-GAAP financial measure because it represents net income attributable to Malibu Boats, Inc., before non-recurring or non-cash items and the effects of non-controlling interests in the LLC. We use Adjusted Fully Distributed Net Income to facilitate a comparison of our operating performance on a consistent basis from period to period that, when viewed in combination with our results prepared in accordance with GAAP, provides a more complete understanding of factors and trends affecting our business than GAAP measures alone. We believe Adjusted Fully Distributed Net Income assists our board of directors, management and investors in comparing our net income on a consistent basis from period to period because it removes non-cash or non-recurring items, and eliminates the variability of non-controlling interest as a result of member owner exchanges of LLC units into shares of Class A Common Stock. In addition, because Adjusted Fully Distributed Net Income is susceptible to varying calculations, the Adjusted Fully Distributed Net Income measures, as presented in this release, may differ from and may, therefore, not be comparable to similarly titled measures used by other companies.

A reconciliation of our net income as determined in accordance with GAAP to Adjusted EBITDA and the numerator and denominator for our net income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per share of Class A Common Stock is provided under “Reconciliation of Non-GAAP Financial Measures”.

Cautionary Statement Concerning Forward Looking Statements

This press release includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can be identified by such words and phrases as “believes,” “anticipates,” “expects,” “intends,” “estimates,” “may,” “will,” “should,” “continue” and similar expressions, comparable terminology or the negative thereof, and includes statements in this press release regarding our expectations for fiscal year 2021; our expectations for opportunities for growth and demand for our products, including beyond calendar year 2021; and our ability to continue to deliver value for our shareholders.

Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including, but not limited to: the effects of the COVID-19 pandemic on us; general industry, economic and business conditions; our ability to grow our business through acquisitions and integrate such acquisitions to fully realize their expected benefits, including our recent acquisition of Maverick Boat Group; our reliance on our network of independent dealers and increasing competition for dealers; our large fixed cost base; intense competition within our industry; increased consumer preference for used boats or the supply of new boats by competitors in excess of demand; the successful introduction of new products; our ability to execute our manufacturing strategy successfully; the success of our engines integration strategy; and other factors affecting us detailed from time to time in our filings with the Securities and Exchange Commission. Many of these risks and uncertainties are outside our control, and there may be other risks and uncertainties which we do not currently anticipate because they relate to events and depend on circumstances that may or may not occur in the future. Although we believe that the expectations reflected in any forward-looking statements are based on reasonable assumptions at the time made, we can give no assurance that our expectations will be achieved. Undue reliance should not be placed on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation (and we expressly disclaim any obligation) to update or supplement any forward-looking statements that may become untrue because of subsequent events, whether because of new information, future events, changes in assumptions or otherwise. Comparison of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

Malibu Boats, Inc.

Wayne Wilson
Chief Financial Officer
(865) 458-5478
[email protected]

MALIBU BOATS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)

(In thousands, except share and per share data)

	Three Months Ended March 31,						Nine Months Ended March 31,
	2021			2020			2021			2020
Net sales	$	273,162		$	182,310		$	649,793		$	534,502
Cost of sales	201,134			136,461			482,535			408,784
Gross profit	72,028			45,849			167,258			125,718
Operating expenses:
Selling and marketing	4,667			4,572			12,280			14,304
General and administrative	18,402			9,643			45,092			30,389
Amortization	2,094			1,501			5,142			4,622
Operating income	46,865			30,133			104,744			76,403
Other (income) expense, net:
Other income, net	(7		)	(1,660		)	(29		)	(1,679		)
Interest expense	796			940			1,797			3,064
Other (income) expense, net	789			(720		)	1,768			1,385
Income before provision for income taxes	46,076			30,853			102,976			75,018
Provision for income taxes	10,941			6,987			23,656			16,872
Net income	35,135			23,866			79,320			58,146
Net income attributable to non-controlling interest	1,339			1,088			3,206			2,787
Net income attributable to Malibu Boats, Inc.	$	33,796		$	22,778		$	76,114		$	55,359

Comprehensive income:
Net income	$	35,135		$	23,866		$	79,320		$	58,146
Other comprehensive income (loss):
Change in cumulative translation adjustment	(262		)	(2,078		)	1,790			(2,086		)
Other comprehensive income (loss)	(262		)	(2,078		)	1,790			(2,086		)
Comprehensive income	34,873			21,788			81,110			56,060
Less: comprehensive income attributable to non-controlling interest	1,329			993			3,282			2,692
Comprehensive income attributable to Malibu Boats, Inc.	$	33,544		$	20,795		$	77,828		$	53,368

Weighted average shares outstanding used in computing net income per share:
Basic	20,799,405			20,630,741			20,722,339			20,684,034
Diluted	21,032,360			20,775,108			20,939,927			20,827,958
Net income available to Class A Common Stock per share:
Basic	$	1.62		$	1.11		$	3.67		$	2.68
Diluted	$	1.61		$	1.09		$	3.63		$	2.66

MALIBU BOATS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets (Unaudited)

(In thousands, except share and per share data)

	March 31, 2021			June 30, 2020
Assets
Current assets
Cash	$	42,993		$	33,787
Trade receivables, net	36,918			13,767
Inventories, net	115,712			72,946
Prepaid expenses and other current assets	5,279			3,954
Total current assets	200,902			124,454
Property, plant and equipment, net	123,988			94,310
Goodwill	101,126			51,273
Other intangible assets, net	237,493			139,892
Deferred tax asset	49,208			52,935
Other assets	17,549			14,482
Total assets	$	730,266		$	477,346
Liabilities
Current liabilities
Current maturities of long-term obligations	$	4,250		$	—
Accounts payable	40,596			15,846
Accrued expenses	75,606			50,485
Income taxes and tax distribution payable	4,585			243
Payable pursuant to tax receivable agreement, current portion	3,589			3,589
Total current liabilities	128,626			70,163
Deferred tax liabilities	28,177			14
Other liabilities	20,518			16,727
Payable pursuant to tax receivable agreement, less current portion	48,150			46,076
Long-term debt	159,190			82,839
Total liabilities	384,661			215,819

Stockholders’ Equity
Class A Common Stock, par value $0.01 per share, 100,000,000 shares authorized; 20,844,019 shares issued and outstanding as of March 31, 2021; 20,595,969 issued and outstanding as of June 30, 2020	207			204
Class B Common Stock, par value $0.01 per share, 25,000,000 shares authorized; 11 shares issued and outstanding as of March 31, 2021; 15 shares issued and outstanding as of June 30, 2020	—			—
Preferred Stock, par value $0.01 per share; 25,000,000 shares authorized; no shares issued and outstanding as of March 31, 2021 and June 30, 2020	—			—
Additional paid in capital	109,692			103,797
Accumulated other comprehensive loss	(1,342		)	(3,132		)
Accumulated earnings	229,825			153,711
Total stockholders’ equity attributable to Malibu Boats, Inc.	338,382			254,580
Non-controlling interest	7,223			6,947
Total stockholders’ equity	345,605			261,527
Total liabilities and stockholders’ equity	$	730,266		$	477,346

MALIBU BOATS, INC. AND SUBSIDIARIES

Reconciliation of Non-GAAP Financial Measures

Reconciliation of Net Income to Non-GAAP Adjusted EBITDA (Unaudited):

The following table sets forth a reconciliation of net income as determined in accordance with GAAP to Adjusted EBITDA and presentation of Net Income Margin and Adjusted EBITDA Margin for the periods indicated (dollars in thousands):

	Three Months Ended March 31,						Nine Months Ended March 31,
	2021			2020			2021			2020
Net income	$	35,135		$	23,866		$	79,320		$	58,146
Provision for income taxes	10,941			6,987			23,656			16,872
Interest expense	796			940			1,797			3,064
Depreciation	4,130			2,938			11,215			9,040
Amortization	2,094			1,501			5,142			4,622
Professional fees ¹	948			124			3,186			500
Acquisition and integration related expenses ²	1,530			—			4,107			—
Stock-based compensation expense ³	1,449			816			4,060			2,306
UAW strike impact ⁴	—			877			—			2,564
Adjustments to tax receivable agreement liability⁵	—			(1,650		)	—			(1,650		)
Adjusted EBITDA	$	57,023		$	36,399		$	132,483		$	95,464
Net Sales	$	273,162		$	182,310		$	649,793		$	534,502
Net Income Margin ⁶	12.9		%	13.1		%	12.2		%	10.8		%
Adjusted EBITDA Margin ⁶	20.9		%	20.0		%	20.4		%	17.9		%

