McKean Defense Announces Signing of Definitive Agreement to Acquire Mikros Systems Corporation

PR Newswire

PHILADELPHIA and FORT WASHINGTON, Pa., Nov. 12, 2020 /PRNewswire/ — McKean Defense Group, Inc. (“McKean“), a leading Employee-Owned Life Cycle Management, Engineering, Enterprise Transformation, and Program Management business headquartered in Philadelphia, PA, announced today that it has signed a definitive agreement to acquire Mikros Systems Corporation (OTCQB: MKRS) (“Mikros”), an advanced technology company specializing in electronic systems technology for advanced maintenance in military, industrial and commercial applications, for approximately $4.6 million in cash.

Under the terms of the agreement, McKean will acquire all of the outstanding common stock of Mikros  for cash payment of $0.13 per share via merger.  The boards of directors of both McKean and Mikros have approved the transaction. The acquisition is expected to close in the first quarter of 2021, subject to customary closing conditions, including approval by Mikros’ stockholders.

Mikros brings cutting edge product and technology solutions that strongly compliment McKean’s U.S. Navy portfolio. “McKean’s maintenance engineers and modernization analysts have helped shape strategies for new ship programs and increasing the maintainability of the Surface Navy,” said Joseph Carlini, Chief Executive Officer of McKean. “With the added capabilities and skills from the Mikros acquisition, McKean will strengthen our support to the Littoral Combat Systems (LCS) platform and add significant combat systems monitoring and diagnostic analytics to our strategic offerings.”

Paul Casner, Chairman of the Board of Directors of Mikros, said “We ran a broad and comprehensive process, engaging with multiple potential buyers, and are pleased that the process culminated in a transaction that maximizes value for our stockholders. The combination of McKean and Mikros strengthens both companies and provides the Navy with world class engineering and support.”  Tom Meaney, Chief Executive Officer of Mikros Systems, added “This transaction is a testament to our outstanding team of talented employees and the company they have built. We have grown Mikros from a small research organization into a prime Defense Contractor providing proprietary remote maintenance and monitoring solutions to the United States Navy. McKean gives Mikros a much larger platform to expand our combat systems maintenance product lines with the U.S. Navy, while increasing reliability and reducing sustainment costs.” 

Stevens & Lee, P.C. served as McKean’s legal counsel.  Mikros was advised in this transaction by Spouting Rock Capital Advisors, LLC, and received a fairness opinion from Guide Cap Partners, LLC.  Fox Rothschild LLP served as Mikros’ legal counsel.

About McKean
McKean Defense is an 100% Employee Owned company with cutting edge engineers, developers, technical staff, programmers, analysts, and program managers who identify and deploy new shipboard technologies, integrate information technology across shipboard platforms, and develop strategies to support the Warfighter. McKean Defense’s employees create strategic solutions to help customers reach new levels of mission support and transform their organizations. More information is available at www.mckean-defense.com.

About Mikros
Mikros Systems Corporation is an advanced technology company specializing in the development and production of electronic systems technology for advanced maintenance in military, industrial and commercial applications.  Mikros’ capabilities include technology management, electronic systems engineering and integration, radar systems engineering, command, control, communications, computers and intelligence systems engineering, and communications engineering.  For more information on Mikros, please visit www.mikrossystems.com.



McKean and Mikros Forward-Looking Statements


This communication contains forward-looking statements. Forward-looking statements are statements that are not historical facts and may include projections and estimates and their underlying assumptions, statements regarding plans, objectives, intentions and expectations with respect to future financial results, events, operations, services, product development and potential, and statements regarding future performance. Forward-looking statements are generally identified by the words “expects”, “anticipates”, “believes”, “intends”, “estimates”, “plans”, “will be” and similar expressions. Although McKean’s and Mikros’ management each believes that the expectations reflected in such forward-looking statements are reasonable, investors are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of McKean and Mikros, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include among other things, risks related to McKean’s and Mikros’ ability to complete the acquisition on the proposed terms or on the proposed timeline or at all, including risks related to the receipt of required Mikros stockholder approval, the possibility that other conditions to the completion of the acquisition may not be satisfied, the possibility that competing offers will be made, other risks associated with executing business combination transactions, disruption from the proposed acquisition making it more difficult to conduct business as usual or to maintain relationships with customers, employees, manufacturers, or suppliers, as well as other risks related to McKean’s and Mikros’ respective businesses.  While the list of factors presented here is representative, no list should be considered a statement of all potential risks, uncertainties or assumptions that could have a material adverse effect on the companies’ respective financial condition or results of operations. The foregoing factors should be read in conjunction with the risks and cautionary statements discussed or identified in the public filings with the U.S. Securities and Exchange Commission (the “SEC”) made by Mikros, including those listed under “Risk Factors” and “Disclosure Regarding Forward-Looking Statements” in Mikros’ annual report on Form 10-K for the year ended December 31, 2019, and its other filings with the SEC. The forward-looking statements speak only as of the date hereof and, other than as required by applicable law, McKean and Mikros do not undertake any obligation to update or revise any forward-looking information or statements.

Additional Information for Mikros stockholders

The proxy solicitation of holders of the outstanding shares of Mikros common stock referenced in this press release has not yet commenced. This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell securities, nor is it a solicitation of proxies or a substitute for the proxy materials that Mikros will file with the SEC. THE PROXY STATEMENT WILL CONTAIN IMPORTANT INFORMATION. MIKROS STOCKHOLDERS ARE URGED TO READ THESE DOCUMENTS CAREFULLY WHEN THEY BECOME AVAILABLE (AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME) BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION THAT HOLDERS OF MIKROS SECURITIES SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING THE TRANSACTION DESCRIBED IN THIS PRESS RELEASE. The proxy statement will be made available for free at the SEC’s website at www.sec.gov. Additional copies may be obtained by contacting Mikros.

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SOURCE Mikros Systems Corporation

Sunworks Terminates Merger Agreement with The Peck Company Holdings, Inc.

Sunworks Terminates Merger Agreement with The Peck Company Holdings, Inc.

Merger Proposal Fails to Win Sunworks Stockholder Approval

SOUTH BURLINGTON, Vt.–(BUSINESS WIRE)–
The Peck Company Holdings, Inc. (NASDAQ: PECK) (“Peck”), a leading commercial solar engineering, procurement and construction (EPC) company was informed today by Sunworks, Inc. (NASDAQ: SUNW) (“Sunworks”), a provider of solar power solutions for agriculture, commercial and industrial (“ACI”), public works and residential markets, that the Merger Agreement previously announced on August 10, 2020 was terminated by Sunworks due to its inability to obtain stockholder approval.

Sunworks had established October 9, 2020 as the record date for determining stockholders eligible to vote at the Sunwork’s Special Meeting of Stockholders and as of the record date, there were 16,628,992 shares of Common Stock outstanding and entitled to vote. At the Sunwork’s Special Meeting of Stockholders only 4,362,575 votes were cast, or 26% of the total outstanding shares. This total fell short of the quorum required to vote on the proposed merger. Peck had been informed that approximately 65% of the shares voted had voted in favor of the merger but Sunworks and its proxy solicitor did not believe adjourning the Special Meeting and continued solicitation of proxies would enable it to obtain the requisite stockholder vote due to Sunwork’s widely dispersed stockholder base. Accordingly Sunworks terminated the merger but indicated its desire to continue to have strategic discussions to determine other ways for the two companies to work together.

Peck had received sufficient proxies to approve the merger but, due to Sunwork’s termination, Peck cancelled its scheduled Special Meeting of Stockholders.

Chairman and CEO of Peck, Jeffrey Peck commented, “Our stockholders were in favor of the merger with Sunworks, so we are committed to finding alternative ways that we can work efficiently together and to leverage the synergies between our two companies in the coming months.”

About The Peck Company Holdings, Inc.

Headquartered in South Burlington, VT, The Peck Company Holdings, Inc. (NASDAQ: PECK) is a 2nd-generation family business founded in 1972 and rooted in values that align people, purpose, and profitability. Ranked by Solar Power World as one of the leading commercial solar contractors in the Northeastern United States, Peck provides EPC services to solar energy customers for projects ranging in size from several kilowatts for residential properties to multi-megawatt systems for large commercial and utility scale projects. Peck has installed over 160 megawatts worth of solar systems since it started installing solar in 2012 and continues its focus on profitable growth opportunities. Please visit www.peckcompany.com for additional information.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about (i) the Company’s future business relationship with Sunworks,, including synergies, (ii) Peck’s plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts; and (iii) other statements identified by words such as “expects” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “targets,” “projects,” or words of similar meaning generally intended to identify forward-looking statements. These forward-looking statements are based upon the current beliefs and expectations of the management of Peck and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of Peck. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ materially from the anticipated results discussed in these forward-looking statements because of possible uncertainties.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (1) the termination of the Merger Agreement (2) the amount of any costs, fees, expenses, impairments and charges related to the abandoned merger; (3) uncertainty as to the effects of the announcement of the termination of the merger on the market price of Peck’s Common Stock and/or on its financial performance; (4) uncertainty as to the long-term value of Peck’s Common Stock; (5) the ability of Peck to raise capital from third parties to grow its business; (6) operating costs, loss of customers and business disruption following the abandonment of the merger, including adverse effects on relationships with employees and customers, may be greater than expected; (7) economic, competitive, regulatory, environmental and other factors may adversely affect the businesses in which Peck is e engaged; and (8) the impact of COVID-19 and the related federal, state and local restrictions on Peck’s operations and workforce, the impact of COVID-19 and such restrictions on customers of Peck and the impact of COVID-19 on the supply chain and availability of shipping and distribution of Peck. . Additional factors that could cause actual results to differ materially from those expressed in the forward-looking statements are discussed in Peck’s reports (such as Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K) filed with the SEC and available on the SEC’s Internet site (http://www.sec.gov).

The Peck Company Holdings Investor Contacts:

Michael d’Amato

[email protected]

p802-264-2040

ClearThink

[email protected]

KEYWORDS: United States North America Vermont

INDUSTRY KEYWORDS: Alternative Energy Energy Utilities

MEDIA:

Cipher Pharmaceuticals Reports Third Quarter 2020 Financial Results

Canada NewsWire

Revenue Increases Sequentially to $4.9 million

EBITDA2 was $2.7 million or 55% of net revenue 

OAKVILLE, ON, Nov. 12, 2020 /CNW/ – Cipher Pharmaceuticals Inc. (TSX: CPH) (“Cipher” or “the Company“) today announced its financial and operating results for the three and nine months ended September 30, 2020. Unless otherwise noted, all figures are in U.S. dollars.


