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Paramount Board of Directors Unanimously Rejects Unsolicited Proposal from Bow Street

Paramount Board of Directors Unanimously Rejects Unsolicited Proposal from Bow Street

Proposal Significantly Undervalues Paramount, is Inadequate and Not in the Best Interest of Stockholders

The Paramount Board Remains Open to All Opportunities to Enhance Stockholder Value; Will Continue to Act in the Best Interest of All Stockholders

NEW YORK–(BUSINESS WIRE)–
Paramount Group, Inc. (NYSE: PGRE) (“Paramount” or the “Company”) today announced that its Board of Directors has unanimously rejected an unsolicited proposal received from Bow Street LLC (“Bow Street”) on November 4, 2020 to acquire all of the Company’s outstanding shares for between $9.50 and $10.00 per share in cash.

Consistent with its fiduciary duties, the Paramount Board engaged extensively with Bow Street and carefully reviewed and considered Bow Street’s proposal. As part of this, the Company had several discussions with and hosted representatives of Bow Street at Paramount’s offices so that Bow Street could present its proposal directly to a majority of Paramount’s Board members. Following this presentation and a thorough evaluation of Bow Street’s proposal conducted in consultation with financial and legal advisors, the Board unanimously determined that the proposal is inadequate, significantly undervalues Paramount and is not in the best interest of the Company and all its stockholders.

In making its determination, the Board considered, among other things, Paramount’s successful recent portfolio transformation, trophy and Class A assets in premier markets, leading, fully integrated operating platform, and the outsized but temporary impact the COVID-19 pandemic is currently having on the real estate industry. The Board also considered recent news regarding promising COVID-19 vaccine candidates, and noted that Paramount’s stock price has increased by approximately 40% since such news was first announced on November 9, 2020.

“The Paramount Board is open to all opportunities to enhance stockholder value, and we engaged extensively with Bow Street and carefully considered its proposal with this in mind,” said Albert Behler, Chairman, Chief Executive Officer and President of Paramount. “While we are pleased Bow Street recognizes that Paramount’s value significantly exceeds the value implied by current trading prices, the Board determined that Bow Street’s proposal is wholly inadequate, opportunistic in its timing and significantly undervalues the Company and its compelling prospects for long-term value creation. Among other things, Bow Street’s proposed pricing range is materially lower than our pre-COVID-19 trading levels and significantly undervalues our assets based on their intrinsic value. Importantly, we remain open-minded about all opportunities to create additional value and will continue to take actions that are in the best interest of Paramount and all of its stockholders.”

The Paramount Board and management team are focused on capitalizing on the Company’s best-in-class operating platform to reposition its portfolio of trophy and Class A assets and drive enhanced operational and financial performance and stockholder value. In recent years, the Company has successfully transformed its portfolio by harvesting capital from stabilized assets and recycling that capital into share repurchases and higher-growth opportunities. Paramount has a proven track record of leveraging its best-in-class, fully integrated operating platform to reposition and increase the value of these assets, re-leasing space to high credit-quality tenants at attractive mark-to-markets to improve the properties’ growth profiles and attractiveness to the market. The Company has also prudently structured acquisitions as joint ventures, enabling it to minimize downside risk while providing Paramount with the opportunity to further enhance returns through fees generated by managing and leasing the assets. The Paramount Board and management team are confident the Company is well-positioned to drive long-term value-creation.

The full text of the letter sent by the Paramount Board of Directors to Bow Street is below:

November 16, 2020

Mr. Akiva Katz

Mr. Howard Shainker

Managing Partners

Bow Street LLC

595 Madison Avenue

New York, New York 10022

Dear Akiva and Howard:

This will respond on behalf of our Board of Directors to your proposal provided on November 4, 2020 and set forth in your presentation to the Board on November 5, 2020.

Our Board has fully and carefully reviewed and considered your proposal, with the benefit of advice from our external financial and legal advisors. The Board has unanimously determined that your proposal is inadequate and significantly undervalues Paramount Group, Inc. (“Paramount”).

Our Board and management team remain open-minded, and we will continue to thoroughly consider all opportunities to enhance stockholder value. As always, we are committed to advancing the best interests of Paramount and all of our stockholders.

Very truly yours,

Albert P. Behler

Chairman of the Board of Directors

BofA Securities is acting as Paramount’s financial advisor, and Goodwin Procter LLP and Wachtell, Lipton, Rosen & Katz are acting as legal counsel.

About Paramount Group, Inc.

