Lam Research Corporation Announces December 2020 Quarter Financial Conference Call

FREMONT, Calif., Jan. 06, 2021 (GLOBE NEWSWIRE) — Lam Research Corp. (NASDAQ: LRCX) today announced that the company will host its quarterly financial conference call and webcast on Wednesday, January 27, 2021, beginning at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time).

Webcast: To access the webcast, visit the Investors section of Lam’s web site at http://www.lamresearch.com and click on the Investors/Investors Overview/Events & Presentations section to view the details.
Replay Information: A webcast replay will be available on the Lam Research website approximately three hours after the conference call concludes.
Contact Information: Lam Research Investor Relations Department. [email protected], 510-572-1615.

About Lam Research

Lam Research Corp. is a global supplier of innovative wafer fabrication equipment and services to the semiconductor industry. As a trusted, collaborative partner to the world’s leading semiconductor companies, we combine superior systems engineering capability, technology leadership, and unwavering commitment to customer success to accelerate innovation through enhanced device performance. In fact, today, nearly every advanced chip is built with Lam technology. Lam Research (Nasdaq: LRCX) is a FORTUNE 500® company headquartered in Fremont, Calif., with operations around the globe. Learn more at www.lamresearch.com. (LRCX-F)

Ram Ganesh
Investor Relations
(510) 572-1615
Email: [email protected]



Medical Properties Trust to Acquire £800 Million in Behavioral Hospitals

Medical Properties Trust to Acquire £800 Million in Behavioral Hospitals

MPT to Own Critical Real Estate of Europe’s New Dominant Comprehensive Rehabilitation Provider

Solidifies MPT’s Leading Position in UK Healthcare Real Estate Market

BIRMINGHAM, Ala.–(BUSINESS WIRE)–
Medical Properties Trust, Inc. (the “Company” or “MPT”) (NYSE: MPW) today announced that it has entered into definitive agreements to acquire a portfolio of select behavioral health facilities located in the United Kingdom for approximately £800 million, plus customary stamp duty tax and other transaction costs. The facilities are currently owned and operated by leading UK behavioral health provider Priory Group (“Priory”) and, in a related transaction, affiliates of Waterland Private Equity Investments (“Waterland”) will acquire the operations of Priory from Acadia Healthcare (“Acadia”) (NASDAQ: ACHC) following a competitive process. Following Waterland’s acquisition of Priory, the properties MPT will acquire will be subject to long-term sale-leaseback agreements with Priory. Waterland is the parent of MPT’s German post-acute tenant MEDIAN Kliniken (“MEDIAN”) and plans to combine the Priory and MEDIAN platforms to create Europe’s leading comprehensive medical and behavioral rehabilitation services provider.

The sale-leaseback agreements are expected to provide MPT a GAAP-basis yield of 8.6% and were underwritten based on initial lease payment coverage of approximately 2.0 times EBITDAR. The Company expects coverage to expand as strategic and operating initiatives are executed and as the result of anticipated robust growth in the UK behavioral health marketplace. The portfolio is substantially comprised of Priory’s most acute behavioral health facilities and will be subject to a cross-defaulted, master lease structure with a strong-credit parent guaranty. The leases will carry an initial fixed term of 25 years, two 10-year extension options, and annual rent escalators linked to UK inflation and subject to a 2% floor. The sale-leaseback transactions are expected to close during the first half of 2021, subject to customary closing conditions.

Pursuant to the definitive agreements, the Company will pre-fund the £800 million real estate purchase price by way of a secured interim acquisition loan to Waterland in the same amount, which will bear interest at a market rate and will be funded at the closing of Waterland’s acquisition of Priory, which is expected in the first quarter of 2021. As the sale-leaseback transactions are completed in the first half of 2021, the outstanding principal of the loan will be reduced and offset against the real estate purchase price payable by the Company. In addition, at the time of closing of Waterland’s acquisition of Priory, the Company will provide a separate short-term bridge loan of £250 million to the purchaser at a market rate and also acquire a 9.9% interest in the equity of the operator for a nominal amount.

MPT expects to fund the total cash consideration payable by the Company using cash on hand, borrowings under its revolving credit facility and/or with funds from additional financing arrangements, which may include issuances of debt and equity securities, placement of new secured loans on the acquired real estate, or a combination thereof. The sources of financing actually used will depend upon a variety of factors, including market conditions.

“We are elated to rapidly expand both our presence in the UK and our exposure to the increasingly critical behavioral health hospital segment at what we believe to be a very strong return to MPT,” said Edward K. Aldag, Jr., MPT’s Chairman, President, and Chief Executive Officer. “Our unique understanding of healthcare operations and real estate, successful track record investing in Europe, leadership position in the UK healthcare real estate financing market, and proven ability to execute complicated, multi-national transactions were critical in securing this competitive transaction despite obvious complexities related to the pandemic and a changing trade landscape between the UK and European Union.”

BENEFITS OF TRANSACTION

  • Immediate Accretion to Earnings. Based on recent investment activity as well as general assumptions regarding financing costs, the transaction is expected to result in immediate accretion to MPT’s most recently communicated annual run-rate expectations for per share net income and normalized funds from operations of $1.09 to $1.12 and $1.68 to $1.71, respectively.
  • Reduced Tenant and Property-Level Concentration. This substantial investment in facilities presently operated by Priory Group will decrease MPT’s exposure to its largest tenant to 21%, down from nearly 40% at the beginning of 2019. Importantly, the Company’s largest single property investment now represents less than 3% of the overall portfolio.
  • Extended Lease and Loan Maturity Schedule. Adjusted for this and other recent transactions, MPT’s weighted average lease and loan duration will increase to 15.7 years with average annual maturities of only 1.4% through 2030.
  • Reduced exposure to mortgage loan investments. Upon completion of this and other recent transactions, the Company’s total exposure to mortgage loan investments will be less than 2% of its investment portfolio.

RECENT INVESTMENTS

In addition to closing the previously announced $132 million investment in the real estate of three hospitals in Colombia, MPT invested $470 million in the fourth quarter of 2020 in five separate transactions with a weighted average GAAP cap rate of 6.1%. These investments carry a weighted average lease term of 24 years and were funded using cash on hand, proceeds from the Company’s December 2020 Notes issuance, and borrowings under the Company’s revolving credit facility.

A reconciliation of annual run-rate guidance for per share net income and normalized funds from operations as provided on October 29, 2020 is included in the financial tables accompanying this press release.

About Medical Properties Trust, Inc.

Medical Properties Trust, Inc. is a self-advised real estate investment trust formed in 2003 to acquire and develop net-leased hospital facilities. From its inception in Birmingham, Alabama, the Company has grown to become one of the world’s largest owners of hospitals with approximately 430 facilities and roughly 43,000 licensed beds in nine countries and across four continents on a pro forma basis. MPT’s financing model facilitates acquisitions and recapitalizations and allows operators of hospitals to unlock the value of their real estate assets to fund facility improvements, technology upgrades and other investments in operations. For more information, please visit the Company’s website at www.medicalpropertiestrust.com.

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can generally be identified by the use of forward-looking words such as “may”, “will”, “would”, “could”, “expect”, “intend”, “plan”, “estimate”, “target”, “anticipate”, “believe”, “objectives”, “outlook”, “guidance” or other similar words, and include statements regarding our strategies, objectives, future expansion and development activities, and expected financial performance. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results or future events to differ materially from those expressed in or underlying such forward-looking statements, including, but not limited to: (i) the risk that the Priory Group transactions do not close on time or according to the planned terms or at all; (ii) the economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including governmental assistance to hospitals and healthcare providers, including certain of our tenants; (iii) the ability of our tenants, operators and borrowers to satisfy their obligations under their respective contractual arrangements with us, especially as a result of the adverse economic impact of the COVID-19 pandemic, and government regulation of hospitals and healthcare providers in connection with same (as further detailed under the heading “Risk Factors” in our Quarterly Report on Form 10-Q filed with the SEC on May 11, 2020); (iv) our expectations regarding annual run-rate net income and NFFO per share; (v) our success in implementing our business strategy and our ability to identify, underwrite, finance, consummate and integrate acquisitions and investments; (vi) the nature and extent of our current and future competition; (vii) macroeconomic conditions, such as a disruption of or lack of access to the capital markets; (viii) our ability to obtain debt financing on attractive terms or at all, which may adversely impact our ability to pursue acquisition and development opportunities and pay down, refinance, restructure or extend our indebtedness as it becomes due; (ix) increases in our borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (x) international, national and local economic, real estate and other market conditions in the United States, Europe (in particular Germany, the United Kingdom, Spain, Italy, Portugal, and Switzerland), Australia and South America, which may negatively impact, among other things, the financial condition of our tenants, lenders and institutions that hold our cash balances, and may expose us to increased risks of default by these parties; (xi) factors affecting the real estate industry generally or the healthcare real estate industry in particular; (xii) our ability to maintain our status as a REIT for federal and state income tax purposes; (xiii) federal and state healthcare and other regulatory requirements, as well as those in the foreign jurisdictions where we own properties; (xiv) the value of our real estate assets, which may limit our ability to dispose of assets at attractive prices or obtain or maintain equity or debt financing secured by our properties or on an unsecured basis; (xv) the ability of our tenants and operators to comply with applicable laws, rules and regulations in the operation of the our properties, to deliver high-quality services, to attract and retain qualified personnel and to attract patients; and (xvi) potential environmental contingencies and other liabilities.