(1	)	Represents legal and advisory fees related to our litigation with Skier’s Choice, Inc.
(2	)	For the three months and nine months ended March 31, 2021, represents legal and advisory fees incurred in connection with our acquisition of Maverick Boat Group on December 31, 2020. Integration related expenses for the three and nine months ended March 31, 2021 include post-acquisition adjustments to cost of goods sold of $0.9 million for the fair value step up of inventory acquired from Maverick Boat Group, which was sold during the third quarter of fiscal 2021.
(3	)	Represents equity-based incentives awarded to key employees under the Malibu Boats, Inc. Long-Term Incentive Plan and profit interests issued under the previously existing limited liability company agreement of the LLC.
(4	)	For the three and nine months ended March 31, 2020, represents costs incurred in connection with interruption to our engine supply during the UAW strike against General Motors. We purchase engines from General Motors LLC that we then prepare for marine use for our Malibu and Axis boats. During the UAW strike, General Motors suspended delivery of engine blocks to us and we incurred costs by entering into purchase agreements with two suppliers for additional engines to supplement our inventory of engine blocks for Malibu and Axis boats.
(5	)	For the three and nine months ended March 31, 2020 we recognized other income from an adjustment in our tax receivable agreement liability as a result of a decrease in the estimated tax rate used in computing our future tax obligations and in turn, a decrease in the future tax benefit we expect to pay under our tax receivable agreement with pre-IPO owners.
(6	)	We calculate net income margin as net income divided by net sales and we define adjusted EBITDA margin as adjusted EBITDA divided by net sales.

Reconciliation of Non-GAAP Adjusted Fully Distributed Net Income (Unaudited):

The following table shows the reconciliation of the numerator and denominator for net income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per Share of Class A Common Stock for the periods presented (in thousands except share and per share data):

	Three Months Ended March 31,					Nine Months Ended March 31,
	2021		2020			2021		2020
Reconciliation of numerator for net income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per Share of Class A Common Stock:
Net income attributable to Malibu Boats, Inc.	$	33,796	$	22,778		$	76,114	$	55,359
Provision for income taxes	10,941		6,987			23,656		16,872
Professional fees ¹	948		124			3,186		500
Acquisition and integration related expenses ²	3,170		1,053			7,894		3,200
Fair market value adjustment for interest rate swap ³	—		10			—		68
Stock-based compensation expense ⁴	1,449		816			4,060		2,306
UAW strike impact ⁵	—		877			—		2,564
Adjustments to tax receivable agreement liability ⁶	—		(1,650		)	—		(1,650		)
Net income attributable to non-controlling interest ⁷	1,339		1,088			3,206		2,787
Fully distributed net income before income taxes	51,643		32,083			118,116		82,006
Income tax expense on fully distributed income before income taxes ⁸	12,187		7,539			27,875		19,271
Adjusted fully distributed net income	$	39,456	$	24,544		$	90,241	$	62,735

	Three Months Ended March 31,				Nine Months Ended March 31,
	2021		2020		2021		2020
Reconciliation of denominator for net income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per Share of Class A Common Stock:
Weighted average shares outstanding of Class A Common Stock used for basic net income per share:		20,799,405		20,630,741		20,722,339		20,684,034
Adjustments to weighted average shares of Class A Common Stock:
Weighted-average LLC units held by non-controlling unit holders ⁹		643,292		805,822		686,407		822,042
Weighted-average unvested restricted stock awards issued to management ¹⁰		231,165		181,015		206,406		146,905
Adjusted weighted average shares of Class A Common Stock outstanding used in computing Adjusted Fully Distributed Net Income per Share of Class A Common Stock:		21,673,862		21,617,578		21,615,152		21,652,981

The following table shows the reconciliation of net income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per Share of Class A Common Stock for the periods presented:

	Three Months Ended March 31,						Nine Months Ended March 31,
	2021			2020			2021			2020
Net income available to Class A Common Stock per share	$	1.62		$	1.11		$	3.67		$	2.68
Impact of adjustments:
Provision for income taxes	0.53			0.34			1.14			0.82
Professional fees ¹	0.04			—			0.15			0.02
Acquisition and integration related expenses ²	0.15			0.05			0.38			0.15
Fair market value adjustment for interest rate swap ³	—			—			—			—
Stock-based compensation expense ⁴	0.07			0.04			0.20			0.11
UAW strike impact ⁵	—			0.04			—			0.12
Adjustment to tax receivable agreement liability ⁶	—			(0.08		)	—			(0.08		)
Net income attributable to non-controlling interest ⁷	0.06			0.05			0.15			0.13
Fully distributed net income per share before income taxes	2.47			1.55			5.69			3.95
Impact of income tax expense on fully distributed income before income taxes ⁸	(0.59		)	(0.37		)	(1.34		)	(0.94		)
Impact of increased share count ¹¹	(0.06		)	(0.05		)	(0.18		)	(0.12		)
Adjusted Fully Distributed Net Income per Share of Class A Common Stock	$	1.82		$	1.13		$	4.17		$	2.89

(1	)	Represents legal and advisory fees related to our litigation with Skier’s Choice, Inc.
(2	)	For the three and nine months ended March 31, 2021, represents legal and advisory fees incurred in connection with the acquisition of Maverick Boat Group and amortization of intangibles acquired in connection with the acquisition of Maverick Boat Group, Pursuit and Cobalt. Integration related expenses for the three and nine months ended March 31, 2021 include post-acquisition adjustments to cost of goods sold of $0.9 million for the fair value step up of inventory acquired from Maverick Boat Group, which was sold during the second quarter of fiscal 2021. For the three and nine months ended March 31, 2020, represents amortization of intangibles acquired in connection with the acquisition of Pursuit and Cobalt.
(3	)	Represents the change in the fair value of our interest rate swap entered into on July 1, 2015. The swap matured on March 31, 2020.
(4	)	Represents equity-based incentives awarded to certain of our employees under the Malibu Boats, Inc. Long-Term Incentive Plan and profit interests issued under the previously existing limited liability company agreement of the LLC.
(5	)	For the three and nine months ended March 31, 2020, represents costs incurred in connection with interruption to our engine supply during the UAW strike against General Motors. We purchase engines from General Motors LLC that we then prepare for marine use for our Malibu and Axis boats. During the UAW strike, General Motors suspended delivery of engine blocks to us and we incurred costs by entering into purchase agreements with two suppliers for additional engines to supplement our inventory of engine blocks for Malibu and Axis boats.
(6	)	For the three and nine months ended March 31, 2020, we recognized other income from an adjustment in our tax receivable agreement liability as a result of a decrease in the estimated tax rate used in computing our future tax obligations and in turn, a decrease in the future tax benefit we expect to pay under our tax receivable agreement with pre-IPO owners.
(7	)	Reflects the elimination of the non-controlling interest in the LLC as if all LLC members had fully exchanged their LLC Units for shares of Class A Common Stock.
(8	)	Reflects income tax expense at an estimated normalized annual effective income tax rate of 23.6% and 23.5% of income before income taxes for the three and nine month periods ended March 31, 2021 and 2020, respectively, assuming the conversion of all LLC Units into shares of Class A Common Stock. The estimated normalized annual effective income tax rate for fiscal year 2021 is based on the federal statutory rate plus a blended state rate adjusted for the research and development tax credit, the foreign derived intangible income deduction, and foreign income taxes attributable to our Australian subsidiary.
(9	)	Represents the weighted average shares outstanding of LLC Units held by non-controlling interests assuming they were exchanged into Class A Common Stock on a one-for-one basis.
(10	)	Represents the weighted average unvested restricted stock awards included in outstanding shares during the applicable period that were convertible into Class A Common Stock and granted to members of management.
(11	)	Reflects impact of increased share counts assuming the exchange of all weighted average shares outstanding of LLC Units into shares of Class A Common Stock and the conversion of all weighted average unvested restricted stock awards included in outstanding shares granted to members of management.

May 4, 2021 7:04 am

Cerevel Therapeutics Announces the Appointment of Scott M. Akamine as Chief Legal Officer

CAMBRIDGE, Mass., May 04, 2021 (GLOBE NEWSWIRE) — Cerevel Therapeutics, (Nasdaq: CERE), a company dedicated to unraveling the mysteries of the brain to treat neuroscience diseases, today announced the appointment of Scott M. Akamine as chief legal officer, effective May 24, 2021. An accomplished legal executive, Mr. Akamine brings significant healthcare and biopharmaceutical experience to the role. He joins Cerevel from AEON Biopharma, Inc., a privately-held biopharmaceutical company, where he served as general counsel and corporate secretary, overseeing legal and certain administrative functions, including business development, corporate governance, intellectual property, and compliance.

