Curis to Host Virtual Event to Discuss CA-4948 Clinical Data

– KOL Event featuring Dr. Amit Verma scheduled for Tuesday, December 8 at 8:00 a.m. ET –

– Discussion of data from two Phase 1 studies of CA-4948 in patients with non-Hodgkin lymphoma and in patients with acute myeloid leukemia and myelodysplastic syndromes –

PR Newswire

LEXINGTON, Mass., Dec. 2, 2020 /PRNewswire/ — Curis, Inc. (NASDAQ: CRIS), a biotechnology company focused on the development of innovative therapeutics for the treatment of cancer, today announced that it will host a virtual KOL event on Tuesday, December 8, 2020, at 8:00 am ET.

The event will discuss progress to date for first-in-class IRAK4 kinase inhibitor, CA-4948, including data presented at the 62nd American Society of Hematology Annual Meeting and Exposition from the Phase 1 study in patients with non-Hodgkin lymphoma and new clinical data from the Phase 1 study in patients with acute myeloid leukemia and myelodysplastic syndromes.

The event will be led by James Dentzer, President and CEO, and will include a presentation by Dr. Amit Verma, Professor of Medicine-Oncology at Albert Einstein College of Medicine, and Director of the MDS Program at Montefiore Medical Center in Bronx, NY. Dr Verma and members of Curis leadership will be available to answer questions at the end of the event.

A live webcast of the presentation will be available under “Events & Presentations” in the Investors section of the Company’s website at www.curis.com. A replay of the webcast will be available on the Curis website for 90 days following the event.

About Curis, Inc.

Curis is a biotechnology company focused on the development of innovative therapeutics for the treatment of cancer. In 2015, Curis entered into a collaboration with Aurigene in the areas of immuno-oncology and precision oncology. As part of this collaboration, Curis has exclusive licenses to oral small molecule antagonists of immune checkpoints including, the VISTA/PDL1 antagonist CA-170, and the TIM3/PDL1 antagonist CA-327, as well as the IRAK4 kinase inhibitor, CA-4948. CA-4948 is currently undergoing testing in a Phase 1 trial in patients with non-Hodgkin lymphoma and in a Phase 1 trial in patients with acute myeloid leukemia and myelodysplastic syndromes. In addition, Curis is engaged in a collaboration with ImmuNext for development of CI-8993, a monoclonal anti-VISTA antibody, which is currently undergoing testing in a Phase 1a/1b trial in patients with solid tumors. Curis is also party to a collaboration with Genentech, a member of the Roche Group, under which Genentech and Roche are commercializing Erivedge® for the treatment of advanced basal cell carcinoma. For more information, visit Curis’ website at www.curis.com.  

 

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SOURCE Curis, Inc.

LivePerson Announces Pricing of Private Offering of $450 Million of 0% Convertible Senior Notes Due 2026

PR Newswire

NEW YORK, Dec. 2, 2020 /PRNewswire/ — LivePerson, Inc. (NASDAQ: LPSN) (“LivePerson”) announced today the pricing of $450.0 million aggregate principal amount of 0% Convertible Senior Notes due 2026 (the “Notes”) in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A promulgated under the Securities Act of 1933, as amended (the “Act”). LivePerson also granted the initial purchasers of the Notes a 13-day option to purchase up to an additional $67.5 million aggregate principal amount of the Notes. The sale is expected to close on December 4, 2020, subject to customary closing conditions.

The Notes will be senior, unsecured obligations of LivePerson, will not bear regular interest, and the principal amount of the notes will not accrete. The Notes will mature on December 15, 2026, unless converted, repurchased or redeemed in accordance with their terms prior to such date. Prior to August 15, 2026, the Notes will be convertible at the option of holders only under certain circumstances, and thereafter, at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, the Notes may be settled in shares of LivePerson common stock, cash or a combination thereof, at the election of LivePerson.

LivePerson may redeem all or any portion of the Notes, at its option, on or after December 20, 2023, at a cash redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus any accrued and unpaid interest to, but excluding the redemption date, if the last reported sale price of LivePerson common stock has been at least 130% of the conversion price then in effect for a specified period of time ending on, and including, the trading day immediately before the date the notice of redemption is sent.

If LivePerson undergoes a fundamental change (as defined in the indenture governing the Notes), holders may require LivePerson to purchase for cash all or part of their Notes at a purchase price equal to 100% of the principal amount of the Notes to be purchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change purchase date. In addition, if the Company calls any or all of the Notes for redemption or certain make-whole fundamental changes occur, LivePerson will, in certain circumstances, increase the conversion rate for any Notes converted in connection with such redemption or such make-whole fundamental change.

The Notes will have an initial conversion rate of 13.2933 shares of LivePerson common stock per $1,000 principal amount of the Notes (which is subject to adjustment in certain circumstances). This is equivalent to an initial conversion price of approximately $75.23 per share. The initial conversion price represents a premium of approximately 42.5% to the $52.79 per share closing price of LivePerson common stock on The Nasdaq Global Select Market on December 1, 2020.

LivePerson estimates that the net proceeds from the offering will be approximately $439.6 million (or $505.7 million if the initial purchasers exercise their option to purchase additional Notes in full), after deducting the initial purchasers’ discount and estimated offering expenses payable by LivePerson. LivePerson intends to use approximately $40.1 million of the net proceeds from the offering of the Notes to pay the cost of the capped call transactions described below. LivePerson intends to use the remaining net proceeds from the offering for general corporate purposes, which may include acquisitions or other strategic transactions.

In connection with the pricing of the Notes, LivePerson has entered into privately negotiated capped call transactions with one or more of the initial purchasers of the Notes and/or their respective affiliates and/or other financial institutions (the “capped call counterparties”). The capped call transactions are expected generally to reduce the potential dilution to holders of LivePerson common stock upon any conversion of the Notes and/or offset any cash payments that LivePerson could be required to make in excess of the aggregate principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap based on the cap price. The cap price of the capped call transactions will initially be approximately $105.58 per share, which represents a premium of approximately 100% over the closing price of LivePerson common stock on The Nasdaq Global Select Market of $52.79 per share on December 1, 2020, and is subject to certain adjustments under the terms of the capped call transactions.  If the initial purchasers of the Notes exercise their option to purchase additional Notes, LivePerson expects to enter into additional capped call transactions with capped call counterparties that are expected to generally offset potential dilution and/or potential cash payments relating to any conversion of the additional Notes issued upon exercise of such option, as the case may be.