The risks described above are not exhaustive and additional factors could adversely affect our business and financial performance, including the risk factors discussed under the section captioned “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019 and as updated in our quarterly reports on Form 10-Q. Forward-looking statements are inherently uncertain and actual performance or outcomes may vary materially from any forward-looking statements and the assumptions on which those statements are based. Readers are cautioned to not place undue reliance on forward-looking statements as predictions of future events. We disclaim any responsibility to update such forward-looking statements, which speak only as of the date on which they were made.

 

MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES

Annual Run‐Rate Guidance Reconciliation

(Unaudited)

 

Annual Run-Rate Guidance – Per Share(1)

Low

High

 
Net income attributable to MPT common stockholders

$

1.09

$

1.12

Participating securities’ share in earnings

 

 

Net income, less participating securities’ share in earnings

$

1.09

$

1.12

 
Depreciation and amortization

 

0.59

 

0.59

Funds from operations

$

1.68

$

1.71

 
Other adjustments

 

 

Normalized funds from operations

$

1.68

$

1.71

 

(1)The guidance is based on current expectations and actual results or future events may differ materially from those expressed in this table, which is a forward-looking statement within the meaning of the federal securities laws. Please refer to the forward-looking statement included in this press release and our filings with the Securities and Exchange Commission for a discussion of risk factors that affect our performance.

 

Drew Babin, CFA

Senior Managing Director – Corporate Communications

Medical Properties Trust, Inc.

(646) 884-9809

[email protected]

KEYWORDS: Alabama Europe United States United Kingdom North America

INDUSTRY KEYWORDS: Hospitals Construction & Property Health REIT

MEDIA:

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Tetra Tech Announces Planned Dates for First Quarter 2021 Results and Conference Call

Tetra Tech Announces Planned Dates for First Quarter 2021 Results and Conference Call

PASADENA, Calif.–(BUSINESS WIRE)–Tetra Tech, Inc. (NASDAQ: TTEK), a leading provider of high-end consulting and engineering services, announced today the planned dates for its first quarter 2021 results and conference call.

On Wednesday, January 27, 2021, after market close, Tetra Tech intends to announce its first quarter 2021 results. On Thursday, January 28, 2021, at 8:00 a.m. Pacific Time, Tetra Tech plans to host a conference call to present and discuss the Company’s financial results and forward outlook.

Investors and other interested parties can access a live audio-visual webcast through a link posted on the Company’s website at tetratech.com/investors. The webcast replay will be available following the call.

About Tetra Tech

Tetra Tech is a leading provider of high-end consulting and engineering services for projects worldwide. With 20,000 associates working together, Tetra Tech provides clear solutions to complex problems in water, environment, infrastructure, resource management, energy, and international development. We are Leading with Science® to provide sustainable and resilient solutions for our clients. For more information about Tetra Tech, please visit tetratech.com or follow us on LinkedIn, Twitter, and Facebook.

Any statements made in this release that are not based on historical fact are forward-looking statements. Any forward-looking statements made in this release represent management’s best judgment as to what may occur in the future. However, Tetra Tech’s actual outcome and results are not guaranteed and are subject to certain risks, uncertainties and assumptions (“Future Factors”), and may differ materially from what is expressed. For a description of Future Factors that could cause actual results to differ materially from such forward-looking statements, see the discussion under the section “Risk Factors” included in the Company’s Form 10-K and Form 10-Q filings with the Securities and Exchange Commission.

Jim Wu, Investor Relations

Charlie MacPherson, Media & Public Relations

(626) 470-2844

KEYWORDS: California United States North America Canada

INDUSTRY KEYWORDS: Other Energy Professional Services Utilities Other Natural Resources Energy Technology Natural Resources Environment Engineering Finance Consulting Telecommunications Manufacturing

MEDIA:

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3D Systems to Present at the Needham Virtual Growth Conference

ROCK HILL, S.C., Jan. 06, 2021 (GLOBE NEWSWIRE) — 3D Systems (NYSE:DDD) announced today that management will present at the Needham Virtual Growth Conference on Wednesday, January 13, 2021 at 10:45 a.m. Eastern Time.

A live webcast of the presentation will be available on the “Investor Relations” section of 3D Systems’ website at https://investor.3dsystems.com/ and will remain available for replay for at least 30 days following the event.

Forward-Looking Statements

Certain statements made in this release that are not statements of historical or current facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company to be materially different from historical results or from any future results or projections expressed or implied by such forward-looking statements. In many cases, forward-looking statements can be identified by terms such as “believes,” “belief,” “expects,” “may,” “will,” “estimates,” “intends,” “anticipates” or “plans” or the negative of these terms or other comparable terminology. Forward-looking statements are based upon management’s beliefs, assumptions, and current expectations and may include comments as to the company’s beliefs and expectations as to future events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside the control of the company. The factors described under the headings “Forward-Looking Statements” and “Risk Factors” in the company’s periodic filings with the Securities and Exchange Commission, as well as other factors, could cause actual results to differ materially from those reflected or predicted in forward-looking statements. Although management believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements are not, and should not be relied upon as a guarantee of future performance or results, nor will they necessarily prove to be accurate indications of the times at which such performance or results will be achieved. The forward-looking statements included are made only as of the date of the statement. 3D Systems undertakes no obligation to update or review any forward-looking statements made by management or on its behalf, whether as a result of future developments, subsequent events or circumstances or otherwise.

About 3D Systems

More than 30 years ago, 3D Systems brought the innovation of 3D printing to the manufacturing industry. Today, as the leading Additive Manufacturing solutions partner, we bring innovation, performance, and reliability to every interaction – empowering our customers to create products and business models never before possible. Thanks to our unique offering of hardware, software, materials, and services, each application-specific solution is powered by the expertise of our application engineers who collaborate with customers to transform how they deliver their products and services. 3D Systems’ solutions address a variety of advanced applications in Healthcare and Industrial markets such as Medical and Dental, Aerospace & Defense, Automotive, and Durable Goods. More information on the company is available at www.3dsystems.com.

Investor Contact: Email: [email protected]
Media Contact: Nicole York
  Email: [email protected]



Washington Prime Group Announces Compliance with NYSE Continued Listing Standards

Washington Prime Group Announces Compliance with NYSE Continued Listing Standards

COLUMBUS, Ohio–(BUSINESS WIRE)–
Washington Prime Group Inc. (NYSE: WPG) today announced that it received written notification on January 4, 2021 from the New York Stock Exchange (the “NYSE”) that the Company has regained compliance with the NYSE continued listing standards.

As previously disclosed, on April 28, 2020, the Company received formal notice from the NYSE that it was not in compliance with the NYSE’s continued listing standards as a result of the average closing price of the Company’s common stock being less than $1.00 per share over a consecutive 30 trading-day period.

The Company regained compliance following the previously announced completion of its 1-for-9 reverse stock split of its common stock, effective December 22, 2020 prior to the opening of trading of the Company’s common stock on the NYSE on that day. Accordingly, the Company has regained compliance under the NYSE continued listing standards.

About Washington Prime Group

Washington Prime Group Inc. is a retail REIT and a recognized leader in the ownership, management, acquisition and development of retail properties. The Company combines a national real estate portfolio with its expertise across the entire shopping center sector to increase cash flow through rigorous management of assets and provide new opportunities to retailers looking for growth throughout the U.S. Washington Prime Group® is a registered trademark of the Company. Learn more at www.washingtonprime.com and http://interactive.washingtonprime.com/innovation/p/1.

Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 which represent the current expectations and beliefs of management of Washington Prime Group Inc. (“WPG”) concerning the proposed transactions, the anticipated consequences and benefits of the transactions and the targeted close date for the transactions, and other future events and their potential effects on WPG, including, but not limited to, statements relating to anticipated financial and operating results, future liquidity, the Company’s plans, objectives, expectations and intentions, cost savings and other statements, including words such as “anticipate,” “believe,” “confident,” “plan,” “estimate,” “expect,” “intend,” “will,” “should,” “may,” and other similar expressions. Such statements are based upon the current beliefs and expectations of WPG’s management, and involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of WPG to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, without limitation: changes in asset quality and credit risk; ability to sustain revenue and earnings growth; changes in political, economic or market conditions generally and the real estate and capital markets specifically; the impact of increased competition; the availability of capital and financing; tenant or joint venture partner(s) bankruptcies; the failure to increase store occupancy and same-store operating income; risks associated with the acquisition, disposition, (re)development, expansion, leasing and management of properties; changes in market rental rates; trends in the retail industry; relationships with anchor tenants; risks relating to joint venture properties; costs of common area maintenance; competitive market forces; the level and volatility of interest rates; the rate of revenue increases as compared to expense increases; the financial stability of tenants within the retail industry; the restrictions in current financing arrangements or the failure to comply with such arrangements; the liquidity of real estate investments; the impact of changes to tax legislation and WPG’s tax positions; losses associated with closures, failures and stoppages associated with the spread and proliferation of the coronavirus (COVID-19) pandemic; to qualify as a real estate investment trust; the failure to refinance debt at favorable terms and conditions; loss of key personnel; material changes in the dividend rates on securities or the ability to pay dividends on common shares or other securities; possible restrictions on the ability to operate or dispose of any partially-owned properties; the failure to achieve earnings/funds from operations targets or estimates; the failure to achieve projected returns or yields on (re)development and investment properties (including joint ventures); expected gains on debt extinguishment; changes in generally accepted accounting principles or interpretations thereof; terrorist activities and international hostilities; the unfavorable resolution of legal or regulatory proceedings; the impact of future acquisitions and divestitures; assets that may be subject to impairment charges; significant costs related to environmental issues; changes in LIBOR reporting practices or the method in which LIBOR is determined; and other risks and uncertainties, including those detailed from time to time in WPG’s statements and periodic reports filed with the Securities and Exchange Commission, including those described under “Risk Factors”. The forward-looking statements in this communication are qualified by these risk factors. Each statement speaks only as of the date of this press release and WPG undertakes no obligation to update or revise any forward-looking statements to reflect new information, subsequent events or circumstances. Actual results may differ materially from current projections, expectations, and plans, if any. Investors, potential investors and others should give careful consideration to these risks and uncertainties.

Lisa A. Indest, CAO & EVP, Finance, 614.887.5844 or [email protected]

Kimberly A. Green, VP, Investor Relations & Corporate Communications, 614.887.5647 or [email protected]

KEYWORDS: United States North America Ohio

INDUSTRY KEYWORDS: Retail Other Retail Other Construction & Property Commercial Building & Real Estate Construction & Property REIT

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Xencor and MD Anderson Enter Strategic Collaboration to Develop Novel T Cell-Engaging Bispecific Antibodies for Potential Treatment of Patients with Cancer

Xencor and MD Anderson Enter Strategic Collaboration to Develop Novel T Cell-Engaging Bispecific Antibodies for Potential Treatment of Patients with Cancer

MONROVIA, Calif. & HOUSTON–(BUSINESS WIRE)–Xencor, Inc. (NASDAQ:XNCR), a clinical-stage biopharmaceutical company developing engineered monoclonal antibodies for the treatment of cancer and autoimmune diseases, and The University of Texas MD Anderson Cancer Center today announced a strategic research collaboration and commercialization agreement to develop novel CD3 bispecific antibody therapeutics for the potential treatment of patients with cancer.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210106005805/en/

This collaboration joins Xencor’s innovative XmAb® technology and protein engineering expertise to create bispecific antibodies with MD Anderson’s expertise in the research and discovery of novel therapeutic antibodies, including the Oncology Research for Biologics and Immunotherapy Translation (ORBIT) platform, part of MD Anderson’s Therapeutics Discovery division.

“Xencor’s modular antibody engineering platform enables the rapid generation of XmAb® bispecific antibodies, and our research collaboration with MD Anderson will further expand the use of our technology to explore novel therapeutic targets, which could result in the creation of new therapies for patients with cancer,” said John Desjarlais, Ph.D., senior vice president and chief scientific officer at Xencor.

T cell-engaging bispecific antibodies are designed to recognize and bind to an antigen on tumor cells as well as to an activating receptor on T cells, such as CD3, in order to directly recruit and activate T cells against tumor cells. Xencor’s modular scaffold for engineering bispecific antibodies is the XmAb bispecific Fc domain, which enables the rapid creation of stable antibodies with novel anti-tumor mechanisms of action.

“There is an urgent need to discover new therapeutic targets and to develop antibody-based strategies to trigger an immune response against the tumors that express them,” said Dongxing Zha, Ph.D., institute head of the ORBIT platform at MD Anderson. “Xencor’s multi-format-capable CD3 bispecific antibody platform enables us to rapidly develop and investigate therapies against intriguing tumor targets, and we look forward to evaluating the first candidates to be engineered as part of this collaboration.”

MD Anderson will work to identify and develop potential antibodies, collaborating with Xencor to apply its XmAb bispecific technology to create therapeutic candidates. MD Anderson will then conduct and fund all preclinical activities to advance candidates toward clinical studies.

Xencor has certain exclusive options to license worldwide rights to develop and commercialize potential new medicines arising from the research collaboration. For programs not licensed by Xencor, Xencor will receive a portion of future payments received by MD Anderson. Xencor and MD Anderson are entering into the collaboration with two predetermined, undisclosed antibody candidates.

About Xencor, Inc.

Xencor is a clinical-stage biopharmaceutical company developing engineered monoclonal antibodies for the treatment of cancer and autoimmune diseases. Currently, 18 candidates engineered with Xencor’s XmAb® technology are in clinical development internally and with partners. Xencor’s XmAb antibody engineering technology enables small changes to the structure of monoclonal antibodies resulting in new mechanisms of therapeutic action. For more information, please visit www.xencor.com.

About MD Anderson

The University of Texas MD Anderson Cancer Center in Houston ranks as one of the world’s most respected centers focused on cancer patient care, research, education and prevention. The institution’s sole mission is to end cancer for patients and their families around the world. MD Anderson is one of only 51 comprehensive cancer centers designated by the National Cancer Institute (NCI). MD Anderson is ranked No.1 for cancer care in U.S. News & World Report’s “Best Hospitals” survey. It has ranked as one of the nation’s top two hospitals for cancer care since the survey began in 1990 and has ranked first 16 times in the last 19 years. MD Anderson receives a cancer center support grant from the NCI of the National Institutes of Health (P30 CA016672).

Forward-Looking Statements

Certain statements contained in this press release may constitute forward-looking statements within the meaning of applicable securities laws. Forward-looking statements include statements that are not purely statements of historical fact, and can generally be identified by our use of words such as “potential,” “can,” “will,” “plan,” “may,” “could,” “would,” “expect,” “anticipate,” “seek,” “look forward,” “believe,” “committed,” “investigational,” and similar terms, or by express or implied discussions relating to Xencor’s business, including, but not limited to, statements regarding the potential for the collaboration between Xencor and MD Anderson to result in the creation of new therapies for cancer patients; the ability of Xencor’s platform to enable the rapid development and investigation of therapies against intriguing tumor targets; the potential for candidates to advance toward clinical studies; whether any medicines will arise from the collaboration and the potential for future payments to be made to MD Anderson and Xencor arising from such medications; the quotations from Xencor’s senior vice president and chief scientific officer and other statements that are not purely statements of historical fact. Such statements are made on the basis of the current beliefs, expectations, and assumptions of the management of Xencor and are subject to significant known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements and the timing of events to be materially different from those implied by such statements, and therefore these statements should not be read as guarantees of future performance or results. Such risks include, without limitation, the risks associated with the process of discovering, developing, manufacturing and commercializing drugs that are safe and effective for use as human therapeutics and other risks described in Xencor’s public securities filings. For a discussion of these and other factors, please refer to Xencor’s annual report on Form 10-K for the year ended December 31, 2019 as well as Xencor’s subsequent filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. This caution is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended to date. All forward-looking statements are qualified in their entirety by this cautionary statement and Xencor undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof, except as required by law.

