SIFCO Industries, Inc. (“SIFCO”) Announces First Quarter Fiscal 2021 Financial Results

SIFCO Industries, Inc. (“SIFCO”) Announces First Quarter Fiscal 2021 Financial Results

CLEVELAND–(BUSINESS WIRE)–
SIFCO Industries, Inc. (NYSE American: SIF) today announced financial results for its first quarter of fiscal 2021, which ended December 31, 2020.

First Quarter Results

  • Net sales in the first quarter of fiscal 2021 decreased 4.3% to $25.1 million, compared with $26.2 million for the same period in fiscal 2020.
  • Net income for the first quarter of fiscal 2021 was $3.0 million, or $0.51 per diluted share, compared with net loss of $1.3 million, or $(0.24) per diluted share, in the first quarter of fiscal 2020.
  • EBITDA was $4.1 million in the first quarter of fiscal 2021, compared with $0.7 million in the first quarter of fiscal 2020.
  • Adjusted EBITDA in the first quarter of fiscal 2021 was $1.9 million, compared with Adjusted EBITDA of $0.7 million in the first quarter of fiscal 2020.

Other Highlights

CEO Peter W. Knapper stated, “Our focus on supporting our customers as we all navigate this difficult environment together continued to yield positive results for us. We will maintain this approach as we aggressively manage costs, liquidity, and execution in light of the uncertainty created by the continuing COVID-19 outbreak and its impact on the markets we serve.

“Our Orange facility is nearing full operation and we reached final settlement with our insurance carrier. Additionally, because of the anticipation of reduced sales of commercial aerospace product and our approach in managing costs, we furloughed certain employees in the first quarter of fiscal 2021. Those employees returned to work in January. We are all very pleased to close this difficult chapter for that site and we are excited about the prospects of utilizing the restored site as we move forward.”

Use of Non-GAAP Financial Measures

The Company uses certain non-GAAP measures in this release. EBITDA and Adjusted EBITDA are non-GAAP financial measures and are intended to serve as supplements to results provided in accordance with accounting principles generally accepted in the United States. SIFCO Industries, Inc. believes that such information provides an additional measurement and consistent historical comparison of the Company’s performance. A reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures is available in this news release.

Forward-Looking Language

Certain statements contained in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to financial results and plans for future business development activities, and are thus prospective. Such forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, economic conditions, concerns with or threats of, or the consequences of, pandemics, contagious diseases or health epidemics, including COVID-19, competition and other uncertainties the Company, its customers, and the industry in which they operate have experienced and continue to experience, detailed from time to time in the Company’s Securities and Exchange Commission filings.

The Company’s Annual Report on Form 10-K for the year ended September 30, 2020 and other reports filed with the Securities & Exchange Commission can be accessed through the Company’s website: www.sifco.com, or on the Securities and Exchange Commission’s website: www.sec.gov.

SIFCO Industries, Inc. is engaged in the production of forgings and machined components primarily for the aerospace and energy markets. The processes and services include forging, heat-treating, coating, and machining.

First Quarter ended December 31,

(Amounts in thousands, except per share data)

(Unaudited

 

 

Three Months Ended

December 31,

 

2020

 

2019

Net sales

$

25,078

 

 

$

26,207

 

Cost of goods sold

21,155

 

 

22,883

 

Gross profit

3,923

 

 

3,324

 

Selling, general and administrative expenses

3,827

 

 

4,208

 

Amortization of intangible assets

269

 

 

409

 

Gain on insurance recoveries

(2,495

)

 

 

Operating income (loss)

2,322

 

 

(1,293

)

Interest expense

165

 

 

251

 

Foreign currency exchange loss, net

7

 

 

1

 

Other loss (income), net

62

 

 

(108

)

Income (loss) before income tax benefit

2,088

 

 

(1,437

)

Income tax benefit

(905

)

 

(95

)

Net income (loss)

$

2,993

 

 

$

(1,342

)

 

 

 

 

Net income (loss) per share

 

 

 

Basic

$

0.53

 

 

$

(0.24

)

Diluted

$

0.51

 

 

$

(0.24

)

 

 

 

 

Weighted-average number of common shares (basic)

5,691

 

 

5,612

 

Weighted-average number of common shares (diluted)

5,890

 

 

5,612

 

Non-GAAP Financial Measures

Presented below is certain financial information based on the Company’s EBITDA and Adjusted EBITDA. References to “EBITDA” mean earnings (losses) from continuing operations before interest, taxes, depreciation and amortization, and references to “Adjusted EBITDA” mean EBITDA plus, as applicable for each relevant period, certain adjustments as set forth in the reconciliations of net income to EBITDA and Adjusted EBITDA.

Neither EBITDA nor Adjusted EBITDA is a measurement of financial performance under generally accepted accounting principles in the United States of America (“GAAP”). The Company presents EBITDA and Adjusted EBITDA because management believes that they are useful indicators for evaluating operating performance and liquidity, including the Company’s ability to incur and service debt and it uses EBITDA to evaluate prospective acquisitions. Although the Company uses EBITDA and Adjusted EBITDA for the reasons noted above, the use of these non-GAAP financial measures as analytical tools has limitations. Therefore, reviewers of the Company’s financial information should not consider them in isolation, or as a substitute for analysis of the Company’s results of operations as reported in accordance with GAAP. Some of these limitations include:

  • Neither EBITDA nor Adjusted EBITDA reflects the interest expense, or the cash requirements necessary to service interest payments on indebtedness;
  • Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and neither EBITDA nor Adjusted EBITDA reflects any cash requirements for such replacements;
  • The omission of the substantial amortization expense associated with the Company’s intangible assets further limits the usefulness of EBITDA and Adjusted EBITDA; and
  • Neither EBITDA nor Adjusted EBITDA includes the payment of taxes, which is a necessary element of operations.