In connection with establishing their initial hedges of the capped call transactions, the capped call counterparties have advised LivePerson that they and/or their respective affiliates expect to purchase LivePerson common stock and/or enter into various derivative transactions with respect to LivePerson common stock concurrently with, or shortly after, the pricing of the Notes. This activity could increase (or reduce the size of any decrease in) the market price of LivePerson common stock or the Notes at that time.

In addition, the capped call counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to LivePerson common stock and/or purchasing or selling LivePerson common stock, securities or instruments (if any) of LivePerson in secondary market transactions following the pricing of the Notes and prior to the maturity of the Notes (and are likely to do so during any observation period related to a conversion of the Notes occurring on or after August 15, 2026 or following any earlier conversion, repurchase or redemption of the Notes by LivePerson on any fundamental change repurchase date, on any optional redemption date or otherwise). This activity could also cause or avoid an increase or decrease in the market price of LivePerson common stock or the Notes, which could affect Noteholders’ ability to convert the Notes and, to the extent the activity occurs during any observation period related to a conversion of the Notes, it could affect the amount and value of the consideration that Noteholders will receive upon conversion of such Notes.

If the initial purchasers of the Notes exercise their option to purchase additional Notes, LivePerson intends to use a portion of the resulting additional proceeds of the sale of the additional Notes to pay the cost of entering into the additional capped call transactions and the remainder for general corporate purposes, including potential acquisitions and strategic transactions.

This press release is neither an offer to sell nor a solicitation of an offer to buy any securities (including the shares of LivePerson common stock, if any, into which the Notes are convertible) and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. Any offers of the Notes will be made only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A promulgated under the Act by means of a private offering memorandum.

The Notes and any shares of LivePerson common stock issuable upon conversion of the Notes have not been and will not be registered under the Act, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

Forward-Looking Statements

This press release contains “forward-looking statements” regarding LivePerson that are not historical facts, including, among other things, statements relating to the completion, timing, and size of the offering, the potential effects of capped call transactions and the expected use of proceeds from the offering. Any such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause actual future events or results to differ materially from such statements, including, but not limited to, prevailing market conditions, the impact of general economic, industry or political conditions in the United States or internationally, and whether the capped call transactions will become effective. The forward-looking statements contained in this press release are also subject to additional risks, uncertainties, and factors, including those more fully described in the “Risk Factors” described in LivePerson’s Annual Report on Form 10-K for the year ended December 31, 2019 and in LivePerson’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2020, each of which has been filed with the Securities and Exchange Commission, or SEC, and in LivePerson’s other filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. LivePerson undertakes no obligation to update any forward-looking statement, whether as a result of changes in underlying factors, new information, future events or otherwise.

Contact:

Idalia Rodriguez

212-609-4214
[email protected]

 

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SOURCE LivePerson, Inc.

Ideanomic’s Treeletrik Announces the Hire of Volkswagen Veteran, Richard Teoh, as its Chief Financial Officer

– Former Director of Group Finance Controlling at Volkswagen Group Malaysia

– Over 20 years of financial leadership experience

– With his rich background in automotive, manufacturing, and construction industries throughout ASEAN, Mr. Teoh will be instrumental in fueling Treeletrik’s growth

PR Newswire

NEW YORK, Dec. 2, 2020 /PRNewswire/ — Ideanomics (NASDAQ: IDEX) (“Ideanomics” or the “Company”) announces that its subsidiary, Tree Technologies Sd. Bhd., which owns the Treeletrik brand, has hired Richard Teoh as its Chief Financial Officer effective immediately. Mr. Teoh brings to Treeletrik over 20 years of financial control, planning, leadership, and management experience. He was most previously Director of Group Finance Controlling at Volkswagen Group Malaysia and was responsible for the financial oversight of the commercial distribution and manufacturing of vehicles. Prior to that, Mr. Teoh served in a variety of senior finance leadership roles, including at Dominick Hunter, a U.K.-based industrial product manufacturer which was acquired by Parker Hannifin. At Dominick Hunter, he was involved with the integration and transition of financial ERP systems and controls. Mr. Teoh is a Chartered Certified Accountant (FCCA) and Chartered Accountant (MIA).

“We have ambitious plans for Treeletrik’s growth, and Richard’s financial leadership, combined with his experience in relevant industries such as automotive, manufacturing, and construction, will help the company meet its growth objectives,” said Datuk Viswanathan Menon, Treeletrik CEO. Alf Poor, Ideanomics CEO, added, “We are very pleased to have Richard Teoh join the Treeletrik team as CFO. His experience and industry insight will help us with all aspects of the company’s growth strategy. As the leading EV manufacturer in the ASEAS region, Richard will be assisting us with everything from supply chain development through to the roll out of our battery and charging systems, as well as the development of the land in the port area.”

About Tree Technologies Sd. Bhd.

Tree Technologies Sd. Bhd. owns the EV brand Treeletrik and is the first company to bring a true electric bike to Malaysia. The company provides transportation options that are clean, safe and affordable, with advanced technology, EV innovations and minimal maintenance. Treeletrik’s parent company, Tree Manufacturing, is a licensed EV manufacturer in Malaysia.

In March 2019, Ideanomics acquired a controlling stake in Tree Manufacturing. The combined organization accelerates the adoption and affordability of EV production, extending Treeletrik’s portfolio from EV mopeds and bikes to EV buses, trucks, cars, and light rail. The expanded vehicle product line serves the 650 million people in the ASEAN region including Malaysia, Thailand, Indonesia, Cambodia, Vietnam, Philippines, Laos, Singapore, and Brunei.

About Ideanomics


Ideanomics
 is a global company focused on the convergence of financial services and industries experiencing technological disruption. Our Mobile Energy Global (MEG) division is a service provider which facilitates the adoption of electric vehicles by commercial fleet operators through offering vehicle procurement, finance and leasing, and energy management solutions under our innovative sales to financing to charging (S2F2C) business model. Ideanomics Capital is focused on disruptive fintech solutions for the financial services industry. Together, MEG and Ideanomics Capital provide our global customers and partners with leading technologies and services designed to improve transparency, efficiency, and accountability, and our shareholders with the opportunity to participate in high-potential, growth industries.

The company is headquartered in New York, NY, with offices in Beijing, Hangzhou, and Qingdao, and operations in the U.S., China, Ukraine, and Malaysia.