Xencor Contact

For Investors:

Charles Liles

[email protected]

For Media:

Jason I. Spark

Canale Communications

619-849-6005

[email protected]

MD Anderson Contact

Clayton R. Boldt, Ph.D.

713-792-9518

[email protected]

KEYWORDS: California Texas United States North America

INDUSTRY KEYWORDS: Infectious Diseases Clinical Trials Other Health Biotechnology General Health University Pharmaceutical Health Education Oncology

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DermTech Announces Proposed Public Offering of Common Stock

DermTech Announces Proposed Public Offering of Common Stock

LA JOLLA, Calif.–(BUSINESS WIRE)–
DermTech, Inc. (Nasdaq: DMTK) (“DermTech”), a leader in precision dermatology enabled by a non-invasive skin genomics platform, announced today that it has commenced a proposed underwritten public offering of its common stock. In connection with the offering, DermTech intends to grant the underwriters a 30-day option to purchase up to an additional 15% of the shares of common stock sold in the offering. All of the shares in the offering will be sold by DermTech. DermTech currently intends to use the net proceeds from the offering to fund further commercialization of its clinical commercial tests, accelerate pipeline development and for general corporate purposes, including working capital and other general and administrative purposes.

Cowen and William Blair are acting as joint book-running managers for the offering. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

The offering will be made only by means of a written prospectus and related prospectus supplement forming part of DermTech’s shelf registration statement on Form S-3 (File No. 333-248642) that was filed with the Securities and Exchange Commission (the “SEC”) on September 8, 2020 and declared effective by the SEC on September 17, 2020. A preliminary prospectus supplement and accompanying prospectus relating to and describing the terms of the offering will be available at the SEC’s website located at www.sec.gov. Alternatively, copies may be obtained from Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attn: Prospectus Department, by email at [email protected] or by telephone at (833) 297-2926, or from William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606, or by email at [email protected] or by telephone at 1-800-621-0687. Before you invest, you should read the prospectus supplement and the accompanying prospectus along with other documents that DermTech has filed with the SEC for more complete information about DermTech and the offering.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About DermTech:

DermTech is the leading genomics company in dermatology and is creating a new category of medicine, precision dermatology, enabled by our non-invasive skin genomics platform. DermTech’s mission is to transform dermatology with our non-invasive skin genomics platform, to democratize access to high quality dermatology care, and to improve the lives of millions. DermTech provides genomic analysis of skin samples collected non-invasively using an adhesive patch rather than a scalpel. DermTech markets and develops products that facilitate the early detection of skin cancers, and is developing products that assess inflammatory diseases and customize drug treatments.

Forward-Looking Statements:

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The expectations, estimates, and projections of DermTech may differ from its actual results and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, expectations with respect to: the intention, completion, timing and option relating to the proposed public offering and the intended use of proceeds therefrom, as well as the performance, patient benefits, cost-effectiveness, commercialization and adoption of DermTech’s products and the market opportunity therefor. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside of the control of DermTech and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the outcome of any legal proceedings that may be instituted against DermTech; (2) DermTech’s ability to obtain additional funding to develop and market its products; (3) the existence of favorable or unfavorable clinical guidelines for DermTech’s tests; (4) the reimbursement of DermTech’s tests by Medicare and private payors; (5) the ability of patients or healthcare providers to obtain coverage of or sufficient reimbursement for DermTech’s products; (6) DermTech’s ability to grow, manage growth and retain its key employees; (7) changes in applicable laws or regulations; (8) the market adoption and demand for DermTech’s products and services together with the possibility that DermTech may be adversely affected by other economic, business, and/or competitive factors; (9) uncertainties related to market conditions and the completion of the public offering on the anticipated terms or at all; and (10) other risks and uncertainties included in the “Risk Factors” section of the preliminary prospectus available on the SEC’s website located at www.sec.gov, the most recent Quarterly Report on Form 10‑Q filed by DermTech with the SEC, and other documents filed or to be filed by DermTech with the SEC. DermTech cautions that the foregoing list of factors is not exclusive. You should not place undue reliance upon any forward-looking statements, which speak only as of the date made. DermTech does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based.

Sarah Dion

VP Marketing

[email protected]

(858) 450-4222

Investor Relations:

Caroline Corner, PhD

Westwicke, an ICR company

[email protected]

(415) 202-5678

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Oncology Medical Supplies Medical Devices Health Genetics Biotechnology

MEDIA:

 

Three Months Ended November 30,

%

 

2020

2019

Change

 

(unaudited)

(unaudited)

 

 

 

Net sales

$53,403

$56,040

(4.7)%

 

 

 

 

Net income

$851

$1,917

(55.6)%

 

 

 

 

Basic and diluted earnings per common share

$0.17

$0.39

(56.4)%

The Company had 373 sales employees at November 30, 2020, an increase of 24 or 6.4% from the prior year quarter. The Company’s sales force is divided into Sales focus teams (SFT’s). The Company had 101 SFT’s as of November 30, 2020, an increase of 2 from the prior year quarter. Management anticipates continued growth in both our headcount and SFT’s in fiscal year 2021. The Company believes it continues to gain market share through its local presence business model.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:

Any statements set forth in this news release that are not entirely historical and factual in nature, including without limitation, statements related to our headcount expansion and future growth are forward-looking statements. These forward-looking statements are based on our current expectations and are inherently subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. The potential risks and uncertainties include, but are not limited to, our ability to hire and retain additional qualified employees, our ability to open additional sales offices, and to gain market acceptance for our products, the pricing and availability of our products, the success of our sales and marketing programs, the impact of products offered by our competitors from time to time, and the impact of the Covid-19 pandemic. In addition to these factors and any other factors mentioned elsewhere in this news release, the reader should refer as well to the factors, uncertainties or risks identified in EACO’s most recent Form 10-K and all subsequent Form 10-Q reports filed by us with the SEC. The forward-looking statements included in this release speak only as of the date hereof, and EACO does not undertake any obligation to update these forward-looking statements to reflect subsequent events or circumstances.

EACO Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

(in thousands, except share information)

(unaudited)

November 30,

 

August 31,

2020

2020*

ASSETS

 

 

 

 

Current Assets:

Cash and cash equivalents

$

6,665

$

6,079

Restricted cash

3,202

2,916

Trade accounts receivable, net

 

28,033

 

29,667

Inventory, net

39,616

39,545

Marketable securities, trading

 

791

 

1,368

Prepaid expenses and other current assets

4,388

5,094

Total current assets

 

82,695

 

84,669

Non-current Assets:

 

 

 

 

Property, equipment and leasehold improvements, net

8,650

8,848

Other assets:

 

 

 

 

Operating lease right-of-use assets

 

12,393

 

12,810

Other assets, net

 

1,414

 

1,424

Total assets

$

105,152

$

107,751

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

Current Liabilities:

Trade accounts payable

$

16,334

$

16,535

Accrued expenses and other current liabilities

5,909

6,632

Liability for short sales of trading securities

3,202

2,916

Current portion of operating lease liabilities

 

2,585

 

2,653

Current portion of long-term debt

 

2,939

 

5,100

Total current liabilities

 

30,969

 

33,836

Non-current Liabilities:

Long-term debt

4,781

4,807

Operating lease liabilities

 

9,833

 

10,289

Total liabilities

 

45,583

 

48,932

Commitments and Contingencies

 

 

 

 

Shareholders’ Equity:

Convertible preferred stock, $0.01 par value per share; 10,000,000 shares authorized; 36,000 shares outstanding (liquidation value $900)

 

1

 

1

Common stock, $0.01 par value per share; 8,000,000 shares authorized; 4,861,590 shares outstanding

49

49

Additional paid-in capital

 

12,378

 

12,378

Accumulated other comprehensive income

706

788

Retained earnings

 

46,435

 

45,603

Total shareholders’ equity

59,569

58,819

Total liabilities and shareholders’ equity

$

105,152

$

107,751

* Derived from the Company’s audited financial statements included in its Form 10-K for the year ended August 31, 2020 filed with the U.S. Securities and Exchange Commission on November 30, 2020.