Because of these limitations, EBITDA and Adjusted EBITDA should not be considered as measures of discretionary cash available to the Company to invest in the growth of its businesses. Management compensates for these limitations by not viewing EBITDA or Adjusted EBITDA in isolation and specifically by using other GAAP measures, such as net income (loss), net sales, and operating income (loss), to measure operating performance. Neither EBITDA nor Adjusted EBITDA is a measurement of financial performance under GAAP, and neither should be considered as an alternative to net loss or cash flow from operations determined in accordance with GAAP. The Company’s calculation of EBITDA and Adjusted EBITDA may not be comparable to the calculation of similarly titled measures reported by other companies.

The following table sets forth a reconciliation of net loss to EBITDA and Adjusted EBITDA:

Dollars in thousands

Three Months Ended

 

December 31,

 

2020

 

2019

Net income (loss)

$

2,993

 

 

$

(1,342

)

Adjustments:

 

 

 

Depreciation and amortization expense

1,825

 

 

1,856

 

Interest expense, net

165

 

 

251

 

Income tax benefit

(905

)

 

(95

)

EBITDA

4,078

 

 

670

 

Adjustments:

 

 

 

Foreign currency exchange loss, net (1)

7

 

 

1

 

Other income, net (2)

62

 

 

(108

)

Gain on insurance recoveries (3)

(2,495

)

 

 

Equity compensation (4)

143

 

 

155

 

LIFO impact (5)

128

 

 

22

 

Adjusted EBITDA

$

1,923

 

 

$

740

 

(1)

 

Represents the gain or loss from changes in the exchange rates between the functional currency and the foreign currency in which the transaction is denominated.

(2)

 

Represents miscellaneous non-operating income or expense, such as pension costs or grant income.

(3)

 

Represents the difference between the insurance proceeds received for the damaged property and the carrying values shown on the Company’s books for the assets that were damaged in the fire at the Orange location.

(4)

 

Represents the equity-based compensation expense recognized by the Company under the 2016 Plan due to granting of awards, awards not vesting and/or forfeitures.

(5)

 

Represents the change in the reserve for inventories for which cost is determined using the last-in, first-out (“LIFO”) method.

Reference to the above activities can found in the consolidated financial statements included in Item 8 of the Company’s Annual Report on Form 10-K.

SIFCO Industries, Inc.

Thomas R. Kubera, 216-881-8600

www.sifco.com

KEYWORDS: Ohio United States North America

INDUSTRY KEYWORDS: Engineering Aerospace Manufacturing Steel

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Boise Cascade Company Announces Quarterly Dividend of $0.10 Per Share

Boise Cascade Company Announces Quarterly Dividend of $0.10 Per Share

BOISE, Idaho–(BUSINESS WIRE)–
Boise Cascade Company’s (Boise Cascade or the Company) (NYSE: BCC) Board of Directors has declared a quarterly dividend of $0.10 per share to holders of its common stock. The dividend will be paid on March 15, 2021 to stockholders of record on February 22, 2021.

Future dividend declarations, including amount per share, record date and payment date, will be made by the Board of Directors and will depend upon, among other things, legal capital requirements and surplus, the Company’s future operations and earnings, general financial condition, contractual restrictions and other factors as the Board of Directors may deem relevant.

About Boise Cascade

Boise Cascade is one of the largest producers of engineered wood products and plywood in North America and a leading U.S. wholesale distributor of building products. For more information, please visit our website at www.bc.com.

Forward-Looking Statements

This press release contains statements that are “forward-looking” within the Private Securities Litigation Reform Act of 1995. These statements speak only as of the date of this press release. While they are based on the current expectations and beliefs of management, they are subject to a number of uncertainties and assumptions that could cause actual events to differ from the expectations expressed in this release. Factors that could cause actual events to differ materially from forward-looking statements are discussed in greater detail in our filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of this press release. We undertake no obligation to revise them in light of new information. Finally, we undertake no obligation to review or confirm analyst expectations or estimates that might be derived from this release.

Investor Relations Contact

Wayne Rancourt

Office 208-384-6073

Media Contact

Lisa Tschampl

Office 208-384-6552

KEYWORDS: United States North America Idaho

INDUSTRY KEYWORDS: Forest Products Natural Resources

MEDIA:

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Ontrak Declares Quarterly Dividend on 9.50% Non-Convertible Series A Preferred Stock

Ontrak Declares Quarterly Dividend on 9.50% Non-Convertible Series A Preferred Stock

SANTA MONICA, Calif.–(BUSINESS WIRE)–Ontrak, Inc.(NASDAQ: OTRK)(NASDAQ: OTRKP) (“Ontrak” or the “Company”) today announced that its Board of Directors has declared the second quarterly cash dividend for the Company’s 9.50% Series A Cumulative Perpetual Preferred Stock (the “Series A Preferred Stock”).