Safe Harbor Statement
This press release contains certain statements that may include “forward looking statements”. All statements other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects” or similar expressions, involve known and unknown risks and uncertainties, and include statements regarding our intention to transition our business model to become a next-generation financial technology company, our business strategy and planned product offerings, our intention to phase out our oil trading and consumer electronics businesses, and potential future financial results. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of risks and uncertainties, such as risks related to: our ability to continue as a going concern; our ability to raise additional financing to meet our business requirements; the transformation of our business model; fluctuations in our operating results; strain to our personnel management, financial systems and other resources as we grow our business; our ability to attract and retain key employees and senior management; competitive pressure; our international operations; and other risks and uncertainties disclosed under the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our most recent Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, and similar disclosures in subsequent reports filed with the SEC, which are available on the SEC website at www.sec.gov.. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these risk factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.

Investor Relations and Media Contact

Ideanomics,Inc.
Tony Sklar, SVP of Investor Relations
1441 Broadway, Suite 5116 New York, NY 10018
[email protected]

Valerie Christopherson / Lora Wilson
Global Results Communications (GRC)
+1 949 306 6476
[email protected] 

 

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SOURCE Tree Technologies Sd. Bhd.; Ideanomics

Contango ORE Inc to Webcast Live at VirtualInvestorConferences.com December 8th

Company invites individual and institutional investors, as well as advisors and analysts, to attend real-time, interactive presentations on VirtualInvestorConferences.com

PR Newswire

HOUSTON, Dec. 2, 2020 /PRNewswire/ — Contango ORE Inc. (OTCQB: CTGO) (“CORE”, “Contango” or the “Company”), based in Alaska and focused on developing it’s high-grade Peak Gold deposit in partnership with Kinross Gold and the Tetlin Alaska Native Tribe, today announced that Rick Van Nieuwenhuyse, President & CEO, will present live at VirtualInvestorConferences.com on December 8th.

DATE: December 8th , 2020

TIME: 3:00 PM ET

LINK: https://bit.ly/3f2vL7P

This will be a live, interactive online event where investors are invited to ask the company questions in real-time. If attendees are not able to join the event live on the day of the conference, an archived webcast will also be made available after the event.

It is recommended that investors pre-register and run the online system check to expedite participation and receive event updates.

Learn more about the event at www.virtualinvestorconferences.com.

Recent Company Highlights

The Company is pleased that Rick Van Nieuwenhuyse, its President and CEO, will provide an update to investors and those interested in learning more about Contango and its recently announced agreement with Kinross regarding Peak Gold, LLC (“Peak Gold”) – see link https://rb.gy/fbncmt. A Peak Gold feasibility study is expected to be completed by the end of 2022 and production is expected to begin in 2024. By partnering with Kinross, a Tier 1 mining operator that has nearly 25 years of operating experience in Alaska, and utilizing its existing milling and tailings infrastructure at the Fort Knox operation, Peak Gold can more quickly advance to a production decision, which Kinross estimates at 1 million ounces of gold equivalent to be produced over a 4.5 year mine life beginning in 2024 and based on current resources, and with estimated all-in sustaining costs (“AISC”) of $750/oz Au Eq. and estimated capital costs of $110 million. 1, 2 Peak Gold would greatly reduce its capital outlay, environmental footprint, permitting and construction risks, and reduce the timeline to potential production, by not having to permit and construct a mill and tailings facility on site. The Company’s management believes that trucking high-quality ore from the Peak Gold deposit to Kinross’ Fort Knox mill is an ideal solution to fast track the project to a production decision. CORE stockholders can now see a clearer and accelerated path to potential production of the Peak Gold deposit.

CORE looks forward to working with Kinross and the Tetlin Tribe to develop Alaska’s next gold mine. Meanwhile, the Company’s management believes that it has a great opportunity to find additional gold, silver and copper resources on our 100% owned State mining claims that cover approximately 170,000 acres adjacent to Peak Gold’s 675,000 acre Tetlin Lease, both of which have significant exploration upside with numerous high-quality exploration targets.

CORE has less than 6 million shares outstanding, approximately $35 million in cash and is well financed to meet our funding obligations to make a construction decision for the Peak Gold deposit over the next two years, and to explore for new resources on the Peak Gold JV Tetlin lands as well as on our 100% State of Alaska mining claims.


About CORE

CORE is a Houston-based company that engages in exploration for gold ore and associated minerals in Alaska through a 30% interest in the Joint Venture Company, which leases approximately 675,000 acres for exploration and development and through its wholly-owned subsidiary, Contango Minerals Alaska, LLC, which separately leases approximately 168,000 acres for exploration. Additional information can be found on our web page at www.contangoore.com.

1. Kinross’ estimates are based on a Preliminary Economic Assessment (“PEA”) prepared in accordance with Canadian National Instrument 43-101 (NI 43-101). CORE is not subject to regulation by Canadian regulatory authorities and no Canadian regulatory authority has reviewed the PEA or passed upon its accuracy or compliance with NI43-101. The terms “mineral resource”, “measured mineral resource”, “indicated mineral resource” and “inferred mineral resource” as used in the resource estimate, the PEA and this press release are Canadian mining terms as defined in accordance with NI 43-101; however, these terms are not defined terms under the U.S. Securities and Exchange Commission’s (“SEC’s”) Industry Guide 7 and are normally not permitted to be used in reports and registration statements filed with the SEC. The estimation of measured resources and indicated resources involves greater uncertainty as to their existence and the legal and economic feasibility of extraction than the estimation of proven and probable reserves. Conversion of mineral resources to proven and probable mineral reserves generally requires a further economic study, such as a preliminary feasibility study. The PEA is not a preliminary feasibility study and does not support an estimate of proven and probable mineral reserves. Investors are cautioned not to assume that all or any part of an inferred mineral resource exists or is economically or legally mineable. Investors are also cautioned not to assume that all or any part of measured or indicated resources will ever be converted into mineral reserves. In addition, the SEC normally only permits issuers to report mineralization that does not constitute mineral reserves as in-place tonnage of mineralized material and grade without reference to unit amounts of metal.