EACO Corporation and Subsidiaries

Condensed Consolidated Statements of Income

(in thousands, except for share and per share information)

(unaudited)

 

Three Months Ended

November 30,

 

 

2020

 

2019

Net sales

$

53,403

$

56,040

Cost of sales

 

38,951

40,144

Gross margin

 

14,452

15,896

Operating expenses:

Selling, general and administrative expenses

12,681

12,602

Income from operations

 

1,771

3,294

 

Other (expense):

Net loss on trading securities

 

(553)

(80)

Loss on sale of real property

 

 

(102)

Interest and other expense, net

(69)

(119)

Other (expense), net

 

(622)

(301)

Income before income taxes

1,149

2,993

Provision for income taxes

 

298

1,076

Net income

 

851

1,917

Cumulative preferred stock dividend

(19)

(19)

Net income attributable to common shareholders

$

832

$

1,898

 

Basic and diluted earnings per common share:

$

0.17

$

0.39

Basic and diluted weighted average common

shares outstanding

 

4,861,590

4,861,590

EACO Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

Three Months Ended

November 30,

2020

2019

Operating activities:

 

 

Net income

$

851

$

1,917

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

 

 

Depreciation and amortization

377

259

Bad debt expense

 

 

3

Loss on sale of property

102

Net loss on trading securities

553

80

(Increase) decrease in:

 

 

Trade accounts receivable

1,634

2,175

Inventory

(71)

 

 

(2,472)

Prepaid expenses and other assets

716

(729)

Operating lease right-of-use assets

 

417

 

 

Increase (decrease) in:

 

 

Trade accounts payable

666

(2,266)

Accrued expenses and other current liabilities

(723)

 

 

(737)

Operating lease liabilities

 

(524)

 

 

Net cash provided by (used in) operating activities

3,896

 

 

(1,668)

Investing activities:

Additions to property, equipment, and leasehold improvements

(179)

 

 

(2,393)

Proceeds from sale of property

 

 

 

7,075

Sale of marketable securities, trading

24

1,388

Net change in liabilities for short sales of trading securities

286

 

 

2,167

Net cash provided by investing activities

131

 

 

8,237

Financing activities:

(Payments) borrowings on revolving credit facility, net

(2,187)

 

 

513

Borrowings on Construction Loan

 

 

 

1,701

Repayments on long-term debt

 

 

 

(5,125)

Preferred stock dividend

(19)

(19)

Bank overdraft

(867)

 

 

104

Net cash used in financing activities

(3,073)

 

 

(2,826)

Effect of foreign currency exchange rate changes on cash and cash equivalents

(82)

 

(212)

Net increase in cash, cash equivalents, and restricted cash

872

 

 

3,531

Cash, cash equivalents, and restricted cash – beginning of period

8,995

 

5,347

Cash, cash equivalents, and restricted cash – end of period

$

9,867

 

$

8,878

Supplemental disclosures of cash flow information:

Cash paid for interest

$

48

 

$

122

Cash paid for income taxes

$

$

 

Marta Arciniega

EACO Corporation

(714) 876-2490

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Technology Hardware Semiconductor Other Technology

MEDIA:

Resources Connection, Inc. Reports Financial Results for Second Quarter Fiscal 2021

Resources Connection, Inc. Reports Financial Results for Second Quarter Fiscal 2021

Sequential Revenue Improvement with Significant Cost Efficiencies

IRVINE, Calif.–(BUSINESS WIRE)–
Resources Connection, Inc. (Nasdaq: RGP), a multinational business consulting firm operating as Resources Global Professionals (the “Company”), today announced financial results for its fiscal second quarter ended November 28, 2020.

Second Quarter Fiscal 2021 Highlights Compared to First Quarter Fiscal 2021:

  • Revenue of $153.2 million compared to $147.3 million, an increase of 4.0%, or 6.4% on the same day constant currency basis
  • SG&A of $54.6 million, including $6.8 million of restructuring costs, compared to $51.2 million, including $1.0 million of restructuring costs
  • Net loss of $1.0 million compared to net income of $2.3 million, after the impact of increased restructuring costs
  • Diluted loss per common share of $0.03 compared to diluted earnings per share of $0.07
  • Adjusted diluted earnings per common share of $0.21 compared to $0.14
  • Adjusted EBITDA margin of 8.1% compared to 6.9%
  • Available financial liquidity of $147.9 million as of November 28, 2020, up from $126.3 million as of May 30, 2020
  • Cash dividends declared of $0.14 per share, consistent with prior year quarter

Second Quarter Fiscal 2021 Highlights Compared to Prior Fiscal Year Second Quarter:

  • Revenue of $153.2 million compared to $184.5 million, a decline of 17.0%, or 15.6% on the same day constant currency basis
  • SG&A of $54.6 million, including $6.8 million of restructuring costs, compared to $53.8 million
  • Net loss of $1.0 million, after the impact of restructuring costs, compared to net income of $12.3 million
  • Diluted loss per common share of $0.03 compared to diluted earnings per share of $0.38
  • Adjusted diluted earnings per common share of $0.21 compared to $0.42
  • Adjusted EBITDA margin of 8.1% compared to 12.3%

Management Commentary

“We are pleased by the revenue improvement throughout Q2, especially in our most significant client accounts, our health care client base, as well as our core markets including Tri-state, California and Dallas,” said Kate W. Duchene, Chief Executive Officer. “We also experienced a meaningful decline in SG&A costs from the prior year quarter as a result of the restructuring accomplished during the past eight months and a disciplined approach to expense management. We have learned to work more efficiently than ever as a virtual, borderless and flexible enterprise. If the economy rebounds as we expect, we look forward to continuing to improve our financial performance on the top and bottom line through the second half of the year.”

Second Quarter Fiscal 2021 Results

Revenue in the second quarter of fiscal 2021 on a sequential basis increased by 4.0%, or 6.4% on a same day constant currency basis, compared to the first quarter of fiscal 2021, and declined 17.0% year-over-year. Weekly revenue accelerated steadily throughout the second quarter, reflecting improved buying patterns by clients across most target markets. The Company’s pipeline, from both a volume and quality perspective, has continued to strengthen since the beginning of fiscal 2021, positioning the business to capitalize on a potential economic recovery as COVID-19 vaccine progress mitigates uncertainty around key markets.

Gross margin in the second quarter was 38.0%, compared to 40.3% in the prior year quarter. The reduction in gross margin was due to a decrease in bill/pay spread, more holidays in the current fiscal quarter and unfavorable healthcare costs partially offset by lower passthrough revenue from client reimbursement. The Company continues to take a balanced approach to maximize and capture revenue opportunities while supporting gross margin.

SG&A of $54.6 million during the second quarter of fiscal 2021 included the impact of $6.8 million of restructuring costs. Excluding restructuring costs, SG&A expense improved 11.1% compared to the second quarter of fiscal 2020. Overall, SG&A benefited significantly from the restructuring activities that were initiated in the fourth quarter of fiscal 2020 and continued through the second quarter. Management compensation and occupancy costs were reduced by $2.5 million and $0.8 million, or 8.3% and 18.4%, respectively, compared to the prior year quarter. In addition, the Company continues to generate cost savings as a result of its virtual work environment and effective cost containment measures.

Net loss of $1.0 million for the second quarter was due to overall lower operating results including the impact of the restructuring costs, coupled with a high effective tax rate. Tax provision of $2.3 million for the second quarter was primarily associated with pre-tax income from regions outside of Europe. The majority of the restructuring charges incurred during the second quarter were incurred in the Company’s European entities resulting in a pre-tax loss in Europe. With significant required valuation allowances on tax benefits related to these net operating losses, no tax benefits were recognized in connection with the pre-tax loss, resulting in an effective tax rate of 178.5%, further contributing to the net loss for the second quarter.

Overcoming a relatively lethargic macro environment due to the continued impact from COVID, the Company delivered 8.1% of adjusted EBITDA in the second quarter and strengthened its liquidity by generating $11.0 million of positive cash flow from operations.

Restructuring Update

In September 2020, the Company’s Board of Directors approved a restructuring plan for the Company’s European business (the “European Plan”). Similar to the restructuring initiatives in the Company’s North America and Asia Pacific businesses that commenced in March 2020, the European Plan is focused on enhancing the organizational structure and operating efficiency of the European business, and more effectively aligning resources to a set of core high growth clients. The European Plan includes a reduction in force impacting approximately 40% of European positions, an exit from non-core markets and a real estate rationalization plan.