The second quarterly cash dividend equals $0.593750 per share, at 9.50% per annum of liquidation preference of $25.00 per share. The Series A Preferred Stock dividend will be payable on February 28, 2021 to holders of record as of the close of business on February 15, 2021, provided that if any dividend payment date is not a business day, then the dividend that would otherwise have been payable may be paid on the next succeeding business day and no interest, additional dividends or other sums will accrue on the amount so payable for the period from and after the dividend payment date to that next succeeding business day.

The Series A Preferred Stock trades on NASDAQ Global Market under the symbol “OTRKP.”

For additional information, visit https://www.ontrak-inc.com

About Ontrak, Inc.

Ontrak, Inc. (f/k/a Catasys, Inc.) is a leading AI and telehealth enabled, virtualized healthcare company, whose mission is to help improve the health and save the lives of as many people as possible. The company’s PRE™ (Predict-Recommend-Engage) platform predicts people whose chronic disease will improve with behavior change, recommends effective care pathways that people are willing to follow, and engages people who are not getting the care they need. By combining predictive analytics with human engagement, Ontrak delivers improved member health and validated outcomes and savings to healthcare payers.

The company’s integrated, technology-enabled Ontrak™ programs, a critical component of the PRE platform, are designed to provide healthcare solutions to members with behavioral conditions that cause or exacerbate chronic medical conditions such as diabetes, hypertension, coronary artery disease, COPD, and congestive heart failure, which result in high medical costs.

Ontrak has a unique ability to engage these members, who do not otherwise seek behavioral healthcare, leveraging proprietary enrollment capabilities built on deep insights into the drivers of care avoidance.

Ontrak integrates evidence-based psychosocial and medical interventions delivered either in-person or via telehealth, along with care coaching and in-market Community Care Coordinators who address the social and environmental determinants of health, including loneliness. The company’s programs improve member health and deliver validated cost savings to healthcare payers of more than 50 percent for enrolled members. Ontrak solutions are available to members of leading national and regional health plans in 30 states and in Washington, D.C.

Learn more at www.ontrak-inc.com

Investors:

Caroline Paul

Gilmartin Group

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Practice Management Technology Professional Services Managed Care Other Health Health General Health Mental Health Software Internet Insurance

MEDIA:

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Pender Growth Fund Provides Notice of its Intention to Undertake Normal Course Issuer Bid

VANCOUVER, British Columbia, Feb. 05, 2021 (GLOBE NEWSWIRE) — (TSXV: PTF) Pender Growth Fund Inc. (the “Company”) announces that it has provided the TSX Venture Exchange (the “TSXV”) with its Notice of Intention to make a Normal Course Issuer Bid (the “NCIB”) through the facilities of the TSXV, subject to TSXV acceptance.

The Company is proposing to put a new NCIB in place upon the expiry of the NCIB it launched last February because, in the opinion of its board of directors, the market price of its Class C common shares (the “Shares”), from time to time, may not fully reflect the underlying value of the Company and its future growth prospects. The Company believes that in such circumstances, the outstanding Shares represent an appealing investment option since a portion of the Company’s cash balance can be invested for an attractive risk adjusted return through the NCIB. The board of directors of the Company believes that the proposed purchase of Shares under the NCIB will enhance shareholder value, is in the best interests of the Company, and is an appropriate use of corporate funds.

As of January 28, 2021, the Company had 7,739,121 Shares outstanding, of which 7,008,669 Shares represent the Company’s public float. Under TSXV policies, the Company is entitled to purchase up to the maximum of 700,866 Shares, representing 10% of the Company’s public float, over the 12-month period that the NCIB is in place.

Shares acquired by the Company under the NCIB will be purchased at the market price at the time of purchase and will be purchased on behalf of the Company by PI Financial Corp. (“PI”), the Company’s broker in connection with the NCIB. All purchases will be made in accordance with the rules and policies of the TSXV.

The Company also announces that it has entered into an automatic share purchase plan (the “Plan”) with PI in order to facilitate repurchases of its Shares under the NCIB. Under the Plan, PI may purchase common shares under the NCIB at times when the Company would ordinarily not be permitted to do so, due to regulatory restrictions or self-imposed blackout periods. Purchases under the Plan will be made by PI based upon parameters prescribed by the TSXV, applicable Canadian securities laws and the terms of the Plan.

Subject to TSXV acceptance of the NCIB, it will commence on February 11, 2021 and will end on February 11, 2022, or such earlier date as the Company completes its maximum purchases under the NCIB, or otherwise in accordance with the terms of the Plan. All Shares purchased by the Company will be purchased on the open market through the facilities of the TSXV by PI acting on behalf of the Company in accordance with the policies of the TSXV and will be surrendered by the Company to its transfer agent for cancellation. The prices that the Company will pay for Shares purchased will be the market price of the Shares at the time of purchase. The Company reserves the right to terminate the NCIB earlier if it feels it is appropriate to do so.

About the Company

Pender Growth Fund Inc. is an investment company with the objective of achieving long-term capital appreciation for its investors. The Company utilizes its small capital base and long-term horizon to invest in unique situations; primarily small cap, special situations, and illiquid public and private companies. The Company trades on the TSX Venture Exchange under the symbol “PTF”.

Please visit www.pendergrowthfund.com.