Headquartered in New York City, Paramount Group, Inc. is a fully-integrated real estate investment trust that owns, operates, manages, acquires and redevelops high-quality, Class A office properties located in select central business district submarkets of New York City and San Francisco. Paramount is focused on maximizing the value of its portfolio by leveraging the sought-after locations of its assets and its proven property management capabilities to attract and retain high-quality tenants.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws. You can identify these statements by our use of the words “assumes,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “plans,” “projects” and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company’s control and could materially affect actual results, performance or achievements. These factors include, without limitation, the negative impact of the COVID-19 global pandemic on the U.S., regional and global economies and our tenants’ financial condition and results of operations, the ability to enter into new leases or renew leases on favorable terms, dependence on tenants’ financial condition, the uncertainties of real estate development, acquisition and disposition activity, the ability to effectively integrate acquisitions, the costs and availability of financing, the ability of our joint venture partners to satisfy their obligations, the effects of local, national and international economic and market conditions, the effects of acquisitions, dispositions and possible impairment charges on our operating results, regulatory changes, including changes to tax laws and regulations, any ongoing actions taken and future actions that may be taken by activist stockholders, and other risks and uncertainties detailed from time to time in the Company’s filings with the U.S. Securities and Exchange Commission. The Company does not undertake a duty to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Wilbur Paes

Executive Vice President, Chief Financial Officer

212-237-3122

[email protected]

Robert Simone

Director, Business Development & Investor Relations

212-237-3138

[email protected]

Jon Keehner / Andrew Siegel

Joele Frank, Wilkinson Brimmer Katcher

212-355-4449

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: REIT Finance Professional Services Commercial Building & Real Estate Construction & Property

MEDIA:

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Entergy Louisiana, LLC Announces Redemption of First Mortgage Bonds, 5.25% Series due July 1, 2052, and First Mortgage Bonds, 4.70% Series due June 1, 2063

PR Newswire

NEW ORLEANS, Nov. 16, 2020 /PRNewswire/ — Entergy Louisiana, LLC, a subsidiary of Entergy Corporation (NYSE: ETR), announced today that on Dec. 16, 2020 (the “Redemption Date”), it will redeem all (i) $200,000,000 principal amount of its outstanding First Mortgage Bonds, 5.25% Series due July 1, 2052 (the “2052 Bonds”) and (ii) $100,000,000 principal amount of its outstanding First Mortgage Bonds, 4.70% Series due June 1, 2063 (the “2063 Bonds”), at the redemption price of 100% of the principal amount of the 2052 Bonds and 100% of the principal amount of the 2063 Bonds (each, a “Redemption Price”), plus accrued interest thereon to but excluding the Redemption Date. The 2052 Bonds and the 2063 Bonds are each listed on the New York Stock Exchange and trade under the symbols ELJ and ELU, respectively.

On the Redemption Date, provided that the trustee has received sufficient funds to complete the redemption of the 2052 Bonds and the 2063 Bonds, the Redemption Price for the 2052 Bonds and the Redemption Price for the 2063 Bonds, in each case, together with accrued interest thereon to but excluding the Redemption Date, shall become due and payable, and on and after the Redemption Date, such 2052 Bonds and 2063 Bonds shall cease to bear interest. Payment of the Redemption Price for, and accrued interest on, the 2052 Bonds and 2063 Bonds will be made on or after the Redemption Date upon presentation and surrender of such bonds to The Bank of New York Mellon, Bondmaster Ops – Syracuse – Vault, 111 Sanders Creek Parkway, East Syracuse, New York 13057.

About Entergy Louisiana

Entergy Louisiana, LLC provides electric service to more than 1 million customers and natural gas service to more than 93,000 customers in the greater Baton Rouge area. It has operations in southern, central and northern Louisiana. Entergy Louisiana is a subsidiary of Entergy Corporation (NYSE: ETR), an integrated energy company engaged primarily in electric power production and retail distribution operations. Entergy owns and operates power plants with approximately 30,000 megawatts of electric generating capacity, including 8,000 megawatts of nuclear power. Entergy delivers electricity to 2.9 million utility customers in Arkansas, Louisiana, Mississippi and Texas. Entergy has annual revenues of approximately $11 billion and approximately 13,600 employees.

entergy.com

facebook.com/Entergy

Twitter: @Entergy

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SOURCE Entergy Corporation

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Danaher To Present At Wolfe Research Healthcare Conference

PR Newswire

WASHINGTON, Nov. 16, 2020 /PRNewswire/ — Danaher Corporation (NYSE: DHR) announced that Executive Vice President and Chief Financial Officer, Matt McGrew, will be presenting at the Wolfe Research Healthcare Conference on Thursday, November 19, 2020 at 12:00 p.m. ET. The audio will be simultaneously webcast on www.danaher.com. 

ABOUT DANAHER
Danaher is a global science and technology innovator committed to helping its customers solve complex challenges and improving quality of life around the world. Its family of world class brands has leadership positions in the demanding and attractive health care, environmental and applied end-markets. With more than 20 operating companies, Danaher’s globally diverse team of more than 67,000 associates is united by a common culture and operating system, the Danaher Business System, and its Shared Purpose, Helping Realize Life’s Potential. For more information, please visit www.danaher.com.