Pursuant to the approval of the European Plan, employee termination costs incurred during the second quarter were $5.3 million. Concurrently, two real estate leases under the European plan were exited at a cost of $0.4 million. The Company expects that the remaining actions related to employee termination will be substantially completed during calendar year 2021.

 

SUMMARY OF CONSOLIDATED FINANCIAL RESULTS

(Amounts in thousands, except percentages and per share amounts)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

November 28,

 

 

August 29,

 

 

November 23,

 

 

November 28,

 

 

November 23,

 

 

2020

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

(Unaudited)

 

 

(Unaudited)

 

 

(Unaudited)

 

 

(Unaudited)

 

 

(Unaudited)

Revenue

$

153,222

 

 

$

147,346

 

 

$

184,507

 

 

$

300,567

 

 

$

356,732

 

Direct cost of services

 

95,044

 

 

 

89,449

 

 

 

110,130

 

 

 

184,493

 

 

 

214,852

 

Gross margin

 

58,178

 

 

 

57,897

 

 

 

74,377

 

 

 

116,074

 

 

 

141,880

 

Selling, general and administrative expenses

 

54,552

 

 

 

51,154

 

 

 

53,755

 

 

 

105,707

 

 

 

110,733

 

Amortization of intangible assets

 

1,393

 

 

 

1,530

 

 

 

1,510

 

 

 

2,923

 

 

 

2,604

 

Depreciation expense

 

984

 

 

 

1,007

 

 

 

1,424

 

 

 

1,991

 

 

 

2,793

 

Operating income

 

1,249

 

 

 

4,206

 

 

 

17,688

 

 

 

5,453

 

 

 

25,750

 

Interest expense, net

 

460

 

 

 

495

 

 

 

551

 

 

 

955

 

 

 

1,033

 

Other income (1)

 

(475

)

 

 

(530

)

 

 

(537

)

 

 

(1,007

)

 

 

(537

)

Income before provision for income taxes

 

1,264

 

 

 

4,241

 

 

 

17,674

 

 

 

5,505

 

 

 

25,254

 

Provision for income taxes (2)

 

2,256

 

 

 

1,957

 

 

 

5,337

 

 

 

4,213

 

 

 

7,978

 

Net (loss) income

$

(992

)

 

$

2,284

 

 

$

12,337

 

 

$

1,292

 

 

$

17,276

 

Net (loss) income per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(0.03

)

 

$

0.07

 

 

$

0.39

 

 

$

0.04

 

 

$

0.54

 

Diluted

$

(0.03

)

 

$

0.07

 

 

$

0.38

 

 

$

0.04

 

 

$

0.54

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

32,356

 

 

 

32,183

 

 

 

31,984

 

 

 

32,270

 

 

 

31,852

 

Diluted

 

32,356

 

 

 

32,232

 

 

 

32,369

 

 

 

32,317

 

 

 

32,287

 

Cash dividends declared per common share

$

0.14

 

 

$

0.14

 

 

$

0.14

 

 

$

0.28

 

 

$

0.28

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue by Geography

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

North America

$

122,732

 

 

$

120,614

 

 

$

152,422

 

 

$

243,346

 

 

$

292,798

 

Europe

 

19,082

 

 

 

16,292

 

 

 

19,369

 

 

 

35,374

 

 

 

38,132

 

Asia Pacific

 

11,408

 

 

 

10,440

 

 

 

12,716

 

 

 

21,847

 

 

 

25,802

 

Total revenue

$

153,222

 

 

$

147,346

 

 

$

184,507

 

 

$

300,567

 

 

$

356,732

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash dividend

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total cash dividends paid

$

4,547

 

 

$

4,512

 

 

$

4,475

 

 

$

9,059

 

 

$

8,581

 

Note: The sum of quarterly amounts, including per share amounts, may not equal amounts reported for year-to-date periods. This is due to the effects of rounding and changes in the number of weighted-average shares outstanding for each period.

(1) Other income for the current fiscal year primarily consisted of COVID-19 government relief funds received globally. Other income in fiscal 2020 was related to a gain from the settlement on a pre-acquisition claim with the seller of Accretive, an acquisition that we completed in fiscal 2018.

(2) Tax provision of $2.3 million for the second quarter was primarily associated with pre-tax income from regions outside of Europe. The majority of the restructuring charges incurred during the second quarter were incurred in the Company’s European entities resulting in a pre-tax loss in Europe. With significant required valuation allowances on tax benefits related to these net operating losses, no tax benefits were recognized in connection with the pre-tax loss.

Conference Call Information

RGP will hold a conference call for analysts and investors at 5:00 p.m., ET, today, January 6, 2021. The dial-in number for the conference call will be: 877-390-5534. No password is required; simply ask for the RGP conference call. This conference call will be available for listening via a webcast on the Company’s website: http://www.rgp.com. An audio replay of the conference call will be available through January 14, 2021 at 855-859-2056. The conference ID number for the replay is 7939329. The call will also be archived on the RGP website for 30 days.

About RGP

RGP is a global consulting firm that enables rapid business outcomes by bringing together the right people to create transformative change. As a human capital partner to our global client base, we support our clients’ needs through both professional staffing and project execution in the areas of transactions, regulations, and transformations. Our pioneering approach to workforce strategy and our agile human capital model quickly align the right resources for the work at hand with speed and efficiency. Our engagements are designed to leverage human connection and collaboration to deliver practical solutions and more impactful results that power our clients’, consultants’ and partners’ success. Our mission as an employer is to connect our team members to meaningful opportunities that further their career ambitions within the context of a supportive talent community of dedicated professionals. With approximately 3,500 professionals, we annually engage with over 2,400 clients around the world from more than 60 physical practice offices and multiple virtual offices. We are their partner in delivering on the future of work. Headquartered in Irvine, California, RGP is proud to have served 88 of the Fortune 100.

The Company is listed on the Nasdaq Global Select Market, the exchange’s highest tier by listing standards. To learn more about RGP, visit: http://www.rgp.com. (RGP-F)

Forward-Looking Statements

Certain statements in this press release are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements may be identified by words such as “anticipates,” “believes,” “can,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “predicts,” “remain,” “should” or “will” or the negative of these terms or other comparable terminology. In this press release, such statements include statements regarding the expected impact of the COVID-19 pandemic on our business and operating results and the expected impact of our previously announced operational initiatives, our restructuring activities and our growth and operational plans. Such statements and all phases of the Company’s operations are subject to known and unknown risks, uncertainties and other factors that could cause our actual results, levels of activity, performance or achievements and those of our industry to differ materially from those expressed or implied by these forward-looking statements. Risks and uncertainties include uncertainties regarding the impact of the COVID-19 pandemic on our business and the economy generally, our ability to successfully execute on our strategic initiatives, our ability to realize the level of benefit that we expect from our restructuring initiatives, our ability to compete effectively in the highly competitive professional services market and to secure new projects from clients, our ability to successfully integrate any acquired companies, seasonality, overall economic conditions and other factors and uncertainties as are identified in our most recent Annual Report on Form 10-K for the year ended May 30, 2020 and our other public filings made with the Securities and Exchange Commission (File No. 0-32113). Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our business or operating results. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company does not intend, and undertakes no obligation, to update the forward-looking statements in this press release to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, unless required by law to do so.