For further information, please contact:

Tony Rautava

PenderFund Capital Management Ltd.
[email protected]
(604) 688-1511

Toll Free: (866) 377-4743

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Information

This news release may contain forward-looking statements (within the meaning of applicable securities laws) relating to the business of the Company and the environment in which it operates. Forward-looking statements are identified by words such as “believe”, “anticipate”, “project”, “expect”, “intend”, “plan”, “will”, “may”, “estimate” and other similar expressions. These statements are based on the Company’s expectations, estimates, forecasts and projections and include, without limitation, statements regarding the Company’s decreased portfolio risk and future investment opportunities. The forward-looking statements in this news release are based on certain assumptions; they are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, the factors discussed under the heading “Risk Factors” in the Company’s annual information form available at www.sedar.com. There can be no assurance that forward-looking statements will prove to be accurate as actual outcomes and results may differ materially from those expressed in these forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, the Company assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.



PriceSmart Announces Election of New Directors; Voting Results from 2021 Annual Meeting of Stockholders and Declaration of Semi-Annual Dividend

PR Newswire

SAN DIEGO, Feb. 5, 2021 /PRNewswire/ — PriceSmart, Inc. (NASDAQ: PSMT) today announced the election of two new members to the Board of Directors and other results from the Company’s 2021 annual meeting of stockholders held on February 4, 2021.

Joining PriceSmart’s Board of Directors are the following individuals:

Patricia Márquez has served as Dean of the Joan B. Kroc School of Peace Studies at the University of San Diego since 2014, and in July 2020 she started her dual role as Associate Provost for Academic Planning and Innovation and Dean of the Joan B. Kroc School of Peace Studies. Her research has focused on the intersection of business and social value creation, with an emphasis on poverty alleviation through market mechanisms. Prior to joining USD, Dr. Márquez was a professor and dean at IESA, a School of Business in Caracas, Venezuela from 2003 to 2005.


David Snyder
has served as a senior counsel at Pillsbury Winthrop Shaw Pittman, LLP since 2018 and previously served as a partner from 1993 until 2017 in the firm’s Corporate and Securities practice. During 25 years as a partner, Mr. Snyder also served as Pillsbury’s executive vice-chair for two years and on the firm’s managing board for 15 years. Mr. Snyder has been a practicing attorney for over 40 years, focusing on corporate finance and has significant experience representing and advising public companies and their boards.

“We are pleased to welcome two new directors who have experience that will especially strengthen our board in the area of environmental and social responsibility and on governance matters,” said PriceSmart CEO Sherry Bahrambeygui. “We look forward to Dr. Márquez’s participation as a recognized expert in environmental and social responsibility matters. She will serve as the Chair of the new Environmental and Social Responsibility Committee of our Board of Directors. Dr. Márquez has dedicated her career to driving innovation for achieving prosperity, peace, justice, and social change. We also welcome Mr. Snyder, who has over 40 years of legal experience representing and advising public companies and their boards on governance and compliance matters in addition to broad experience in executive management.”

At yesterday’s annual meeting of stockholders, ten nominees were elected to the PriceSmart, Inc. Board of Directors, including Dr. Márquez and Mr. Snyder.  Each director elected will continue to hold office until the next annual meeting of stockholders of PriceSmart, or until the director resigns or a successor is elected or appointed.  In addition to Dr. Marquez and Mr. Snyder, the following directors were elected yesterday: Sherry S. Bahrambeygui, Jeffrey Fisher, Gordon H. Hanson, Beatriz V. Infante, Leon C. Janks, Mitchell G. Lynn, Robert E. Price and Edgar Zurcher.

Stockholders also approved, on an advisory basis, the compensation of the Company’s executive officers for fiscal year 2020, approved an amendment to the Company’s 2013 Equity Incentive Award Plan and ratified the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending August 31, 2021. A final report on voting results will be filed with U.S. Securities and Exchange Commission within four business days following the date of the annual meeting of stockholders. 

On February 4, 2021, the Company’s Board of Directors declared an annual cash dividend in the total amount of $0.70 per share, with $0.35 per share payable on February 26, 2021 to stockholders of record as of February 15, 2021 and $0.35 per share payable on August 31, 2021 to stockholders of record as of August 15, 2021. Future dividends and the establishment of record and payment dates is subject to determination by the Board of Directors in its discretion, after its review of the Company’s financial performance and anticipated capital requirements, taking into account the uncertainty surrounding the ongoing effects of the COVID-19 pandemic on our results of operations and cash flows.


About PriceSmart

PriceSmart, headquartered in San Diego, owns and operates U.S.-style membership shopping warehouse clubs in Latin America and the Caribbean, selling high quality merchandise and services at low prices to PriceSmart Members. PriceSmart operates 47 warehouse clubs in 12 countries and one U.S. territory (eight in Costa Rica and Colombia; seven in Panama; five in the Dominican Republic, four in Trinidad and Guatemala; three in Honduras; two each in El Salvador and Nicaragua; and one each in Aruba, Barbados, Jamaica and the United States Virgin Islands). The Company also plans to open new warehouse clubs in Guatemala City, Guatemala and Bucaramanga, Colombia in the fall of 2021, and in Portmore, Jamaica in the spring of 2022. Once these three new clubs are open, the Company will operate 50 warehouse clubs. 