2.  Based on the news release issued by Kinross Gold Corporation dated September 29, 2020, and subject to all qualifications and assumptions contained therein. AISC is a non-GAAP measure. Preliminary AISC estimates exclude corporate overhead costs. A reconciliation showing the manner in which Kinross calculates AISC is provided in its Form 6-K filed with the Securities and Exchange Commission on July 30, 2020. Forward looking estimates of AISC and resources are financial measures not determined in accordance with United States generally accepted accounting principles (“GAAP”). The Company cannot provide a reconciliation of estimated AISC and resources to estimated costs of goods sold and assets, which are the GAAP financial measures most directly comparable to such non-GAAP measures, without unreasonable efforts due to the inherent difficulty and impracticality of quantifying certain amounts that would be required to calculate projected AISC and resources. In addition, the estimates of AISC and resources have been prepared by Kinross and are based on International Financial Reporting Standards accounting standards and detailed information to which the Company has not had access to at this time. These amounts that would require unreasonable effort to quantify could be significant, such that the amount of projected GAAP cost of goods sold and assets would vary substantially from the amount of projected AISC and resources.


FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements regarding CORE that are intended to be covered by the safe harbor “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995, based on CORE’s current expectations and includes statements regarding future results of operations, quality and nature of the asset base, the assumptions upon which estimates are based and other expectations, beliefs, plans, objectives, assumptions, strategies or statements about future events or performance (often, but not always, using words such as “expects”, “projects”, “anticipates”, “plans”, “estimates”, “potential”, “possible”, “probable”, or “intends”, or stating that certain actions, events or results “may”, “will”, “should”, or “could” be taken, occur or be achieved). Forward-looking statements are based on current expectations, estimates and projections that involve a number of risks and uncertainties, which could cause actual results to differ materially from those, reflected in the statements. These risks include, but are not limited to: the risks of the exploration and the mining industry (for example, operational risks in exploring for, developing mineral reserves; risks and uncertainties involving geology; the speculative nature of the mining industry; the uncertainty of estimates and projections relating to future production, costs and expenses; the volatility of natural resources prices, including prices of gold and associated minerals; the existence and extent of commercially exploitable minerals in properties acquired by the Joint Venture Company; ability to realize the anticipated benefits of the Transactions; disruption from the Transactions and transition of the Joint Venture Company’s management to Kinross, including as it relates to maintenance of business and operational relationships potential delays or changes in plans with respect to exploration or development projects or capital expenditures; the interpretation of exploration results and the estimation of mineral resources; the loss of key employees or consultants; health, safety and environmental risks and risks related to weather and other natural disasters); uncertainties as to the availability and cost of financing; inability to realize expected value from acquisitions; inability of our management team to execute its plans to meet its goals; extent of disruptions caused by the COVID-19 outbreak; and the possibility that government policies may change or governmental approvals may be delayed or withheld, including the inability to obtain any mining permits. Additional information on these and other factors which could affect the Joint Venture Company’s exploration program or financial results are included in CORE’s other reports on file with the Securities and Exchange Commission. Investors are cautioned that any forward-looking statements are not guarantees of future performance and actual results or developments may differ materially from the projections in the forward-looking statements. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. CORE does not assume any obligation to update forward-looking statements should circumstances or management’s estimates or opinions change.

About Virtual Investor Conferences
®

Virtual Investor Conferences (VIC) is the leading proprietary investor conference series that provides an interactive forum for publicly-traded companies to meet and present directly with investors.

A real-time solution for investor engagement, Virtual Investor Conferences is part of OTC Market Group’s suite of investor relations services specifically designed for more efficient Investor Access.  Replicating the look and feel of on-site investor conferences, Virtual Investor Conferences combine leading-edge conferencing and investor communications capabilities with a comprehensive global investor audience network.

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SOURCE VirtualInvestorConferences.com

Contact Gold to Webcast Live at VirtualInvestorConferences.com December 9th, 2020

Company invites individual and institutional investors, as well as advisors and analysts, to attend real-time, interactive presentations on VirtualInvestorConferences.com

PR Newswire

VANCOUVER, BC, Dec. 2, 2020 /PRNewswire/ — Contact Gold Corp. (the “Company” or “Contact Gold”) (TSXV: C; OTCQB: CGOL) is pleased to announce that Matthew Lennox-King, President and CEO, will present live at VirtualInvestorConferences.com on December 9th.

DATE: December 9th, 2020

TIME: 1:00 PM ET

LINK: https://bit.ly/3f2vL7P

This will be a live, interactive online event where investors are invited to ask the company questions in real-time. If attendees are not able to join the event live on the day of the conference, an archived webcast will also be made available after the event.

It is recommended that investors pre-register and run the online system check to expedite participation and receive event updates.

Learn more about the event at www.virtualinvestorconferences.com.

Recent Company Highlights

  • New discovery of the Zulu Zone at its Green Springs gold project, Nevada (see November 23, 2020 news release)
  • Drilled 25.9m of 1.14 g/t Au at the Zulu Zone (see November 23, 2020 news release)
  • Drilled 28.9m of 2.18 g/t Au at the Echo Zone (see November 16, 2020 news release)
  • Results from an additional 36 drill holes are pending


About Contact Gold Corp.

Contact Gold is an exploration company focused on making district scale gold discoveries in Nevada.  Contact Gold’s extensive land holdings are on the prolific Carlin and Cortez gold trends which host numerous gold deposits and mines. Contact Gold’s land position comprises approximately 140 km2 of target rich mineral tenure hosting numerous known gold occurrences, ranging from early- to advanced-exploration and resource definition stage.

Additional information about the Company is available at www.contactgold.com.


About the Green Springs Project:

Green Springs is located near the southern end of the Cortez Trend of Carlin-type gold deposits in White Pine County, Nevada, adjacent to Fiore Gold’s Pan Mine and Gold Rock Project and Waterton’s Mount Hamilton deposit. The Green Springs property is 18.5 km2 encompassing 3 shallow past producing open pits and numerous targets that were not mined.  Contact Gold’s 2020 drill program stared at the Echo Zone and has progressed through the Zulu, Charlie, Alpha, Bravo and Golf Zones.

About Virtual Investor Conferences
®
Virtual Investor Conferences (VIC) is the leading proprietary investor conference series that provides an interactive forum for publicly-traded companies to meet and present directly with investors.

A real-time solution for investor engagement, Virtual Investor Conferences is part of OTC Market Group’s suite of investor relations services specifically designed for more efficient Investor Access.  Replicating the look and feel of on-site investor conferences, Virtual Investor Conferences combine leading-edge conferencing and investor communications capabilities with a comprehensive global investor audience network.

 

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SOURCE VirtualInvestorConferences.com

Global Dividend Growth Split Corp. Completes Treasury Offering

Not for distribution to U.S. newswire services or for dissemination in the United States
.