“Scott has an impressive track record as a legal executive and brings to Cerevel extensive experience guiding companies through periods of significant growth,” said Tony Coles, M.D., chairperson and chief executive officer of Cerevel Therapeutics. “His legal acumen, together with a proven ability to drive key business priorities, will be essential for Cerevel as we continue on our journey to bring new, effective therapies to those suffering from neuroscience diseases.”

“I am honored to join Cerevel and have the opportunity to make a tremendous difference in the lives of millions of patients facing Parkinson’s disease, epilepsy, schizophrenia, and other neuroscience diseases,” said Mr. Akamine. “I look forward to joining this outstanding team and supporting Cerevel as it seeks to transform what is possible in neuroscience.”

About Scott M. Akamine

Scott is an accomplished biopharmaceutical legal executive with experience guiding growth strategies through complex competitive, legal, and regulatory landscapes. He served most recently as general counsel and corporate secretary of AEON Biopharma, Inc., a privately-held biopharmaceutical company, overseeing legal and certain administrative functions, including business development, corporate governance, intellectual property, and compliance. Prior to AEON, Scott was the associate general counsel and interim general counsel at CoreLogic, Inc. and general counsel and corporate secretary at Incipio, LLC. He also held legal roles of escalating responsibility at Allergan, Inc. until the company was acquired by Actavis plc.

Scott began his legal career as a corporate attorney at Latham & Watkins. He earned his B.A. from Chapman University and his J.D. from Pepperdine University School of Law, where he graduated with honors.

About Cerevel Therapeutics

Cerevel Therapeutics is dedicated to unraveling the mysteries of the brain to treat neuroscience diseases. The company is tackling diseases with a targeted approach to neuroscience that combines expertise in neurocircuitry with a focus on receptor selectivity. Cerevel Therapeutics has a diversified pipeline comprising five clinical-stage investigational therapies and several pre-clinical compounds with the potential to treat a range of neuroscience diseases, including Parkinson’s, epilepsy, schizophrenia, and substance use disorder. Headquartered in Cambridge, Mass., Cerevel Therapeutics is advancing its current research and development programs while exploring new modalities through internal research efforts, external collaborations, or potential acquisitions. For more information, visit www.cerevel.com.

Special Note Regarding Forward-Looking Statements

This press release contains forward-looking statements that are based on management’s beliefs and assumptions and on information currently available to management. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although we believe that we have a reasonable basis for each forward-looking statement contained in this press release, we caution you that these statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. Forward-looking statements in this press release include, but are not limited to, statements about our potential to introduce new therapies to patients and the potential attributes and benefits of our product candidates. We cannot assure you that the forward-looking statements in this press release will prove to be accurate. Furthermore, if the forward-looking statements prove to be inaccurate, the inaccuracy may be material. Actual performance and results may differ materially from those projected or suggested in the forward-looking statements due to various risks and uncertainties, including,
those under the heading “Risk Factors” in our Annual Report on Form 10-K filed with the SEC on March 24, 2021 and our subsequent SEC filings. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by us or any other person that we will achieve our objectives and plans in any specified time frame, or at all. The forward-looking statements in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release.

Media Contact:

Kate Contreras
W2O/Real Chemistry
[email protected]

Investor Contact:

Matthew Calistri
Cerevel Therapeutics
[email protected]

May 4, 2021 7:04 am

VAST Data Triples Valuation in One Year to $3.7 Billion

Tiger Global Management Leads $83M Series D, Confirming VAST’s Best-In-Class Business Performance

NEW YORK, May 04, 2021 (GLOBE NEWSWIRE) — VAST Data, the storage software company breaking decades-old tradeoffs, today announced $83 million in Series D funding, led by Tiger Global Management, at a post-money valuation of $3.7 billion – a tripling of the company’s valuation since April 2020. The round features strong participation from NVIDIA and several other existing investors, and is driven by VAST’s unique combination of rapid customer adoption and positive cash flow. The funds add to VAST’s Series B and Series C investments to create a balance sheet that is $230M strong, positioning VAST as the next great independent infrastructure company that is poised to disrupt and transform cloud and AI data centers globally.

The valuation comes as VAST recently reported record-breaking results and rapid customer growth throughout its first two years of operation. VAST ended its second year at nearly $100M of annualized software run rate, having quadrupled its software business year over year, while also achieving cash flow positivity. These results will be catalyzed in 2021 and beyond by VAST’s new software consumption model called Gemini, which disaggregates the business of hardware and software and provides customers with additional commercial advantages to further the adoption of Universal Storage.

Key success metrics that influenced the Series D include:

Over 300% Customer Revenue Expansion: VAST customers make significant initial investments at an average of $1M, and have subsequently scaled these investments significantly in a very short time. On average, VAST has expanded its net revenue within existing customers by 328%. VAST now has several private and public sector customers who have invested over $10M in Universal Storage.
Hypergrowth with Cash Flow Positivity: Just as VAST has broken key architectural tradeoffs to transform customers’ relationship with data, the VAST Data business model has uniquely combined breakthrough levels of revenue growth with unparalleled cash efficiency. When combining an average selling price of $1M and VAST’s net revenue expansion with customers, the VAST go-to-market model results in higher revenue with fewer resources. This enables the company to focus on growth and serving its customers indefinitely without concern for additional capital raises.
A Foundation for the Next Generation of AI Computing: Fast access to vast reserves of data is the cornerstone of the modern computing agenda. VAST Data has established a vision for its software that extends well beyond the classical boundaries of data storage and will redefine how organizations compute, infer and train AI models. Beyond the era of digital transformation, VAST’s innovative platform will usher in the era of natural data analysis.

“The pioneering and inventive spirit of our team influences every aspect of our product and business and has redefined how successful businesses can be built,” said Renen Hallak, Founder and CEO of VAST Data. “We are humbled by today’s validation from Tiger and NVIDIA. It is evidence of our accomplishments to date and serves as a launchpad for the opportunity ahead of us.”

“VAST Data’s innovation engine has resulted in a breakout business story that speaks for itself,” said John Curtius, Partner at Tiger Global Management. “We’re excited to partner with VAST as they transform the value that organizations extract from their data, and we see incredible potential as enterprises embrace data-driven AI computing across every facet of their business.”

To learn more, visit the VAST Data blog to read Breaking the Mold (by Jeff Denworth, CMO).

About VAST Data

Headquartered in New York City, VAST Data’s managed storage software unlocks the value of data and modernizes data centers in preparation for the era of AI computing. VAST delivers real-time performance to all data and overcomes the historic cost barriers to building all-flash data centers. Since its launch in February 2019, VAST has become the fastest-selling infrastructure startup in history.

About Tiger Global Management

Tiger Global Management is a leading global technology investment firm with over $60 billion under management. The firm focuses on private and public companies in the internet, software, and financial technology sectors. Since 2001, Tiger Global has invested in hundreds of companies across more than 30 countries, including investments ranging from Series A to pre-IPO. The firm aims to partner with dynamic entrepreneurs operating market-leading companies in its core focus areas. Tiger Global’s investments have included JD.com, UiPath, Stripe, Databricks, Bytedance, Snowflake, Facebook, Alibaba, Procore, Chime, Blend, Peloton, Attentive, LinkedIn, Flipkart, and Toast.

VAST Data Resources

Vastdata.com
Twitter: twitter.com/VAST_Data
LinkedIn: linkedin.com/company/vast-data/
YouTube: youtube.com/VASTData
Careers @ VAST Data: vastdata.com/careers

Media Contact

Highwire PR for VAST Data
[email protected]

May 4, 2021 7:04 am

Business Capital (BizCap®) Expands Credit Team

SAN FRANCISCO, May 04, 2021 (GLOBE NEWSWIRE) — BizCap^® (Business Capital), a leading commercial finance and advisory firm, is expanding its team with the recent addition of Cooper Brown as an Analyst, assisting the credit and capital markets departments with underwriting, syndication, debt market analysis and reporting.

“We are very excited to have Cooper on board. His Investment Banking experience will be a great asset to our team and further our goals of being highly responsive to clients and partners and moving transactions forward with speed and certainty. In his short time at BizCap, he has impressed us with both his smarts and work ethic. Cooper is a winner,” said Chuck Doyle, President & CEO of Business Capital.

Prior to joining BizCap, Cooper was an Investment Banking Analyst with Cowen and Company in New York City, where he focused on debt placement and advisory, covering the leveraged loan, high yield bond and private debt markets. Previously, Cooper worked as an Investment Banking Summer Analyst for Credit Suisse in the Corporate Debt Derivatives group, where he collaborated with the Debt Capital Markets and Leveraged Finance product groups to develop interest rate hedging strategies for corporate clients. His prior experience also includes internships with PricewaterhouseCoopers and River Cities Capital Funds. Cooper graduated from the University of Cincinnati with a B.B.A. in Finance and holds the FINRA Series 79 license.