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SOURCE Danaher Corporation

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Remark Holdings Announces Preliminary Third Quarter 2020 Revenue

Revenue Projected to more than Triple in the Third Quarter of 2020 vs. Third Quarter of 2019

Revenue Expected to Double in Q4

PR Newswire

LAS VEGAS, Nov. 16, 2020 /PRNewswire/ — Remark Holdings, Inc. (NASDAQ: MARK), a diversified global technology company with leading artificial intelligence (“AI”) solutions and digital media properties, today announced a preliminary revenue range for its fiscal third quarter ended September 30, 2020.

Management Commentary

“The third quarter of 2020 was highlighted by an estimated sequential quarter over quarter doubling of revenue from China as the country emerged from post-COVID-19 lock-downs. We were able to restart certain projects, including the conversion of bank and mobile retail outlets to smart stores, and smart school safety installations at primary schools in several Provinces of China. We anticipate another doubling of revenue from China in our fourth quarter,” noted Kai-Shing Tao, Chairman and Chief Executive Officer of Remark Holdings. “In the United States, we focused on growing our distribution and channel partnerships for our AI platform, and we expect to close additional deals in the fourth quarter.”

Third Quarter 2020 Business Highlights

  • Smart kiosks were delivered to approximately 200 China Mobile stores in the Hebei Province of China and software installations continued with the goal of having the software queue management system available in 5,000 stores by year’s end. Additional development was done on a smart customer analysis program that will be delivered in 2021. We remain on track to fulfill the initial $50 million China Mobile contract by the end of 2021, and are pursuing additional opportunities with China Mobile’s 220,000 affiliated retail outlets.
  • Smart retail bank branch solutions were delivered to 80 Bank of China branches in Guangdong Province. Additionally, the Agriculture Bank of China and the Construction Bank of China began implementing Remark AI systems, which reflects the initial capture of the $2 billion annual upgrade budget market opportunity as 20,000 branches are scheduled to be upgraded each year.
  • Remark AI was chosen by China Mobile to partner on implementing smart community solutions in the Sichuan Province. The initial phase of this project began in the fourth quarter and we expect to recognize revenue commensurately. There are over 10,000 residential complexes in Sichuan and over 160,000 throughout China, a $70 billion addressable market.
  • Smart school solutions were delivered to approximately 120 new locations during the third quarter. Software upgrades were implemented to improve computer vision, time attendance system, epidemic prevention system and smart energy saving systems. Discussions are underway to expand our sales channel to additional regions in order to compete for the 160,000 schools in major cities.
  • Remark AI’s Thermal Kits were chosen by The Meadows School in Las Vegas, a leading private pre K-12 school in Las Vegas, to help safely welcome back students and the educational staff on campus for the 2020-2021 academic school year. The installations are the first in a United States school system for Remark AI.
  • Remark AI won three out of five championships in the Visual Object Tracking category at the 16th European Conference on Computer Vision.

Third Quarter 2020 Preliminary Revenue Range

The company’s financial statements for the three and nine months ended September 30, 2020 are not yet complete and therefore only the following preliminary revenue estimates are being presented. Given the timing of these estimates, the company has not completed its customary financial closings and review procedures, and as a result its estimates are subject to change.

  • Revenue for the third quarter of 2020 is expected to be in a range of $2.5 million to $2.7 million, up from $0.7 million during the third quarter of 2019.
    • Revenue in China is preliminarily estimated to more than triple to between $2.0 million and $2.2 million as personnel in China were able to continue previously-stalled projects as the country emerged from COVID-19 quarantines which allowed for installations, testing and customization work on several projects.
    • Revenue from the US-based biosafety business is preliminarily projected to be in a range of $0.3 million to $0.5 million as thermal imaging products were delivered to casinos, a school, hotels, medical centers, office buildings, and customers in industries throughout the United States.

The estimated preliminary financial information set forth above has been prepared by, and is the responsibility of, the company’s management. The preliminary estimates are subject to revision as the company finalizes the preparation of its financial statements and disclosures for the three and nine months ended September 30, 2020, and such revisions may be significant. As a result, and in connection with the company’s quarterly closing and review process for the third quarter of 2020, the company may identify items that would require adjustments to the preliminary estimates as set forth above. Accordingly, the final results and other disclosures as of September 30, 2020 and for the three months ended September 30, 2020 may differ materially from the preliminary estimated financial data. The preliminary estimated financial data should not be viewed as a substitute for financial statements prepared in accordance with accounting principles generally accepted in the United States. The company expects to file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 no later than November 23, 2020. The company’s auditors have not audited, reviewed, compiled, or applied agreed-upon procedures with respect to the preliminary estimated financial data set forth above and, therefore, they do not express an opinion or any other form of assurance with respect thereto.

“Our business has gone through a major transformation. We spent the past five years building a robust AI platform that has been recognized as having superior commercial solutions in the areas of computer vision. We spent the past three years working to commercialize the technology with world-class companies such as China Mobile. Now, going into the fourth quarter of 2020 and the first quarter of 2021, we are poised to report significant revenue growth from China while simultaneously addressing large total addressable market opportunities, and signing up new channel partners. Finally, we are confident that we will have the opportunity to monetize our stake in Sharecare which will provide us with ample capital to execute all of our growth opportunities, potentially repurchase shares and maintain a rock-solid balance sheet,” concluded Mr. Tao.