TORONTO, Dec. 02, 2020 (GLOBE NEWSWIRE) — (TSX: GDV, GDV.PR.A) Global Dividend Growth Split Corp. (the “Company”) is pleased to announce that it has completed the previously announced treasury offering of class A shares and preferred shares (the “Class A Shares” and “Preferred Shares”, respectively) for aggregate gross proceeds of approximately $13.1 million. The Class A Shares and Preferred Shares will trade on the Toronto Stock Exchange under the existing symbols GDV (Class A Shares) and GDV.PR.A (Preferred Shares).

The Class A Shares were offered at a price of $10.75 per Class A Share for a distribution rate of 11.2% on the issue price, and the Preferred Shares were offered at a price of $10.00 per Preferred Share for a yield to maturity of 6.6%.(1) The Class A Share and Preferred Share offering prices were determined so as to be non-dilutive to the net asset value per unit of the Company (“Unit”) on November 23, 2020, as adjusted for dividends and certain expenses to be accrued prior to or upon settlement of the offering.

The syndicate of agents for the offering was led by RBC Capital Markets, CIBC Capital Markets, National Bank Financial Inc. and Scotiabank and included BMO Capital Markets, TD Securities Inc., Canaccord Genuity Corp., Hampton Securities Limited, Raymond James Ltd., Richardson Wealth Limited, Echelon Wealth Partners Inc., Industrial Alliance Securities Inc., Desjardins Securities Inc., and Mackie Research Capital Corporation.

The Company invests in a diversified portfolio (the “Portfolio”) of equity securities of large capitalization global dividend growth companies selected by the Brompton Funds Limited (the “Manager”), the manager of the Company. In order to qualify for inclusion in the Portfolio, at the time of investment and at the time of each periodic reconstitution and/or rebalancing of the Portfolio, each global dividend growth company included in the Portfolio must (i) have a market capitalization of at least $10 billion, and (ii) have a history of dividend growth or, in the Manager’s view, have high potential for future dividend growth.

About Brompton Funds

Founded in 2000, Brompton is an experienced investment fund manager with income focused investment solutions including TSX traded closed-end funds and exchange-traded funds. For further information, please contact your investment advisor, call Brompton’s investor relations line at 416-642-6000 (toll-free at 1-866-642-6001), email [email protected] or visit our website at www.bromptongroup.com.

(1) See Performance table below. No cash distributions will be paid on the Class A Shares if, after the payment of the distribution by the Company, the net asset value per Unit (consisting of 1 Class A Share and 1 Preferred Share) would be less than $15.00. Yield to maturity for the Preferred Share is based on existing term ending June 30, 2021.

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its
public filings available at www.sedar.com.
The indicated rates of return are the historical annual compounded total returns including changes in share value and reinvestment of all distributions and do not take into account certain fees such as redemption costs or income taxes payable by any securityholder that would have reduced returns.
Investment funds are not guaranteed, their values change frequently and past
performance may not be repeated.


Global Dividend Growth Split Corp.


Compound Annual NAV Returns to October 31, 2020.
1
-Yr
S.I.
Class A Shares
(TSX: GDV)
(16.7%) (2.4%)
Preferred Shares
(TSX: GDV.PR.A)
5.1% 5.1%
Global Dividend Growth Split
Corp. – Unit
(6.4%) 1.3%

Returns are for the periods ended
October 31
, 20
20
.
Inception date June 15, 2018.
The table shows the
Company’s
compound return on a Class A
S
hare
,
Preferred
S
hare
and Unit
for each period
indicated.

Certain statements contained in this document constitute forward-looking information within the meaning of Canadian securities laws. Forward-looking information may relate to matters disclosed in this document and to other matters identified in
public filings relating to the Company
, to the future outlook of the
Company
and anticipated events or results and may include statements regarding the future financial performance of the
Company
. In some cases, forward-looking information can be identified by terms such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “predict”, “potential”, “continue” or other similar expressions concerning matters that are not historical facts. Actual results may vary from such forward-looking information. Investors should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date hereof and we assume no obligation to update or revise them to reflect new events or circumstances.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or any applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy securities nor will there be any sale of such securities in any state in which such offer, solicitation or sale would be unlawful.



Starboard Delivers Letter to ACI Worldwide

Urges the Board to Explore All Available Strategic Alternatives, Including a Sale of the Company

PR Newswire

NEW YORK, Dec. 2, 2020 /PRNewswire/ — Starboard Value LP (together with its affiliates, “Starboard”), one of the largest shareholders of ACI Worldwide, Inc. (NASDAQ: ACIW) (“ACI” or the “Company”), with an ownership interest of approximately 9% of the Company’s outstanding shares, today announced that it has delivered a letter to David  Poe, ACI’s Chairman, and Odilon Almeida, ACI’s President and CEO, with copies to the Company’s Board of Directors.

The full text of Starboard’s letter can be viewed at the following link:

http://www.starboardvalue.com/wp-content/uploads/Starboard_Value_LP_Letter_to_ACIW_Board_12.02.2020.pdf

About Starboard Value LP
Starboard Value LP is a New York-based investment adviser with a focused and differentiated fundamental approach to investing primarily in publicly traded U.S. companies. Starboard seeks to invest in deeply undervalued companies and actively engage with management teams and boards of directors to identify and execute on opportunities to unlock value for the benefit of all shareholders.

Investor contacts:

Peter Feld, (212) 201-4878
Tom Cusack, (212) 201-4814
www.starboardvalue.com

 

Cision View original content:http://www.prnewswire.com/news-releases/starboard-delivers-letter-to-aci-worldwide-301183695.html

SOURCE Starboard Value

SmileDirectClub Partners With Altius Healthcare Management

Alliance
with Texas-Based Dental Support Organization
Increases SmileDirectClub 
Partner Network Footprint in Lone Star State

Over
1,000+ Affiliated Practices
Across
the U.S.
Now Offer SmileDirectClub Clear Aligners

NASHVILLE, Tenn., Dec. 02, 2020 (GLOBE NEWSWIRE) — SmileDirectClub, Inc. (Nasdaq: SDC), the oral care company with the first telehealth platform for teeth straightening, has partnered with dental support organization Altius Healthcare Management and its 29 offices throughout Texas to enable even more customers to begin their SmileDirectClub journey in the dentist chair. Working together, the partners will provide customers in the Lone Star State with increased access to premium oral care while improving overall oral health.

The partnership with Altius Healthcare Management will give patients located in rural areas in Texas the option to begin their SmileDirectClub treatment at participating Altius Healthcare dental offices and create opportunities for Altius dentists to provide dental care to SmileDirectClub customers who are located in these rural areas.