Q3 2020 Financial Highlights


(All figures in U.S. dollars, compared to Q3 2019 unless otherwise noted)

  • Total revenue was $4.9 million compared to $5.8 million
  • Total operating expenses excluding impairment of intangible assets decreased 18% to $2.5 million
  • Net Income increased to $1.6 million compared to a loss of $2.1 million
  • EBITDA2 was $2.7 million or 55% of net revenue compared to a loss of $0.4 million
  • EPS was $0.06(CDN$0.08) compared to a loss of $0.08


Management Commentary

“The COVID-19 pandemic continued to impact the economy during the third quarter of 2020. Cipher is navigating through this environment while executing on business improvements and cost reductions. Cipher demonstrated strong profitability during the third quarter and sequential growth in revenue despite market conditions that have not fully normalized. Our focus continues to be on driving profitability, strengthening the balance sheet and looking for the right opportunities for growth,” said Mr. Craig Mull, Interim CEO.

“Epuris continued to perform well in the quarter, revenue was $1.8 million compared to $1.9 million in the third quarter of 2019. Epuris finished the quarter with a 41% market share in the Canadian market, up from 40% in the comparative period. Licensing revenue for Absorica was $2.3 million, a decrease of $0.3 million compared to Q3 2019. Absorica’s market share for the three months ended September 30, 2020 was approximately 6% compared to approximately 8% for the three months ended September 30, 2019, according to Symphony. Market share including Sun’s Absorica LD was approximately 7%.” 

“Third quarter results show sequential growth in revenue and strong year over year growth in earnings.  Starting in Q4, we will be ramping up our strategic promotional efforts to drive market share on our core brands. Excluding an impairment charge total operating costs decreased 18% in the third quarter over last year. This optimized cost structure resulted in EBITDA increasing to $2.7 million or 55% of net revenue compared to a loss of $0.4 million last year.  Our focus for the rest of the year will be on continuing strategic promotional marketing efforts in the Canadian market.”


Management Update on Pipeline projects

Tattoo program (“DTR001”) – “In our tattoo program (“DTR001″), the US patent office issued a Notice of Allowance for the US patent application covering Tattoo dermal compositions (topical, transdermal and intradermal).  We have received encouraging results from the proof of concept studies and identified a lead candidate compound.  Planning is currently underway for the next focused preclinical animal study that will incorporate test parameters that could potentially broaden and reinforce the existing IP portfolio.” said Mr. Craig Mull, Interim CEO.

MOB-015 (“Nail fungus”) – “Our development partner, Moberg, has developed a proprietary formulation that can deliver a higher concentration of active drug to the nail bed than competing products on the market. To date, Moberg has conducted two Phase III studies for MOB-015 that have met the primary endpoint.   Although the overall cure rates were low, there was a significant antifungal effect, as demonstrated in the secondary endpoints of the studies where the mycological cure was achieved in 84% of patients, which is unprecedented for a topical treatment and even higher than reported for oral treatments.  Cipher is continuing discussions with Moberg on next steps.”

Alitretinoin – “We also continue to work with our development partner, Galephar, on a number of interesting projects including Alitretinoin, a drug for severe hand eczema, for the U.S. market. Cipher and Galephar are working closely and expect to receive feedback from a recent clinical protocol submission to the FDA.  Cipher continues to evaluate the market potential for this product.”


Q3 2020 Financial Review


(All figures are in U.S. dollars)

Total revenue was $4.9 million for Q3 2020, compared to $5.8 million for the prior year.  The main driver for the $1.0 million decrease in revenue was a decrease in Licensing revenue.

Licensing revenue was $2.9 million for the three months ended September 30, 2020, compared to $3.6 million for the three months ended September 30, 2019. Licensing revenue from Absorica in the U.S. was $2.3 million, up sequentially from $1.8 million but down from $2.6 million for the three months ended September 30, 2019. Absorica ended the quarter with a 6.0% market share, or 7% including Sun’s Absorica LD.  

Product revenue was $2.0 million for Q3 2020, compared to $2.2 million in Q3 2019. Product revenue from Epuris was $1.8 million during the quarter compared to $1.9 million the prior period. According to Symphony, Epuris had a prescription market share of approximately 41% in Canada for the three months ended June 30, 2020, compared to 40% for the three months ended September 30, 2019.

Total operating expenses decreased 61% to $2.5 million for Q3 2020 compared to $6.5 million for Q3 2019. The decrease was primarily driven by a decrease in impairment of intangible assets and restructuring costs.   Excluding an impairment charge total operating costs decreased 18% in the third quarter over last year.

SG&A expense was $1.6 million for Q3 2020, an increase of $0.4 million compared to the prior period. The increase in SG&A was primarily driven by an increase in costs related to legal and consulting spend.

Net income was $1.6 million, or $0.06 per basic and diluted share (CDN$0.08) in Q3 2020, compared to a loss of $2.1 million, or a loss of $0.08 per basic and diluted share, in Q3 2019. EBITDA was $2.7 million or 55% of net revenue for the quarter, compared to a loss of $0.4 million in Q3 2020.  Adjusted EBITDA for Q3 2020 was $2.8 million or 58% of net revenue, compared to $3.7 million in Q3 2019.

The Company generated $5.5 million in cash from operating activities during the nine-month period ended September 30, 2020. As of September 30, 2020, the Company had cash of $4.7 million and $1.7 million drawn on the credit facility.  The Company’s credit facility has been paid off as at October 30, 2020.


Update on normal course issuer bid

 (“

NCIB”) program

As announced in the August 12, 2020 press release, Cipher has purchased for cancellation 30,000 common shares during the quarter ended September 30, 2020 under the NCIB program.


Financial Statements and MD&A

Cipher’s Financial Statements for the third quarter ended September 30, 2020, and Management’s Discussion and Analysis (the “MD&A“) for the three and nine months ended September 30, 2020, are available on the Company’s website at www.cipherpharma.com in the “Investors” section under “Financial Reports” and on SEDAR at www.sedar.com.


Notice of Conference Call

Cipher will hold a conference call on November 13, 2020, at 8:30 a.m. (ET) to discuss its financial results and other corporate developments.


About Cipher Pharmaceuticals Inc.

Cipher Pharmaceuticals (TSX: CPH) is a specialty pharmaceutical company with a robust and diversified portfolio of commercial and early to late-stage products. Cipher acquires products that fulfill unmet medical needs, manages the required clinical development and regulatory approval process, and currently markets those products either directly in Canada or indirectly through partners in Canada, the U.S., and South America. For more information, visit www.cipherpharma.com.


Forward-Looking Statements


This document includes forward-looking statements within the meaning of applicable securities laws. These forward-looking statements include, among others, statements with respect to our objectives and goals and strategies to achieve those objectives and goals, as well as statements with respect to our beliefs, plans, expectations, anticipations, estimates and intentions and statements relating to the Special Committee’s review of the strategic direction of the Company and its strategic priorities including the anticipated benefits thereof.  The words “may”, “will”, “could”, “should”, “would”, “suspect”, “outlook”, “believe”, “plan”, “anticipate”, “estimate”, “expect”, “intend”, “forecast”, “objective”, “hope” and “continue” (or the negative thereof), and words and expressions of similar import, are intended to identify forward-looking statements.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, which give rise to the possibility that predictions, forecasts, projections and other forward-looking statements will not be achieved. Certain material factors or assumptions are applied in making forward-looking statements and actual results may differ materially from those expressed or implied in such statements. We caution readers not to place undue reliance on these statements as a number of important factors, many of which are beyond our control, could cause our actual results to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates and intentions expressed in such forward-looking statements. These factors include, but are not limited to, the extent and impact of the coronavirus (COVID-19) outbreak on our business including any impact on our contract manufacturers and other third party service providers, our ability to enter into development, manufacturing and marketing and distribution agreements with other pharmaceutical companies and keep such agreements in effect; our dependency on a limited number of products; our dependency on protection from patents that will expire; integration difficulties and other risks if we acquire or in-license technologies or product candidates; reliance on third parties for the marketing of certain products; the product approval process is highly unpredictable; the timing of completion of clinical trials, regulatory submissions and regulatory approvals; reliance on third parties to manufacture our products and events outside of our control that could adversely impact the ability of our manufacturing partners to supply products to meet our demands; we may be subject to future product liability claims; unexpected product safety or efficacy concerns may arise; we generate license revenue from a limited number of distribution and supply agreements; the pharmaceutical industry is highly competitive; requirements for additional capital to fund future operations; products in Canada may be subject to pricing regulation; dependence on key managerial personnel and external collaborators; no assurance that we will receive regulatory approvals in the U.S., Canada or any other jurisdictions and current uncertainty surrounding health care regulation in the U.S.; certain of our products are subject to regulation as controlled substances; limitations on reimbursement in the healthcare industry; limited reimbursement for products by government authorities and third-party payor policies; products may not be included on list of drugs approved for use in hospitals; hospital customers may make late payments or not make any payments; various laws pertaining to health care fraud and abuse; reliance on the success of strategic investments and partnerships; the publication of negative results of clinical trials; unpredictable development goals and projected time frames; rising insurance costs; ability to enforce covenants not to compete; risks associated with the industry in which we operate; we may be unsuccessful in evaluating material risks involved in completed and future acquisitions; we may be unable to identify, acquire or integrate acquisition targets successfully; legacy risks from operations conducted in the U.S.; inability to meet covenants under our long term debt arrangement; compliance with privacy and security regulation; our policies regarding returns, allowances and chargebacks may reduce revenues; certain current and future regulations could restrict our activities; additional regulatory burden and controls over financial reporting; reliance on third parties to perform certain services; general commercial litigation, class actions, other litigation claims and regulatory actions; the difficulty for shareholders to realize in the United States upon judgments of U.S. courts predicated upon civil liability of the Company and its directors and officers who are not residents of the United States; the potential violation of intellectual property rights of third parties; our efforts to obtain, protect or enforce our patents and other intellectual property rights related to our products; changes in U.S., Canadian or foreign patent laws; litigation in the pharmaceutical industry concerning the manufacture and supply of novel and generic versions of existing drugs; inability to protect our trademarks from infringement; shareholders may be further diluted if we issue securities to raise capital; volatility of our share price; the fact that we have a significant shareholder; we do not currently intend to pay dividends; our operating results may fluctuate significantly; and our debt obligations will have priority over the common shares of the Company in the event of a liquidation, dissolution or winding up.

We caution that the foregoing list of important factors that may affect future results is not exhaustive. When reviewing our forward-looking statements, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Additional information about factors that may cause actual results to differ materially from expectations, and about material factors or assumptions applied in making forward-looking statements, may be found in the “Risk Factors” section of this MD&A and the Annual Information Form for the year ended December 31, 2019, and elsewhere in our filings with Canadian securities regulators. Except as required by Canadian securities law, we do not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by us or on our behalf; such statements speak only as of the date made. The forward-looking statements included herein are expressly qualified in their entirety by this cautionary language.