Conference Call Information

Management will hold a conference call this afternoon at 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time) to discuss the preliminary financial results and provide an update on recent business developments. A question and answer session will follow management’s presentation.

The live conference may be accessed via telephone or online webcast.

Date: Monday, November 16, 2020
Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific time)
Toll-Free Number: 888.394.8218
International Number: 323.701.0225
Conference ID: 5959322

Online Webcast: http://public.viavid.com/index.php?id=142405.  

Participants are advised to login for the live webcast 10 minutes prior to the scheduled start time.

A replay of the call will be available after 7:30 p.m. Eastern time on the same day through November 21, 2020.

Toll-Free Replay Number: 844.512.2921
International Replay Number: 412.317.6671
Replay ID: 5959322

About Remark Holdings, Inc.

Remark Holdings, Inc. (NASDAQ: MARK) delivers an integrated suite of AI solutions that enable businesses and organizations to solve problems, reduce risk and deliver positive outcomes. The company’s easy-to-install AI products are being rolled out in a wide range of applications within the retail, public safety and workplace arenas. The company also owns and operates an e-commerce digital media property focused on a luxury beach lifestyle. The company is headquartered in Las Vegas, Nevada, with additional operations in Los Angeles, California and in Beijing, Shanghai, Chengdu and Hangzhou, China. For more information, please visit the company’s website at www.remarkholdings.com.

Forward-Looking Statements

This press release may contain forward-looking statements, including information relating to future events, future financial performance, strategies, expectations, competitive environment and regulation. Words such as “may,” “should,” “could,” “would,” “predicts,” “potential,” “continue,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” and similar expressions, as well as statements in future tense, identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors, including those discussed in Part I, Item 1A. Risk Factors in Remark Holdings’ Annual Report on Form 10-K and Remark Holdings’ other filings with the SEC. Any forward-looking statements reflect Remark Holdings’ current views with respect to future events, are based on assumptions and are subject to risks and uncertainties. Given such uncertainties, you should not place undue reliance on any forward-looking statements, which represent Remark Holdings’ estimates and assumptions only as of the date hereof. Except as required by law, Remark Holdings undertakes no obligation to update or revise publicly any forward-looking statements after the date hereof, whether as a result of new information, future events or otherwise.

Company Contacts

E. Brian Harvey
Senior Vice President of Capital Markets and Investor Relations
Remark Holdings, Inc.
[email protected]
702-701-9514

Fay Tian

Vice President of Investor Relations
[email protected] 
(+1) 626-623-2000
(+86) 13702108000

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SOURCE Remark Holdings, Inc.

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The Shyft Group’s Strobes-R-Us Looks To Fleet Future, Showcases Emerging Upfit Innovations

The Southeast’s preeminent governmental and first response vehicle upfitter, Strobes-R-Us, hosts vehicle upfit seminar and training on November 17 from 10:30 a.m. to 1:30 p.m. and unveils new West Palm Beach facility

PR Newswire

NOVI, Mich., Nov. 16, 2020 /PRNewswire/ — Strobes-R-Us, a go-to-market brand of The Shyft Group’s Fleet Vehicles & Services business unit (NASDAQ: SHYF) (“Shyft” or the “Company”), North America’s leader in specialty vehicle manufacturing, assembly, and upfit for the commercial, retail, and service specialty vehicle markets, is hosting a fleet seminar at its all-new West Palm Beach facility located at 15335 Park of Commerce Blvd, Bldg. 25, Suite 101, Jupiter, FL 33478. The seminar will provide attendees insights and education around private as well as local, state, and federal fleet management best practices and emerging upfit innovations. Proper safety protocols will be enforced; social distancing will be in effect, and masks will be required for all attendees.

The event is the first opportunity for Strobes-R-Us existing and prospective customers to see the new West Palm Beach facility, and gain valuable firsthand information from industry leaders, aftermarket OEM vendors, and Strobes-R-Us team members. In the wake of Strobes-R-Us’ recent launch of its redesigned e-commerce website (www.strobesrus.com), the new location gives customers another avenue for parts ordering, installation, and ongoing service. The new website and fulfillment process will be shared during the seminar.

Also on display at the event will be a service body upfit from The Shyft Group’s DuraMag brand, the company’s most recent acquisition.  Work truck fleet owners and managers will be able to view and demo the all-aluminum eight-foot S-series service body, mounted on a Ford F-350 Super Duty XLT, additionally featuring a Magnum® headache rack and rail kit.