“We’re pleased to welcome Altius Healthcare Management and their affiliated practices to the SmileDirectClub Partner Network to ensure Texans across the state have access to a premium teeth straightening solution and our pioneering telehealth platform for orthodontia,” said Chris Thompson, Vice President of the Professional Channel at SmileDirectClub. “We look forward to working with Altius and their network of dental professionals to provide consumers access to a straighter smile that they can afford, starting at their dentist’s office.”

“Altius Healthcare shares SmileDirectClub’s commitment to provide affordable, high quality oral care to communities that need it most,” said Darren E. Boggs, Chief Executive Officer, Altius Healthcare Management. “Our affiliated practices serve communities in rural Texas where access to orthodontia is limited. By partnering with SmileDirectClub and embracing telehealth, we’re able to help more people get the straighter smile they’ve always wanted more conveniently and affordably than ever before.”

The SmileDirectClub Partner Network, launched in January 2020, now includes more than 1,000 partner locations across the U.S., further expanding access to SmileDirectClub’s innovative clear aligner therapy and customized BPA-free aligners, which are made in the USA at the Company’s FDA-certified and registered facility in Tennessee.

Since launching in the U.S. in 2014, SmileDirectClub has become one of the fastest-growing health technology companies and the leading telehealth solution for orthodontia, serving over one million customers around the world.

About
 
SmileDirectClub

SmileDirectClub, Inc. (Nasdaq: SDC) (“SmileDirectClub”) is an oral care company and creator of the first medtech platform for teeth straightening. Through its cutting-edge telehealth technology and vertically integrated model, SmileDirectClub is revolutionizing the oral care industry, from clear aligner therapy to its affordable, premium oral care products line. SmileDirectClub’s mission is to democratize access to a smile each and every person loves by making it affordable and convenient for everyone. SmileDirectClub is headquartered in Nashville, Tennessee and operates in the U.S., Canada, Australia, New Zealand, United Kingdom, Ireland, Germany, Austria, Hong Kong, Singapore and Spain. For more information, please visit SmileDirectClub.com.

Contact:

SmileDirectClub Media Relations: [email protected]



End Citizens United: Rep. Luria Breaks Pledge to Her Constituents, Will Accept Corporate PAC Money

Washington, DC, Dec. 02, 2020 (GLOBE NEWSWIRE) — Today, Roll Call reported that Representative Elaine Luria is planning on breaking her pledge to reject corporate PAC money, a pledge she made to the voters of Virginia’s second Congressional district when she was first elected in 2018. Elected leaders pledge to reject corporate money in order to stand up to the corrupt status quo in Washington where policy too often benefits corporate special interests instead of regular people. End Citizens United is incredibly disappointed and hopes she would reconsider this decision. 

“Representative Luria made this pledge to her constituents as a reflection of her values,” said End Citizens United President Tiffany Muller. “Breaking it would demonstrate that her values have changed since she’s been in Washington or that she wasn’t sincere to voters in the first place. It will be a heavy burden on her to explain to voters why she is going back on her word.”

Here are multiple examples of Rep. Luria decrying the influence of corporate PACs on our politics:

There are many obstacles to cutting prescription drug costs, and I think that’s because the leadership in Congress who is there to vote on this and bring this legislation to the floor, they’re accepting thousands if not millions of dollars from prescription drug companies. And I can tell you that a key tenet in my campaign is that I am not accepting any corporate PAC contributions. Not from prescription drug companies, not from oil companies, not from health care companies, not from private prisons, not from anyone who can influence my vote when I go to Washington. My door is open to listen to everyone, but I don’t need their money in order to do that.” – Rep. Elaine Luria

Luria “Is Committed To Living Her Value Of Reforming Campaign Finance Laws” By Rejecting Corporate PAC Money. In July 2018, Luria’s campaign issued a press release that stated: “Elaine pledged to reject corporate PAC contributions and is committed to living her value of reforming campaign finance laws.” [Elaine Luria for Congress, 7/16/18]
 
Luria: “As A Naval Officer, I Took A Pledge To Put People First And That’s Why I Am Rejecting Corporate PAC Donations” So Voters Know “That I Represent Them And No One Else.” In July 2018, Luria’s campaign issued a press release announcing her endorsement from End Citizens United. Luria was quoted as saying: “As a naval officer, I took a pledge to put people first and that’s why I am rejecting corporate PAC donations so coastal Virginians will know that I represent them and no one else.” [Elaine Luria for Congress, 4/13/18]
 
Luria: Pay-To-Play Campaign Contributions Are “Unacceptable, That’s Why I’ve Pledged To Reject Corporate PAC Donations.” In April 2018, Luria wrote on Facebook: “The interim director of the Consumer Financial Protection Bureau recently admitted that campaign contributions impacted who he would meet with as a Congressman, stating: ‘We had a hierarchy in my office in Congress. If you’re a lobbyist who never gave us money, I didn’t talk to you. If you’re a lobbyist who gave us money, I might talk to you.’ This kind of pay-to-play governance is unacceptable, that’s why I’ve pledged to reject corporate PAC donations.” [Facebook, Elaine Luria for Congress, 4/25/18]

End Citizens United (ECU) is dedicated to getting Big Money out of politics and fixing the rigged system in Washington so that the government works for all Americans. ECU has more than four million members nationwide and is entirely grassroots-funded with an average donation of just $14.



Patrick Burgwinkle
End Citizens United
[email protected]

Billtrust Announces Financial Highlights for the Three- and Nine-Month Periods Ended September 30, 2020

Billtrust Announces Financial Highlights for the Three- and Nine-Month Periods Ended September 30, 2020

Record Quarterly Total Revenue of $38.3 Million and Net Revenue* of $28.8 Million

Reaffirms Financial Guidance for the Full Year 2020

LAWRENCEVILLE, N.J.–(BUSINESS WIRE)–
Billtrust, a leading provider of cloud-based software and integrated payment processing solutions, along with South Mountain Merger Corp. (Nasdaq: SMMC) (“South Mountain”), a publicly traded special purpose acquisition company, today announced financial highlights for Billtrust for the three- and nine-month periods ended September 30, 2020.