This press release may contain forward-looking statements concerning the Company’s anticipated future revenues and earnings, adequacy of future cash flows, omni-channel initiatives, proposed warehouse club openings, the Company’s performance relative to competitors, the outcome of tax proceedings and related matters. These forward-looking statements include, but are not limited to, statements containing the words “expect,” “believe,” “will,” “may,” “should,” “project,” “estimate,” “anticipated,” “scheduled,” and like expressions, and the negative thereof. These statements are subject to risks and uncertainties that could cause actual results to differ materially including, but not limited to: adverse changes in economic conditions in the Company’s markets, natural disasters, compliance risks, volatility in currency exchange rates, competition, consumer and small business spending patterns, political instability, increased costs associated with the integration of online commerce with our traditional business, whether the Company can successfully execute strategic initiatives, cybersecurity breaches that could cause disruptions in our systems or jeopardize the security of member or business information, cost increases from product and service providers, interruption of supply chains, COVID-19 related factors and challenges, including among others, the duration of the pandemic, the unknown long-term economic impact, the impact of government policies and restrictions that have limited access for our Members, and shifts in demand away from discretionary or higher priced products to lower priced products, exposure to product liability claims and product recalls, recoverability of moneys owed to PriceSmart from governments, and other important factors discussed in the Risk Factors section of the Company’s most recent Annual Report on Form 10-K, and other factors discussed from time to time in other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov, including Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Forward-looking statements speak only as of the date that they are made, and the Company does not undertake to update them, except as required by law.

For further information, please contact Michael L. McCleary, EVP, Chief Financial Officer and Principal Accounting Officer (858) 404-8826 or send an email to [email protected].

 

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SOURCE PriceSmart, Inc.

Blueprint Medicines Announces Inducement Grants Under NASDAQ Listing Rule 5635(c)(4)

PR Newswire

CAMBRIDGE, Mass., Feb. 5, 2021 /PRNewswire/ — Blueprint Medicines Corporation (NASDAQ: BPMC), a precision therapy company focused on genomically defined cancers, rare diseases and cancer immunotherapy, today announced that, effective on February 1, 2021, the Compensation Committee of Blueprint Medicines’ Board of Directors granted non-qualified stock options to purchase an aggregate of 15,226 shares of its common stock and an aggregate of 7,613 restricted stock units (RSUs) to eight new employees under Blueprint Medicines’ 2020 Inducement Plan.

The 2020 Inducement Plan is used exclusively for the grant of equity awards to individuals who were not previously an employee or non-employee director of Blueprint Medicines, as an inducement material to such individual’s entering into employment with Blueprint Medicines, pursuant to Rule 5635(c)(4) of the NASDAQ Listing Rules.

The options have an exercise price of $98.57 per share, which is equal to the closing price of Blueprint Medicines’ common stock on February 1, 2021. Each option will vest as to 25% of the shares underlying such option on the first anniversary of the grant date and as to an additional 1/48th of the shares underlying the option monthly thereafter, in each case, subject to each such employee’s continued employment on each vesting date. Each RSU will vest as to 25% of the shares underlying the RSU award on the first anniversary of the grant date and as to an additional 25% of the shares underlying the RSU award annually thereafter, subject to each such employee’s continued employment on each vesting date. The options and RSUs are subject to the terms and conditions of Blueprint Medicines’ 2020 Inducement Plan, and the terms and conditions of the stock option and RSU agreement covering the grant.

About Blueprint Medicines

Blueprint Medicines is a global precision therapy company that invents life-changing therapies for people with cancer and hematologic disorders. Applying an approach that is both precise and agile, we create medicines that selectively target genetic drivers, with the goal of staying one step ahead across stages of disease. Since 2011, we have leveraged our research platform, including expertise in molecular targeting and world-class drug design capabilities, to rapidly and reproducibly translate science into a broad pipeline of precision therapies. Today, we are delivering approved medicines directly to patients in the United States and Europe, and we are globally advancing multiple programs for genomically defined cancers, systemic mastocytosis, and cancer immunotherapy. For more information, visit www.BlueprintMedicines.com and follow us on Twitter (@BlueprintMeds) and LinkedIn.

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SOURCE Blueprint Medicines Corporation

argenx announces closing of global offering

Regulated information

February 5, 2021

Breda, the Netherlands / Ghent, Belgium — argenx SE (Euronext & Nasdaq: ARGX), a global immunology company committed to improving the lives of people suffering from severe autoimmune diseases and cancer, announced today the closing of its previously announced global offering of an aggregate of 3,593,750 ordinary shares (including ordinary shares represented by American Depositary Shares (ADSs)), which includes the full exercise of the underwriters’ option to purchase 468,750 ordinary shares in the form of ADSs. The gross proceeds from the global offering were approximately $1.15 billion (approximately €954.8 million).

J.P. Morgan, Morgan Stanley, BofA Securities and Cowen acted as joint bookrunning managers for the offering.

The securities were offered in the United States pursuant to an automatically effective shelf registration statement that was previously filed with the Securities and Exchange Commission (SEC). A preliminary prospectus supplement relating to the securities was filed with the SEC on February 1, 2021 and a final prospectus supplement relating to the securities was filed with the SEC on February 4, 2021 and are available on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the U.S. offering may be obtained for free from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204, or by email at [email protected]; from Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attn: Prospectus Department, by email at [email protected], or by telephone at (866) 718-1649; from BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, North Carolina 28255-0001, Attn: Prospectus Department, or by email at [email protected]; or from Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attn: Prospectus Department, by email at [email protected], or by telephone at (833) 297-2926.