BizCap^® is a leading commercial finance and advisory firm specializing in securing customized non-dilutive credit-based solutions for rapidly growing as well as challenged middle market companies nationwide who require a unique, timely and tailored financing structure to address their particular needs, especially when conventional sources of capital are not an option. BizCap is a proud supporter of Team IMPACT, a national nonprofit that connects children facing serious and chronic Illnesses with local college athletic teams, forming life-long bonds and life-changing outcomes.

Contact:

Business Capital
Chuck Doyle
415-989-0970
[email protected]

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/d1a4fa3c-e1f5-42ee-9e28-2ec845e67cc4

May 4, 2021 7:04 am

Apollo Global Management, Inc. Reports First Quarter 2021 Results

NEW YORK, May 04, 2021 (GLOBE NEWSWIRE) — Apollo Global Management, Inc. (NYSE: APO) (together with its consolidated subsidiaries, “Apollo”) today reported results for the first quarter ended March 31, 2021.

“The first quarter was incredibly strong for Apollo, with record GAAP earnings of $2.81 per share and record fee related earnings of $0.65 per share, up 26% year over year. Our private equity portfolio is incredibly well positioned for the reopening of the U.S. economy and showed significant appreciation of +22% in the quarter. Substantial progress was made in implementing our strategic growth plan, most importantly with the announcement of our merger with Athene. In the quarter, we further positioned ourselves for growth with the scaling of our High Grade Alpha platform and the launch of our GP Solutions / Credit Secondaries business. Lastly, we have announced the changes to our governance to establish a simpler, more transparent structure, and are well on our way toward implementing them, and expect to be eligible for additional index inclusion upon close of the merger,” said Marc Rowan, Chief Executive Officer.

Apollo issued a full detailed presentation of its first quarter ended March 31, 2021 results, which can be viewed through the Stockholders section of Apollo’s website at http://www.apollo.com/stockholders.

Dividends

Apollo has declared a cash dividend of $0.50 per share of its Class A Common Stock for the first quarter ended March 31, 2021. This dividend will be paid on May 28, 2021 to holders of record at the close of business on May 20, 2021. Apollo intends to distribute to its Class A common stockholders on a quarterly basis substantially all of its distributable earnings after taxes and related payables in excess of amounts determined by the executive committee of its board of directors to be necessary or appropriate to provide for the conduct of its business and, at a minimum, a quarterly dividend of $0.40 per share. As previously announced, following the closing of Apollo’s proposed merger with Athene Holding Ltd., Apollo intends to distribute an annual dividend of $1.60 per share of common stock, with increases based on growth of the business, as determined by the board of directors.

Apollo has declared a cash dividend of $0.398438 per share of each of its Series A Preferred Stock and Series B Preferred Stock, which will be paid on June 15, 2021 to holders of record at the close of business on June 1, 2021.

The declaration and payment of dividends on Class A Common Stock, Series A Preferred Stock and Series B Preferred Stock are at the sole discretion of the executive committee of Apollo Global Management, Inc.’s board of directors. Apollo cannot assure its stockholders that they will receive any dividends in the future.

Conference Call

Apollo will host a conference call on Tuesday, May 4, 2021 at 8:30 a.m. Eastern Time. During the call, members of Apollo’s senior management team will review Apollo’s financial results for the first quarter ended March 31, 2021. The conference call may be accessed by dialing (833) 614-1406 (U.S. domestic) or +1 (914) 987-7127 (international), and providing conference call ID 5576528 when prompted by the operator. The number should be dialed at least ten minutes prior to the start of the call. A simultaneous webcast of the conference call will be available to the public on a listen-only basis and can be accessed through the Stockholders section of Apollo’s website at www.apollo.com.

Following the call, a replay of the event may be accessed either telephonically or via audio webcast. A telephonic replay of the live broadcast will be available approximately two hours after the live broadcast by dialing (855) 859-2056 (U.S. callers) or +1 (404) 537-3406 (non-U.S. callers), passcode 5576528. To access the audio webcast, please visit Events and Presentations in the Stockholders section of Apollo’s website at www.apollo.com.

About Apollo

Apollo is a leading global alternative investment manager with offices in New York, Los Angeles, San Diego, Houston, Bethesda, London, Frankfurt, Madrid, Luxembourg, Mumbai, Delhi, Singapore, Hong Kong, Shanghai and Tokyo, among others. Apollo had assets under management of approximately $461 billion as of March 31, 2021 in credit, private equity and real assets funds. For more information about Apollo, please visit www.apollo.com.

Forward-Looking Statements

In this press release, references to “Apollo,” “we,” “us,” “our” and the “Company” refer collectively to Apollo Global Management, Inc. and its subsidiaries, including the Apollo Operating Group and all of its subsidiaries, or as the context may otherwise require. This press release may contain forward-looking statements that are within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include, but are not limited to, discussions related to Apollo’s expectations regarding the performance of its business, its liquidity and capital resources and the other non-historical statements in the discussion and analysis. These forward-looking statements are based on management’s beliefs, as well as assumptions made by, and information currently available to, management. When used in this press release, the words “believe,” “anticipate,” “estimate,” “expect,” “intend” and similar expressions are intended to identify forward-looking statements. Although management believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. These statements are subject to certain risks, uncertainties and assumptions, including risks relating to our dependence on certain key personnel, our ability to raise new private equity, credit or real assets funds, the impact of COVID-19, the impact of energy market dislocation, market conditions, generally, our ability to manage our growth, fund performance, changes in our regulatory environment and tax status, the variability of our revenues, net income and cash flow, our use of leverage to finance our businesses and investments by our funds, litigation risks and consummation of the merger of Apollo with Athene Holding Ltd., potential governance changes and related transactions which are subject to regulatory, corporate and stockholder approvals, among others. We believe these factors include but are not limited to those described under the section entitled “Risk Factors” in Apollo’s annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 19, 2021, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this press release and in other filings. We undertake no obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law. This press release does not constitute an offer of any Apollo fund.

Investor and Media Relations Contacts

For investors please contact:
Peter Mintzberg
Head of Investor Relations
Apollo Global Management, Inc.
212-822-0528
[email protected]

For media inquiries please contact:
Joanna Rose
Global Head of Corporate Communications
Apollo Global Management, Inc.
212-822-0491
[email protected]

May 4, 2021 7:04 am

RioCan Announces First Quarter Results for 2021

1.1 million sq. ft. of new and renewed
leases with new leasing spread of 14.2% and blended spread of
8.1%
;
Net income increased to
$106.7 million
from
$102.8 million for pre-pandemic Q1 2020
;
FFO/unit (excluding debenture prepayment costs) of
$0.36
, impacted by
$5.8 million
of one-time G&A costs;
Committed occupancy improved 10 bps from Q4 2020
to 95.8% an
d 30 bps to
96.0%
as of May 3, 2021;
Capital recycling program remains robust with
$543.1 million
of cl
osed, firm and conditional deals year-to-date.

TORONTO, May 04, 2021 (GLOBE NEWSWIRE) — RioCan Real Estate Investment Trust (“RioCan” or the “Trust”) (TSX: REI.UN) announced today its financial results for the three months ended March 31, 2021 (the “First Quarter”).

“While we have seen volatility in the retail sector throughout the pandemic, I am proud of how we have come through. The operating environment is becoming more favourable for a portfolio like RioCan’s, as evidenced by our strong leasing spreads, increased leasing velocity and occupancy and our rent collections,” said Jonathan Gitlin, President and CEO of RioCan. “Our strong team will continue to create value through our well-positioned income producing portfolio and development pipeline. As vaccines begin to take hold, we look ahead beyond this exceptional moment in time poised to capitalize on pent-up consumer activity that will benefit our tenants, RioCan and ultimately, our Unitholders.”