“The open house is an exciting opportunity to showcase both Strobes-R-Us services and products, as well as introduce customers to our brand-new upfit facility,” said Chad Heminover, President, Shyft Fleet Vehicles & Services. “When Strobes-R-Us joined The Shyft Group two years ago, we knew their reputation in the industry was unparalleled, and they were on a growth trajectory. Demand and offerings for municipal and specialty vehicle upfits have only continued to evolve for customers. Now with more great product offerings, our new ecommerce site and new facility—our second in Florida—and the best and most detail-oriented team in the market, we are well positioned for continued growth.”

With more than 20 years of industry experience, Strobes-R-Us is a premier provider of upfit products and services for government and non-government fleet vehicles, including first responder, municipal vehicles, and other specialty service segments.

Representatives from vendors including Whelen, Havis, Pro-Gard, Motorola, Enterprise Fleet, Graphic Designs International, Ranger Design, WatchGuard, General Motors, and Chrysler will be onsite to engage with attendees and showcase new designs and products.

An enhanced online experience for customers, including an investment in ecommerce platforms, is one more element of The Shyft Group’s strategic and continued growth plan. This past June, the company—formerly known as Spartan Motors, Inc.—rebranded to The Shyft Group to be more reflective of its next phase of business transformation focused on high-growth commercial, retail, and service specialty vehicle markets, and to follow the divestiture of its Emergency Response business. The name represents speed, efficiency, agility, and a high-intensity approach, which corresponds with the company’s pivot in market focus and the forward momentum garnered in the work truck, specialty service, and delivery vehicle markets. The Company reported sales of $757 million in 2019 from continued operations.

For more information, please visit strobesrus.com.

About Strobes-R-Us and The Shyft Group
Strobes-R-Us is part of The Shyft Group family of brands. The Shyft Group is the North American leader in specialty vehicle manufacturing, assembly, and upfit for the commercial, retail, and service specialty vehicle markets. Customers include first-to-last mile delivery companies across vocations, federal, state, and local government entities; the trades; and utility and infrastructure segments. The Shyft Group is organized into two core business units—Shyft Fleet Vehicles and Services and Shyft Specialty Vehicles—and today, the entire family of brands includes Utilimaster, Royal Truck Body, DuraMag, Magnum, Strobes-R-Us, Spartan RV Chassis, Builtmore Contract manufacturing, and corresponding aftermarket provisions. The Shyft Group and its go-to-market brands are well known in their respective industries for quality, durability, and first-to-market innovation. The Company employs approximately 2,900 associates across campuses, and operates facilities in Michigan, Indiana, Maine, Pennsylvania, South Carolina, Florida, Missouri, California, Arizona, Texas, and Saltillo, Mexico. The Company reported sales from continuing operations of $757 million in 2019. Learn more about The Shyft Group at www.TheShyftGroup.com.

CONTACT: 

Media:
Samara Hamilton                           
Vice President, Marketing and Communications                             
The Shyft Group            
[email protected]
(517) 997-3860

Sawyer Lipari

Senior Director
Lambert & Co.
[email protected]
313.309.9551

Investors:
Juris Pagrabs
Group Treasurer, Director of Investor Relations
The Shyft Group
[email protected]
(517) 997-3862

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SOURCE The Shyft Group

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Triple-S Management Corporation to Present at the Stephens Annual Investment Conference 2020

PR Newswire

SAN JUAN, Puerto Rico, Nov. 16, 2020 /PRNewswire/ — Triple-S Management Corporation (NYSE: GTS) today announced that President and Chief Executive Officer Roberto García-Rodríguez, and EVP and Chief Financial Officer Juan José Román-Jiménez, will present at the Stephens Annual Investment Conference 2020 on Thursday, November 19, 2020 via live webcast.  The presentation will begin at 1:00 PM Eastern Time.

Investors and interested parties may listen to the webcast of the presentation by visiting the Company’s investor relations website at www.triplesmanagement.com under the “News and Events” section at the appropriate time. A replay of the presentation will be available on the website following the conference.


About Triple-S Management Corporation 

Triple-S Management Corporation is a healthcare company and one of the top players in the Puerto Rico healthcare industry, with over 60 years of experience as the premier brand serving more people through the most attractive provider networks on the island.  We have the exclusive right to use the Blue Cross Blue Shield name and mark throughout Puerto Rico, the U.S. Virgin Islands, Costa Rica, the British Virgin Islands and Anguilla, and we offer a broad portfolio of managed care and related products in the Commercial, Medicare Advantage and Medicaid markets. Triple-S is also a well-known brand in the life insurance and property and casualty insurance markets in Puerto Rico, with strong customer relationships and a significant market share. For more information about Triple-S Management, visit www.triplesmanagement.com or contact [email protected]. 


FOR FURTHER INFORMATION:


AT THE COMPANY:


INVESTOR RELATIONS:

Juan José Román-Jiménez

Mr. Garrett Edson

EVP and Chief Financial Officer

ICR

(787) 749-4949

(787) 792-6488

 

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SOURCE Triple-S Management Corporation

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ONEOK to Participate in RBC Capital Markets Midstream and Energy Infrastructure Virtual Conference

PR Newswire

TULSA, Okla., Nov. 16, 2020 /PRNewswire/ — ONEOK, Inc. (NYSE: OKE) will participate in the RBC Capital Markets Midstream and Energy Infrastructure Virtual Conference on Nov. 18, 2020.