1) 
At the Q3 2020 average exchange rate

2) 
EBITDA is a non-IFRS financial measure.  The term EBITDA (earnings before interest, taxes, depreciation and amortization,) does not have any standardized meaning under IFRS and therefore may not be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement IFRS measures by providing a further understanding of operations from management’s perspective. The Company defines Adjusted EBITDA as earnings before interest expense, income taxes, depreciation of property and equipment, amortization of intangible assets, loss on debt extinguishment, non-cash share-based compensation, restructuring costs, changes in fair value of derivative financial instruments, impairment of intangible assets and goodwill and foreign exchange gains and losses from the translation of Canadian cash balances.

The following is a summary of how EBITDA and Adjusted EBITDA are calculated:

 (IN THOUSANDS OF U.S. DOLLARS) 


Three months
ended
September 30, 2020

Three months
ended 
September 30, 2019


Nine months



 ended
September 30, 2020

Nine months

ended 

September 30, 2019


$

$


$


$

Income (loss) from continuing operations


1,603

(2,182)


4,486

(7)

Add back:

Depreciation and amortization


306

289


907

898

Interest expense, net


95

190


278

633

Income taxes


670

1,268


3,855

2,169

EBITDA


2,674

(435)


9,526

3,693

EBITDA as % of Net revenue


55%

(7%)


62%

22%

Change in fair value of derivative financial instrument


(12)

1


4

(14)

Restructuring costs


147

794


147

1,454

Loss (gain) from the translation of Canadian cash balances


(27)

20


(11)

36

Impairment of intangible assets



3,454



3,454

Share-based compensation


50

(163)


140

(94)

Adjusted EBITDA


2,832

3,671


9,806

8,529

Adjusted EBITDA as % of Net revenue


58%

63%


63%

52%

 

SOURCE Cipher Pharmaceuticals Inc.

Valvoline Increases Quarterly Dividend and Announces $100 Million Share Repurchase Authorization

PR Newswire

LEXINGTON, Ky., Nov. 12, 2020 /PRNewswire/ — Valvoline Inc. (NYSE: VVV) today announced that its board of directors increased the quarterly cash dividend on the company’s common stock by nearly 11 percent to $0.125 per share. The quarterly dividend will be payable on Dec. 15, 2020, to shareholders of record as of the close of business on Nov. 30, 2020.

The board of directors also authorized the company to repurchase up to $100 million of its common stock. The timing and amount of any purchase of shares of common stock will be based on the level of Valvoline’s liquidity, general business and market conditions and other factors, including alternative investment opportunities. The term of the new share repurchase authorization extends through Sept. 30, 2021. The dividend and share repurchase authorization is part of a broader capital allocation framework to deliver value to shareholders by first driving growth in the business, organically and through acquisitions, and then returning excess cash to shareholders through dividends and share repurchases.

About Valvoline

Valvoline Inc. (NYSE: VVV) is a leading worldwide marketer and supplier of premium branded lubricants and automotive services, with sales in more than 140 countries. Established in 1866, the Company’s heritage spans more than 150 years, during which time it has developed powerful brand recognition across multiple product and service channels. Valvoline ranks as the No. 3 passenger car motor oil brand in the DIY market by volume. It operates and franchises nearly 1,500 quick-lube locations, and it is the No. 2 chain by number of stores in the United States under the Valvoline Instant Oil ChangeSM brand and the No. 3 chain by number of stores in Canada under the Valvoline Great Canadian Oil Change brand. It also markets Valvoline lubricants and automotive chemicals, including Valvoline High Mileage with MaxLife technology motor oil for engines over 75,000 miles; Valvoline Advanced Full Synthetic motor oil; Valvoline Premium Blue™ heavy-duty motor oil; Valvoline Multi-Vehicle Automatic Transmission Fluid; and Zerex™ antifreeze. To learn more, visit www.valvoline.com.

 Trademark, Valvoline or its subsidiaries, registered in various countries
SM Service mark, Valvoline or its subsidiaries, registered in various countries

FOR FURTHER INFORMATION:

Sean T. Cornett

Sr. Director, Investor Relations
+1 (859) 357-2798
[email protected] 

Michele Gaither Sparks

Sr. Director, Corporate Communications
+1 (859) 221-9699
[email protected]

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SOURCE Valvoline Inc.

Pinehurst Announces Entering into a Definitive Agreement with Silver Bullet Mines

TORONTO, Nov. 12, 2020 (GLOBE NEWSWIRE) — Pinehurst Capital I Inc. (TSXV: PHT.P) (the “Corporation” or “Pinehurst”), a capital pool company listed on the TSX Venture Exchange (“TSXV”), and Silver Bullet Mines Inc. (“Silver Bullet”, and together with Pinehurst, the “Parties”), a mining company focused on silver exploration at its 100% owned Black Diamond Property located near Globe, Arizona (the “Property”), are pleased to announce that the Parties have entered into a binding definitive agreement effective November 12, 2020 (the “Definitive Agreement”) pursuant to which the Parties intend to complete a business combination transaction, which, subject to certain conditions and applicable shareholder and regulatory approvals, will result in a reverse takeover of Pinehurst by Silver Bullet (the “Transaction”). The combined public company resulting from the Transaction (the “Resulting Issuer”) will carry on the business of Silver Bullet.


Black Diamond Technical Report

Pinehurst and Silver Bullet are also pleased to announce that they are in receipt of a technical report (the “TechnicalReport”) dated November 3, 2020 titled “Black Diamond Property, Gila County, Arizona” prepared by Robert G. Komarechka, P.Geo. in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) in respect of the Property. Highlights of the Technical Report Include:

The Property is located in the Globe copper camp of Gila Country in central Arizona, approximately 90 miles (145km) east of Phoenix. The Property is centred on the Richmond Basin, 9 miles (14.5km) north of the city of Globe, and the site of high-grade silver discoveries in the 1870s. Silver discoveries on the Property first brought the mining industry to the Globe copper camp in the 1870s. The first major discovery being the Old Dominion copper mine, started in 1873, that produced over 800 million pounds in its 50-year life. The Globe copper camp is near its 150th year of continuous operation as a major copper mining and production center. The past producing mines of the Richmond Basin included the McMorris, La Platta, Silver Nugget, Seven Sisters, Helene, Chilson Shafts and others based on the silver-copper veins of the area. These past producers provide the initial exploration and development targets for Silver Bullet. These mines are also part of the Arizona silver belt that extends from the famous Silver King mine near Superior, Arizona and is now attracting other silver exploration companies to this prolific area for mineral discovery.

The Property includes 232 Bureau of Land Management (“BLM”) claims in a large block totalling approximately 4,790 acres (1,938 ha) of land within the Tonto National Forest. The Property is road accessible from the city of Globe. The Property is in good standing with BLM fees paid to September 1, 2021.

Silver Bullet also holds a lease on the Buckeye Patent of approximately 16 acres (6.5 ha) and contained within the Property. The lease agreement with the local land-owners is in good standing and is in place for 17 more years from the date of this report with escalating annual payments.

The Property shows various types of mineralization that could be associated with the Laramide-age intrusives and the overall structural trends. The McMorris Mine vein, trending west-northwest and the Buckeye Mine vein, trending northeast, are thought to be epithermal in origin along pre-existing structures. These occurrences lie along the Arizona Silver Belt that extends from the Silver King mine near Superior, Arizona in the west. The Black Copper Prospect shows more characteristics of a skarn and again appears to be associated with a northeast structural feature.

Recent exploration within the last 10 years on the Property is at a modestly advanced stage with no defined resources but includes several programs by previous option holders. Initially, a reconnaissance map of limited extent was undertaken on the claim area at the time to locate the main workings and geology. Of the many historic workings on the Property three main target areas were selected and targeted for further work. The McMorris Vein Area, Black Copper Prospect and the Buckeye Mine. The recent historic work done on the Property is described below.

Work on the McMorris Vein Area by Trueclaim Resources (US) Inc. in 2011 was focussed on six accessible old trenches that were mapped and sampled. The best sampling results of this work included a 15 foot (4.572m) section along the McMorris Vein grading 33 oz/ton Ag (1,138.29 g/t Ag). Note that these assay values may not be representative of the average grade for the entire vein as they represent the average of spot samples along the length surveyed within the trenches.

At the Black Copper Prospect (previously known as the Iron Nugget Prospect) the best sample returned a high of 7.45% copper with over 2 g/t (0.058 oz/t) of gold. This prospect is described as a potential skarn target as the mineralization contains massive magnetite and is proximal to limestone. This target is especially interesting as significant silver, copper and gold mineralization was mined in the area from such styles of mineralization outside of the Black Diamond claim group, as illustrated by the historic Old Dominion Mine, located outside of the Property less than 10 km away. The Old Dominion, the first major mine of the Globe copper camp, produced over 850 million pounds of copper, plus silver and gold over its 50 years of operations. This deposit highlights one style of potential target for the Property. An NI 43-101 compliant technical report “Iron Nugget Property Arizona USA” was prepared in 2013 by Nick Barr for Trueclaim Resources (US) Inc.

The third prospective area to see recent localized exploration is the Buckeye Mine located on patented land. This site saw mapping and sampling as a first round of work. This was followed by rehabilitation of the decline tunnel access to the vein. Limited test mining of silver-copper mineralization recovered the heavier silver bearing minerals using gravity separation to yield material for the production of dore bars. Approximately 500 ounces (14.17 kg) in dore bars were produced in 2017 from this operation. Also in 2017, the vein was tested with diamond drilling of 14 holes totaling 8,000 feet (2,438 m) each intersecting the vein at varying depths up to 800 feet (244 m) below the mine workings and for over 1200 ft (366m), along strike, confirming continuity of the vein with it being open along strike and dip. Significant historic anecdotal accounts of production from The Buckeye Mine and historic grades up to 8,970 oz/ton silver (307,542.7 g/t) silver with 30.7% copper in select grab sampling from the vein mineralization were reported.

The Property also saw the start of a soil geochemistry sampling program. This program was initiated by Northern Sphere Mining Inc. in 2017 on three small blocks yielding a total of approximately 800 multi-element assay results. The results of this program highlighted several anomalous areas for copper, silver, zinc, and manganese. The blocks cover, or are adjacent to, the three targeted prospects discussed above, the McMorris Vein, the Black Copper and the Buckeye Mine. The limits of these anomalous areas are not defined. A continuing sampling program will be part of the proposed exploration plans on the Property.