	Three months ended March 31,
(in millions except percentages, square feet and per unit values)	2021		2020

Financial Highlights
Net income	$	106.7	$	102.8
Weighted average Units outstanding – diluted (in thousands)	317,758		317,725
FFO (i)	$	106.0	$	144.6
FFO (excluding debenture prepayment costs) (i)	$	113.1	$	144.6
FFO per unit – diluted (i)	$	0.33	$	0.46
FFO per unit – diluted (excluding debenture prepayment costs) (i)	$	0.36	$	0.46


Operation Highlights
Same property NOI (decline) growth – overall portfolio (i)	(4.6 ) %		3.0%
Six major markets – % of total annualized revenue (ii)	90.4 %		90.2%
Greater Toronto Area – % of total annualized revenue (ii)	51.0 %		51.0%
Occupancy – committed six major markets (ii)	96.1 %		97.3%
Occupancy – committed (ii)	95.8 %		96.8%
Blended leasing spread	8.1 %		5.6%
New leasing spread	14.2 %		6.7%
Renewal leasing spread	5.0 %		5.3%


Development Highlights
Development completions – sq ft in thousands	30.0		133.0
Development expenditures (iii)	$	87.5	$	103.0
Properties under development and residential inventory as a percentage of consolidated gross book value of assets (maximum permitted: 15%) (ii) (iii)	10.7 %		9.4%


	March 31, 2021		December 31, 2020

Balance Sheet Strength Highlights
Debt to Adjusted EBITDA (i) (iv)	10.02x		9.47x
Ratio of total debt to total assets (i) (ii) (iv)	45.3 %		45.0%
Unencumbered assets (i) (ii) (iv)	$	8,719	$	8,727
Unencumbered assets to unsecured debt (i) (ii) (iv)	221 %		215%

⁽ⁱ⁾		^{A Non-GAAP measurement. For definitions and the basis of presentation of RioCan’s Non-GAAP measures, refer to the Non-GAAP Measures section in RioCan’s Management’s Discussion and Analysis (MD&A) for the three months ended March 31, 2021.}
⁽ⁱⁱ⁾		^{Information presented as at respective periods then ended.}
⁽ⁱⁱⁱ⁾		^{Includes costs incurred for various properties under development and for residential inventory in respective reporting periods.}
^(iv)		^{At RioCan’s proportionate share.}

C

OVID-19 Pandemic and Its Impacts on RioCan Property Operations

The First Quarter saw a series of government mandated changes to pandemic-related restrictive measures, with certain restrictions loosened or lifted in February followed by the reinstatement or tightening of restrictions in late March in response to the rise of the third wave of the pandemic in Ontario and certain other provinces. The number of tenants opened or closed varied through the quarter in accordance with changing government requirements. Approximately 9% of tenants were closed at the quarter end and nearly 20% of tenants were closed as of May 3, 2021 given the post quarter end tightened restrictions. Despite the challenges, as of May 3, 2021, the Trust collected 93.9% of its First Quarter billed gross rents in cash.
The Canadian government continues to provide support for businesses impacted by the pandemic with the Canada Emergency Rent Subsidy (CERS) program and other programs. The CERS funding is provided directly to tenants without a landlord rent abatement requirement and is currently in effect until June 2021. Subject to legislative approvals, the recently announced federal budget extends the CERS program to September 25, 2021 with certain changes to the qualification requirements and maximum basic subsidy rates.

The Trust’s collections of billed gross rents as of May 3, 2021 are summarized as follows:

	Q1 2021	Q4 2020	Q3 2020	Q2 2020
Total cash collected (i)	93.9%	95.1%	94.5%	89.6%
Deferred rents with definitive payment schedule	0.5%	0.7%	0.2%	2.9%
Provision for rent abatements and bad debts	2.4%	3.4%	5.3%	6.8%
Remaining rent to be collected	3.2%	0.8%	—%	0.7%
Total	100.0%	100.0%	100.0%	100.0%

⁽ⁱ⁾

^{Includes $2.9 million of security deposits applied in Q3 2020, representing approximately 1.1% of billed gross rents for that quarter. Total cash collected includes CECRA funding received in Q2 2020 and Q3 2020. The CECRA program ended in September 2020 and was replaced by the CERS program.}

Most tenants with deferred rents have been paying based on definitive payment schedules. RioCan is confident in the collectability of its deferred rents and remaining rents to be collected post its provision for rent abatements and bad debts (“pandemic-related provision”). The Trust accrued $6.4 million of such provision for the First Quarter.
Based on annualized net rent as of March 31, 2021, approximately 78.8% of the Trust’s tenants are classified as “strong” or “stable” and 97.6% of total gross rents billed to these tenants in the First Quarter have been collected in cash. Cash rent collection from the remaining “potentially vulnerable” tenants was 81.4% as they are more impacted by the pandemic. The timing of tenants’ submissions for CERS and the administrative process required for eligible tenants to receive CERS funding could have had an impact on the cash rent collection from these tenants in the short-term. RioCan’s cash collection results are expected to improve as its tenants receive CERS funding in arrears for prior months.

Tenant Composition	% of Annualized Net Rent	Q1 2021 Cash Rent Collection %
Strong (i)	61.2%	99.1%
Stable (ii)	17.6%	92.7%
Subtotal	78.8%	97.6%
Potentially Vulnerable (iii)	21.2%	81.4%
Total	100.0%	93.9%

⁽ⁱ⁾		^{Strong is represented by, or includes, national office tenants and essential / necessity / value / and specialty retail tenants that have strong rent paying ability in the current pandemic impacted environment and also includes residential tenants.}
⁽ⁱⁱ⁾		^{Stable is represented by, or includes, tenants with reasonably strong uses and good rent paying ability or tenants with medium uses in the current environment but strong rent paying ability.}
⁽ⁱⁱⁱ⁾		^{Potentially Vulnerable, particularly under COVID-19, includes tenants with uses that are significantly impacted by the pandemic (such as movie theatres, gyms, sit-down restaurants) as well as uses that were of concern prior to the pandemic (such as apparel) or tenants whom the Trust has concerns over tenant rent paying ability under the COVID-19 circumstances.}

As of May 3, 2021, the Trust has collected 93.6% of the billed April gross rents in cash despite that nearly 20% of the Trust’s tenants were closed due to the extensive and more restrictive closures mandated in certain provinces post the quarter end. While the length and extent of such mandated closures are difficult to predict, the strength of the Trust’s tenant base offers significant downside protection. The recent acceleration of vaccination roll-outs are also expected to significantly improve the operating environment.
Furthermore, RioCan holds approximately $29.6 million of security deposits and approximately $4.6 million in letters of credit from a number of tenants which can serve to offset rents owed on a tenant-by-tenant basis in the event of unresolved tenant defaults.
The Trust continues to work with tenants whose businesses have been affected by the pandemic. In the limited circumstances where abatement is provided in favor of a tenant, other than in the case of the CECRA program in 2020, RioCan typically receives concessions of value in exchange, such as development rights, lease term extensions or waiver of exclusivity provisions.

FFO per Unit (excluding debenture prepayment costs) and Net Income

FFO per unit for the First Quarter (excluding the $7.0 million debenture prepayment costs) was $0.36, $0.03 per unit lower than Q4 2020. One-time $5.8 million general and administrative expenses such as the accelerated expensing of certain unit-based compensation costs accounted for a $0.02 FFO per unit decrease while lower residential inventory gains and lower lease cancellation fees, partially offset by a lower pandemic-related provision, accounted for the remaining change.
The FFO payout ratio (excluding debenture prepayment costs), calculated on a twelve-month rolling basis, was 90.8% which included only a partial benefit from the one-third reduction in distributions effective January 2021. Based on distributions declared during the quarter and quarterly FFO, instead of on a rolling twelve-month basis, the FFO payout ratio (excluding debenture prepayment costs) for the quarter was 67.5%.
The Trust reported net income of $106.7 million for the First Quarter, a $41.1 million increase from Q4 2020. The change in fair value gains (losses) on investment properties was the primary reason for this increase, with the First Quarter reporting net marginal fair value gains of $8.9 million while Q4 2020 reported net fair value losses of $42.3 million. The Trust estimated no major pandemic-related adjustments were warranted for the IFRS value of its investment properties in the First Quarter.

Same Property NOI – Commercial

Same property NOI decreased by 4.6% for the First Quarter for the overall commercial portfolio when compared to the same respective period in 2020 mainly due to the pandemic-related provision.
Excluding the pandemic-related provision, same property NOI would have decreased by 1.1% for the First Quarter. This decrease was primarily driven by certain other effects of the pandemic on property operations such as on occupancy.

Operations – Commercial

The Trust completed 1.1 million (at 100% ownership interest) square feet of new and renewed leases during the quarter. It achieved new leasing spreads of 14.2% for the overall portfolio and 18.6% for major market properties, both more than doubling the pre-pandemic Q1 2020 results. Combined with a renewal leasing spread of 5.0%, the blended leasing spread was 8.1% for the overall portfolio and 9.8% for the major market portfolio, both exceeding the pre-pandemic Q1 2020 results.
Despite the fluctuations in the mandated business closures during the First Quarter, committed and in-place occupancy at RioCan’s commercial properties increased by 10 basis points and 20 basis points to 95.8% and 95.1%, respectively by the quarter end. Retail committed occupancy held steady at 96.1% from the year end while office committed occupancy increased by 30 basis points to 91.4%. Retail in-place occupancy increased by 30 basis points to 95.4%.
Since the end of the First Quarter, the Trust has further improved the committed and in-place occupancy by 20 basis points each to 96.0% and 95.3% as of May 3, 2021.
RioCan continues to evolve its property mix and tenant mix as it anticipates, and adapts to, the ever changing retail landscape. As of the quarter end, 90.8% of RioCan’s annualized rental revenue is from Grocery Anchored, Mixed-Use / Urban and Open Air Centres. The Grocery Anchored Centre proportion increased by 50 basis points from the previous quarter to 42.5%, while the Enclosed Centres proportion further decreased by 30 basis points to 9.2%.
With respect to tenant mix, RioCan increased its grocery/pharmacy/liquor tenant mix by 10 basis points to 17.0% while its exposure to apparel decreased by 20 basis points to 6.7%, when compared to the 2020 year end.

Ope

rations – Residential

The Trust’s growing purpose-built RioCan Living^TM residential rental portfolio currently includes 1,218 residential rental units (at 100%) across four buildings – eCentral^TM and Pivot^TMin Toronto, Frontier^TMin Ottawa, and Brio^TMin Calgary. Frontier has achieved stabilized occupancy while the three remaining rental towers are in various phases of lease-up.
As of May 3, 2021, Frontier was 98.7% leased and eCentral was 84.5% leased. While the significant slowdown in immigration and wider spread of household consolidation during the pandemic have impacted current residential leasing, RioCan’s well-located and professionally managed RioCan Living residential rental assets will benefit from the reversal of these short-term trends post the pandemic. The Trust remains confident in the long-term strategic importance and net asset value growth prospect of its residential rental business. This is further supported by the successful closing of the sale of a 50% non-managing interest in eCentral and the commercial component of ePlace during the quarter at attractive 3.6% and 4.6% capitalization rates, respectively, based on stabilized NOI.
Despite being launched during the pandemic, lease-up of Brio and Pivot continues to trend well, highlighting the resilience of well-located and well-designed buildings. As of May 3, 2021, Brio was 74.1% leased, up 14.8% from the previous quarter report, while Pivot was 20.8% leased since its initial launch in December 2020, up 10.0% from the previous quarter report.
The Trust collected 98.2% of the First Quarter’s billed residential rents as of May 3, 2021.

Capital Recycling

The Trust’s capital recycling program provides one of the most efficient and effective sources of capital to fund value creation initiatives such as developments and strengthening the Trust’s balance sheet. During the quarter, $176.6 million of dispositions were closed, of which $155.6 million were income producing assets at a weighted average capitalization rate of 4.19% based on in-place NOI and the remaining $21.0 million were development properties with no in-place NOI. As of May 3, 2021, the Trust further closed or entered into firm or conditional agreements to dispose 100% or partial interests in a number of properties for total sales proceeds of $366.5 million.
In aggregate, closed, firm and conditional deals since the beginning of 2021 totaled $543.1 million, consisting of $421.2 million of income producing properties at a weighted average capitalization rate of 5.15% based on in-place NOI and $121.8 million of development properties.
Certain of these transactions involve the sale of partial interests in development properties or future density, as well as closing of prearranged air rights sales. They allow the Trust to not only realize inherent density value, recycle capital to fund its mixed-use development program, but also to mitigate risk, share costs, earn additional fee income, and attract new partners or strengthen existing partner relationships. The quality of RioCan’s assets are evident in the pricing achieved and in the well-respected and established partners attracted despite uncertainty during challenging pandemic circumstances.

Development Highlights

Purpose-built RioCan Living residential rental properties, as well as condominium and townhouse projects, remain a cornerstone of RioCan’s development program. Residential development represents 82.8% or 34.6 million square feet of the Trust’s current estimated development pipeline of 41.8 million square feet. During the quarter, the Trust completed 30,000 square feet of development, primarily related to the first phase of the 100% owned Windfields Farm Commercial project in Oshawa, Ontario. This project is 89% leased to grocery and other necessity-based retailers with the remaining construction to be completed this year. It complements and serves the Windfields Farm residential community which RioCan is developing with its partner, Tribute Communities. The residential project includes three phases or 392 units of townhouses (first phase or 170 units have been completed and second phase or 153 units are 100% pre-sold with construction underway) and three condominium towers comprised of 1,500 units (first tower with 503 units is 100% pre-sold with construction underway and pre-sale of the 601-units second tower to start in July 2021). The success of the retail leasing and condominium and townhouse sales with profit margins of up to 23% illustrate the attractiveness of this growing community and RioCan’s ability to generate net asset value growth for its Unitholders.
Construction of the 36 storey office tower at The Well™ remains on track for initial tenant possession in 2021. The steel canopy is being installed over the multi-level retail galleria while approximately a third of the 340,000 square feet of retail space has been leased to forward-thinking tenants that are characteristic of the vibrant nature of the King West neighbourhood. With respect to the residential component, the tower concrete structure has reached level 11 for the 592-unit residential rental building at FourFifty The Well^TM and on April 7, 2021, the air rights transaction for this building was completed. As a result, Woodbourne Canada Partners (“Woodbourne”) and RioCan each owns 50% of the development property. Air rights sales for three of the six residential buildings are now complete with conveyance of the air rights of the three remaining buildings on track to be completed in 2021.
The Well community will ultimately be comprised of 1,700 condominium and purpose-built rental units including the towers that Tridel Builders Inc. (“Tridel”) and Woodbourne will develop on their own, in addition to the 340,000 feet of gross leasable retail space and the 1.2 million square feet of gross leasable office space which is 85% pre-leased to strong covenant tenants such as Shopify. By providing housing options for young professionals, growing families and empty nesters, Tridel has pre-sold 84% of its condominium inventory released, further underscoring the desirability and demand for this mixed-use community.
The majority of RioCan’s development projects were not materially impacted by the pandemic during the First Quarter. As of March 31, 2021, properties under development and residential inventory accounted for 10.7% of the Trust’s consolidated gross book value of assets, well under the 15% limit permitted under its unsecured operating line of credit and other credit facilities agreements. The Trust’s long-term goal is to keep this ratio at 10% or lower. With the completion of a significant portion of The Well in 2021 as well as staggered development starts, and sharing of development costs and risks with existing and future strategic partners, the Trust expects future annual development spend to be lower than its 2021 target of $500 million.

Ample Liquidity and Balance Sheet Strength

RioCan continued to maintain ample liquidity. As of March 31, 2021, the Trust had $1.3 billion of liquidity in the form of cash and cash equivalents and undrawn lines of credit on a proportionate share basis. RioCan had a large unencumbered asset pool of $8.7 billion as of the quarter end on a proportionate share basis, which generated 59.5% of RioCan’s annualized NOI and provided 2.21x coverage over its unsecured debt.
On April 23, 2021, the Trust successfully extended the maturity of its revolving unsecured operating line of credit by two years to May 31, 2026. All other terms and conditions remained the same.
Of the Trust’s $380.0 million mortgage maturities in 2021, only $102.1 million have yet to be refinanced or do not have refinancing commitments in place as of May 3, 2021. They mature in the remainder of the year and are expected to be refinanced in due course.
Debt to Adjusted EBITDA was 10.02x and debt to total assets was 45.3% as of March 31, 2021, both on a proportionate share basis. The increase in debt to Adjusted EBITDA relative to the 2020 year end was primarily because this is a twelve-month trailing metric and thus the ratio for the current quarter included four quarters under the pandemic while the year end ratio included only three quarters under the pandemic. The change in debt to total assets was marginal.
The Trust’s long-term goal remains to lower the two above metrics to its target ranges of 8.0x or lower and 38%-42%, respectively. These metrics are expected to marginally increase in the near-term during the pandemic, but disposition sale proceeds and continuous operations improvements will bring them down in the medium-term.
Over the long-term, the Trust also targets to shift its unsecured/secured debt composition to 70/30 (56/44 as of March 31, 2021 on proportionate share basis).
On January 15, 2021, RioCan redeemed, in full, its $250.0 million, 3.716% Series R unsecured debenture due December 13, 2021. Total prepayment costs were $7.0 million including the write-off of unamortized deferred financing costs.
On April, 9, 2021, RioCan redeemed, in full, its $300.0 million, 2.194% Series Z unsecured debentures upon maturity.

Environmental, Social and Governance (ESG) Progress

During the quarter, the Trust continued to make progress towards its commitment to leading the way in ESG best practices with a number of ongoing initiatives.
The Trust published its first green bond report for its inaugural green bond Series AC unsecured debentures issued on March 10, 2020. As reported, the Trust fully allocated the use of the net proceeds of $348.4 million from this green bond issue. Sustainalytics, a leading third party ESG research, ratings and data firm, provided the verification of the use of the net proceeds in compliance with RioCan’s Green Bond Framework.
The Trust completed its key Diversity, Equity and Inclusion (DEI) initiatives such as development of the DEI Charter, the governing document outlining its DEI Council’s goals and missions, finalization of the DEI strategy, conducting of its first ever DEI survey to form a baseline and determine focus areas for continuous improvement, launch of the DEI homepage on the RioCan intranet site and creation of a DEI mailbox to encourage communications and ongoing dialogues.
RioCan announced a new partnership with Context, in collaboration with the City of Toronto and Toronto Community Housing Corporation (“TCHC”) to develop a mixed-use master plan community at Queen & Coxwell in Toronto, Ontario. The project will contribute to the revitalization of the neighbourhood, provide much-needed housing for all income levels including affordable rental units and introduce vital retail amenities to serve this growing neighbourhood. Further, the project will invest in the community it serves and make contributions to the City’s Community Economic Development Initiatives including a $100,000 scholarship fund for TCHC tenants, a $250,000 economic and social development fund and a minimum of $500,000 in value for job opportunities. The partners have started condominium pre-sales with 88.6% (325 units) pre-sold as of May 3, 2021 (at 100%), despite the pandemic.
RioCan maintained open communication channels and feedback loops with investors through its Board outreach program.
In April 2021, RioCan was recognized as one of Canada’s Greenest Employers 2021, a designation awarded to employers that lead the nation in creating a culture of environmental awareness as part of the annual Canada’s Top 100 Employers project.

Chief Financial Officer (CFO) Transition

RioCan is progressing well in its search for a CFO to succeed Qi Tang. As previously announced, Ms. Tang has decided to pursue other leadership opportunities and will resign from her current role as the Senior Vice President and CFO effective May 12, 2021. The Trust anticipates announcing a permanent successor by the third quarter of 2021.
As the Trust completes its search for a permanent CFO, Franca Smith, current Vice President Finance of RioCan, will serve as Interim CFO effective upon Ms. Tang’s resignation. Ms. Smith brings a wealth of experience with over 25 years of finance and accounting expertise and leadership. Ms. Smith joined RioCan in 2017 and currently oversees financial reporting, development accounting, payroll and total rewards, and internal controls. Prior to joining RioCan, Ms. Smith held the position of VP Finance & Accounting at the Dream group of companies. Previously, she served as Senior Vice President, Controller at George Weston Limited. Ms. Smith received her Bachelor of Commerce from the University of Toronto and holds the CPA CA designation.
During her 5-year tenure at RioCan, Ms. Tang has made significant contributions through her leadership in financial and capital management, strategy development, investor relations, reporting and compliance, among others. Since announcing her resignation on March 2, 2021, Ms. Tang has focused on a seamless transition working with Ms. Smith and other RioCan executives while carrying out her CFO duties. Ms. Smith is a respected leader with exceptional knowledge of the Trust and the real estate industry. She is well-suited to managing RioCan’s balance sheet in a disciplined and prudent way. She has a proven track record and has demonstrated her commitment to supporting RioCan’s value creation initiatives.

Conference Call and Webcast

Interested parties are invited to participate in a conference call with management on Tuesday, May 4, 2021 at 10:00 a.m. (ET). Participants will be required to identify themselves and the organization on whose behalf they are participating.

In order to participate, please dial 647-427-3230 or 1-877-486-4304. For those unable to participate in the live mode, a replay will be available at 1-855-859-2056, passcode 3289283#.

For a copy of the slides to be used for the conference call or, to access the simultaneous webcast, visit RioCan’s website at http://investor.riocan.com/investor-relations/events-and-presentations/ and click on the link for the webcast.

About RioCan

RioCan is one of Canada’s largest real estate investment trusts. RioCan owns, manages and develops retail-focused, increasingly mixed-use properties located in prime, high-density transit-oriented areas where Canadians want to shop, live and work. As at March 31, 2021, our portfolio is comprised of 223 properties with an aggregate net leasable area of approximately 38.0 million square feet (at RioCan’s interest) including office, residential rental and 15 development properties. To learn more about us, please visit www.riocan.com.

Basis of Presentation and Non-GAAP Measures

All figures included in this News Release are expressed in Canadian dollars unless otherwise noted. RioCan’s unaudited interim condensed consolidated financial statements (“Condensed Consolidated Financial Statements”) are prepared in accordance with International Financial Reporting Standards (IFRS). Financial information included within this News Release does not contain all disclosures required by IFRS, and accordingly should be read in conjunction with the Trust’s Condensed Consolidated Financial Statements and MD&A for the three months ended March 31, 2021, which is available on RioCan’s website at www.riocan.com and on SEDAR at www.sedar.com.

Consistent with RioCan’s management framework, management uses certain financial measures to assess RioCan’s financial performance, which are not in accordance with generally accepted accounting principles (GAAP) under IFRS. Funds From Operations (“FFO”) and FFO (excluding debenture prepayment costs), Same Property NOI, Debt to Adjusted EBITDA, Ratio of Total Debt to Total Assets, RioCan’s Proportionate Share, Unencumbered Assets to Unsecured Debt and Total Enterprise Value, as well as other measures that may be discussed elsewhere in this News Release, do not have a standardized definition prescribed by IFRS and are, therefore, unlikely to be comparable to similar measures presented by other reporting issuers. RioCan supplements its IFRS measures with these Non-GAAP measures to aid in assessing the Trust’s underlying performance and reports these additional measures so that investors may do the same. Non-GAAP measures should not be considered as alternatives to net earnings or comparable metrics determined in accordance with IFRS as indicators of RioCan’s performance, liquidity, cash flow, and profitability. For full definitions of these measures, please refer to the “Non-GAAP Measures” section in RioCan’s MD&A for the three months ended March 31, 2021.

Forward-Looking Information

This News Release contains forward-looking information within the meaning of applicable Canadian securities laws. This information reflects RioCan’s objectives, our strategies to achieve those objectives, as well as statements with respect to management’s beliefs, estimates and intentions concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Forward-looking information generally can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “would”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plan”, “continue”, or similar expressions suggesting future outcomes or events. Such forward-looking information reflects management’s current beliefs and is based on information currently available to management. All forward-looking information in this News Release is qualified by these cautionary statements. Forward-looking information is not a guarantee of future events or performance and, by its nature, is based on RioCan’s current estimates and assumptions, which are subject to numerous risks and uncertainties, including those described in the “Risks and Uncertainties” section in RioCan’s MD&A for three months ended March 31, 2021 and in our most recent Annual Information Form, which could cause actual events or results to differ materially from the forward-looking information contained in this News Release. General economic conditions, including interest rate fluctuations, may also have an effect on RioCan’s results of operations. Material factors or assumptions that were applied in drawing a conclusion or making an estimate set out in the forward-looking information may include, but are not limited to: a gradual recovery and growth of the retail environment and the general economy over 2021; relatively historically low interest costs; a continuing trend toward land use intensification at reasonable costs and development yields, including residential development in urban markets; access to equity and debt capital markets to fund, at acceptable costs, future capital requirements and to enable our refinancing of debts as they mature; the availability of investment opportunities for growth in Canada; the timing and ability for RioCan to sell certain properties; the valuations to be realized on property sales relative to current IFRS values; and the Trust’s ability to utilize the capital gain refund mechanism. Although the forward-looking information contained in this News Release is based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with this forward-looking information.

Given the current level of uncertainty arising from the COVID-19 pandemic, there can be no assurance regarding the impact of COVID-19 on the business, operations, and financial performance of RioCan and its tenants, as well as on consumer behaviors and the economy in general. General risks and uncertainties related to the COVID-19 pandemic also include, but are not limited to, the length, spread and severity of the pandemic; the timing of the roll out and efficacy of the vaccines, the nature and length of the restrictive measures implemented or to be implemented by various levels of government in Canada; RioCan’s tenants’ ability to pay rents as required under their leases; the availability of various support programs that are or may be offered by the various levels of government in Canada; the introduction or extension of temporary or permanent rent control or other form of regulation or legislation that may limit the Trust’s ability or its extent to raise rents based on market conditions upon lease renewals or restrict existing landlord rights or landlord’s ability to reinforce such rights; domestic and global supply chains; timelines and costs related to the Trust’s development projects; the pace of property lease-up and rents and yields achieved upon development completion; potential changes in leasing activities, market rents and property valuations; the capitalization rates that arm’s length buyers and sellers are willing to transact on properties; the availability and extent of rent deferrals offered or to be offered by the Trust; domestic and global credit and capital markets, and the Trust’s ability to access capital on favourable terms or at all and its ability to maintain its credit ratings; the total return and dividend yield of RioCan’s Units; and the health and safety of our employees, tenants and people in the communities that our properties serve.