ONEOK’s latest investor materials are available at www.oneok.com.

ONEOK, Inc. (pronounced ONE-OAK) (NYSE: OKE) is a leading midstream service provider and owner of one of the nation’s premier natural gas liquids (NGL) systems, connecting NGL supply in the Rocky Mountain, Mid-Continent and Permian regions with key market centers and an extensive network of natural gas gathering, processing, storage and transportation assets.

ONEOK is a FORTUNE 500 company and is included in the S&P 500.

For information about ONEOK, visit the website: www.oneok.com.

For the latest news about ONEOK, find us on LinkedIn, Instagram, Facebook and Twitter.


Analyst Contact:


Megan Patterson


918-561-5325


Media Contact:


Brad Borror


918-588-7582 

 

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SOURCE ONEOK, Inc.

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Proteostasis Therapeutics Reports Third Quarter 2020 Financial Results

PR Newswire

BOSTON, Nov. 16, 2020 /PRNewswire/ — Proteostasis Therapeutics, Inc. (Nasdaq:PTI), a clinical stage biopharmaceutical company, today announced financial results for the third quarter ended September 30, 2020.

In August 2020, Proteostasis and Yumanity Therapeutics, Inc. (“Yumanity”), announced the two companies had entered into a definitive merger agreement. If the merger is completed, Yumanity will become a wholly-owned subsidiary of Proteostasis, and the current stockholders of Yumanity will become the majority owners of Proteostasis’ outstanding common stock. Completion of the merger is subject to the satisfaction of certain closing conditions, including approval of the transaction by Proteostasis’ and Yumanity’s stockholders. Upon the satisfaction or waiver of the terms and conditions required under the merger agreement, including receiving the requisite stockholder approvals, the combined company is expected to operate under the name Yumanity Therapeutics, Inc. and trade on the Nasdaq Capital Market under the ticker symbol “YMTX”.  The transaction is expected to close in the fourth quarter of 2020, subject to approvals by stockholders of each company and other customary closing conditions.

Third Quarter 2020 Financial Results

Proteostasis reported a net loss of approximately $8.2 million for the three months ended September 30, 2020, as compared to a net loss of $12.8 million for the same period in the prior year.

Proteostasis recorded no revenue in the three months ended September 30, 2020 and 2019.

Research and development expenses for the three months ended September 30, 2020 were $1.2 million, as compared to $10.1 million for the same period in the prior year. The decrease in research and development expenses for the three months ended September 30, 2020 compared to the three months ended September 30, 2019 was primarily due to a decrease in clinical-related research activities.

General and administrative expenses for the three months ended September 30, 2020 were $4.5 million, as compared to $3.2 million for the same period in the prior year. The increase in general and administrative expenses for three months ended September 30, 2020 compared to September 30, 2019 was due primarily to an increase in professional fees in connection with the proposed merger with Yumanity Therapeutics.

Restructuring costs were $2.4 million for the three months ended September 30, 2020, consisting primarily of severance-related costs associated with a reduction in force undertaken in connection with the proposed merger with Yumanity Therapeutics. There were no restructuring costs for the three months ended September 30, 2019.

Cash, cash equivalents and short-term investments totaled $40.8 million as of September 30, 2020, compared to $69.5 million as of December 31, 2019. Proteostasis believes that its existing cash, cash equivalents and short-term investments are sufficient to fund its operations for at least 12 months from the date that its consolidated financial statements are issued and through the completion of the proposed merger with Yumanity Therapeutics.

About Proteostasis Therapeutics, Inc.

Proteostasis Therapeutics, Inc. is a clinical stage biopharmaceutical company headquartered in Boston, MA. For more information, visit www.proteostasis.com.

Additional Information about the Merger and Where to Find It

This communication may be deemed to be solicitation material in respect of the proposed transaction between PTI, Yumanity Holdings, LLC (“Holdings”) and Yumanity. On September 23, 2020, Proteostasis filed a Registration Statement on Form S-4 (the “Form S-4”) with the SEC, which included a preliminary proxy statement/prospectus/information statement. Proteostasis filed Amendment No. 1 to the Form S-4 with the SEC on October 28, 2020. Proteostasis filed Amendment No. 2 to the Form S-4 with the SEC on November 6, 2020. The definitive proxy statement/prospectus/information statement was filed with the SEC on November 12, 2020 and mailed to the stockholders of Yumanity and Proteostasis. Each party may file other documents with the SEC in connection with the proposed merger. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THESE MATERIALS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT PROTEOSTASIS, YUMANITY, THE PROPOSED MERGER AND RELATED MATTERS. Investors and security holders may obtain free copies of the proxy statement/prospectus/information statement and any other documents filed with the SEC on Proteostasis’ website at http://www.proteostasis.com, by contacting Proteostasis’ Investor Relations at (617)-225-0096 or the SEC’s website at www.sec.gov. Investors and security holders are urged to read the proxy statement, prospectus and other relevant materials when they become available before making any voting or investment decision with respect to the proposed merger.