The soil geochemical surveys were later complemented in 2018 by Northern Sphere Mining Inc. with a regional hyperspectral survey which identified areas of rock alteration that appear to be indicative of mineralization coincident with several of the geochemical anomalies. The spectral survey also indicated potential structural corridors, one along the eastern side of the project within the Black Diamond Property, that will be examined in the upcoming exploration program.

The Property is at a near advanced stage exploration but with no resources and a further drill program being planned. Mineralization is identified on the Property at several key prospects. The styles of mineralization are known and have delivered significant assay results. The Property is also advanced in terms of development with the completion of test mining, underground bulk sampling, and proven silver beneficiation work at the Buckeye Mine in 2017. Only limited exploration programs were conducted thus far at the three target areas. The full extent of the mineralization at these prospects and along their hosting structures is to be investigated in the upcoming recommended programs. As well, the evaluation of many past workings and identification of new targets will be undertaken with the expansion of the soil geochemical surveys to the rest of the Property tied in with ground truthing of the hyperspectral anomalies. It is hoped this work will identify additional mineralization corridors for epithermal silver mineralization and vector further exploration activity towards any further skarn or even underlying copper porphyry targets on the Property.

The recommendations and plans also include continuation of the test mining and bulk sampling at the Buckeye Mine. Due to the advanced stage of development on this target and its existing underground workings, further understanding of the continuity of the vein system and the ability to sample, follow and define the existing mineralization will be facilitated using drilling from the underground workings. Silver Bullet plans to process and recover the metals from further bulk sampling from the Buckeye Mine at an offsite mill to be located on private land in the Globe-Miami area. This procedure is recommended due to the access allowed by the private land status of the patent lands at Buckeye. It will also develop operational efficiencies when the exploration program proceeds to the McMorris Mine area. The mineralization at the McMorris Mine area is similar in nature to the Buckeye and underground access for exploration and development are in place as well, however old workings need to be accessed, rehabilitated and then used for future exploration and development.

The recommended exploration and development programs for these programs is approximately $2.5 million in Phase 1. There is significant opportunity to expand the exploration programs in a Phase 2 program once key targets for resource delineation are identified. Phase 2 would require an initial budget of C$2 million. An added 15% contingency would bring the total to approximately $5 million for both programs.

Note that a qualified person has not done sufficient work to classify the historical estimates as current mineral resources or mineral reserves
,
and Silver Bullet is not treating the historical estimates as current mineral resources or mineral reserves.

The Technical Report can be found on Silver Bullet’s website at www.silverbulletmines.com. Ronald Wortel, President of Silver Bullet states “we are confident the technical report presents the potential for high grade silver on the Property. The report also covers the copper potential as we are in a copper camp. The Old Dominion style of mineralization and its trend is noted, and alteration that suggests we look at the copper porphyry target is there as well. We are pleased that the report is completed and provides the plan for moving this exciting project to discovery and development”.


The Transaction

Under the terms of the Definitive Agreement, the Transaction will be completed by way of a three-cornered amalgamation (the “Amalgamation”) among Pinehurst, Silver Bullet, and Pinehurst I Acquisition Corp. (“Subco”), a wholly owned subsidiary of Pinehurst incorporated for the purposes of completing the Transaction, under the CanadaBusiness Corporations Act. The Amalgamation will result in Silver Bullet combining its corporate existence with Subco, and the entity resulting from the Amalgamation will be a wholly-owned subsidiary of Pinehurst. 


Silver Bullet Financing

In connection with the Transaction, Silver Bullet intends on completing a non-brokered private placement (the “Financing”) of aggregate proceeds of not less than C$3,000,000 by the issuance of units (the “Units”) at a price of thirty cents (C$0.30) per Unit (the “Offering Price”). Each Unit will consist of one common share and one-half of one common share purchase warrant, with each whole warrant being exercisable for one common share at an exercise price of fifty cents (C$0.50) for a two-year term. Silver Bullet may engage an agent (the “Agent”) to act on a “commercially reasonable efforts” basis for the Financing and in connection therewith may pay a commission to the Agent in an amount to be determined. The proceeds of the Financing will be used to fund the recommended exploration program on the Property, continuing operating expenses, and for general working capital purposes.


Shareholders Meetings

Prior to the completion of the Transaction, Pinehurst intends to hold an annual, general and special meeting of shareholders to approve certain matters required to be completed in connection with the Transaction pursuant to the Definitive Agreement, including, among other things, (i) a consolidation of the issued and outstanding common shares of Pinehurst (the “Pinehurst Shares”) on the basis of C$700,000 divided by the Offering Price (the “Consolidation”), (ii) the Board and Management Reconstitution (as defined and described below), and (iii) a change in the name of Pinehurst to “Silver Bullet Mines Corp.” or such other name as may be accepted by the relevant regulatory authorities and acceptable to Silver Bullet (the “Name Change”). Silver Bullet also intends to hold a special meeting of its shareholders to approve, among other things, the Transaction and the Amalgamation.


Proposed Directors and Officers of the Resulting Issuer

Upon completion of the Transaction, it is anticipated that the board of directors and management of the Resulting Issuer will be reconstituted such that the directors of the Resulting Issuer will be comprised of John Carter, Ronald Wortel, Peter Clausi and Jon Wiesblatt and two (2) other nominees of Silver Bullet (the “Board and Management Reconstitution”). Further details about the proposed nominee directors and officers of the Resulting Issuers (including biographies) will be provided in a comprehensive press release at such time as the Parties have settled upon all nominees. 

Closing Conditions

Completion of the Transaction is subject to a number of conditions customary to transactions of the nature of the Transaction, including, but not limited to: (i) the receipt of all required regulatory, corporate, shareholder, stock exchange, and third-party approvals, and (ii) the completion of the Financing, the Consolidation, the Name Change and the Board and Management Reconstitution. There can be no assurance that any one or more of the Transaction, the Financing, the Consolidation, the Name Change, the Board and Management Reconstitution, and/or any other matters to be undertaken in connection with the Transaction will be completed as proposed or at all.

Additional details of the Transaction will be available in the disclosure document to be prepared in connection with the Transaction (the “Disclosure Document”). 

The management information circular prepared in respect of the meeting of the shareholders of Pinehurst (the “Pinehurst Circular”), and the Disclosure Document will be filed and be available for viewing on SEDAR under the Corporation’s profile.

For further information, please contact:

David Rosenkrantz
Pinehurst Capital I Inc., CEO
e: [email protected]
p: 416-865-0123

Peter M. Clausi
Silver Bullet Mines Inc., VP Capital Markets
e: [email protected]
p: 416-890-1232

Information concerning Silver Bullet has been provided to the Corporation by Silver Bullet for inclusion in this press release.

Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable pursuant to Exchange Requirements (as that term is defined in the policies of the TSXV), majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Readers are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSXV has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

The securities referenced herein have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.

Cautionary and Forward-Looking Statements

This news release contains certain statements that constitute forward-looking statements as they relate to Pinehurst, Silver Bullet, their respective leadership teams and the intended Resulting Issuer. Forward-looking statements are not historical facts but represent management’s current expectation of future events, and can be identified by words such as “believe”, “expects”, “will”, “intends”, “plans”, “projects”, “anticipates”, “estimates”, “continues” and similar expressions. Although management believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that they will prove to be correct.

By their nature, forward-looking statements include assumptions and are subject to inherent risks and uncertainties that could cause actual future results, conditions, actions or events to differ materially from those in the forward-looking statements. If and when forward-looking statements are set out in this new release, Pinehurst will also set out the material risk factors or assumptions used to develop the forward-looking statements. Except as expressly required by applicable securities laws, Pinehurst assumes no obligation to update or revise any forward-looking statements. The future outcomes that relate to forward-looking statements may be influenced by many factors, including but not limited to: closing on the Transaction as described above in a timely manner; SARS CoV-2; reliance on key personnel; shareholder and regulatory approvals; activities and attitudes of communities local to the location of the Property; risks of future legal proceedings; income tax matters; availability and terms of financing; distribution of securities; commodities pricing; currency movements, especially as between the USD and CDN; effect of market interest rates on price of securities; and, potential dilution. SARS CoV-2 creates risks that at this time are immeasurable and impossible to define.

This news release is approved by Ronald J. Wortel, P. Eng, the President of Silver Bullet, who is a Qualified Person in accordance with NI 43-101

 

Algonquin Power & Utilities Corp. Declares Fourth Quarter 2020 Common Share Dividend of U.S. $0.1551 (C$0.2019)

PR Newswire

OAKVILLE, ON, Nov. 12, 2020 /PRNewswire/ – Algonquin Power & Utilities Corp. (“APUC”) (TSX: AQN) (NYSE: AQN) announced today that the Board of Directors has declared a dividend of U.S. $0.1551 per share on its common shares, payable on January 15, 2021, to the shareholders of record on December 31, 2020, for the period from October 1, 2020 to December 31, 2020.  Shareholders receiving dividends in cash can elect to receive the dividend in Canadian dollars in the amount of C$0.2019.

The common share dividend will be paid in cash or, if a shareholder has enrolled in the shareholder dividend reinvestment plan (the “Plan”), dividends will be reinvested in additional common shares (“Plan Shares”) of APUC as per the Plan.  Plan Shares will be acquired by way of a Treasury Purchase at the average market price as defined in the Plan less a 5% discount.

Pursuant to the Income Tax Act (Canada) and corresponding provincial legislation, APUC hereby notifies its common shareholders that such dividends declared qualify as eligible dividends.

The quarterly dividends payable on common shares are declared in U.S. dollars. Beneficial shareholders (those who hold common shares through a financial intermediary) who are resident in Canada or the United States may request to receive their dividends in either U.S. dollars or the Canadian dollar equivalent by contacting the financial intermediary with whom the common shares are held. Unless the Canadian dollar equivalent is requested, shareholders will receive dividends in U.S. dollars, which, as is often the case, the financial intermediary may convert to Canadian dollars. Registered shareholders receive dividend payments in the currency of residency. Registered shareholders may opt to change the payment currency by contacting AST Trust Company (Canada) at 1-800-387-0825 prior to the record date of the dividend.

The Canadian dollar equivalent of the quarterly dividend is based on the Bank of Canada daily average exchange rate on the day before the declaration date.

About Algonquin Power & Utilities Corp., Liberty Utilities, and Liberty Power

APUC is a diversified international generation, transmission, and distribution utility with approximately $11 billion of total assets. Through its two business groups, Liberty Utilities and Liberty Power, APUC is committed to providing safe, secure, reliable, cost-effective, and sustainable energy and water solutions through its portfolio of electric generation, transmission, and distribution utility investments to over 1 million customer connections, largely in the United States and Canada.  APUC is a global leader in renewable energy through its portfolio of long-term contracted wind, solar, and hydroelectric generating facilities representing over 2 GW of installed capacity and approximately 1.4 GW of incremental renewable energy capacity under construction.