Use of Non-GAAP Financial Measures

The Company utilizes certain financial measures and key performance indicators that are not defined by, or calculated in accordance with, GAAP to assess our financial and operating performance. A non-GAAP financial measure is defined as a numerical measure of a company’s financial performance that (i) excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the comparable measure calculated and presented in accordance with GAAP in the statement of operations; or (ii) includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the comparable GAAP measure so calculated and presented. The following non-GAAP measures are presented in this press release:

  • Same day constant currency revenue is adjusted for the following items:

    • Currency impact. In order to remove the impact of fluctuations in foreign currency exchange rates, the Company calculates constant currency revenue, which represents the outcome that would have resulted had exchange rates in the current period been the same as those in effect in the comparable prior period.
    • Business days impact. In order to remove the fluctuations caused by comparable periods having different number of business days, the Company calculates same day revenue as current period revenue (adjusted for currency impact) divided by the number of business days in the current period, multiplied by the number of business days in the comparable prior period. The number of business days in each respective period is provided in the “Number of Business Days” section of the “Reconciliation of GAAP to Non-GAAP Financial Measures” table below.
  • Adjusted EBITDA is calculated as net (loss) income before amortization of intangible assets, depreciation expense, interest and income taxes plus stock-based compensation expense, restructuring costs, and plus or minus contingent consideration adjustments. Adjusted EBITDA at the segment level excludes certain shared corporate administrative costs that are not practical to allocate.
  • Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by revenue.
  • Cash tax rate excludes the non-cash tax impact of stock option expirations, non-cash tax impact of valuation allowances on international deferred tax assets, and other non-cash tax items.
  • Adjusted provision for income taxes is calculated based on the Company’s cash tax rates, which exclude the non-cash tax impact of stock option expirations, non-cash tax impact of valuation allowances on international deferred tax assets, and other non-cash tax items.
  • Beginning in the first quarter of fiscal 2021, adjusted diluted earnings per common share is calculated as diluted (loss) earnings per common share, plus the per share impact of stock-based compensation expense and restructuring costs, plus or minus the per share impact of contingent consideration adjustments, and adjusted for the related tax effects of these adjustments. The prior year adjusted diluted earnings per common share has been revised to conform to the current year definition.

We believe the above-mentioned non-GAAP measures, which are used by management to assess the core performance of our Company, provide useful information and additional clarity of our operating results to our investors in their own evaluation of the core performance of our Company and facilitate a comparison of such performance from period to period. These are not measurements of financial performance or liquidity under GAAP and should not be considered in isolation or construed as substitutes for net (loss) income or other cash flow data prepared in accordance with GAAP for purposes of analyzing our profitability or liquidity. These measures should be considered in addition to, and not as a substitute for, revenue, net (loss) income, earnings per share, cash flows or other measures of financial performance prepared in accordance with GAAP. In addition, these non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies, as other companies may calculate such financial results differently.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

 

 

 

 

Three Months Ended

 

Three Months Ended

 

 

Six Months Ended

 

Revenue by Geography

 

November 28,

 

August 29,

 

November 28,

 

November 23,

 

 

November 28,

 

November 23,

 

 

 

2020

 

2020

 

2020

 

2019

 

 

2020

 

2019

 

(Amounts in thousands, except number of business days)

 

(Unaudited)

 

 

(Unaudited)

 

 

 

(Unaudited)

 

North America

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As reported (GAAP)

 

$

122,732

 

 

$

120,614

 

 

$

122,732

 

 

$

152,422

 

 

$

243,346

 

 

$

292,798

 

Currency impact

 

 

(90

)

 

 

 

 

 

 

115

 

 

 

 

 

 

 

307

 

 

 

 

 

Business days impact

 

 

3,956

 

 

 

 

 

 

 

3,963

 

 

 

 

 

 

 

1,934

 

 

 

 

 

Same day constant currency revenue

 

$

126,598

 

 

 

 

 

 

$

126,810

 

 

 

 

 

 

$

245,587

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Europe

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As reported (GAAP)

 

$

19,082

 

 

$

16,292

 

 

$

19,082

 

 

$

19,369

 

 

$

35,374

 

 

$

38,132

 

Currency impact

 

 

(460

)

 

 

 

 

 

 

(1,096

)

 

 

 

 

 

 

(1,482

)

 

 

 

 

Business days impact

 

 

 

 

 

 

 

 

 

(139

)

 

 

 

 

 

 

(263

)

 

 

 

 

Same day constant currency revenue

 

$

18,622

 

 

 

 

 

 

$

17,847

 

 

 

 

 

 

$

33,629

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asia Pacific

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As reported (GAAP)

 

$

11,408

 

 

$

10,440

 

 

$

11,408

 

 

$

12,716

 

 

$

21,847

 

 

$

25,802

 

Currency impact

 

 

(271

)

 

 

 

 

 

 

(344

)

 

 

 

 

 

 

(323

)

 

 

 

 

Business days impact

 

 

364

 

 

 

 

 

 

 

 

 

 

 

 

 

 

175

 

 

 

 

 

Same day constant currency revenue

 

$

11,501

 

 

 

 

 

 

$

11,064

 

 

 

 

 

 

$

21,699

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As reported (GAAP)

 

$

153,222

 

 

$

147,346

 

 

$

153,222

 

 

$

184,507

 

 

$

300,567

 

 

$

356,732

 

Currency impact

 

 

(821

)

 

 

 

 

 

 

(1,325

)

 

 

 

 

 

 

(1,498

)

 

 

 

 

Business days impact

 

 

4,320

 

 

 

 

 

 

 

3,824

 

 

 

 

 

 

 

1,846

 

 

 

 

 

Same day constant currency revenue

 

$

156,721

 

 

 

 

 

 

$

155,721

 

 

 

 

 

 

$

300,915

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of Business Days

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

North America (1)

 

 

62

 

 

 

64

 

 

 

62

 

 

 

64

 

 

 

126

 

 

 

127

 

Europe (2)

 

 

65

 

 

 

65

 

 

 

65

 

 

 

64

 

 

 

129

 

 

 

128

 

Asia Pacific (2)

 

 

61

 

 

 

63

 

 

 

61

 

 

 

61

 

 

 

124

 

 

 

125

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Note: The sum of quarterly amounts may not equal amounts reported for year-to-date periods due to the effect of rounding.

(1) This represents the number of business days in the United States.

(2) This represents the number of business days in the country or countries in which the revenues are most concentrated within the geography.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(Amounts in thousands, except per share amounts and percentages)

 

 

Three Months Ended

 

 

Six Months Ended

 

November 28,

 

 

August 29,

 

November 23,

 

 

November 28,

 

November 23,

Adjusted EBITDA

2020

 

 

2020

 

2019

 

 

2020

 

2019

 

(Unaudited)

 

 

(Unaudited)

Net (loss) income

$

(992

)

 

$

2,284

 

 

 

$

12,337

 

 

 

$

1,292

 

 

$

17,276

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of intangible assets

 

1,393

 

 

 

1,530

 

 

 

 

1,510

 

 

 

 

2,923

 

 

 

2,604

 

Depreciation expense

 

984

 

 

 

1,007

 

 

 

 

1,424

 

 

 

 

1,991

 

 

 

2,793

 

Interest expense, net

 

460

 

 

 

495

 

 

 

 

551

 

 

 

 

955

 

 

 

1,033

 

Provision for income taxes

 

2,256

 

 

 

1,957

 

 

 

 

5,337

 

 

 

 

4,213

 

 

 

7,978

 

EBITDA

 

4,101

 

 

 

7,273

 

 

 

 

21,159

 

 

 

 

11,374

 

 

 

31,684

 

Stock-based compensation expense

 

1,708

 

 

 

1,397

 

 

 

 

1,643

 

 

 

 

3,105

 

 

 

3,158

 

Restructuring costs

 

6,775

 

 

 

1,016

 

 

 

 

 

 

 

 

7,791

 

 

 

 

Contingent consideration adjustment

 

(189

)

 

 

530

 

 

 

 

(131

)

 

 

 

342

 

 

 

(262

)

Adjusted EBITDA

$

12,395

 

 

$

10,216

 

 

 

$

22,671

 

 

 

$

22,612

 

 

$

34,580

 

Revenue

$

153,222

 

 

$

147,346

 

 

 

$

184,507

 

 

 

$

300,567

 

 

$

356,732

 

Adjusted EBITDA Margin

 

8.1

%

 

 

6.9

%

 

 

 

12.3

%

 

 

 

7.5

%

 

 

9.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted Diluted Earnings per Common Share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted (loss) earnings per common share, as reported

$

(0.03

)

 

$

0.07

 

 

 

$

0.38

 

 

 

$

0.04

 

 

$

0.54

 

Stock-based compensation expense

 

0.05

 

 

 

0.04

 

 

 

 

0.05

 

 

 

 

0.10

 

 

 

0.10

 

Restructuring costs

 

0.21

 

 

 

0.03

 

 

 

 

 

 

 

 

0.24

 

 

 

 

Contingent consideration adjustment

 

(0.01

)

 

 

0.02

 

 

 

 

 

 

 

 

0.01

 

 

 

(0.01

)

Income tax impact of adjustments

 

(0.01

)

 

 

(0.02

)

 

 

 

(0.01

)

 

 

 

(0.04

)

 

 

(0.03

)

Adjusted diluted earnings per common share

$

0.21

 

 

$

0.14

 

 

 

$

0.42

 