Non-Solicitation

This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Participants in the Solicitation

Proteostasis and its directors and executive officers, Holdings and its directors and executive officers, and Yumanity and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Proteostasis in connection with the proposed transaction. Information about the executive officers and directors of Proteostasis and Yumanity is included in the proxy statement/prospectus/information statement referred to above. Additional information regarding the directors and executive officers of PTI is set forth in PTI’s Definitive Proxy Statement on Schedule 14A relating to the 2020 Annual Meeting of Stockholders, filed with the SEC on April 29, 2020. These documents are available free of charge from the sources indicated above.

Forward-Looking Statements

This press release contains forward-looking statements (including within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended) including but not limited to statements regarding the proposed merger between Proteostasis and Yumanity; the likelihood of the satisfaction of certain conditions to the completion of the merger including stockholder approvals and whether and when the merger will be consummated; and Proteostasis’ cash runway. These statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, or otherwise, based on current beliefs of the management of Proteostasis, as well as assumptions made by, and information currently available to, management. Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “may,” “will,” “should,” “would,” “expect,” “anticipate,” “plan,” “likely,” “believe,” “estimate,” “project,” “intend,” and other similar expressions. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: the risk that the conditions to the closing of the proposed merger are not satisfied, including the failure to obtain stockholder approval for the proposed merger in a timely manner or at all; uncertainties as to the timing of the consummation of the proposed merger and the ability of each of Proteostasis and Yumanity to consummate the merger; risks related to Proteostasis’ ability to correctly estimate and manage its operating expenses and its expenses associated with the proposed merger pending closing; risks related to Proteostasis’ continued listing on the Nasdaq Global Market until closing of the proposed merger; risks related to the failure or delay in obtaining required approvals from any governmental or quasi-governmental entity necessary to consummate the proposed merger; the risk that as a result of adjustments to the exchange ratio, Proteostasis stockholders or Yumanity stockholders could own more or less of the combined company than is currently anticipated; risks related to the market price of Proteostasis Common Stock relative to the exchange ratio; the risk that the conditions to payment under the contingent value rights will be not be met and that the contingent value rights may otherwise never deliver any value to Proteostasis stockholders; risks associated with the possible failure to realize certain anticipated benefits of the proposed merger, including with respect to future financial and operating results; the ability of Proteostasis or Yumanity to protect their respective intellectual property rights; competitive responses to the merger and changes in expected or existing competition; unexpected costs, charges or expenses resulting from the proposed merger; potential adverse reactions or changes to business relationships resulting from the announcement or completion of the proposed merger; the success and timing of regulatory submissions and pre-clinical and clinical trials; regulatory requirements or developments; changes to clinical trial designs and regulatory pathways; changes in capital resource requirements; risks related to the inability of the combined company to obtain sufficient additional capital to continue to advance its product candidates and its preclinical programs; and legislative, regulatory, political and economic developments. These and other risks and uncertainties are more fully described in periodic filings with the SEC, including the factors described in the section titled “Risk Factors” in the Proteostasis’ Annual Report on Form 10-K for the year ended December 31, 2019 filed with the Securities and Exchange Commission on March 10, 2020, as updated by the Company’s subsequent filings , and in other filings that Proteostasis makes and will make with the SEC in connection with the proposed merger. Proteostasis can give no assurance that the conditions to the merger will be satisfied. You should not place undue reliance on these forward-looking statements, which are made only as of the date hereof or as of the dates indicated in the forward-looking statements. Proteostasis expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based.


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


(In thousands, except share and per share amounts)


(Unaudited)


Three Months Ended September 30,


Nine Months Ended September 30,


2020


2019


2020


2019

Revenue

$              –

$                –

$              –

$        5,000

Operating expenses:

Research and development

1,240

10,145

12,342

43,217

General and administrative

4,536

3,154

12,489

10,781

Restructuring costs

2,401

—

2,401

—

Total operating expenses

8,177

13,299

27,232

53,998

Loss from operations

(8,177)

(13,299)

(27,232)

(48,998)

Interest income

8

224

269

879

Interest Expense

(4)

—

(13)

—

Other income, net

4

242

36

850

Net loss

$      (8,169)

$    (12,833)

$    (26,940)

$    (47,269)

Net loss per share—basic and diluted

$        (0.16)

$        (0.25)

$        (0.52)

$        (0.93)

Weighted average common shares outstanding—basic and diluted

52,177,557

51,099,307

52,157,355

51,058,339

 


CONDENSED CONSOLIDATED BALANCE SHEET DATA


(In thousands)


(Unaudited)


September 30,


December 31,


2020


2019

Cash, cash equivalents and short-term investments

$          40,752

$         69,467

Total assets

54,351

84,724

Total liabilities

17,264

22,346

Total stockholders’ equity

37,087

62,378

CONTACTS:

Investors:

David Pitts / Claudia Styslinger
Argot Partners
212.600.1902
[email protected] / [email protected] 

Media:

David Rosen

Argot Partners
212.600.1902
[email protected] 

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SOURCE Proteostasis Therapeutics, Inc.