Flint Lane, Founder and CEO of Billtrust, commented, “I am very pleased with our financial results, in particular our year-over-year total revenue growth of 9% and net revenue growth of 15% in the third quarter. Our strong growth in the third quarter exceeded our year-over-year total revenue and net revenue growth of 5% and 11%, respectively, in the first six months of 2020, an indication that our customers are figuring out ways to operate in the pandemic. We believe these numbers are evidence of the strength of our comprehensive B2B payments solutions and of the significant value we create for our customers. We remain incredibly excited about our pending merger with South Mountain and look forward to executing upon our shared vision to grow and scale the business.”

Financial Highlights for the Three Months Ended September 30, 2020, as Compared to the Same Period in 2019

  • Total Payment Volume (“TPV”), the dollar value of customer payment transactions that Billtrust processes on its platform during a particular period, increased 22% year-over-year to $14.9 billion from $12.2 billion in 2019
  • Total revenue increased 9% year-over-year to $38.3 million from $35.1 million in 2019
  • Net revenue* increased 15% year-over-year to $28.8 million from $25.0 million in 2019
  • Subscription and transaction fees related to the software and payments segment increased 17% year-over-year to $21.4 million from $18.2 million in 2019
  • Total revenues, less costs of revenue, excluding depreciation and amortization, increased 19% year-over-year to $20.2 million from $17.0 million in 2019
  • Adjusted gross profit* increased 20% year-over-year to $20.3 million from $17.0 million in 2019

Financial Highlights for the Nine Months Ended September 30, 2020, as Compared to the Same Period in 2019

  • TPV increased 26% year-over-year to $39.3 billion from $31.1 billion in 2019
  • Total revenue increased 7% year-over-year to $107.0 million from $100.3 million in 2019
  • Net revenue* increased 13% year-over-year to $79.0 million from $70.1 million in 2019
  • Subscription and transaction fees related to the software and payments segment increased 18% year-over-year to $59.1 million from $50.1 million in 2019
  • Total revenue, less costs of revenue, excluding depreciation and amortization, increased 18% year-over-year to $54.9 million from $46.4 million in 2019
  • Adjusted gross profit* increased 18% year-over-year to $55.0 million from $46.5 million in 2019

Outlook

Billtrust reaffirms its financial guidance for the full year 2020. The Company expects:

  • Total revenue of approximately $142 million, including reimbursable costs revenue
  • Net revenue* of $105 million
  • Adjusted gross profit and total revenue, less costs of revenue, excluding depreciation and amortization, of $73 million

* Net revenue and adjusted gross profit are non-GAAP measures. An explanation of these measures and how they are calculated can be found under the heading “Financial Information and Non-GAAP Financial Measures.” Reconciliations of these non-GAAP measures to the most directly comparable GAAP financial measures are included in the tables at the end of this press release.

About Billtrust

Billtrust is a leading provider of cloud-based software and integrated payment processing solutions that simplify and automate B2B commerce. Accounts receivable is broken and relies on conventional processes that are outdated, inefficient, manual and largely paper based. Billtrust is at the forefront of the digital transformation of AR, providing mission-critical solutions that span credit decisioning and monitoring, online ordering, invoice delivery, payments and remittance capture, cash application and collections. For more information, visit Billtrust.com.

About South Mountain Merger Corporation

South Mountain Merger Corp. is a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses.

Important Information and Where to Find It

This communication is being made in respect of the proposed business combination transaction involving South Mountain and Billtrust. A full description of the terms of the transaction is included in the registration statement on Form S-4, which includes a proxy statement of South Mountain, a consent solicitation statement of Billtrust and prospectus of South Mountain, filed by South Mountain with the SEC on October 26, 2020 and amended in a filing by South Mountain with the SEC on November 25, 2020. South Mountain urges investors, stockholders and other interested persons to read, when declared effective by the SEC, the preliminary proxy statement/consent solicitation statement/prospectus as well as other documents filed with the SEC because these documents contain important information about South Mountain, Billtrust and the transaction. After the registration statement is declared effective, the definitive proxy statement/consent solicitation statement/prospectus to be included in the registration statement will be mailed to stockholders of South Mountain as of a record date to be established for voting on the proposed transaction. Stockholders will also be able to obtain a copy of the proxy statement/consent solicitation statement/prospectus, without charge, by directing a request to: South Mountain Merger Corporation, 767 Fifth Avenue, 9th Floor, New York, NY 10153. The preliminary and definitive proxy statement/consent solicitation statement/prospectus to be included in the registration statement, once declared effective by the SEC, can also be obtained, without charge, at the SEC’s website (www.sec.gov). The information contained on, or that may be accessed through, the websites referenced in this press release is not incorporated by reference into, and is not a part of, this press release.

Participants in the Solicitation

South Mountain and Billtrust, and their respective directors and executive officers, may be considered participants in the solicitation of proxies with respect to the potential transaction described in this press release under the rules of the SEC. Information about the directors and executive officers of South Mountain is set forth in South Mountain’s preliminary proxy statement/consent solicitation statement/prospectus included in the registration statement on Form S-4, its Annual Report on Form 10-K for the fiscal year ended December 31, 2019, which was filed with the SEC on March 20, 2020, and its Current Report on Form 8‑K, which was filed with the SEC on June 29, 2020. Information regarding other persons who may, under the rules of the SEC, be deemed participants in the solicitation of the stockholders in connection with the potential transaction is set forth in the proxy statement/consent solicitation statement/prospectus when it is declared effective by the SEC. These documents can be obtained free of charge from the sources indicated above.

Non-Solicitation

This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of South Mountain or Billtrust, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.