In addition, argenx announces the listing of and the commencement of dealings in its 3,593,750 new ordinary shares on the regulated market of Euronext Brussels.

This press release is for information purposes only and does not constitute, and should not be construed as, an offer to sell or the solicitation of an offer to buy or subscribe to any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale is not permitted or to any person or entity to whom it is unlawful to make such offer, solicitation or sale. Reference is also made to the restrictions set out in “Important information” below. This press release is not for publication or distribution, directly or indirectly, in or into any state or jurisdiction into which doing so would be unlawful or where a prior registration or approval is required for such purpose.

About argenx

argenx is a global immunology company committed to improving the lives of people suffering from severe autoimmune diseases and cancer. Partnering with leading academic researchers through its Immunology Innovation Program (IIP), argenx aims to translate immunology breakthroughs into a world-class portfolio of novel antibody-based medicines. argenx is evaluating efgartigimod in multiple serious autoimmune diseases, and cusatuzumab in hematological cancers in collaboration with Janssen. argenx is also advancing several earlier stage experimental medicines within its therapeutic franchises. argenx has offices in Belgium, the United States, and Japan.

For further information, please contact:

Media:

Kelsey Kirk
[email protected]

Investors:

Beth DelGiacco
[email protected]

Joke Comijn (EU)
[email protected]


Important information

The preliminary prospectus supplement in respect of the U.S. offering does not constitute a prospectus within the meaning of the Prospectus Regulation and has not been approved by the Dutch Authority for the Financial Markets (Stichting Autoriteit Financiële Markten) or the Belgian Financial Services and Markets Authority (Autoriteit Financiële Diensten en Markten) or any other European Supervisory Authority.

No public offering will be made and no one has taken any action that would, or is intended to, permit a public offering in any country or jurisdiction, other than the United States, where any such action is required, including in the European Economic Area. In the European Economic Area, the offering to which this press release relates will only be available to, and will be engaged in only with, qualified investors within the meaning of the Prospectus Regulation.


European Economic Area

:

No action has been or will be taken to offer the ordinary shares to a retail investor established in the European Economic Area as part of the global offering. For the purposes of this paragraph:

a.    The expression “retail investor” means a person who is one (or more) of:

i.   a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); or
ii.   a customer within the meaning of Directive 2016/97/EU, as amended, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or
iii.   not a “qualified investor” as defined in the Prospectus Regulation; and

b.    the expression “offer” means any communication in any form and by any means of sufficient information on the terms of the offer and securities to be offered so as to enable an investor to decide to purchase or subscribe these securities.

In addition, in the United Kingdom, the transaction to which this press release relates will only be available to, and will be engaged in only with persons who are “qualified investors” (as defined in the Prospectus Regulation as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the UK Prospectus Regulation) (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act (Financial Promotion) Order 2005, as amended (the Order), and/or (ii) who are high net worth companies (or persons to whom it may otherwise be lawfully communicated) falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). The securities referred to herein are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with relevant persons. Any person who is not a relevant person should not act or rely on this communication or any of its contents.

This press release is not an approved prospectus by the Financial Services Authority or by any other regulatory authority in the United Kingdom within the meaning of Section 85 of the Order. 



Invesco Canada announces changes to risk ratings on Canadian-listed ETFs

PR Newswire

TORONTO, Feb. 5, 2021 /PRNewswire/ — Invesco Canada Ltd. (“Invesco”) today announced changes to the risk ratings applicable to five of its Canadian-listed exchange-traded funds (ETFs). The changes in risk ratings are effective immediately and detailed in the following table:

ETF name and series

Ticker
symbol

Previous risk rating

New risk rating

Invesco Low Volatility Portfolio ETF – CAD Units

PLV

Low

Low to Medium

Invesco Canadian Preferred Share Index ETF – CAD Units

PPS

Low to Medium

Medium

Invesco FTSE RAFI Global Small-Mid ETF – USD Units

PZW.U

Medium

Medium to High

Invesco LadderRite U.S. 0-5 Year Corporate Bond Index ETF – USD Units

USB.U

Low to Medium

Low

Invesco Senior Loan Index ETF – USD Units

BKL.U

Low to Medium

Low

Invesco Senior Loan Index ETF – CAD Hedged Units

BKL.F

Low to Medium

Low

The risk rating changes were made in accordance with the risk classification methodology set by the Canadian Securities Administrators to determine the risk level of funds. No changes have been made to the investment objectives or strategies of these ETFs. A summary of the risk rating classification methodology, investment objectives and strategies of an ETF can be found in the ETF’s most recently filed prospectus.

For more information, please visit invesco.ca. You can also connect with Invesco on Twitter (@InvescoCanada), LinkedIn, Facebook, or through the Invesco Canada blog.

About Invesco Ltd.
Invesco Ltd. (Ticker NYSE: IVZ) is a global independent investment management firm dedicated to delivering an investment experience that helps people get more out of life. Our distinctive investment teams deliver a comprehensive range of active, passive and alternative investment capabilities. With offices in 25 countries, Invesco managed US$1.35 trillion in assets on behalf of clients worldwide as of December 31, 2020.  For more information, visit invesco.com.