Posted on

Ardmore Shipping to Present at Sidoti & Company Virtual Conference

PR Newswire

HAMILTON, Bermuda, Nov. 16, 2020 /PRNewswire/ — Ardmore Shipping Corporation (NYSE: ASC) (“Ardmore” or the “Company”) today announced that the Company’s Chief Financial Officer, Paul Tivnan, is scheduled to present at the Sidoti & Company Virtual Conference on Thursday, November 19, 2020 at 8:30 a.m. Eastern Time.

A live webcast of the presentation and slides will be available in the Investor Relations section of Ardmore Shipping Corporation’s website: www.ardmoreshipping.com.

About Ardmore Shipping Corporation:

Ardmore owns and operates a fleet of MR product and chemical tankers ranging from 25,000 to 50,000 deadweight tonnes. Ardmore provides seaborne transportation of petroleum products and chemicals worldwide to oil majors, national oil companies, oil and chemical traders, and chemical companies, with its modern, fuel-efficient fleet of mid-size tankers.

Ardmore’s core strategy is to continue to develop a modern, high-quality fleet of product and chemical tankers, build key long-term commercial relationships and maintain its cost advantage in assets, operations and overhead, while creating synergies and economies of scale as the Company grows. Ardmore provides its services to customers through voyage charters, commercial pools, and time charters, and enjoys close working relationships with key commercial and technical management partners.

Investor Relations Enquiries:

Mr. Leon Berman
The IGB Group
45 Broadway, Suite 1150
New York, NY 10006
Tel: 212-477-8438
Fax: 212-477-8636
Email: [email protected]

Or

Mr. Bryan Degnan
The IGB Group
Tel: 646-673-9701
Email: [email protected]

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SOURCE Ardmore Shipping Corporation

Posted on

Rocket Companies to Participate in Citi Financial Technology Virtual Conference

PR Newswire

DETROIT, Nov. 16, 2020 /PRNewswire/ — Rocket Companies, Inc. (NYSE: RKT) (“Rocket Companies” or the “Company”), a Detroit-based holding company consisting of tech-driven real estate, mortgage and financial services businesses – including Rocket Mortgage, Rocket Homes and Rocket Auto – today announced that Chief Executive Officer Jay Farner will participate in a fireside chat as part of Citi’s 2020 Financial Technology Virtual Conference beginning at 1:30 PM Eastern Time on Tuesday, November 17, 2020.

A live webcast of the event will be available online at ir.rocketcompanies.com, or by navigating to https://kvgo.com/citifintech/rocket-companies-november-2020. A replay of the webcast will be available on the Investor Relations section of the Company’s website for one year within 24 hours of the conclusion of the event.

Statements made during the webcast may include forward-looking statements about Rocket Companies. The webcast may also include information about the Company’s financial results, operations, and outlook.

About Rocket Companies
Rocket Companies is a Detroit-based holding company consisting of personal finance and consumer service brands including Rocket Mortgage, Rocket Homes, Rocket Loans, Rocket Auto, Rock Central, Amrock, Core Digital Media, Rock Connections, Lendesk and Edison Financial. Since 1985, Rocket Companies has been obsessed with helping its clients achieve the American dream of home ownership and financial freedom. Rocket Companies offers an industry-leading client experience powered by our simple, fast, and trusted digital solutions. Rocket Companies has 22,000 team members across the United States. Its flagship company, Rocket Mortgage, has been named to Fortune magazine’s list of “100 Best Companies to Work For” for 17 consecutive years. for more information, please visit our Corporate Website, Investor Relations Website, Twitter page, and our LinkedIn page.

Forward Looking Statements
Some of the statements contained in this document are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are generally identified by the use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other various or comparable terminology. These forward-looking statements reflect our views with respect to future events as of the date of this document and are based on our management’s current expectations, estimates, forecasts, projections, assumptions, beliefs and information. Although management believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. All such forward-looking statements are subject to risks and uncertainties, many of which are outside of our control, and could cause future events or results to be materially different from those stated or implied in this document. It is not possible to predict or identify all such risks. These risks include, but are not limited to, the risk factors that are described under the section titled “Risk Factors” in our Quarterly Report on Form 10-Q, Current Reports on Form 8-K, and other filings with the Securities and Exchange Commission. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document and in our SEC filings. We expressly disclaim any obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.

Investor Relations Contacts:

Jason McGruder or John Shallcross
[email protected] 
(313) 373-7990

Media Contact:

Aaron Emerson

[email protected] 
(313) 373-3035

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SOURCE Rocket Companies, Inc.