APUC is committed to delivering growth and the pursuit of operational excellence in a sustainable manner through an expanding global pipeline of renewable energy and electric transmission development projects, organic growth within its rate-regulated generation, distribution, and transmission businesses, and the pursuit of accretive acquisitions.

APUC’s common shares, Series A preferred shares, and Series D preferred shares are listed on the Toronto Stock Exchange under the symbols AQN, AQN.PR.A, and AQN.PR.D, respectively. APUC’s common shares, Series 2018-A subordinated notes and Series 2019-A subordinated notes are listed on the New York Stock Exchange under the symbols AQN, AQNA and AQNB, respectively.

Visit APUC at www.algonquinpowerandutilities.com and follow us on Twitter @AQN_Utilities.

Cision View original content:http://www.prnewswire.com/news-releases/algonquin-power–utilities-corp-declares-fourth-quarter-2020-common-share-dividend-of-us-0-1551-c0-2019-301172465.html

SOURCE Algonquin Power & Utilities Corp.

CRH Medical Corporation Announces 2020 Third Quarter Results

PR Newswire

VANCOUVER, BC, Nov. 12, 2020 /PRNewswire/ – CRH Medical Corporation (TSX: CRH) (NYSE MKT: CRHM) (“CRH” or the “Company”), today announced financial and operating results for the three months ended September 30, 2020.

Third quarter 2020 highlights:

  • Total revenue of $30.3 million, down 0.2% from third quarter 2019
  • Anesthesia services revenue of $28.0 million, up 0.1% from third quarter 2019
  • Product sales revenue of $2.4 million, down 3.4% from third quarter of 2019
  • Anesthesia patient cases of 94,052 increased 6.0% from third quarter 2019
  • Adjusted operating EBITDA of $11.8 million, down 9.3% from third quarter 2019
  • Adjusted operating shareholder EBITDA of $8.0 million, a decrease of 15.2% from third quarter 2019
  • Through the first nine months of 2020, the Company generated $24.8 million in cash from operating activities and $16.1 million in free cash flow
  • The Company also completed three acquisitions and one startup joint venture

Tushar Ramani, Chair and Chief Executive Officer of CRH, commented: “Although COVID-19 continued to exert a negative impact upon both of our business segments in the third quarter, we were encouraged by the 125% increase in anesthesia revenue and the 104% increase in O’Regan revenue as compared to Q2 2020. We remain confident in our ability to execute against our key business initiatives in order to extend and augment our growth trajectory.”

Conference Call

CRH will host a conference call to discuss its results on Friday, November 13, 2020, at 8:30 am ET (5:30 am PT). To participate in the conference, please dial 1-888-664-6392, or 1-416-764-8659 and reference confirmation #64836562. An audio replay will be available shortly after the call by dialing 1-888-390-0541 or 1-416-764-8677 and entering access code 836562#. The replay will be available for two weeks after the call.

About CRH Medical Corporation:

CRH Medical Corporation is a North American company focused on providing gastroenterologists throughout the United States with innovative services and products for the treatment of gastrointestinal diseases. In 2014, CRH became a full-service gastroenterology anesthesia company that provides anesthesia services for patients undergoing endoscopic procedures in ambulatory surgical centers. To date, CRH has completed 30 anesthesia acquisitions, and now serves 66 ambulatory surgical centers in 13 states. In addition, CRH owns the CRH O’Regan System, a single-use, disposable, hemorrhoid banding technology that is safe and highly effective in treating all grades of hemorrhoids. CRH distributes the O’Regan System, treatment protocols, operational and marketing expertise as a complete, turnkey package directly to gastroenterology practices, creating meaningful relationships with the gastroenterologists it serves. CRH’s O’Regan System is currently used in all 48 lower US states.

Non-GAAP Measures

This press release makes reference to certain non-GAAP financial measures including adjusted operating EBITDA (in total and broken down as attributable to non-controlling interest and shareholders of the Company) and adjusted operating EBITDA margin as supplemental indicators of its financial and operating performance.  Adjusted operating EBITDA is defined as operating income before interest, taxes, depreciation, amortization, stock based compensation, acquisition related expenses and asset impairment charges. Adjusted operating EBITDA margin is defined as operating earnings before interest, taxes, depreciation, amortization, stock based compensation, acquisition related expenses and asset impairment charges as a percentage of revenue. These non-GAAP measures are not recognized measures under US Generally Accepted Accounting Principles (“US GAAP”) and do not have a standardized meaning prescribed by US GAAP and thus the Company’s definition may be different from and unlikely to be comparable to non-GAAP measures presented by other companies. These measures are provided as additional information to complement US GAAP measures by providing further understanding of the Company’s results of operations from management’s perspective. Accordingly, they should not be considered in isolation nor as a substitute for analyses of the Company’s financial information reported under US GAAP. Management uses non-GAAP measures such as adjusted operating EBITDA and adjusted operating EBITDA margin to provide investors with a supplemental measure of the Company’s operating performance and thus highlight trends in the Company’s core business that may not otherwise be apparent when relying solely on US GAAP financial measures. Management also believes that securities analysts, investors and other interested parties frequently use non-GAAP measures in the evaluation of issuers. In addition, management uses these non-GAAP measures in order to facilitate operating performance comparisons from period to period, prepare annual operating budgets, and to assess its ability to meet future debt service, capital expenditure, and working capital requirements. A quantitative reconciliation of adjusted operating EBITDA, and operating EBITDA margin to the most directly comparable measures under US GAAP is presented below.

Cautionary Note Regarding Forward-looking Statements

Information included or incorporated by reference in this press release may contain forward-looking statements. This information may involve known and unknown risks, uncertainties, and other factors which may cause our actual results, performance, or achievements to be materially different from the future results, performance, or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe our future plans, strategies, and expectations, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “plan,” “intend” or “project” or the negative of these words or other variations on these words or comparable terminology. Certain risks underlying our assumptions are highlighted below; if risks materialize, or if assumptions prove otherwise to be untrue, our results will differ from those suggested by our forward looking statements and our results and operations may be negatively affected. Forward looking statements in this press release include statements regarding the Company’s future growth. Actual events or results may differ materially from those discussed in forward-looking statements. There can be no assurance that the forward-looking statements currently contained in this report will in fact occur. The Company bases its forward-looking statements on information currently available to it. The Company disclaims any intent or obligations to update or revise publicly any forward-looking statements whether as a result of new information, estimates or options, future events or results or otherwise, unless required to do so by law.

Forward-looking information reflects current expectations of management regarding future events and operating performance as of the date of this document. Such information involves significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in forward-looking information, including, without limitation: Our ability to predict developments in the COVID-19 pandemic and its impact to our operations; changes to payment rates or methods of third-party payors, including United States government healthcare programs, changes to the United States laws and regulations that regulate payments for medical services, the failure of payment rates to increase as our costs increase, or changes to our payor mix, could adversely affect our operating margins and revenues; We are subject to decreases in our revenue and profit margin under our fee for service contracts and arrangements, where we bear the risk of changes in volume, payor mix, radiology, anesthesiology, and pathology benefits, and third-party reimbursement rates; We may or may not successfully identify and complete corporate transactions on favorable terms or achieve anticipated synergies relating to any acquisitions or alliances, and such acquisitions could result in unforeseen operating difficulties and expenditures, or require significant management resources and significant charges; Our senior management has been key to our growth, and we may be adversely affected if we lose any member of our senior management; ASCs or other customers may terminate or choose not to renew their agreements with us; If we are unable to maintain or increase anesthesia procedure volumes at our existing ASCs, the operating margins and profitability of our anesthesia segment could be adversely affected; We may not be able to successfully recruit and retain qualified anesthesia service providers or other independent contractors; We may be unable to enforce the non-competition and other restrictive covenants in our agreements; We operate in an industry that is subject to extensive federal, state, and local regulation, and changes in law and regulatory interpretations; Changes in the medical industry and the economy may affect the Company’s business; Our failure to comply with U.S. federal and state fraud and abuse laws, including anti-kickback laws and other U.S. federal and state anti-referral laws, could have a material, adverse impact on our business; A significant number of our affiliated physicians could leave our affiliated ASCs; Our industry is already competitive and could become more competitive; Unfavorable economic conditions could have an adverse effect on our business; The Company may not be successful in marketing its products and services; Failure to manage third-party service providers may adversely affect our ability to maintain the quality of service that we provide; Congress or states may enact laws restricting the amount out-of-network providers of services can charge and recover for such services; Adverse events related to our product or our services may subject us to risks associated with product liability, medical malpractice or other legal claims, insurance claims, product recalls and other liabilities, which may adversely affect our operations; Our dependence on suppliers could have a material adverse effect on our business, financial condition and results of operations; We may need to raise additional capital to fund future operations; We are subject to various restrictive covenants and events of default under the Credit Facilities; The Affordable Care Act (“ACA”) and potential changes to it may have a significant effect on our business; The Medicare Access and CHIP Reauthorization Act of 2015 (“MACRA”) and potential changes to it may have a significant effect on our business; Government authorities or other parties may assert that our business practices violate antitrust laws; If regulations or regulatory interpretations change, we may be obligated to re-negotiate agreements of our anesthetists, anesthesiologists or other contractors; Despite current indebtedness levels, we may still be able to incur substantially more debt, which could further exacerbate the risks associated with increased leverage; Failure to timely or accurately bill for services could have a negative impact on our net revenue, bad debt expense and cash flow; If we or some of our suppliers fail to comply with the FDA’s Quality System Regulation and other applicable requirements, our manufacturing or processing operations could be disrupted, our sales and profitability could suffer, and we may become subject to a wide variety of FDA enforcement actions; If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results or prevent fraud. As a result, shareholders could lose confidence in our financial and other public reporting, which would harm our business and the trading price of our common shares; Our industry is the subject of numerous governmental investigations into marketing and other business practices which could result in the commencement of civil and/or criminal proceedings, substantial fines, penalties, and/or administrative remedies, divert the attention of our management, and have an adverse effect on our financial condition and results of operations; We may write-off intangible assets; If we are unable to manage growth, we may be unable to achieve our expansion strategy; The continuing development of our products and provision of our services depends upon us maintaining strong relationships with physicians; Significant shareholders of the Company could influence our business operations, and sales of our shares by such significant shareholders could influence our share price; We have a legal responsibility to the minority owners of the entities through which we own our anesthesia services business, which may conflict with our interests and prevent us from acting solely in our own best interests; Our common shares may be subject to significant price and volume fluctuations; Unfavorable changes or conditions could occur in the states where our operations are concentrated: We may be subject to a variety of regulatory investigations, claims, lawsuits, and other proceedings; Our anesthesia employees and third-party contractors may not appropriately record or document services that they provide; If we are unable to adequately protect or enforce our intellectual property, our competitive position could be impaired; If there is a change in federal or state laws, rules, regulations, or in interpretations of such federal or state laws, rules or regulations, we may be required to redeem our physician partners’ ownership interests in anesthesia companies under the savings clause in our joint venture operating agreements; Our employees and business partners may not appropriately secure and protect confidential information in their possession; Failure to protect our information technology infrastructure against cyber-based attacks, network security breaches, service interruptions or data corruption could significantly disrupt our operations and adversely affect our business and operating results; If securities or industry analysts do not publish research, or publish inaccurate or unfavorable research, about our business, our share price and trading volume could decline; We may be subject to criminal or civil sanctions if we fail to comply with privacy regulations regarding the protection, use and disclosure of patient information; Evolving regulation of corporate governance and public disclosure may result in additional expenses and continuing uncertainty; Anti-takeover provisions could discourage a third party from making a takeover offer that could be beneficial to our shareholders; We are an “emerging growth company” and a “smaller reporting company,” and any decision on our part to comply only with certain reduced reporting and disclosure requirements applicable to such companies could make our common shares less attractive to investors; We do not intend to pay dividends on our common shares, and, consequently, your ability to achieve a return on your investment will depend on appreciation, if any, in the price of our common shares; Tax reform could have a material adverse effect on us; Income tax audits and changes in our effective income tax rate could affect our results of operations; The patent protection for our products may expire before we are able to maximize their commercial value, which may subject us to increased competition and reduce or eliminate our opportunity to generate revenues; and We may face exposure to adverse movements in foreign currency exchange rates.