Commissions, management fees and expenses may all be associated with investments in exchange-traded funds (ETFs). ETFs are not guaranteed, their values change frequently and past performance may not be repeated. Please read the prospectus before investing. Copies are available from Invesco Canada Ltd. at invesco.ca.

There are risks involved with investing in ETFs. Please read the prospectus for a complete description of risks relevant to the ETF. Ordinary brokerage commissions apply to purchases and sales of ETF units.

Some ETFs seek to replicate, before fees and expenses, the performance of the applicable index, and are not actively managed. This means that the sub-advisor will not attempt to take defensive positions in declining markets and the ETF will continue to provide exposure to each of the securities in the index regardless of whether the financial condition of one or more issuers of securities in the index deteriorates. In contrast, if an ETF is actively managed, then the subadvisor has discretion to adjust that ETF’s holdings in accordance with the ETF’s investment objectives and strategies.

FTSE® is a trademark owned by the London Stock Exchange Group companies and is used by FTSE International Limited (“FTSE”) under licence. The FTSE RAFI® Index Series is calculated by FTSE in conjunction with Research Affiliates LLC (“RA”). Neither FTSE nor RA sponsor, endorse or promote this product and are not in any way connected to it and do not accept any liability in relation to its issue, operation and trading. Any intellectual property rights in the Index values and constituent list vest in FTSE.

Nasdaq®, OMX®, and Nasdaq OMX® are registered trademarks of The Nasdaq OMX Group, Inc. (“Nasdaq OMX”) and LadderRite® is a registered trademark of LadderRite Portfolios LLC (“LadderRite”). Nasdaq®, OMX®, Nasdaq OMX® and LadderRite® are collectively the “Marks”. The Marks are used under licence to Invesco Capital Management LLC and Invesco Canada Ltd. The product(s) have not been passed on by Nasdaq OMX or LadderRite as to their legality or suitability. The product(s) are not issued, endorsed, sold, or promoted by Nasdaq OMX or LadderRite, and NASDAQ OMX AND LADDERRITE MAKE NO WARRANTIES AND BEAR NO LIABILITY WITH RESPECT TO THE PRODUCT(S).

S&P® is a registered trademark of Standard & Poor’s Financial Services LLC and has been licensed for use by S&P Dow Jones Indices LLC and sublicensed for certain purposes by Invesco Canada Ltd. LSTA® is a registered trademark of Loan Syndications and Trading Association and has been licensed for use by S&P Dow Jones Indices LLC and Invesco Canada Ltd. The S&P/LSTA U.S. Leveraged Loan 100 Index is a product of S&P Dow Jones Indices LLC, and has been licensed for use by Invesco Canada Ltd. Invesco Canada Ltd.’s Invesco Senior Loan Index ETF is not sponsored, endorsed, sold or promoted by S&P Dow Jones Indices LLC or its affiliates or LSTA and none of S&P Dow Jones Indices LLC or its affiliates or LSTA make any representation regarding the advisability of investing in such product.

“Fundamental Index®” and/or “Research Affiliates Fundamental Index®” and/or “RAFI®” and/or all other RA trademarks, trade names, patented and patent-pending concepts are the exclusive property of Research Affiliates, LLC.”

Invesco is a registered business name of Invesco Canada Ltd.

Invesco® and all associated trademarks are trademarks of Invesco Holding Company Limited, used under licence.

© Invesco Canada Ltd., 2021

Contact: Gina Simonis[email protected] 917-715-8339

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/invesco-canada-announces-changes-to-risk-ratings-on-canadian-listed-etfs-301223274.html

SOURCE Invesco Ltd.

Sow Good Announces Successful Fundraising and New Board Member

Sow Good Raises Over $2.5M in Private Placement

PR Newswire

IRVING, Texas, Feb. 5, 2021 /PRNewswire/ — On February 5, 2021, Sow Good successfully raised over $2.5M of capital from the sale of 631,250 newly-issued shares in a private placement. Proceeds will be used to fund capital expenditures and working capital investment as Sow Good nears the commencement of production and launch of its direct-to-consumer website. When combined with existing liquidity as of January 31st, Sow Good now has $4.3M of cash and liquid investments.

“Investor interest in Sow Good exceeded our expectations,” said Brad Burke, Chief Financial Officer. “Sow Good’s ample liquidity will provide financial flexibility and promote robust growth during 2021.”

Claudia Goldfarb, Chief Executive Officer, stated, “We are incredibly excited about Sow Good’s progress and the momentum that this capital boost adds. We are well-positioned to launch our products and direct-to-consumer website by the end of the quarter, as well as complete the build-out of our facility.”

Investors in the private placement include existing management and directors, in addition to unaffiliated accredited investors.


Chris Ludeman, President of CBRE Capital Markets, Joins Sow Good Board

On January 27th, Sow Good appointed Chris Ludeman as a member of the Board of Directors and Chairperson of the Audit Committee. Mr. Ludeman is a renowned commercial real estate executive, serving as the Global President of Capital Markets for CBRE, the world-leader in commercial real estate capital markets.

During his more than three decades in the real estate services industry and with CBRE, Mr. Ludeman has served in several key management roles, including serving as the President of various businesses including Brokerage, Transaction Management, and Global Corporate Services. In these roles, Mr. Ludeman was responsible for all transaction units in the Americas and corporate outsourcing functions, such as facilities management, project management, lease administration, transaction management, and research and consulting.