Forward-Looking Statements

This press release includes, and oral statement made from time to time by representatives of South Mountain and Billtrust may contain, statements that are not historical facts but are forward looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements include those under the heading “Outlook” herin or generally are accompanied by words such as “believe,” “may,” ”could,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “target,” “goal,” “expect,” “should,” “would,” “plan,” “predict,” “project,” “forecast,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding projections, estimates and forecasts of revenue and other financial and performance metrics and projections of market opportunity and expectations, South Mountain’s and Billtrust’s ability to consummate the transaction between them, the capabilities and benefits to customers of Billtrust’s technology platform, Billtrust’s ability to scale and grow its business and Billtrust’s ability to digitally transform the AR industry. These statements are based on various assumptions and on the current expectations of South Mountain’s and Billtrust’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of South Mountain and Billtrust. These forward looking statements are subject to a number of risks and uncertainties, including Billtrust’s ability to attract and retain customers and expand customers’ use of Billtrust’s products or services; market, financial, political and legal conditions; the impact of the COVID-19 pandemic on Billtrust’s business and the global economy; the inability of the parties to successfully or timely consummate the proposed business combination, including the risk that any required regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the proposed business combination or that the approval of the stockholders of South Mountain or Billtrust is not obtained; failure to realize the anticipated benefits of the proposed business combination; risks related to future market adoption of Billtrust’s offerings; risks related to Billtrust’s market strategy and subscription business model; the effects of competition on Billtrust’s future business; the ability of South Mountain or the combined company to issue equity or equity-linked securities in connection with the proposed business combination or in the future, and those factors discussed in South Mountain’s final prospectus filed on June 21, 2019, Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020, and September 30, 2020, in each case, under the heading “Risk Factors,” and other documents of South Mountain filed, or to be filed, with the SEC. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that South Mountain and Billtrust presently do not know or that they currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect South Mountain’s and Billtrust’s expectations, plans or forecasts of future events and views as of the date of this press release. South Mountain and Billtrust anticipate that subsequent events and developments will cause their assessments to change. However, while South Mountain and Billtrust may elect to update these forward-looking statements at some point in the future, South Mountain and Billtrust specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing South Mountain’s or Billtrust’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Financial Information and Non-GAAP Financial Measures

The financial information and data for the three-months ended September 2020 and 2019 contained in this press release does not conform to Regulation S-X. Billtrust’s independent registered public accounting firm has not audited or reviewed, and does not express an opinion with respect to, any of the financial information or data included in this press release for the three-months ended September 2020 and 2019. The financial information included in this press release is not a comprehensive statement of Billtrust’s financial results for the periods shown, and Billtrust’s actual results may differ materially from the financial information included in this presentation due to the completion of Billtrust’s financial closing procedures and final adjustments and other developments. Accordingly, the financial information and data contained in this press release may not be included in, may be adjusted in or may be presented differently in, any proxy statement, registration statement, or prospectus to be filed by South Mountain with the SEC.

Some of the financial information and data contained in this press release, such as net revenue (non-GAAP) and Adjusted gross profit have not been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). Net revenue (non-GAAP) is defined as total revenues, less reimbursable costs revenue. Adjusted gross profit is defined as (i) total revenues less (ii) total costs of revenue, excluding depreciation and amortization, plus (iii) stock based compensation expense included in total costs of revenue. South Mountain and Billtrust believe these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Billtrust’s financial condition and results of operations. South Mountain and Billtrust believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating actual and projected operating results and trends in and in comparing Billtrust’s financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Neither South Mountain nor Billtrust considers these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and other amounts that are required by GAAP to be recorded in Billtrust’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and other amounts are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, Billtrust presents non-GAAP financial measures in connection with GAAP results. Upon such registration statement being declared effective by the SEC, you should review Billtrust’s audited financial statements as well as interim financial statements, which are included in the registration statement on Forms S-4 filed on October 26, 2020, and S-4/A filed on November 25, 2020 relating to the proposed business combination.

Condensed Statement of Operations

(Unaudited)

 
Three Months Ended Nine Months Ended
September 30, September 30,

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Revenue:
Subscription, transaction and services

$

28,808

 

$

24,985

 

$

78,978

 

$

70,051

 

Reimbursable costs

 

9,486

 

 

10,129

 

 

28,052

 

 

30,277

 

Total revenue

 

38,294

 

 

35,114

 

 

107,030

 

 

100,328

 

Cost of revenue:
Cost of subscription, transaction and services

 

8,577

 

 

8,035

 

 

24,100

 

 

23,636

 

Cost of reimbursable costs

 

9,486

 

 

10,129

 

 

28,052

 

 

30,277

 

Total costs of revenues, excluding depreciation and amortization

 

18,063

 

 

18,164

 

 

52,152

 

 

53,913

 

 
Operating expenses:
Research and development

 

9,098

 

 

8,869

 

 

27,260

 

 

24,995

 

Sales and marketing

 

5,744

 

 

5,557

 

 

17,295

 

 

16,947

 

General and administrative

 

5,107

 

 

5,602

 

 

15,226

 

 

16,434

 

Depreciation and amortization

 

1,402

 

 

1,379

 

 

4,223

 

 

4,105

 

Total operating expenses

 

21,351

 

 

21,407

 

 

64,004

 

 

62,481

 

Loss from operations

 

(1,120

)

 

(4,457

)

 

(9,126

)

 

(16,066

)

Other income (expense):
Interest income

 

1

 

 

 

 

18

 

 

1

 

Interest expense

 

(1,120

)

 

(413

)

 

(3,405

)

 

(982

)

Other income (expense), net

 

(443

)

 

(30

)

 

(51

)

 

(30

)

Total other income (expense)

 

(1,562

)

 

(443

)

 

(3,438

)

 

(1,011

)

Loss before income taxes

 

(2,682

)

 

(4,900

)

 

(12,564

)

 

(17,077

)

(Provision) benefit for income taxes

 

(33

)

 

(44

)

 

(150

)

 

(141

)

Net loss and comprehensive loss

$

(2,715

)

$

(4,944

)

$

(12,714

)

$

(17,218

)

 

Reconciliation of GAAP to Non-GAAP Financial Information

(Unaudited)

 
Three Months Ended
September 30,
Nine Months Ended
September 30,

 

2020

 

 

2019

 

 

2020

 

 

2019

 

(in thousands) (in thousands)
Total revenue

$

38,294

 

$

35,114

 

$

107,030

 

$

100,328

 

Less: Reimbursable costs revenue

$

9,486

 

$

10,129

 

$

28,052

 

$

30,277

 

Net Revenue (non-GAAP)

$

28,808

 

$

24,985

 

$

78,978

 

$

70,051

 

 
Total revenue

$

38,294

 

$

35,114

 

$

107,030

 

$

100,328

 

Less: Cost of revenue, excluding depreciation and amortization

$

18,063

 

$

18,164

 

$

52,152

 

$

53,913

 

Gross profit, excluding
depreciation and amortization

$

20,231

 

$

16,950

 

$

54,878

 

$

46,415

 

Add: Stock based compensation expense

$

77

 

$

34

 

$

166

 

$

98

 

Adjusted Gross Profit

$

20,308

 

$

16,984

 

$

55,044

 

$

46,513

 

 
 

 

Investor:

[email protected]

Media:

Meredith Simpson

[email protected]

KEYWORDS: New Jersey United States North America

INDUSTRY KEYWORDS: Finance Banking Professional Services Technology Software

MEDIA:

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