For a complete discussion of the Company’s business including the assumptions and risks set out above, see the Company’s Form 10-K Annual Report, which is available on EDGAR at www.sec.gov/edgar.shtml or on the Company’s website at www.crhmedcorp.com.

Condensed Consolidated Balance Sheets

(unaudited)


September 30,


2020


December 31,


2019

Assets

Current assets:

Cash and cash equivalents

$

5,099,498

$

6,568,716

Trade and other receivables, net

20,358,880

20,041,288

Income tax receivable

3,252,973

1,332,129

Loan to equity investment

1,000

Prepaid expenses and deposits

426,589

729,483

Inventories, finished goods

296,070

349,324

29,435,010

29,020,940

Non-current assets:

Property and equipment, net

201,959

251,933

Right of use asset

1,094,732

214,854

Intangible assets, net

168,325,328

163,108,193

Deferred asset acquisition costs

228,777

59,249

Investment

2,016,076

Deferred tax assets

12,945,311

10,440,100

184,812,183

174,074,329

Total assets

$

214,247,193

$

203,095,269

Liabilities

Current liabilities:

Trade and other payables

$

7,449,298

$

6,196,741

Employee benefits

786,115

992,845

Income tax payable

28,589

Current portion of lease liability

241,742

125,555

Deferred consideration

1,868,052

Earn-out obligation

686,973

1,063,060

Contract payable – CMS Advance

1,808,952

Member loan

220,880

68,600

11,193,960

10,343,442

Non-current liabilities:

Lease liability

865,372

54,300

Contract payable – CMS Advance

91,636

Contingent liability

2,617,110

Notes payable and bank indebtedness

74,997,205

68,380,345

Deferred tax liabilities

23,786

101,822

78,595,109

68,536,467

Equity

Common stock, no par value; 71,461,684 and 71,603,584 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively

56,268,562

56,056,113

Additional paid-in capital

8,648,801

7,168,156

Accumulated other comprehensive loss

(66,772)

(66,772)

Retained earnings

7,423,053

13,154,981

Total equity attributable to shareholders of the Company

72,273,644

76,312,478

Non-controlling interest

52,184,480

47,902,882

Total equity

124,458,124

124,215,360

Total liabilities and equity

$

214,247,193

$

203,095,269

 

Condensed Consolidated Statements of Operations

(unaudited)


Three
 
months
 
ended
 
September
 
30,


Nine
 
months
 
ended
 
September
 
30,


2020


2019


2020


2019

Revenue:

Anesthesia services

$

27,983,903

$

27,966,629

$

63,561,613

$

82,685,905

Product sales

2,365,549

2,448,174

5,827,537

7,330,147

30,349,452

30,414,803

69,389,150

90,016,052

Expenses:

Anesthesia services expense

26,963,897

23,774,049

70,580,981

69,804,891

Product sales expense

1,080,861

1,089,316

3,025,258

3,441,207

Corporate expense

2,219,867

1,838,812

6,344,402

4,645,347

30,264,625

26,702,177

79,950,641

77,891,445

Operating income (loss)

84,827

3,712,626

(10,561,491)

12,124,607

Net finance expense

441,967

1,125,410

1,386,007

5,696,343

(Gain) loss from equity investment

(77,278)

37,839

(416,584)

Other income

(289,669)

(5,146,488)

Income (loss) before tax

(67,471)

2,664,494

(6,838,849)

6,844,848

Income tax expense (recovery)

(376,237)

565,165

(1,584,165)

736,052

Net and comprehensive income (loss)

$

308,766

$

2,099,329

$

(5,254,684)

$

6,108,796

Attributable to:

Shareholders of the Company

$

(337,954)

$

982,368

$

(5,324,264)

$

2,552,084

Non-controlling interest

646,720

1,116,961

69,580

3,556,712

$

308,766

$

2,099,329

$

(5,254,684)

$

6,108,796

Earnings (loss) per share attributable to shareholders

Basic

$

(0.005)

$

0.014

$

(0.074)

$

0.036

Diluted

$

(0.005)

$

0.013

$

(0.074)

$

0.035

Weighted average shares outstanding:

Basic

71,506,045

71,831,356

71,558,371

71,845,812

Diluted

71,506,045

72,799,142

71,558,371

73,023,144

 

Condensed Consolidated Statements of Cash Flows

(unaudited)


Three months ended


September 30,


Nine months ended


September 30,


2020


2019


2020


2019

Operating activities:

Net income (loss)

$

308,766

$

2,099,329

$

(5,254,684)

$

6,108,796

Adjustments for:

Depreciation of property, equipment and intangibles

10,760,397

8,555,909

29,686,467

25,974,283

Stock-based compensation

652,967

706,479

1,900,960

280,348

Unrealized foreign exchange

6,144

(50)

7,745

726

Deferred income tax recovery

(968,387)

(776,300)

(2,358,260)

(2,749,616)

Change in fair value of contingent consideration

(96,294)

181,805

(376,087)

2,771,238

Accretion on contingent consideration and deferred

   consideration

15,925

10,145

32,833

123,305

Amortization of deferred financing fees

90,411

65,091

269,424

195,273

(Gain) loss from equity investment

(77,278)

37,839

(416,584)

Change in current tax receivable

(1,699,529)

(17,826)

(2,174,418)

(154,474)

Change in trade and other receivables

(820,666)

(182,433)

(317,593)

(102,733)

Change in prepaid expenses

102,542

(59,218)

302,894

268,162

Change in inventories

(31,017)

153,837

53,254

45,309

Change in trade and other payables, including contract

   payable

(640,539)

(83,936)

3,192,069

91,726

Change in employee benefits

135,957

135,609

(206,730)

234,120

Net cash provided by operating activities

7,816,677

10,711,163

24,795,713

32,669,879

Financing activities

Proceeds from (repayment of) member loans

(28,100)

(14,375)

152,280

(18,375)

Equity investment loan

(1,000)

(1,000)

Repayment of short-term advances

(26,783)

Payment of deferred consideration

(64,827)

(1,896,850)

(1,100,000)

Payment of contingent consideration

(4,795,822)

Repayment of notes payable and bank indebtedness

(1,500,000)

(5,625,000)

(9,500,000)

(13,175,000)

Proceeds from bank indebtedness

11,006,750

7,000,000

16,006,750

11,300,000

Proceeds from exercise of stock options

6,753

10,680

426,366

Payment of deferred financing fees

(125,000)

(159,314)

Distributions to non-controlling interest

(3,952,150)

(3,615,819)

(8,688,260)

(11,804,480)

Repurchase of shares for cancellation

(296,600)

(1,109,170)

(652,165)

(3,982,914)

Acquisition of equity interest from non-controlling interest

(7,018,658)

(9,434,009)

Net cash provided by (used in) financing activities

5,039,073

(10,376,269)

(4,727,879)

(32,611,017)

Investing activities

Acquisition of property and equipment

(10,957)

(4,834)

(32,829)

(45,681)

Deferred asset acquisition costs

56,488

38,437

(191,934)

(440)

Distribution received from equity investment

92,400

92,400

Purchase adjustment relating to anesthesia service providers

   acquired in prior periods

4,366,000

4,366,000

Acquisition of cost investment

(2,016,076)

(2,016,076)

Acquisition of anesthesia services providers

(11,024,903)

(2,174,003)

(19,296,746)

(9,204,437)

Net cash provided by (used in) investing activities

(12,995,448)

2,318,000

(21,537,585)

(4,792,158)

Effects of foreign exchange on cash and cash equivalents

2,134

(270)

533

1,395

Decrease in cash and cash equivalents

(137,564)

2,652,624

(1,469,218)

(4,731,901)

Cash and cash equivalents, beginning of period

5,237,062

2,562,420

6,568,716

9,946,945

Cash and cash equivalents, end of period

$

5,099,498

$

5,215,044

$

5,099,498

$

5,215,044

 

Adjusted EBITDA Reconciliation

(in thousands, unaudited)


Three Months Ended


Nine Months Ended


September 30,


September 30,


(USD in thousands)


2020


2019


2020


2019


Net and comprehensive income (loss)

$

309

$

2,099

$

(5,254)

$

6,109

Net finance expense

442

1,125

1,386

5,696

(Gain) loss on equity investment

(77)

38

(416)

Income tax expense (recovery)

(376)

565

(1,584)

736

Other income – government assistance

(290)

(5,147)


Operating income (loss)

85

3,713

(10,561)

12,125

Amortization expense

10,735

8,528

29,604

25,892

Depreciation and related expense

26

28

83

82

Stock based compensation

653

706

1,901

280

Acquisition expenses1

57

83

87

123

Inventory write-downs

65

Other non-recurring items2

931

Other income – government assistance

290

5,147


Total adjusted operating EBITDA

$

11,845

$

13,058

$

26,324

$

39,433


Adjusted operating EBITDA


   attributable to:

Shareholders of the Company

$

7,968

$

9,392

$

17,520

$

27,819

Non-controlling interest

$

3,877

$

3,666

$

8,804

$

11,615

 

Adjusted Operating Expense Reconciliation

(in thousands, unaudited)


Three Months Ended
September 30,


Nine Months Ended
September 30,


2020


2019


2020


2019


Anesthesia services expense


26,964


23,774


70,581


69,804

Amortization expense

(10,734)

(8,527)

(29,602)

(25,890)

Depreciation and related expense

(3)

(3)

(11)

(9)

Stock based compensation

(148)

(125)

(349)

(359)

Acquisition expenses1

(57)

(83)

(87)

(123)


Anesthesia services – adjusted operating


16,022


15,036


40,532


43,424


   expense


Product sales expense


1,081


1,089


3,025


3,440

Amortization expense

(1)

(1)

(1)

(2)

Depreciation and related expense

(5)

(5)

(15)

(19)

Stock based compensation

(95)

(82)

(210)

(236)

Inventory write-downs

(65)


Product sales – adjusted operating expense


980


1,002


2,733


3,186


Corporate expense


2,220


1,839


6,345


4,645

Amortization expense

Depreciation and related expense

(18)

(20)

(57)

(55)

Stock based compensation

(410)

(500)

(1,343)

313

Other non-recurring items

(931)


Corporate – adjusted operating expenses


1,792


1,319


4,945


3,974


Total operating expense


30,265


26,702


79,951


77,891


Total adjusted operating expense


18,794


17,357


48,211


50,583

 

Cision View original content:http://www.prnewswire.com/news-releases/crh-medical-corporation-announces-2020-third-quarter-results-301172464.html

SOURCE CRH Medical Corporation

Algonquin Power & Utilities Corp. Declares Fourth Quarter 2020 Preferred Share Dividends

PR Newswire

OAKVILLE, ON, Nov. 12, 2020 /PRNewswire/ – Algonquin Power & Utilities Corp. (“APUC”) (TSX: AQN) (TSX: AQN.PR.A) (TSX: AQN.PR.D) (NYSE: AQN) announced today that the Board of Directors of APUC has declared the following preferred share dividends:

  1. C$0.32263 per Preferred Share, Series A, payable in cash on December 31, 2020 to Preferred Share, Series A holders of record on December 15, 2020, for the period from September 30, 2020 to, but excluding, December 31, 2020.

  2. C$0.31819 per Preferred Share, Series D, payable in cash on December 31, 2020 to Preferred Share, Series D holders of record on December 15, 2020, for the period from September 30, 2020 to, but excluding, December 31, 2020.

Pursuant to the Income Tax Act (Canada) and corresponding provincial legislation, APUC hereby notifies its Series A Preferred Shareholders and its Series D Preferred Shareholders that such dividends declared qualify as eligible dividends.

About Algonquin Power & Utilities Corp., Liberty Utilities, and Liberty Power

APUC is a diversified international generation, transmission, and distribution utility with approximately $11 billion of total assets. Through its two business groups, Liberty Utilities and Liberty Power, APUC is committed to providing safe, secure, reliable, cost-effective, and sustainable energy and water solutions through its portfolio of electric generation, transmission, and distribution utility investments to over 1 million customer connections, largely in the United States and Canada.  APUC is a global leader in renewable energy through its portfolio of long-term contracted wind, solar, and hydroelectric generating facilities representing over 2 GW of installed capacity and approximately 1.4 GW of incremental renewable energy capacity under construction.

APUC is committed to delivering growth and the pursuit of operational excellence in a sustainable manner through an expanding global pipeline of renewable energy and electric transmission development projects, organic growth within its rate-regulated generation, distribution, and transmission businesses, and the pursuit of accretive acquisitions.

APUC’s common shares, Series A preferred shares, and Series D preferred shares are listed on the Toronto Stock Exchange under the symbols AQN, AQN.PR.A, and AQN.PR.D, respectively. APUC’s common shares, Series 2018-A subordinated notes and Series 2019-A subordinated notes are listed on the New York Stock Exchange under the symbols AQN, AQNA and AQNB, respectively.

Visit APUC at www.algonquinpowerandutilities.com and follow us on Twitter @AQN_Utilities.

Cision View original content:http://www.prnewswire.com/news-releases/algonquin-power–utilities-corp-declares-fourth-quarter-2020-preferred-share-dividends-301172463.html

SOURCE Algonquin Power & Utilities Corp.

Alexco Announces Third Quarter 2020 Results and Provides Operations Update

PR Newswire

(All amounts in CDN$ unless otherwise indicated)

VANCOUVER, BC, Nov. 12, 2020 /PRNewswire/ – Alexco Resource Corp. (NYSE American: AXU) (TSX: AXU) (“Alexco” or the “Company”) today reports financial results for the three month period ended September 30, 2020 (“Q3 2020”) and provides comments on capital development progress at Keno Hill in anticipation of initial silver (“Ag”) concentrate production in Q4 2020. For Q3 2020, Alexco reported an operating loss of $5.4 million (“M”), or $0.04 per share. Aa at September 30, 2020, the Company had $39.8 M in cash and cash equivalents, and net working capital of $38.0 M.


Key Financial Metrics



(Expressed in 000’s of Canadian dollars,
except per share and share amounts)



For the Three Month Period
Ended September 30,


For the Nine Month Period
Ended September 30,


2020

2019


2020

2019

Revenues – Reclamation Management Revenue

$


795

555

$


2,233

1,703

Operating Loss

$


(5,356)

(1,947)

$


(10,728)

(7,330)

Adjusted Loss Before Taxes1

$


(5,514)

(1,975)

$


(10,683)

(7,758)

Cash and cash equivalents

$


39,751

10,551

$


39,751

10,551

Net Working Capital1

$


37,998

10,090

$


37,998

10,090

Adjusted Net Loss from Continued Operations1

$


(3,265)

(2,043)

$


(7,295)

(8,435)

Net Loss from Continued Operations2

$


(15,241)

(2,234)

$


(22,753)

(2,139)


Shareholders

Basic and Diluted Net Loss from Continued Operations per Common Share  

$


(0.11)

(0.02)

$


(0.18)

(0.02)

Adjusted Basic and Diluted Net Loss from Continued Operations per Common Share1 

$


(0.02)

(0.02)

$


(0.06)

(0.07)


1.


See Non-GAAP measures on page 14 of the MD&A
for the three and nine month periods ended September 30, 2020
.


2.


Net loss includes non-cash adjustments related to an embedded derivative.


Q3 2020 Highlights


Corporate

  • The Corporation’s cash and cash equivalents as at September 30, 2020 totaled $39.8 M compared to $6.8 M as at December 31, 2019, while net working capital totaled $38.0 M compared to $10.1 M as at December 31, 2019. The Corporation’s restricted cash and deposits as at September 30, 2020 totaled $2.9 M compared to $2.8 M as at December 31, 2019.
  • Alexco reported an operating loss of $5.5 M for Q3 2020, compared to a loss of $1.9 M for Q3 2019. The increase in operating loss is primarily a result of an increase in mine site rehabilitation and dewatering work at the Bellekeno mine in preparation for initial ore production in Q4 2020 and expensed refurbishment work at the Keno Hill mill in preparation for mill commissioning in Q4 2020.
  • On July 7, 2020 the Corporation completed an equity financing and issued 10,994,000 common shares at a price of $2.73 per share for aggregate gross proceeds of $30 M.
  • On August 5, 2020 Alexco entered into an amended and restated agreement with Wheaton with respect to the streaming agreement between the two companies (see press release dated June 24, 2020, entitled “Alexco Moves Forward to Production at Keno Hill”).


Mine Operations and Exploration

  • On July 23, 2020, the Company received the final amended and renewed water use license (“WUL”) for the Keno Hill Silver District (“Keno Hill” or the “District”) from the Yukon Water Board. The WUL authorizes Alexco to source and use water, as well as deposit designated waste streams into approved facilities in and around planned production centers at the Bellekeno, Flame & Moth and Bermingham mines, and the mill facility.
  • Progress on site-wide capital projects including mill modifications and infrastructure improvements continues to be on pace for completion with mill commissioning and production of silver (“Ag”) concentrate in Q4 2020. A concentrate off-take provider has been selected and agreements are being finalized.
  • The Company’s 2020 surface exploration program that commenced on July 17, 2020 has been extended to include a total of approximately 7,500 meters (“m”) core drilling in at least 12 holes, exclusively testing for deeper mineralization in the Bermingham mine area. Drilling will continue until late November.

Clynt Nauman, Alexco’s Chairman and Chief Executive Officer, commented, “During the third quarter we made significant progress at Keno Hill. I am pleased to report that we are already placing ore from the Bellekeno mine on the coarse ore pad in anticipation of mill commissioning in the very near future. Separately, underground development at the Flame & Moth and Bermingham mines continues to advance and remain on track to provide development ore in Q1 2021. Upgrades to surface infrastructure and the District Mill are nearing completion, and mill circuits have been successfully wet-tested. We are continuing with our mine optimization studies with respect to underground development efficiencies and improved NSR values for ore both within the PFS mine plan as well as adjacent mineralization. We expect to complete and report on this work in the first half of 2021.” Mr. Nauman continued, “Our exploration program at the Bermingham ‘deep’ target will be wrapping up this month and we look forward to sharing the results when they become available”.


Capital Development and Operations

On June 24, 2020, the Company announced that it is moving forward to finalize development of its mines at Keno Hill, with a goal of mill commissioning and Ag concentrate production in Q4 2020. The Company is making steady progress towards its initial production goal with mine site development activities, recruitment of key personnel, delivery of mine equipment, refurbishment of the mill, and completion of surface infrastructure projects continuing into Q4 2020.

In the mill, installation of cyclones, the addition of a new tailings filter press and modification to the fine ore feeder is complete. Other mill improvement projects underway include installation of a second ball mill, construction of a crusher enclosure and ventilation system and installation of two concentrate regrind mills. Other surface construction activities nearing final completion include the expansion of the camp accommodation complex including two new bunkhouse units, an upgraded administration complex, and employee dry and wash facilities.

Underground refurbishment projects at the Flame & Moth and Bermingham mines are complete and primary ramp development continues at both mines. Delivery and commissioning of the major pieces of new underground mine equipment is largely complete. The new fleet includes four (4) CAT R1300 3.5 yard scoops, two (2) CAT AD22 20 tonne haul trucks, two (2) Atlas Copco 282 twin boom jumbos, two (2) MacLean SSB bolters and other support gear. Development and long-hole extraction of ore from two underground levels continues at the Bellekeno mine with ore from these activities being delivered to the mill coarse ore pad. At the Flame & Moth mine, advance of the primary ramp is continuing with approximately 140 m of primary ramp required to reach the first level access point on the 835 level followed by 100 m of level access to cross cut the ore. At the Bermingham mine, development of the vent raise access level is underway prior to mobilization of the contract raise development crew within the next month.

Elsewhere, the Company continues to successfully recruit and onboard the mine operations team. Key managers, site supervisors and mine engineering staff are all in place and the current focus continues to be the onboarding of geologists, underground miners, and maintenance specialists. The current head count at Keno Hill is approximately 125 employees. Over 90% of the Alexco employees currently hired are from the Yukon and British Columbia including citizens of the First Nation of Na-Cho Nyak Dun.

With the significant increase in underground and district-wide operating activities at Keno Hill, the safety performance of all employees and contractors remains excellent and exemplifies the culture of safety excellence instilled at Keno Hill. The Company’s safety record has now exceeded over 7.5 years without a Lost Time Accident.

The Company’s strict COVID-19 management protocols and operating practices remain in place and are continuously reviewed to comply with the guidelines of the Yukon Chief Medical Officer.


Financial
 Report

Full details of the financial and operating results for Q3 2020 are described in Alexco’s interim condensed consolidated financial statements for the three and nine month periods ended September 30, 2020 with accompanying notes and related management’s discussion and analysis. These documents and additional information about Alexco, including its annual information form, are available on Alexco’s website at www.alexcoresource.com and on SEDAR at www.sedar.com and on EDGAR at www.sec.gov/edgar.shtml.


Conference Call for Q3 2020 Results

Alexco is hosting an audio webcast conference call to discuss these results at 11:00 a.m. Eastern (8:00 am Pacific) on Friday, November 13, 2020. To participate in the live call, please use one of the following methods:

Dial toll free from Canada or the US:

1-800-319-4610

Dial from outside Canada or the US:

1-604-638-5340

Conference ID#:                             

Ask to join the Alexco conference call

Live audio webcast:                        


https://www.alexcoresource.com/investors/events-webcasts/ 

Participants should connect five to ten minutes before the call. The conference call will be recorded and an archived audio webcast will be available on the Company’s website at www.alexcoresource.com.

Qualified Persons

The disclosure in this news release of scientific and technical information regarding exploration projects on Alexco’s mineral properties has been reviewed and approved by Alan McOnie, FAusIMM, Vice President, Exploration, while that regarding mine development and operations has been reviewed and approved by Neil Chambers, P.Eng., Chief Mine Engineer, both of whom are Qualified Persons as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”).

About Alexco                                                                       

Alexco is a Canadian primary silver company that owns and operates the majority of the historic Keno Hill Silver District, in Canada’sYukon Territory, one of the highest-grade silver deposits in the world. Alexco is currently advancing Keno Hill to production and expects to start concentrate production and shipments in Q4 2020. As per Alexco’s 2020 pre-feasibility study, Keno Hill is expected to produce an average of approximately 4 million ounces of silver per year contained in high quality lead/silver and zinc concentrates. Total production over an 8-year mine life is estimated at 1.18 million tonnes of ore at an average rate of 430 tonnes per day at an average grade of 805 grams per tonne. Keno Hill retains significant potential to grow and Alexco has a long history of expanding the operation’s Mineral Resources through successful exploration.

Some statements (“forward-looking statements”) in this news release contain forward-looking information plans related to Alexco’s business and other matters that may occur in the future, made as of the date of this news release. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by the forward-looking statements. Such factors include, among others, risks related to risks and uncertainties relating to the COVID-19 pandemic including but not limited to business closures, travel restrictions,  quarantines and a general reduction in consumer activity; actual results and timing of exploration and development, mining, environmental services and remediation and reclamation activities; future prices of silver, gold, lead, zinc and other commodities; possible variations in mineral resources, grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; First Nation rights and title; continued capitalization and commercial viability; global economic conditions; competition; and delays in obtaining governmental approvals or financing or in the completion of development activities. Forward-looking statements are based on certain assumptions that management believes are reasonable at the time they are made. In making the forward-looking statements included in this news release, Alexco has applied several material assumptions, including, but not limited to the circumstances surrounding the COVID-19 pandemic, although evolving, will stabilize or at least not worsen; that the extent to which COVID-19 may impact the Company, including without limitation disruptions to the mobility of Company personnel, costs associated with implementation of health and safety protocols, increased labour and transportation costs, and other related impacts, will not change in a materially adverse manner; Alexco will be able to raise additional capital as necessary, that the proposed exploration and development activities will proceed as planned, and that market fundamentals will result in sustained silver, gold, lead and zinc demand and prices. There can be no assurance that forward-looking statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Alexco expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation.

Cision View original content:http://www.prnewswire.com/news-releases/alexco-announces-third-quarter-2020-results-and-provides-operations-update-301172461.html

SOURCE Alexco Resource Corp.

Digital Realty, Vapor IO and Hivelocity Demonstrate Core-to-Edge Bare Metal in Atlanta

Integration between Digital Realty’s PlatformDIGITAL® and Vapor IO’s Kinetic Edge enables Hivelocity to support true core-to-edge workloads on its bare metal cloud

PR Newswire

SAN FRANCISCO and AUSTIN, Texas, Nov. 12, 2020 /PRNewswire/ — Digital Realty (NYSE: DLR), a leading global provider of carrier- and cloud-neutral data center, colocation and interconnection solutions, along with Vapor IO, creators of the Kinetic Edge® platform, the first fully-integrated hardware and software platform for edge colocation, exchange and networking services, and Hivelocity, a leading provider of global bare metal cloud services, announced today the availability for developers to deploy core-to-edge workloads on Hivelocity’s bare metal edge cloud, first in Atlanta, but soon in other cities nationwide.

The multi-tier edge deployment in Atlanta builds upon Digital Realty and Vapor IO’s announcement in June, highlighting the integration of Vapor IO’s Kinetic Edge architecture with Digital Realty’s Network Hub Solution on PlatformDIGITAL®.  Hivelocity, a Digital Realty customer, was able to quickly extend its bare metal cloud to Vapor IO’s Kinetic Edge locations due to integration work already completed by Vapor IO and Digital Realty.

“Leveraging the joint solution available through Vapor IO’s Kinetic Edge and Digital Realty’s PlatformDIGITAL, we were able to lower costs and get to market quicker,” said Steve Eschweiler, COO of Hivelocity.  “By using our existing control plane in Digital Realty’s facilities to orchestrate machines in Vapor IO’s data centers at the infrastructure edge, leveraging the integrated Digital Realty Service Exchange and Kinetic Edge Exchange networks for connectivity, we were able to quickly and cost-effectively extend our bare metal cloud to the infrastructure edge, where last-mile telco networks are aggregated.” 

Separately, Hivelocity also
announced
today it has selected Vapor IO’s Kinetic Edge platform nationwide and will bring its bare metal edge cloud to the 36 U.S. cities where Vapor IO is actively deploying.

The collaboration between Vapor IO and Digital Realty combines the cloud proximity, core, regional edge, local edge and interconnection capabilities of PlatformDIGITAL® with the lastmile, low-latency, distributed architecture of the Kinetic Edge network.  This combination offers companies like Hivelocity a seamless platform for delivering core-to-edge capabilities that are the basis for many emerging edge use cases.

“We designed this joint solution to combine the data center and networking infrastructure needed to enable cloud-to-core-to-edge applications,” said Cole Crawford, founder and CEO at Vapor IO. “Hivelocity’s ability to simply and effectively extend its bare metal cloud to the edge in Atlanta is a perfect example of how we’re making it easier for joint customers to deliver low-latency edge services that tie back to their regional and core workloads.”  

For example, using Hivelocity’s bare metal cloud, a developer can deploy a multi-tier AI-based application, running low-latency inferencing in Vapor IO edge locations while training sophisticated AI models in Digital Realty’s regional edge and core facilities.

“The combination of Vapor’s Kinetic Edge and Digital Realty’s PlatformDIGITAL® is a crucial building-block for core-to-edge workloads, which we are actively supporting in Atlanta, Chicago and Dallas,” said Digital Realty Chief Technology Officer Chris Sharp. “Hivelocity’s ability to tap into this service and create a clear path to highly interconnected true core-to-edge infrastructure for their customers is precisely the simplicity we hope to provide.”  

Additional Resources:

  • Blog:  Bringing Interconnection to the Edge
  • Learn more about Digital Realty’s Network Hub solution
  • The latest megatrend and its effect on Global 2000 enterprises: Data Gravity



About Digital Realty


Digital Realty supports the world’s leading enterprises and service providers by delivering the full spectrum of data center, colocation and interconnection solutions. PlatformDIGITAL®, the company’s global data center platform, provides customers a trusted foundation and proven Pervasive Datacenter Architecture PDx™ solution methodology for scaling digital business and efficiently managing data gravity challenges.  Digital Realty’s global data center footprint gives customers access to the connected communities that matter to them with more than 280 facilities in 49 metros across 24 countries on six continents.  To learn more about Digital Realty, please visit digitalrealty.com or follow us on LinkedIn and Twitter.   

About Vapor IO

Vapor IO is developing the largest nationwide edge networking, colocation and exchange platform at the edge of the wireless and wireline networks. Serving the world’s largest carriers, operators, cloud providers, web-scale companies and other innovative enterprises, the company’s Kinetic Edge® platform combines multi-tenant colocation with software-defined interconnection and high-speed networking. The Kinetic Edge platform offers the most flexible, highly-distributed infrastructure for delivering modern, low-latency applications, and the company has deployed its Kinetic Edge in Chicago, Atlanta, Dallas, and Pittsburgh, furthering its goal to deploy over 100 data centers in 36 U.S. markets over the next two years.1Follow @VaporIO on Twitter.

About Hivelocity

Hivelocity is a leading provider of global IaaS and Edge Computing services. With a total of 32 data centers in 26 cities across four continents, Hivelocity has created one of the most geographically diverse and comprehensive edge computing platforms and infrastructures in the world. Hivelocity enables its customers to instantly deploy bare-metal servers across any of its data centers with ease. By leveraging the Hivelocity platform, users can easily manage and scale their edge computing solutions when desired.

1 Vapor, Kinetic Edge and Kinetic Edge Exchange are trademarks of Vapor IO, all rights reserved.

Media & Industry Analyst Relations

Marc Musgrove

Digital Realty
+1 (415) 508-2812
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Jessica Gomez-Rees

For Vapor IO
+1 (415) 889-7444
[email protected]

Investor Relations

John Stewart

Digital Realty
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SOURCE Digital Realty