“We are delighted to welcome Chris Ludeman to Sow Good’s board,” said Ira Goldfarb, Executive Chairman. He continued, “Chris’s extensive experience with capital markets and institutional investors will strengthen Sow Good’s future capital raising efforts, which will support our planned growth and create value for our shareholders.”

On January 27th, Benjamin Oehler tendered his resignation from Sow Good’s Board of Directors and Audit Committee. The Company thanks him for his years of service.

Advisors

The Company acted as its own financial advisor in the transaction. Stinson LLP acted as the Company’s legal advisor.

Sow Good Inc. (OTCQB:SOWG) is dedicated to producing the highest quality and most nutritious products in the freeze-dried food industry while building a brand that celebrates the importance of sustainability, the environment and our communities.

On October 1, 2020, the Company finalized its acquisition of the freeze-dried food business assets from S-FDF, LLC. Production is expected to begin at the Irving, Texas based 20,000 square foot state-of-the art facility in Q1 of 2021. Additional announcements regarding the Company’s website and product launch will be forthcoming.

Forward Looking Statements

Certain statements contained herein, which are not historical, are forward-looking statements that are subject to risks and uncertainties not known or disclosed herein that could cause actual results to differ materially from those expressed herein. These statements may include projections and other “forward-looking statements” within the meaning of the federal securities laws. Any such projections or statements reflect management’s current views about future events and financial performance. No assurances can be given that such events or performance will occur as projected and actual results may differ materially from those projected. Important factors that could cause the actual results to differ materially from those projected include, without limitation, general economic or industry conditions nationally and/or in the communities in which our Company conducts business, conditions of the securities markets, our ability to raise capital or have access to debt financing, changes in accounting principles, policies or guidelines, financial or political instability, acts of war or terrorism, other economic, competitive, governmental, regulatory and technical factors affecting our Company’s operations, products, services and prices and other risks inherent in the Company’s businesses that are detailed in the Company’s Securities and Exchange Commission (“SEC”) filings. Readers are encouraged to review these risks in the Company’s SEC filings.

Cision View original content:http://www.prnewswire.com/news-releases/sow-good-announces-successful-fundraising-and-new-board-member-301223294.html

SOURCE Sow Good Inc.

IMMINENT SHAREHOLDER DEADLINE: Block & Leviton LLP Reminds Shareholders that it Has Filed a Lawsuit Against Minerva Neurosciences, Inc. for Securities Fraud; Investors Who Lost Money Should Contact the Firm

BOSTON, Feb. 05, 2021 (GLOBE NEWSWIRE) — Block & Leviton LLP (www.blockleviton.com), a national securities litigation firm, reminds investors that it has filed a class action lawsuit on behalf of shareholders against Minerva Neurosciences, Inc. (NASDAQ: NERV) and certain of its executives for securities fraud. Investors who purchased NERV shares between May 15, 2017 and November 30, 2020 and who lost money are strongly encouraged to contact Block & Leviton attorneys at (617) 398-5600, via email at [email protected], or at https://www.blockleviton.com/cases/nerv. The lead plaintiff deadline is February 8, 2021.

On December 1, 2020, Minerva announced the results of its meeting with the U.S. Food and Drug Administration concerning Minerva’s attempt to submit a New Drug Application for roluperidone, to treat negative symptoms in schizophrenia. The FDA advised that an NDA submission based on Minerva’s current data from two studies “would be highly unlikely to be filed” and that doing so would present “substantial review issues due to the lack of two adequate and well-controlled trials to support efficacy claims.” The market was stunned by this development, and as a result, Minerva shares fell approximately 26% in one day.

This most recent development follows Minerva’s May 29, 2020 announcement of the results of its Phase III clinical trial for the use of roluperidone to treat negative symptoms in schizophrenia. The Phase III study failed to show statistically significant differences from placebo on both the primary and key secondary endpoints. Minerva shares fell approximately 72.5% on that development.

The lawsuit was filed in the U.S. District Court for the District of Massachusetts, located at the John Joseph Moakley U.S. Courthouse, 1 Courthouse Way, Suite 2300, Boston, MA 02210. The case is captioned McCoy v. Minerva Neurosciences, Inc., et al., No. 1:20-cv-12176-GAO (D. Mass.), and has been assigned to the Hon. George A. O’Toole, Jr.

If you purchased or acquired shares of Minerva between May 15, 2017 and November 30, 2020 and have questions about your legal rights or possess information relevant to this matter, please contact Block & Leviton attorneys at (617) 398-5600, via email at [email protected], or at https://www.blockleviton.com/cases/nerv. The deadline to seek appointment as lead plaintiff in the matter is February 8, 2021.

Block & Leviton LLP is a firm dedicated to representing investors and maintaining the integrity of the country’s financial markets. The firm represents many of the nation’s largest institutional investors as well as individual investors in securities litigation throughout the United States. The firm’s lawyers have recovered billions of dollars for its clients.

This notice may constitute attorney advertising.

CONTACT:
BLOCK & LEVITON LLP
260 Franklin St., Suite 1860
Boston, MA 02110
Phone: (617) 398-5600
Email: [email protected]
SOURCE: Block & Leviton LLP
www.blockleviton.com