The forward-looking statements contained in this News Release are made as of the date hereof, and should not be relied upon as representing RioCan’s views as of any date subsequent to the date of this News Release. Management undertakes no obligation, except as required by applicable law, to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

Contact Information

RioCan Real Estate Investment Trust
Qi Tang
Senior Vice President and Chief Financial Officer
416-866-3033 | www.riocan.com

May 4, 2021 7:04 am

BioXcel Therapeutics to Participate in Two Upcoming Healthcare Investor Conferences

NEW HAVEN, Conn., May 04, 2021 (GLOBE NEWSWIRE) — BioXcel Therapeutics, Inc. (“BioXcel” or the “Company”) (Nasdaq: BTAI), a clinical-stage biopharmaceutical company utilizing artificial intelligence approaches to develop transformative medicines in neuroscience and immuno-oncology, today announced that Dr. Vimal Mehta, Founder and Chief Executive Officer of BioXcel, will participate in two upcoming virtual healthcare investor conferences.

Presentation Details:

Event: BofA Securities 2021 Virtual Health Care Conference

Format: Fireside Chat

Date: Tuesday, May 11, 2021

Time: 8:45 AM ET

Event: UBS Global Healthcare Virtual Conference

Format: Corporate Presentation

Date: Tuesday, May 25, 2021

Time: 2:00 PM ET

Live webcasts from the BofA and UBS presentations and accompanying presentation materials will be accessible through the Investors section of the Company’s website at www.bioxceltherapeutics.com. Following the conferences, the webcasts will be archived on the BioXcel Therapeutics, Inc. website for at least 30 days.

BioXcel Therapeutics, Inc.

BioXcel Therapeutics, Inc. is a clinical-stage biopharmaceutical company utilizing artificial intelligence approaches to develop transformative medicines in neuroscience and immuno-oncology. BioXcel’s drug re-innovation approach leverages existing approved drugs and/or clinically validated product candidates together with big data and proprietary machine learning algorithms to identify new therapeutic indices. BioXcel’s two most advanced clinical development programs are BXCL501, an investigational, proprietary, orally dissolving thin film formulation of dexmedetomidine for the treatment of agitation and opioid withdrawal symptoms, and BXCL701, an investigational, orally administered, systemic innate immunity activator in development for the treatment of aggressive forms of prostate cancer and advanced solid tumors that are refractory or treatment naïve to checkpoint inhibitors. For more information, please visit www.bioxceltherapeutics.com.

BioXcel Therapeutics, Inc.

www.bioxceltherapeutics.com

Investor Relations:

Mary Coleman

BioXcel Therapeutics, VP of Investment Relations

[email protected]

1.475.238.6837

John Graziano

Solebury Trout

[email protected]

1.646.378.2942

Media:

Julia Deutsch

Solebury Trout

[email protected]

1.646.378.2967

May 4, 2021 7:04 am

Kymera Therapeutics to Present at Upcoming May Investor Conferences

WATERTON, Mass., May 04, 2021 (GLOBE NEWSWIRE) — Kymera Therapeutics, Inc. (NASDAQ: KYMR), a clinical-stage biopharmaceutical company advancing targeted protein degradation to deliver novel small molecule protein degrader medicines, today announced that the Company will present at the upcoming investor conferences:

BofA Securities 2021 Virtual Healthcare Conference on Thursday, May 13 at 3:30 p.m. ET
UBS Global Healthcare Virtual Conference on Tuesday, May 25 at 12:00 p.m. ET

A live webcast of each event will be available under “Events and Presentations” in the Investors section of the Company’s website at www.kymeratx.com. Archived webcast replays of the presentations will also be available on the website for approximately 30 days.

About Kymera Therapeutics

Kymera Therapeutics is a clinical-stage biopharmaceutical company focused on advancing the field of targeted protein degradation, a transformative new approach to address previously intractable disease targets. Kymera’s Pegasus™ targeted protein degradation platform harnesses the body’s natural protein recycling machinery to degrade disease-causing proteins, with a focus on undrugged nodes in validated pathways currently inaccessible with conventional therapeutics. Kymera is accelerating drug discovery with an unmatched ability to target and degrade the most intractable of proteins, and advance new treatment options for patients. Kymera’s initial programs are IRAK4, IRAKIMiD, and STAT3, which each address high impact targets within the IL-1R/TLR or JAK/STAT pathways, providing the opportunity to treat a broad range of immune-inflammatory diseases, hematologic malignancies, and solid tumors. For more information, visit www.kymeratx.com.

Investor Contact:

Paul Cox
VP, Investor Relations and Communications
[email protected]
917-754-0207

Media Contact:

Lissette L. Steele
Verge Scientific Communications for Kymera Therapeutics
[email protected]
202-930-4762

May 4, 2021 7:04 am

Sourcing Industry Group Names Executives from Albertsons Companies, Everest Group and Coupa to Advisory Board

New SIG Advisory Board members will serve three-year terms and help guide the strategic direction of SIG.

Jacksonville, FL, May 04, 2021 (GLOBE NEWSWIRE) — Sourcing Industry Group (SIG), the premier membership organization for sourcing, procurement, outsourcing and risk executives, today announces the appointment of three senior executives to the SIG Advisory Board for a three-year term, including:

Amy Fong, Vice President, Everest Group
Purvee Kondal, Senior Director of Technology & Engineering Sourcing, Albertsons Companies
Michael van Keulen, Chief Procurement Officer, Coupa

“We are thrilled to have such an outstanding advisory board,” said Dawn Tiura, President and CEO of SIG. “The diversity of these companies is a true reflection of the SIG community at large. The value that our Advisory Board brings through their insight and experiences is immensely important to the strategic direction for SIG.”

SIG members are primarily buy-side Fortune 500 and Global 1000 companies representing more than $17 Trillion in sourceable spend. This impressive Board begins their term today at the SIG Procurement Technology Summit taking place online now until Thursday, May 6, and are rounded out with existing Board members, including:

Jeff Amsel, Vice President, Global Sourcing and Real Estate, HERE Technologies

Tony Filippone, Chief Procurement Officer, Axis Capital
Al Girardi, Global Vice President of Marketing and Chief Marketing Officer, GEP
Daryl Hammett, Global Head of Lead Management and Operations, Amazon Web Services (AWS)
Ed Hansen, Partner, Co-Chair, Digital Transformation and Managed Services Group, Nelson Mullins Riley & Scarborough
Rajeev Karmacharya, Managing Director, Strategic Sourcing and Category Management, Fannie Mae
Douglas Kortfelt, formerly Senior Vice President and Chief Procurement Officer, Corporate Real Estate and Enterprise Services, CNA Insurance
Joseph Martinez, Global Chief Procurement Officer, Bank of New York Mellon
Mike Morsch, Vice President, Global Procurement and Supply Chain, CDK Global
Elissa Ouyang, Chief Procurement Officer, California Water Service Group
Emily Rakowski, Chief Marketing Officer, EcoVadis
Padmini Ranganathan, Global Vice President, Product Strategy, SAP Procurement Solutions at SAP
Greg Tennyson, Chief Procurement Officer, VSP Global

Michele Wesseling, Associate Vice President, Global Third Party Management Office, TD Securities Limited

About SIG  

SIG, https://sig.org/ is a membership organization that provides thought leadership and networking opportunities to executives in sourcing, procurement, outsourcing and risk from Fortune 500 and Global 1000 companies and the advisors who serve them. SIG is widely known as a forum for sharing “next” practices and thought leadership through live networking events, virtual forums and a comprehensive online SIG resource center (SRC), which was developed by and for professionals in sourcing and outsourcing. The organization is unique in that it blends practitioners, service providers and advisory firms in a non-commercial environment. SIG is also the parent organization for SIG University, a one-of-a-kind certification and training program for professionals and executives seeking deep expertise in sourcing and governance for themselves or their teams, as well as Future of Sourcing, which provides unrivaled digital content for the opinion-formers and decision-makers at the heart of the outsourcing space.  

###  

Contacts: 

Sourcing Industry Group 

Heather Schleicher  

Senior Marketing Director 
(904) 930-4584 
[email protected]  

Heather Schleicher
Sourcing Industry Group (SIG)
[email protected]

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]