 

 

$

0.35

 

 

$

0.60

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted Provision for Income Taxes and Cash Tax Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

$

2,256

 

 

$

1,957

 

 

 

$

5,337

 

 

 

$

4,213

 

 

$

7,978

 

Effect of non-cash tax items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock option expirations

 

(123

)

 

 

(149

)

 

 

 

(33

)

 

 

 

(272

)

 

 

(76

)

Valuation allowance on international deferred tax assets

 

(1,096

)

 

 

(388

)

 

 

 

(115

)

 

 

 

(1,484

)

 

 

(448

)

Other non-cash tax items

 

(68

)

 

 

(20

)

 

 

 

(8

)

 

 

 

(88

)

 

 

(8

)

Adjusted provision for income taxes

$

969

 

 

$

1,400

 

 

 

$

5,181

 

 

 

$

2,369

 

 

$

7,446

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effective tax rate

 

178.5

%

 

 

46.1

%

 

 

 

30.2

%

 

 

 

76.5

%

 

 

31.6

%

Total effect of non-cash tax items on effective tax rate

 

(101.8

%)

 

 

(13.1

%)

 

 

 

(0.9

%)

 

 

 

(33.5

%)

 

 

(2.1

%)

Cash tax rate

 

76.7

%

 

 

33.0

%

 

 

 

29.3

%

 

 

 

43.0

%

 

 

29.5

%

Note: The sum of quarterly amounts, including per share amounts, may not equal amounts reported for year-to-date periods. This is due to the effects of rounding and changes in the number of weighted-average shares outstanding for each period.

Business Segments

With the execution of the European Plan, the Company changed its internal management structure and its reporting structure of financial information used to assess performance and allocate resources during the second quarter of fiscal 2021. As a result, the Company revised its segment reporting, as further detailed in the most recent Quarterly Report on Form 10-Q for the fiscal quarter ended November 28, 2020, as follows:

  • RGP – a global business consulting practice which operates primarily under the RGP brand and focuses on professional project consulting and staffing services in areas such as finance and accounting, business strategy and transformation, risk and compliance, and technology and digital;
  • taskforce – a German professional services firm that operates under the taskforce brand. It utilizes a distinct independent contractor/partner business model and infrastructure and focuses on providing senior interim management and project management services to middle market clients in the German market;
  • Sitrick – a crisis communications and public relations firm which operates under the Sitrick brand, providing corporate, financial, transactional and crisis communication and management services.

RGP also includes the operations of Veracity, an acquisition completed in fiscal 2020 which is being integrated with the rest of the RGP business operations. RGP is our only reportable segment. taskforce and Sitrick do not individually meet the quantitative thresholds to qualify as reportable segments. Therefore, they are combined and disclosed as Other Segments.

Operating results by reportable segment are included in the following table. All prior year periods presented were recast to reflect the impact of the preceding segment changes. Please refer to the “Reconciliation of GAAP to Non-GAAP Financial Measures” table above for the reconciliation of consolidated net (loss) income to Adjusted EBITDA for each of the periods presented.

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

November 28,

 

November 23,

 

November 28,

 

November 23,

 

2020

 

2019

 

2020

 

2019

 

(Amounts in thousands)

Revenues:

 

 

 

 

 

 

 

 

 

 

 

RGP

$

142,002

 

 

$

173,987

 

 

$

279,111

 

 

$

335,997

 

Other Segments

 

11,220

 

 

 

10,520

 

 

 

21,456

 

 

 

20,735

 

Total revenues

$

153,222

 

 

$

184,507

 

 

$

300,567

 

 

$

356,732

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit:

 

 

 

 

 

 

 

 

 

 

 

RGP

$

54,079

 

 

$

70,206

 

 

$

108,026

 

 

$

133,466

 

Other Segments

 

4,099

 

 

 

4,171

 

 

 

8,048

 

 

 

8,414

 

Total gross profit

$

58,178

 

 

$

74,377

 

 

$

116,074

 

 

$

141,880

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

 

 

RGP

$

18,401

 

 

$

28,598

 

 

$

34,859

 

 

$

48,068

 

Other Segments

 

1,251

 

 

 

868

 

 

 

2,417

 

 

 

2,099

 

Reconciling items (1)

 

(7,257

)

 

 

(6,795

)

 

 

(14,664

)

 

 

(15,587

)

Total Adjusted EBITDA

$

12,395

 

 

$

22,671

 

 

$

22,612

 

 

$

34,580

 

(1) Reconciling items are generally comprised of unallocated corporate administrative costs, including management and board compensation, back office support function costs and other general corporate costs that are not allocated to segments.

 

 

 

 

 

 

SELECTED BALANCE SHEET, CASH FLOW AND OTHER INFORMATION

(Amounts in thousands, except consultant headcount and average rates)

 

 

 

 

 

 

 

November 28,

 

May 30,

SELECTED BALANCE SHEET INFORMATION:

2020

 

2020

 

(Unaudited)

 

 

 

Cash and cash equivalents

$

97,195

 

 

$

95,624

 

Accounts receivable, net of allowance for doubtful accounts

$

111,686

 

 

$

124,986

 

Total assets

$

511,966

 

 

$

529,181

 

Current liabilities

$

91,636

 

 

$

94,901

 

Long-term debt

$

68,000

 

 

$

88,000

 

Total liabilities

$

205,019

 

 

$

225,520

 

Total stockholders’ equity

$

306,947

 

 

$

303,661

 

 

 

 

 

 

 

 

Six Months Ended

 

November 28,

 

November 23,

SELECTED CASH FLOW INFORMATION:

2020

 

2019

 

(Unaudited)

 

(Unaudited)

Cash flow — operating activities

$

29,577

 

 

$

17,218

 

Cash flow — investing activities

$

(1,634

)

 

$

(25,471

)

Cash flow — financing activities

$

(29,097

)

 

$

8,485

 

 

 

 

 

 

 

 

Three Months Ended

 

November 28,

 

May 30,

SELECTED OTHER INFORMATION:

2020

 

2020

 

(Unaudited)

 

(Unaudited)

Consultant headcount, end of period

 

2,669

 

 

 

2,495

 

Average bill rate

$

124

 

 

$

127

 

Average pay rate

$

63

 

 

$

63

 

Common shares outstanding, end of period

 

32,433

 

 

 

32,144

 

 

Media Contact:

Michael Sitrick

(US+) 1-310-788-2850

[email protected]

Analyst Contact:

Jennifer Ryu, Chief Financial Officer

(US+) 1-714-430-6500

[email protected]

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Finance Consulting Accounting Professional Services Human Resources

MEDIA:

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OneSpaWorld to Present at the 23rd Annual ICR Conference

OneSpaWorld to Present at the 23rd Annual ICR Conference

NEW YORK–(BUSINESS WIRE)–
OneSpaWorld Holdings Limited, (NASDAQ: OSW), the pre-eminent global provider of health and wellness products and services on board cruise ships and in destination resorts around the world, announced today that it will present at the 23rd Annual ICR Conference. The presentation will be held on Monday, January 11, 2021 at 12:30 p.m. Eastern Time. Leonard Fluxman, Executive Chairman; Glenn Fusfield, President and Chief Executive Officer; and Stephen Lazarus, Chief Financial Officer and Chief Operating Officer, will host the presentation.

A live webcast of the presentation can be accessed from the Investor Relations section of OneSpaWorld’s website at www.onespaworld.com.

About OneSpaWorld:

Headquartered in Nassau, Bahamas, OneSpaWorld is one of the largest health and wellness services companies in the world. OneSpaWorld’s distinguished spas offer guests a comprehensive suite of premium health, wellness, fitness and beauty services, treatments, and products currently onboard 163 cruise ships and at 54 destination resorts around the world. OneSpaWorld holds the leading market position within the fast-growing international leisure market that has been built upon its exceptional service standards, expansive global recruitment, training and logistics platforms, and a history of service and product innovation that has enhanced its guests’ personal care experiences while vacationing for over 50 years.

ICR:

Investors:

Allison Malkin, 203-682-8225

[email protected]

Follow OneSpaWorld:

Instagram: @onespaworld

Twitter: @onespaworld

LinkedIn: OneSpaWorld

www.onespaworld.com

https://www.facebook.com/onespaworld/

KEYWORDS: New York United States North America

INDUSTRY KEYWORDS: Retail Luxury Other Travel Vacation Lodging Travel

MEDIA: