IIROC Trading Halt – SMAR.P

Canada NewsWire

VANCOUVER, BC, Nov. 16, 2020 /CNW/ – The following issues have been halted by IIROC:

Company: Smartset Services Inc.

TSX-Venture Symbol: SMAR.P 

All Issues: Yes

Reason: Failure to Complete a Qualifying Transaction within 24 Months Of Listing

Halt Time (ET): 7:45 AM

IIROC can make a decision to impose a temporary suspension (halt) of trading in a security of a publicly-listed company. Trading halts are implemented to ensure a fair and orderly market. IIROC is the national self-regulatory organization which oversees all investment dealers and trading activity on debt and equity marketplaces in Canada.

SOURCE Investment Industry Regulatory Organization of Canada (IIROC) – Halts/Resumptions

Hammer Fiber Optics Holdings Corp Announces Results for Year Ended July 31, 2020

NEW YORK, Nov. 16, 2020 (GLOBE NEWSWIRE) — Hammer Fiber Optics Holdings Corp (OTCQB: HMMR) announced operating and financial results for the fiscal year ended July 31, 2020. “During this fiscal year Hammer continued to evolve its operations in support of its Everything Wireless strategy,” said Erik Levitt, Hammer’s CEO. “As we move into the new year more of our revenues will be derived from our Over-the-Top applications, such as SMS and HammerCall, as well as our Fixed Wireless business unit, beginning with our network in Huntsville, AL.”

Key results include:

  • Total revenues for the fiscal year from the remaining ongoing operations decreased to $1,781,139 from $2,179,152. This decrease was primarily due to the discontinuation of Endstream Communications’ toll free termination business. Some of those losses were replaced by revenues from messaging services.
  • Although operating loss adjusted for the remaining ongoing business increased to $277,665 from $137,459, operating loss year over year decreased from $468,366 from the prior year reported 10-K, a decrease of 40.71%. This loss was primarily due to the discontinuation of Endstream Communication’s toll free termination business, and we anticipate the losses will be substantially offset by the SMS services business on a forward-looking basis.
  • Hammer reduced its operating costs by discontinuing its Open Data Centers colocation business. These cost reductions are expected to produce a material impact in the first quarter of 2020, ended October 31, 2020.
  • Construction has begun on the new fixed wireless network in Huntsville, AL.
  • Hammer expanded its US SMS network with presence in Mississippi, Alabama, Texas, New York, New Jersey and other states across the country while simultaneous increasing messaging revenues.
  • Hammer completed the alpha phase of its HammerCall conferencing and collaboration application.

A further update on our operations will be available via a HammerLive broadcast viewable online at https://hammercorp.info/hammerlive/ .

About Hammer

Hammer Fiber Optics Holdings Corp. (OTCQB:HMMR) is a telecommunications company investing in the future of wireless technology. Hammer’s “Everything Wireless” go to market strategy includes the development of high-speed fixed wireless service for residential and small businesses using its wireless fiber platform, Hammer Wireless® AIR, Over-the-Top services such as voice, SMS and video collaboration services, the construction of smart city networks and hosting services including cloud and colocation. For more information contact our Investor Relations Team at info@hammerfiber.com.



Windtree Therapeutics Reports Third Quarter 2020 Financial Results and Provides Key Business Updates

PR Newswire

WARRINGTON, Pa., Nov. 16, 2020 /PRNewswire/ — Windtree Therapeutics, Inc. (NasdaqCM: WINT), a biotechnology and medical device company focused on advancing multiple late-stage interventions for acute cardiovascular and pulmonary disorders, today reported financial results for the third quarter ended September 30, 2020 and provided key business updates.


Key Business and Financial Updates

  • Announced the dosing of the first patient in the Company’s Phase 2 study of istaroxime for the acute treatment of early cardiogenic shock. The Phase 2 study is an international, randomized, double blind, placebo controlled study to assess the effect of istaroxime in patients with early cardiogenic shock due to heart failure. This study will include 60 patients (30 assigned to istaroxime and 30 assigned to placebo) receiving study drug infusion over 24 hours. The primary endpoint is the change in systolic blood pressure over six hours after initiating the infusion. Secondary endpoints will include characterization of blood pressure changes over 24 hours, the number of patients requiring rescue therapy (vasopressors, inotropes or mechanical devices), assessment of renal function and measures associated with safety and tolerability.
  • Announced U.S. Food and Drug Administration (FDA) acceptance of an Investigational New Drug application for a Phase 2 clinical trial studying lyophilized lucinactant, its synthetic KL4 surfactant, in COVID-19 associated lung injury and acute respiratory distress syndrome (ARDS) patients. The initial study will evaluate changes in physiological parameters in patients who are intubated and mechanically ventilated for COVID-19 associated lung injury and ARDS. The study will evaluate the dosing regimen, tolerability, and functional changes in gas exchange and lung compliance after KL4 surfactant administration. The Company plans to enroll up to 20 patients with COVID-19 and ARDS who are on mechanical ventilation, from 4 to 5 U.S. sites beginning in the fourth quarter with results expected in one to two quarters.
  • With Windtree focused on KL4 surfactant development in COVID-19 lung Injury, it has been decided Lee’s Pharmaceutical (HK) (the license partner for KL4 surfactant in Asia) will execute the AEROSURF bridge study in premature infants with respiratory distress syndrome (RDS) within its licensed territory. Lee’s will continue to fund clinical development of Aerosurf with Windtree providing technical support.
  • Presented a corporate overview at the virtual H.C. Wainwright 22nd Annual Global Investment Conference in September.

“Windtree has made significant progress on advancing our clinical and regulatory goals over the past quarter,” said Craig Fraser, president, and chief executive officer of Windtree. “With the IND acceptance by the FDA, we expect to start our clinical trial for the treatment of COVID-19 associated lung injury in the next several weeks. We are working with top institutions and investigators and both interest and urgency for the study has only increased given the recent surge in COVID-19 rates and the further understanding of the harmful impact of the virus on these patients’ lungs. In the third quarter we were also pleased to start dosing in our Phase 2 trial of istaroxime for the treatment of early cardiogenic shock in heart failure patients and will continue to work to expand sites to ramp enrollment for this trial globally. We continue to focus on the successful execution of our planned upcoming milestones this quarter, and anticipate 2021 to be another meaningful year with important milestones and pipeline progress including the planned start of the next acute heart failure study with istaroxime.”


Select Financial Results for the Third Quarter ended September 30, 2020

For the third quarter ended September 30, 2020, the Company reported an operating loss of $8.7 million, compared to an operating loss of $7.2 million in the third quarter of 2019.

Research and development expenses were $3.9 million for the third quarter of 2020, compared to $3.8 million for the third quarter of 2019. The increase in research and development expenses is primarily due to increases in clinical program costs.

General and administrative expenses for the third quarter of 2020 were $4.8 million, compared to $3.4 million for the third quarter of 2019. The increase in general and administrative expenses is primarily due to an increase in professional fees and $0.9 million in severance costs associated with the departure of two executives during the third quarter of 2020.

The Company reported a net loss of $9.0 million ($0.54 per basic share) on 16.6 million weighted-average common shares outstanding for the quarter ended September 30, 2020, compared to a net loss of $7.1 million ($0.66 per basic share) on 10.7 million weighted average common shares outstanding for the comparable period in 2019.

As of September 30, 2020, the Company reported cash and cash equivalents of $22.4 million which is expected to be sufficient to fund operations through at least the next twelve months. 

Readers are referred to, and encouraged to read in its entirety, the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, which will be filed with the Securities and Exchange Commission on November 16, 2020, which includes detailed discussions about the Company’s business plans and operations, financial condition and results of operations.

About Windtree Therapeutics
Windtree Therapeutics, Inc. is advancing multiple late-stage interventions for acute cardiovascular and pulmonary disorders to treat patients in moments of crisis. Using new clinical approaches, Windtree is developing a multi-asset franchise anchored around compounds with an ability to activate SERCA2a, with lead candidate istaroxime being developed as a first-in-class treatment for acute heart failure and early cardiogenic shock in heart failure. Windtree has also focused on developing AEROSURF® as a non-invasive surfactant treatment for premature infants with respiratory distress syndrome, and is facilitating transfer of clinical development of AEROSURF® to its licensee in Asia, Lee’s HK, while Windtree evaluates other uses for its synthetic KL4 surfactant for the treatment of acute pulmonary conditions including lung injury due to COVID-19 infection. Also in its portfolio is rostafuroxin, a novel precision drug product targeting hypertensive patients with certain genetic profiles.

For more information, please visit the Company’s website at www.windtreetx.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. The Company may, in some cases, use terms such as “predicts,” “believes,” “potential,” “proposed,” “continue,” “estimates,” “anticipates,” “expects,” “plans,” “intends,” “may,” “could,” “might,” “will,” “should” or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. Such statements are based on information available to the Company as of the date of this press release and are subject to numerous important factors, risks and uncertainties that may cause actual events or results to differ materially from the Company’s current expectations. Examples of such risks and uncertainties include: risks and uncertainties associated with the ongoing economic and social consequences of the COVID-19 pandemic, including any adverse impact on the Company’s clinical trials or disruption in supply chain; the success and advancement of the clinical development programs for istaroxime, AEROSURF®, KL4 surfactant and the Company’s other product candidates; the Company’s ability to secure significant additional capital as and when needed; the Company’s ability to access the debt or equity markets; the Company’s ability to manage costs and execute on its operational and budget plans; the results, cost and timing of the Company’s clinical development programs, including any delays to such clinical trials relating to enrollment or site initiation; risks related to technology transfers to contract manufacturers and manufacturing development activities; delays encountered by the Company, contract manufacturers or suppliers in manufacturing drug products, drug substances, aerosol delivery systems (ADS) and other materials on a timely basis and in sufficient amounts; risks relating to rigorous regulatory requirements, including that: (i) the FDA or other regulatory authorities may not agree with the Company on matters raised during regulatory reviews, may require significant additional activities, or may not accept or may withhold or delay consideration of applications, or may not approve or may limit approval of the Company’s product candidates, and (ii) changes in the national or international political and regulatory environment may make it more difficult to gain regulatory approvals and risks related to the Company’s efforts to maintain and protect the patents and licenses related to its product candidates; risks related to the size and growth potential of the markets for the Company’s product candidates, and the Company’s ability to service those markets; the Company’s ability to develop sales and marketing capabilities, whether alone or with potential future collaborators; and the rate and degree of market acceptance of the Company’s product candidates, if approved. These and other risks are described in the Company’s periodic reports, including the annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, filed with or furnished to the Securities and Exchange Commission and available at www.sec.gov. Any forward-looking statements that the Company makes in this press release speak only as of the date of this press release. The Company assumes no obligation to update forward-looking statements whether as a result of new information, future events or otherwise, after the date of this press release
.


Condensed Consolidated Balance Sheets


(in thousands, except share and per share data)


September
30, 2020


December
31, 2019

Unaudited


ASSETS

Current Assets:

Cash and cash equivalents

$

22,356

$

22,578

Prepaid expenses and other current assets

1,692

1,283

Total current assets

24,048

23,861

Property and equipment, net

702

798

Restricted cash

154

154

Operating lease right-of-use assets

855

1,390

Intangible assets

77,090

77,090

Goodwill

15,682

15,682

Total assets

$

118,531

$

118,975


LIABILITIES & STOCKHOLDERS’ EQUITY

Current Liabilities:

Accounts payable

$

726

$

1,708

Collaboration and device development payable, net

1,972

Accrued expenses

4,279

3,226

Operating lease liabilities – current portion

605

750

Loans payable – current portion

704

161

Total current liabilities

6,314

7,817

Operating lease liabilities – non-current portion

358

794

Loans payable – non-current portion

2,364

4,608

Restructured debt liability – contingent milestone payments

15,000

15,000

Other liabilities

2,400

Deferred tax liabilities

16,370

15,821

Total liabilities

42,806

44,040

Stockholders’ Equity:

Preferred stock, $0.001 par value; 5,000,000 shares authorized; 0 shares issued and outstanding at September 30, 2020 and December 31, 2019

Common stock, $0.001 par value; 120,000,000 shares authorized at September 30, 2020 and December 31, 2019; 16,921,506 and 13,697,419 shares issued at September 30, 2020 and December 31, 2019, respectively; 16,921,482 and 13,697,395 shares outstanding at September 30, 2020 and December 31, 2019, respectively

17

14

Additional paid-in capital

788,996

763,097

Accumulated deficit

(710,234)

(685,122)

Treasury stock (at cost); 24 shares

(3,054)

(3,054)

Total stockholders’ equity

75,725

74,935

Total liabilities & stockholders’ equity

$

118,531

$

118,975

 


Condensed Consolidated Statements of Operations

(Unaudited)


(in thousands, except per share data)


Three Months Ended


Nine Months Ended


September 30,


September 30,


2020


2019


2020


2019

Revenues:

License revenue with affiliate

$

$

$

$

198

Total revenues

198

Expenses:

Research and development

3,882

3,792

11,838

10,547

General and administrative

4,823

3,395

11,518

9,990

Total operating expenses

8,705

7,187

23,356

20,537

Operating loss

(8,705)

(7,187)

(23,356)

(20,339)

Other (expense) income:

Interest income

21

25

115

124

Interest expense

(46)

(105)

(121)

(358)

Other (expense) income, net

(290)

141

(1,750)

473

Total other (expense) income, net

(315)

61

(1,756)

239

Net loss

$

(9,020)

$

(7,126)

$

(25,112)

$

(20,100)

Net loss per common share

Basic and diluted

$

(0.54)

$

(0.66)

$

(1.65)

$

(1.87)

Weighted average number of common shares outstanding

Basic and diluted

16,579

10,730

15,228

10,724

 

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/windtree-therapeutics-reports-third-quarter-2020-financial-results-and-provides-key-business-updates-301173301.html

SOURCE Windtree Therapeutics, Inc.

Juggernaut Receives Permit for Goldstandard Discovery

VANCOUVER, British Columbia, Nov. 16, 2020 (GLOBE NEWSWIRE) — Juggernaut Exploration Ltd. (TSX-V: JUGR) (OTCQB: JUGRF) (FSE: 4JE) (the “Company” or “Juggernaut”)  is pleased to report it has received its five year advanced exploration permit for drilling its 100% controlled Goldstandard property.  The property contains multiple extensive newly discovered outcropping orogenic gold veins including the Goldzilla vein that measures up to 20 meters wide and has been traced at surface for 938 meters along strike with 300 meters of vertical relief and remains open to the southeast. The fully funded inaugural drilling will focus on the Godzilla Hinge Zone that is part of the large-scale Goldzilla orogenic vein system where channel cut assayed up to 6.00 g/t AuEq (gold equivalent) over 12 metres including 5 metres of 13.03 g/t AuEq true width.  

The planned inaugural drill program will be designed to test the Goldzilla hinge zone both along strike and to depth. The discovery zones are located in alpine areas of recently exposed bedrock due to glacial and snowpack abatement. The Goldzilla Zone is an original new orogenic gold discovery located in a world-class geological setting (high strain zone) that remains largely unexplored, providing tremendous additional untapped gold potential. This discovery has already garnered the attention of the miners and institutions alike, further demonstrating the potential of the Goldstandard property and surrounding area to evolve into a new orogenic gold camp. Approximately 67 % of Canadian gold production comes from this world class geologic setting.(Link to Video)

The company also successfully completed a property wide LiDAR and orthophoto survey in Sept 2020 covering both its Goldstandard and Goldstar properties located in the same area. This data will used to assist in future exploration on both properties.

The Goldstandard property is located in the Central Coastal region of British Columbia Canada, only 4km from major infrastructure and 1km to tidewater and logging roads, providing excellent, cost-effective exploration.

GOLDZILLA HINGE ZONE

Detailed mapping and surface sampling, identified a 100m by up to 20m wide hinge zone containing high grade gold mineralization of up to 6.00 g/t AuEq over 12m including 5m of 13.03 g/t AuEq and 1m of 31.66 AuEq(schematic of hinge zone). This hinge zone is part of the large-scale Goldzilla orogenic system that is traced on surface for 938m with 320m of vertical relief and remains open (hinge zone Image)

The Goldzilla hinge zone planned inaugural drill program will target the high grade gold mineralization discovered at surface and trace it to depth. Drilling will be designed to unlock the full potential of this newly discovered high-grade orogenic vein system and to understand the relationship between the multiple other newly discovered large en-echelon gold bearing orogenic veins at depth.

HIGHLIGHTS OF OTHER OROGENIC VEINS ON GOLD STANDARD:

  • The Leviathan Vein: has been traced on surface for 500 m with 50 m of vertical relief and remains open. Channel sampling from 2019 returned grades of up to 3.65g/t AuEq over 3 m including 10.55g/t AuEq over 1 m true width. (Leviathan Video) (Leviathan Schematic)

  • The Kraken Vein: has been traced on surface for 1000m with 520 m of vertical relief and remains open. Channel samples from 2019 returned grades of 29.48g/t AuEq over 0.7 m and a 1m chip taken 305m along strike grading 6.52g/t Au. (Kraken Video) (Kraken Schematic)

  • The East Vein: is a newly discovered large vein system with grab samples up to 7.22 g/t Au and a 3 m chip sample grading 5.75 g/t Au. The discovery of this vein system has increased the Big Show High Strain zone from 2 km by 1 km to 4.6 km by 1.5 km. (East Vein)

In addition several other en-echelon gold bearing orogenic veins have been found within the Big Show high strain zone that has been expanded in 2019 from 2km by 1km, to 4.5km by 1.5km, containing multiple large en-echelon gold bearing mineralized quartz veins and shear zones. Exploration has further confirmed the extent of gold mineralization within multiple quartz veins and shear zones, within the Big Show high-strain, confirming an extensive orogenic gold system within the property. (link to image)

This mineralized orogenic system is part of a regional high-strain zone, a brittle and ductile, sub-vertical shear zone system that is proximal to the boundary between the Intermontane and Insularsuperterranes, demarked by the Coast shear zone. Localization of high-strain zones within the system are associated with sheeted, oxidized, sulphide-bearing quartz veins and shear zones that have been identified in outcrop with a strike length of 4.6 km and 1.5 km wide, which remains open in all directions. Discrete gold bearing quartz veins and shears trend up to ~1 km in strike with 500m of vertical extent and are up to 15m in width. They host variable amounts of gold mineralization, oxidized pyrite and disseminated pyrite with chalcopyrite.

GEOLOGIC MODEL – NEW OROGENIC GOLD SYSTEM

Exploration programs have confirmed the extent of high grade gold mineralization within multiple quartz veins and shear zones, within the Big Show high-strain zone confirming an extensive orogenic gold system within the Gold Standard property. The prolonged faulting and shearing within this structural corridor on the Gold Standard property provided extensive conduits for mineralizing fluids and favorable sites for mineralization (link to image). Within the Big Show Zone, veins occur in an en-echelon pattern to the regional north-northwest orientation of the major shear zones. These orogenic characteristics are consistent with gold-bearing mineralized veins and shear zones in several mining districts globally.

Orogenic gold systems are often deep rooted and are mined to depths of 1 to 3 kilometres (orogenic Model 1). Approximately 67 % of Canadian gold production comes from this type of geologic setting, with examples including nearby to the south Talisker Resources Bralorne Pioneer camp in British Columbia (4.17 Moz) with depths to 2km, and Couer Mining’s Kensington mine just to the North in Juneau Alaska also including many regions within the Canadian shield including Kirkland Lake (>40 Moz), Timmins (>70 Moz), Val d’Or/Noranda (>69 Moz) and Red Lake gold camps (>29 Moz). These gold deposits typically contain average mining grades of ~5 gpt Au to ~15 gpt Au, similar to what is found at the Gold Standard property. Other orogenic systems are currently being explored such as Great Bear Resources Dixie project that confirm similar grades in drilling (orogenic model 2).

Dan Stuart President and CEO states:

“The Goldstandard property has demonstrated its tremendous gold potential with the discovery of the
Goldzilla
hinge zone and several other high-grade orogenic gold veins. These orogenic gold systems are commonly mined to depths of 1 to 3
kilometres
. This geologic setting and model have proven to host several world-class, high 
grade
, multimillion ounce deposits. Future exploration has excellent potential to expand on these discoveries both along strike and at depth. This project has already garnered the interest of several miners and institutions alike confirming the significance of this discovery. We look forward to the inaugural drill program designed to trace the discovery zone to depth and along strike.”

Qualified Person

Rein Turna, P. Geo. is the qualified person as defined by National Instrument 43-101, for Juggernaut Exploration Ltd., and supervised the preparation of, and has reviewed and approved, the technical information in this release.

Other

All samples were crushed and pulverized at ALS Global ISO 17025:2005 accredited geochemistry lab in North Vancouver, BC. Drill core samples were crushed, split and pulverized to 250 g pulp. The sample pulps were analyzed for gold by fire assay method (Au-AA24) and were also assayed using multi-element aqua regia digestion. Samples were analyzed using ALS assay procedure ME-ICP41m and MS-ICP61m. ME-ICP is an aqua regia (partial) digestion with inductively-coupled plasma (ICP)mass atomic emission spectroscopy (ICP-AES) finish for 36elements. MS-ICP61m is a four acid digestion with ICP mass spectrometry finish for 49 elements. Over-limit samples for copper, lead and zinc were reanalyzed by fire assay with a gravimetric finish (OG46 and OG62). Rigorous procedures are in place regarding sample collection, chain of custody and data entry. QA/QC samples including blanks, standards, and duplicate samples were inserted regularly into the sample sequence.

For more information please contact:

Juggernaut Exploration Ltd.
Dan Stuart
604-559-8028
Director, President and Chief Executive Officer
www.juggernautexploration.com

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

FORWARD LOOKING STATEMENT

Certain disclosure in this release may constitute forward-looking statements that are subject to numerous risks and uncertainties relating to Juggernaut’s operations that may cause future results to differ materially from those expressed or implied by those forward-looking statements, including its ability to complete the contemplated private placement. Readers are cautioned not to place undue reliance on these statements. NOT FOR DISSEMINATION IN THE UNITED STATES OR TO U.S. PERSONS OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR AN INVITATION TO PURCHASE ANY SECURITIES DESCRIBED IN IT.



Deutsche Bank appointed as depositary bank for the sponsored Level 1 American Depositary Receipt program of Ecofibre Limited

Deutsche Bank appointed as depositary bank for the sponsored Level 1 American Depositary Receipt program of Ecofibre Limited

NEW YORK–(BUSINESS WIRE)–
Deutsche Bank announced today its appointment as depositary bank for the sponsored Level 1 American Depositary Receipt Program of Ecofibre Limited (OTC: EOFBY).

Ecofibre Limited is an Australian company listed on the Australian Stock Exchange which focuses on providing its customers with hemp products in the United States and Australia. These products include cannabinoid oil and neutraceuticals, as well as hemp-derived food, composite materials and textiles.*

“We are pleased to have been appointed as depositary bank for Ecofibre’s sponsored Level 1 ADR program,” said Daniel Clark, Global Head of Depositary Receipts at Deutsche Bank. “Leveraging Deutsche Bank’s range of ADR services, we look forward to working with Ecofibre to help grow the ADR program and diversify the shareholder base”.

In addition to specializing in administering cross-border equity structures such as American and Global Depositary Receipts, Deutsche Bank provides corporates, financial institutions, hedge funds and supranational agencies around the world with trustee, agency, escrow and related services. The Bank offers a very broad range of services for diverse products, from complex securitizations and project finance to syndicated loans, debt exchanges and restructurings.

* This information was provided by Ecofibre Limited (November 2020).

Depositary Receipt Information

Country

Australia

Custodian Bank

National Australia Bank Limited

Effective Date

November 12, 2020

 

 

Level I ADR

 

CUSIP

27900B 109

ISIN

US27900B1098

Symbol

EOFBY

Exchange

OTC

Current Ratio

1 ADS : 4 ordinary shares

Eligibility

DTC

Depositary Receipt Contacts

Head of Depositary Receipts

New Business Development

Daniel Clark

Christopher Bagley

Tel: +44 (0) 20 7541 6888

Tel: +61 (3) 9270 4105

 

 

www.adr.db.com

Markets Distribution

[email protected]

London

 

Tel: +44 (0) 20 7547 6500

gtb.db.com

New York

 

Tel: +1 212 250 9100

 

Hong Kong

 

Tel: +852 2203 7854

Deutsche Bank provides commercial and investment banking, retail banking, transaction banking and asset and wealth management products and services to corporations, governments, institutional investors, small and medium-sized businesses, and private individuals. Deutsche Bank is Germany’s leading bank, with a strong position in Europe and a significant presence in the Americas and Asia Pacific.

The Depositary Receipts have been registered pursuant to the US Securities Act of 1933 (the “Act”). The investment or investment service which is the subject of this notice is not available to retail clients as defined by the UK Financial Conduct Authority. This notice has been approved and/or communicated by Deutsche Bank AG New York. The services described in this notice are provided by Deutsche Bank Trust Company Americas (Deutsche Bank) or by its subsidiaries and/or affiliates in accordance with appropriate local registration and regulation. Deutsche Bank is providing the attached notice strictly for information purposes and makes no claims or statement, nor does it warrant or in any way represent, as to the accuracy or completeness of the details contained herein or therein. This announcement appears as a matter of record only. Neither this announcement nor the information contained herein constitutes an offer or solicitation by Deutsche Bank or any other issuer or entity for the purchase or sale of any securities nor does it constitute a solicitation to any person in any jurisdiction where solicitation would be unlawful. No part of this notice may be copied or reproduced in any way without the prior written consent of Deutsche Bank. Past results are not an indication of future performance. Copyright© November 2020 Deutsche Bank AG. All rights reserved.

Deutsche Bank AG

Press & Media Relations

Maryanne Caruso

Phone: +1 212 250-2186

E-Mail: [email protected]

KEYWORDS: New York North America United States Australia Australia/Oceania Canada

INDUSTRY KEYWORDS: Banking Professional Services Finance

MEDIA:

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Tyson Foods Reports Strong Fourth Quarter and Fiscal 2020 Results

Company Remains Focused on Worker Health and Safety, Long Term Growth

SPRINGDALE, Ark., Nov. 16, 2020 (GLOBE NEWSWIRE) — Tyson Foods, Inc. (NYSE: TSN), one of the world’s largest food companies and a recognized leader in protein with leading brands including Tyson, Jimmy Dean, Hillshire Farm, Ball Park, Wright, Aidells, ibp and State Fair, today reported the following results:

(in millions, except per share data) Fourth Quarter   Twelve Months Ended
  2020   2019   2020   2019
Sales $ 11,460     $ 10,884     $ 43,185     $ 42,405  
Operating Income 1,012     604     3,114     2,827  
               
Net Income 695     372     2,150     2,035  
Less: Net Income Attributable to Noncontrolling Interests 3     3     10     13  
Net Income Attributable to Tyson $ 692     $ 369     $ 2,140     $ 2,022  
               
Net Income Per Share Attributable to Tyson $ 1.90     $ 1.01     $ 5.86     $ 5.52  
               
Adjusted¹ Sales $ 10,641     $ 10,884     $ 42,366     $ 42,405  
               
Adjusted¹ Operating Income $ 961     $ 686     $ 3,116     $ 2,977  
               
Adjusted¹ Net Income Per Share Attributable to Tyson $ 1.81     $ 1.21     $ 5.64     $ 5.46  

1 Adjusted sales, adjusted operating income and adjusted net income per share attributable to Tyson (Adjusted EPS) are non-GAAP financial measures and are explained and reconciled to a comparable GAAP measure at the end of this release. Adjusted sales, adjusted operating income and adjusted EPS for the fourth quarter and twelve months of fiscal 2020 are presented on a 13-week and 52-week basis, respectively.


Fiscal 2020 Highlights

  • GAAP EPS of $5.86, up 6% from prior year; Adjusted EPS of $5.64 (52-week basis), up 3% from prior year
  • GAAP operating income of $3,114 million, up 10% from prior year; Adjusted operating income of $3,116 million (52-week basis), up 5% from prior year
  • Total
    Company GAAP operating margin of 7.2%; Adjusted operating margin of 7.4% (52-week basis)
  • Generated approximately $3.9 billion of operating cash flows
  • Results negatively impacted by approximately $540 million of direct incremental expenses related to COVID-19


Fourth Quarter Highlights

  • GAAP EPS of $1.90, up 88% from prior year; Adjusted EPS of $1.81 (13-week basis), up 50% from prior year
  • GAAP operating i
    ncome of $1,012 million, up 68% from prior year; Adjusted operating income of $961 million (13-week basis), up 40% from prior year
  • Total Company GAAP operating margin of 8.8%; Adjusted operating margin of 9.0% (13-week basis)
  • Liquidity of $3.2 billion at O
    ctober 3, 2020
  • Reduced total debt by $690 million
  • Results negatively impacted by approximately $200 million of direct incremental expenses related to COVID-19

“Our business performed well and delivered strong fourth quarter and full-year results,” said Dean Banks, President & CEO of Tyson Foods. “Our team members, agricultural partners, and customers have shown resilience. This has enabled us to maintain and accelerate our efforts to provide global consumers with a safe and accessible food supply.”

“While we will continue to face pandemic-related challenges in fiscal 2021, we’re settling the business down to be focused on executing our long-term strategy while generating strong returns for shareholders. I’m excited for the opportunities ahead for this great company, and am certain we have the people, products, and strategies in place to drive future growth.”


SEGMENT RESULTS (in millions)

Sales
(for the fourth quarter and twelve months ended October 3, 2020, and September 28, 2019)
  Fourth Quarter Twelve Months Ended
      Volume Avg. Price     Volume Avg. Price
  2020 2019 Change Change 2020 2019 Change Change
Beef $ 4,272   $ 3,861   11.8 % (1.2 )% $ 15,742   $ 15,828   (4.5 )% 4.0 %
Pork 1,368   1,258   15.2 % (6.4 )% 5,128   4,932   1.8 % 2.2 %
Chicken 3,433   3,447   1.9 % (2.3 )% 13,234   13,300   0.1 % (0.6 )%
Prepared Foods 2,277   2,153   1.6 % 4.2 % 8,532   8,418   (1.9 )% 3.3 %
Internat
ional/Other
491   513   (3.5 )% (1.0 )% 1,856   1,289   50.1 % (6.1 )%
Intersegment Sales (381 ) (348 ) n/a n/a (1,307 ) (1,362 ) n/a n/a
Total $ 11,460   $ 10,884   5.9 % (0.6 )% $ 43,185   $ 42,405   0.7 % 1.1 %

Operating Income (Loss)
(for the fourth quarter and twelve months ended October 3, 2020, and September 28, 2019)
  Fourth Quarter Twelve Months Ended
      Operating Margin     Operating Margin
  2020 2019 2020 2019 2020 2019 2020 2019
Beef $ 516   $ 376   12.1 % 9.7 % $ 1,686   $ 1,107   10.7 % 7.0 %
Pork 174   26   12.7 % 2.1 % 565   263   11.0 % 5.3 %
Chicke
n
86   90   2.5 % 2.6 % 122   621   0.9 % 4.7 %
Prepared Foods 249   104   10.9 % 4.8 % 743   843   8.7 % 10.0 %
Intern
ational/Other
(13 ) 8   n/a n/a (2 ) (7 ) n/a n/a
Total $ 1,012   $ 604   8.8 % 5.5 % $ 3,114   $ 2,827   7.2 % 6.7 %

Note: On June 3, 2019, we acquired the Thai and European operations of BRF S.A. The post-acquisition results from operations of these businesses are included in International/Other for segment presentation. On November 30, 2018, we acquired Keystone Foods. The post-acquisition results from operations of this business are included in our Chicken segment for Keystone’s domestic operations and results for operations of Keystone’s International business are included in International/Other for segment presentation.


Adjusted Segment Results (in millions)

Adjusted Sales (Non-GAAP)
(for the fourth quarter and twelve months ended October 3, 2020, and September 28, 2019)
  Fourth Quarter Twelve Months Ended
      Adjusted Volume Adjusted Avg. Price     Adjusted Volume Adjusted Avg. Price
  2020 2019 Change Change 2020 2019 Change Change
Beef $ 3,966   $ 3,861   3.8 % (1.1 )% $ 15,436   $ 15,828   (6.5 )% 4.0 %
Pork 1,270   1,258   6.9 % (5.9 )% 5,030   4,932   (0.2 )% 2.2 %
Chicken 3,188   3,447   (5.4 )% (2.1 )% 12,989   13,300   (1.7 )% (0.6 )%
Prepared Foods 2,114   2,153   (5.6 )% 3.8 % 8,369   8,418   (3.7 )% 3.1 %
International/Other 456   513   (10.4 )% (0.9 )% 1,821   1,289   47.7 % (6.5 )%
Intersegment Sales (353 ) (348 ) n/a n/a (1,279 ) (1,362 ) n/a n/a
Total $ 10,641   $ 10,884   (1.6 )% (0.6 )% $ 42,366   $ 42,405   (1.3 )% 1.2 %

Adjusted Operating Income (Loss) (Non-GAAP)
(for the fourth quarter and twelve months ended October 3, 2020, and September 28, 2019)
  Fourth Quarter Twelve Months Ended
      Adjusted Operating Margin (Non-GAAP)     Adjusted Operating Margin (Non-GAAP)
  2020 2019 2020 2019 2020 2019 2020 2019
Beef $ 483   $ 407   12.2 % 10.5 % $ 1,659   $ 1,139   10.7 % 7.2 %
Pork   162     27   12.8 % 2.1 %   555     264   11.0 % 5.4 %
Chicken   91     95   2.9 % 2.8 %   148     655   1.1 % 4.9 %
Prepared Foods   236     149   11.2 % 6.9 %   752     902   9.0 % 10.7 %
International/Other   (11 )   8   n/a n/a   2     17   n/a n/a
Total $ 961   $ 686   9.0 % 6.3 % $ 3,116   $ 2,977   7.4 % 7.0 %

Note: Adjusted sales, adjusted operating income and adjusted operating margin are non-GAAP financial measures and are explained and reconciled to comparable GAAP measures at the end of this release. Adjusted sales, adjusted operating income, adjusted volume change, adjusted average price change and adjusted operating margin for the fourth quarter and twelve months of fiscal 2020 are presented on a 13-week and 52-week basis, respectively.

Adjusted sales (due to the impact of the additional week in the fourth quarter of fiscal 2020), adjusted operating income and adjusted operating margin are presented as supplementary measures in the evaluation of our business that are not required by, or presented in accordance with, GAAP. We use adjusted sales, adjusted operating income and adjusted operating margin as internal performance measurements and as criteria for evaluating our performance relative to that of our peers. We believe adjusted sales, adjusted operating income and adjusted operating margin are meaningful to our investors to enhance their understanding of our financial performance and are frequently used by securities analysts, investors and other interested parties to compare our performance with the performance of other companies that report adjusted sales, adjusted operating income and adjusted operating margin. Further, we believe that adjusted sales, adjusted operating income and adjusted operating margin are useful measures because they improve comparability of results of operations from period to period. Adjusted sales, adjusted operating income and adjusted operating margin should not be considered as substitutes for sales, operating income, operating margin or any other measure of operating performance reported in accordance with GAAP. Investors should rely primarily on our GAAP results and use non-GAAP financial measures only supplementally in making investment decisions. Our calculation of adjusted sales, adjusted operating income and adjusted operating margin may not be comparable to similarly titled measures reported by other companies.


COVID-19 Expenses

  • We incurred direct incremental expenses associated with the impact of COVID-19 totaling approximately $200 million and $540 million for the fourth quarter and twelve months of fiscal year 2020, respectively. These direct incremental expenses primarily included team member costs associated with worker health and availability and production facility downtime, including direct costs for personal protection equipment, production facility sanitization, COVID-19 testing, donations, product downgrades and rendered product, partially offset by CARES Act credits. Other indirect costs associated with COVID-19 are not reflected in this amount, including costs associated with raw materials, distribution and transportation, plant underutilization and reconfiguration, premiums paid to cattle producers and pricing discounts.


Summary of Segment Results

  • Beef – Sales volume increased 11.8%, or increased 3.8% after removing the impact of an additional week, for the fourth quarter of fiscal 2020 primarily due to a fire that caused the temporary closure of a production facility during the fourth quarter of fiscal 2019. Sales volume decreased 4.5%, or decreased 6.5% after removing the impact of an additional week, for fiscal 2020 due to lower production throughput associated with the impact of COVID-19 during portions of fiscal 2020 and a reduction in live cattle harvest capacity as a result of a fire that caused the temporary closure of a production facility for the majority of the first quarter of fiscal 2020. Average sales price decreased in the fourth quarter of fiscal 2020 associated with increased availability of live cattle supply and lower livestock cost. Average sales price increased in fiscal 2020 as beef demand remained strong amid supply disruptions related to the impact of COVID-19. Operating income increased primarily due to market conditions, including COVID-19 disruptions, which increased the spread between preexisting contractual agreements and the cost of fed cattle, and the impact of an additional week in fiscal 2020, partially offset by price reductions offered to customers, as well as production inefficiencies and direct incremental expenses related to COVID-19. Additionally, the fourth quarter of fiscal 2019 was impacted by $31 million of net incremental costs from the production facility fire.
  • Pork – Sales volume increased 15.2%, or increased 6.9% after removing the impact of an additional week, for the fourth quarter of fiscal 2020 due to strong demand for our pork products and increased domestic availability of live hogs. Sales volume increased 1.8%, or decreased slightly after removing the impact of an additional week, for fiscal 2020, due to strong demand for our pork products and increased domestic availability of live hogs, offset by lower production throughput associated with COVID-19 during portions of fiscal 2020. Average sales price in the fourth quarter of fiscal 2020 decreased associated with lower livestock costs. Average sales price in fiscal 2020 increased as pork demand remained strong amid supply disruptions related to the impact of COVID-19, partially offset by lower livestock costs. Operating income increased primarily due to market conditions, including COVID-19 disruptions, which increased the spread between preexisting contractual agreements and the cost of live hogs, and the impact of an additional week in fiscal 2020, partially offset by production inefficiencies and direct incremental expenses related to COVID-19.
  • Chicken – Sales volume increased 1.9%, or decreased 5.4% after removing the impact of an additional week, for fourth quarter of fiscal 2020, and increased slightly, or decreased 1.7% after removing the impact of an additional week, for fiscal 2020 primarily due to lower production throughput associated with the impact of COVID-19 during portions of fiscal 2020 and lower foodservice demand, partially offset by increased retail demand. Average sales price decreased primarily due to weaker chicken pricing as a result of market conditions. Operating income decreased primarily from market conditions, unfavorable product mix, as well as production inefficiencies and direct incremental expenses related to COVID-19. Operating income was also impacted by approximately $45 million of net derivative gains in the fourth quarter of fiscal 2020 and approximately $70 million of net losses in the fourth quarter of 2019, in addition to approximately $50 million of decreased feed ingredient costs in the fourth quarter of fiscal 2020 as compared to the fourth quarter of fiscal 2019. For fiscal 2020, net derivative results and feed ingredient costs were relatively flat as compared to fiscal 2019. Operating income was further impacted by $34 million and $21 million in restructuring costs incurred in fiscal 2020 and fiscal 2019, respectively.
  • Prepared Foods – Sales volume increased 1.6%, or decreased 5.6% after removing the impact of an additional week, for fourth quarter of fiscal 2020, and decreased 1.9%, or decreased 3.7% after removing the impact of an additional week, for fiscal 2020 as growth in volume across the retail channel was offset by a reduction in the foodservice channel related to reduced demand and lower production throughput due to the impact of COVID-19 during portions of fiscal 2020. Average sales price increased in the fourth quarter and for fiscal 2020 due to favorable product mix associated with the surge in retail demand, and for fiscal 2020, the pass through of increased raw material costs. Operating income increased in the fourth quarter of fiscal 2020 due to favorable product mix associated with strong demand for retail products and the impact of an additional week, partially offset by the impacts of reduced foodservice sales. Operating income decreased in fiscal 2020 primarily due to increased operating costs, including a $105 million increase in net raw material costs and derivative losses, as well as production inefficiencies and direct incremental expenses related to COVID-19, partially offset by reduced promotional spend. Operating income was also impacted by $28 million and $18 million in restructuring costs incurred in fiscal 2020 and fiscal 2019, respectively. Additionally, operating income in the fourth quarter of fiscal 2019 was further impacted by a $41 million impairment from a planned divestiture of a business.


Outlook


For fiscal 2021, USDA indicates domestic protein production (beef, pork, chicken and turkey) should increase approximately 1% from fiscal 2020 levels. The following is a summary of the outlook for each of our segments, as well as an outlook for revenues, capital expenditures, net interest expense, liquidity, tax rate and dividends for fiscal 2021. On an adjusted basis, we anticipate the Beef and Pork segments will remain strong, although not at fiscal 2020 levels, and we believe the Chicken and Prepared Foods segments will likely strengthen in fiscal 2021 as compared to fiscal 2020.2

  • COVID-19 – We continue to proactively manage the company and its operations through this global pandemic. Given the nature of our business, demand for food and protein may shift amongst sales channels and experience disruptions, but over time we expect worldwide demand to continue to increase. We are experiencing multiple challenges related to the pandemic. These challenges are anticipated to increase our operating costs and negatively impact our volumes into fiscal 2021. We cannot currently predict the ultimate impact that COVID-19 will have on our short- and long-term demand, as it will depend on, among other things, the severity and duration of the COVID-19 crisis. Our liquidity is expected to be adequate to continue to run our operations and meet our obligations as they become due.
  • Beef – USDA projects domestic production will increase approximately 2% in fiscal 2021 as compared to a COVID-19 impacted fiscal 2020. For fiscal 2021, we also expect sufficient supplies in regions where we operate our plants.
  • Pork – USDA projects relatively flat to slightly increased domestic production in fiscal 2021 as compared to a COVID-19 impacted fiscal 2020.
  • Chicken – USDA projects a relatively flat to slightly increased outlook for chicken production in fiscal 2021 as compared to fiscal 2020.
  • Prepared Foods – We will continue to be responsive to changes in consumer behavior as a result of the impacts of COVID-19 as we move into fiscal 2021.
  • International/Other – We expect improved results from our foreign operations in fiscal 2021.
  • Revenue – We expect sales to be $42 billion to $44 billion for fiscal 2021.
  • Capital Expenditures – For fiscal 2021, we expect capital expenditures to be approximately $1.2 billion to $1.4 billion. Capital expenditures include spending for capacity expansion, growth, safety, animal well-being, infrastructure replacements and upgrades, and operational improvements that are expected to result in production and labor efficiencies, yield improvements and sales channel flexibility.
  • Net Interest Expense – We expect net interest expense to approximate $440 million for fiscal 2021.
  • Liquidity – We expect total liquidity, which was approximately $3.2 billion at October 3, 2020, to remain above our minimum liquidity target of $1.0 billion.
  • Tax Rate – We currently expect our adjusted effective tax rate to be around 23% in fiscal 2021.
  • Dividends – Effective November 13, 2020, the Board of Directors increased the quarterly dividend previously declared on August 6, 2020, to $0.445 per share on our Class A common stock and $0.4005 per share on our Class B common stock. The increased quarterly dividend is payable on December 15, 2020, to shareholders of record at the close of business on December 1, 2020. The Board also declared a quarterly dividend of $0.445 per share on our Class A common stock and $0.4005 per share on our Class B common stock, payable on March 15, 2021, to shareholders of record at the close of business on March 1, 2021. We anticipate the remaining quarterly dividends in fiscal 2021 will be $0.445 and $0.4005 per share of our Class A and Class B stock, respectively. This results in an annual dividend rate in fiscal 2021 of $1.78 for Class A shares and $1.602 for Class B shares, or a 6% increase compared to the fiscal 2020 annual dividend rate.

2 The Company is not able to reconcile its full-year fiscal 2021 adjusted results to its fiscal 2021 projected GAAP results because certain information necessary to calculate such measure on a GAAP basis is unavailable or dependent on the timing of future events outside of our control. Therefore, because of the uncertainty and variability of the nature of the amount of future adjustments, which could be significant, the Company is unable to provide a reconciliation of this measure without unreasonable effort. Adjusted measures should not be considered a substitute for operating margin or any other measures of financial performance reported in accordance with GAAP. Investors should rely primarily on the Company’s GAAP results and use non-GAAP financial measures only supplementally in making investment decisions.

TYSON FOODS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(In millions, except per share data)

(Unaudited)

  Three Months Ended   Twelve Months Ended
  October 3, 2020   September 28, 2019   October 3, 2020   September 28, 2019
Sales $ 11,460     $ 10,884     $ 43,185     $ 42,405  
Cost of Sales 9,850     9,745     37,801     37,383  
Gross Profit 1,610     1,139     5,384     5,022  
               
Selling, General and Administrative 598     535     2,270     2,195  
Operating Income 1,012     604     3,114     2,827  
Other (Income) Expense:              
Interest income (1 )   (2 )   (10 )   (11 )
Interest expense 124     123     485     462  
Other, net 2     17     (131 )   (55 )
Total Other (Income) Expense 125     138     344     396  
Income before Income Taxes 887     466     2,770     2,431  
Income Tax Expense 192     94     620     396  
Net Income 695     372     2,150     2,035  
Less: Net Income Attributable to Noncontrolling Interests 3     3     10     13  
Net Income Attributable to Tyson $ 692     $ 369     $ 2,140     $ 2,022  
Weighted Average Shares Outstanding:              
Class A Basic 292     293     293     293  
Class B Basic 70     70     70     70  
Diluted 364     367     365     366  
Net Income Per Share Attributable to Tyson:              
Class A Basic $ 1.95     $ 1.03     $ 6.02     $ 5.67  
Class B Basic $ 1.76     $ 0.93     $ 5.41     $ 5.10  
Diluted $ 1.90     $ 1.01     $ 5.86     $ 5.52  
Dividends Declared Per Share:              
Class A $ 0.420     $ 0.375     $ 1.725     $ 1.575  
Class B $ 0.378     $ 0.338     $ 1.553     $ 1.418  
               
Sales Growth 5.3 %       1.8 %    
Margins: (Percent of Sales)              
Gross Profit 14.0 %   10.5 %   12.5 %   11.8 %
Operating Income 8.8 %   5.5 %   7.2 %   6.7 %
Net Income Attributable to Tyson 6.0 %   3.4 %   5.0 %   4.8 %
Effective Tax Rate 21.6 %   20.2 %   22.4 %   16.3 %







TYSON FOODS, INC.

CONSOLIDATED CONDENSED BALANCE SHEETS

(In millions)

(Unaudited)

  October 3, 2020   September 28, 2019
Assets      
Current Assets:      
Cash and cash equivalents $ 1,420     $ 484  
Accounts receivable, net 1,952     2,173  
Inventories 4,144     4,108  
Other current assets 367     404  
Total Current Assets 7,883     7,169  
Net Property, Plant and Equipment 7,596     7,282  
Goodwill 10,899     10,844  
Intangible Assets, net 6,774     7,037  
Other Assets 1,589     765  
Total Assets $ 34,741     $ 33,097  
       
Liabilities and Shareholders’ Equity      
Current Liabilities:      
Current debt $ 548     $ 2,102  
Accounts payable 1,876     1,926  
Other current liabilities 1,810     1,485  
Total Current Liabilities 4,234     5,513  
Long-Term Debt 10,791     9,830  
Deferred Income Taxes 2,391     2,356  
Other Liabilities 1,728     1,172  
       
Total Tyson Shareholders’ Equity 15,465     14,082  
Noncontrolling Interests 132     144  
Total Shareholders’ Equity 15,597     14,226  
       
Total Liabilities and Shareholders’ Equity $ 34,741     $ 33,097  







TYSON FOODS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

  Twelve Months Ended
  October 3, 2020   September 28, 2019
Cash Flows From Operating Activities:      
Net income $ 2,150     $ 2,035  
Depreciation and amortization 1,192     1,098  
Deferred income taxes 45     92  
Gain on dispositions of businesses     (17 )
Impairment of assets 48     94  
Stock-based compensation expense 89     77  
Other, net (124 )   (20 )
Net changes in operating assets and liabilities 474     (846 )
Cash Provided by Operating Activities 3,874     2,513  
       
Cash Flows From Investing Activities:      
Additions to property, plant and equipment (1,199 )   (1,259 )
Purchases of marketable securities (105 )   (64 )
Proceeds from sale of marketable securities 87     63  
Acquisitions, net of cash acquired     (2,462 )
Proceeds from sale of business 29     170  
Acquisition of equity investments (183 )    
Other, net (52 )   88  
Cash Used for Investing Activities (1,423 )   (3,464 )
       
Cash Flows From Financing Activities:      
Proceeds from issuance of debt 1,609     4,634  
Payments on debt (1,212 )   (3,208 )
Borrowings on revolving credit facility 1,210     1,135  
Payments on revolving credit facility (1,280 )   (1,065 )
Proceeds from issuance of commercial paper 14,272     17,722  
Repayments of commercial paper (15,271 )   (17,327 )
Purchases of Tyson Class A common stock (207 )   (252 )
Dividends (601 )   (537 )
Stock options exercised 30     99  
Other, net (18 )   (30 )
Cash (Used for) Provided by Financing Activities (1,468 )   1,171  
Effect of Exchange Rate Changes on Cash (1 )   (6 )
Increase in Cash and Cash Equivalents and Restricted Cash 982     214  
Cash and Cash Equivalents and Restricted Cash at Beginning of Year 484     270  
Cash and Cash Equivalents and Restricted Cash at End of Period 1,466     484  
Less: Restricted Cash at End of Period 46      
Cash and Cash Equivalents at End of Period $ 1,420     $ 484  







TYSON FOODS, INC.

EBITDA Reconciliations

(In millions)

(Unaudited)

  Twelve Months Ended
  October 3, 2020   September 28, 2019
     
Net income $ 2,150     $ 2,035  
Less: Interest income (10 )   (11 )
Add: Interest expense 485     462  
Add: Income tax expense 620     396  
Add: Depreciation 900     819  
Add: Amortization (a) 278     267  
EBITDA $ 4,423     $ 3,968  
     
Adjustments to EBITDA:    
Add: Restructuring and related charges 75     41  
Add: Beef production facility fire costs, net of insurance proceeds 1     31  
Add/(Less): Loss/(Gain) from pension plan terminations (116 )   15  
Add: Keystone purchase accounting and acquisition related costs (b)     37  
Add: Impairment associated with the divestiture of a business     41  
Less: Gain on sale of investment     (55 )
Less: Impact of additional week (c) (96 )    
Total Adjusted EBITDA (52-week basis) $ 4,287     $ 4,078  
     
Total gross debt $ 11,339     $ 11,932  
Less: Cash and cash equivalents (1,420 )   (484 )
Less: Short-term investments     (1 )
Total net debt $ 9,919     $ 11,447  
     
Ratio Calculations:    
Gross debt/EBITDA 2.6x   3.0x
Net debt/EBITDA 2.2x   2.9x
           
Gross debt/Adjusted EBITDA 2.6x   2.9x
Net debt/Adjusted EBITDA 2.3x   2.8x
  1. Excludes the amortization of debt issuance and debt discount expense of $14 million and $12 million for the twelve months ended October 3, 2020 and September 28, 2019, respectively, as it is included in interest expense.
  2. Keystone acquisition and integration costs for fiscal year 2019 included $11 million of purchase accounting adjustments and $26 million of acquisition related costs.
  3. The estimated impact to adjusted EBITDA of the additional week in fiscal 2020 was calculated as fourth quarter EBITDA (14-week basis) of $1,322 (which is comprised of fourth quarter 14-week basis net income of $695 million, less interest income of $1 million, plus interest expense of $124 million, plus income tax expense of $192 million, plus depreciation and amortization of $312 million which excludes the amortization of debt issuance and debt discount expense of $4 million for the three months ended October 3, 2020, as it is included in interest expense) plus fourth quarter restructuring and related charges of $23 million, divided by 14 weeks.

EBITDA is defined as net income before interest, income taxes, depreciation and amortization. Net debt to EBITDA (Adjusted EBITDA) represents the ratio of our debt, net of cash, cash equivalents and short-term investments, to EBITDA (and to Adjusted EBITDA). EBITDA, Adjusted EBITDA, net debt to EBITDA and net debt to Adjusted EBITDA are presented as supplemental financial measurements in the evaluation of our business. Adjusted EBITDA is a tool intended to assist our management and investors in comparing our performance on a consistent basis for purposes of business decision-making by removing the impact of certain items that management believes do not directly reflect our core operations on an ongoing basis.

We believe the presentation of these financial measures helps management and investors to assess our operating performance from period to period, including our ability to generate earnings sufficient to service our debt, enhances understanding of our financial performance and highlights operational trends. These measures are widely used by investors and rating agencies in the valuation, comparison, rating and investment recommendations of companies; however, the measurements of EBITDA (and Adjusted EBITDA) and net debt to EBITDA (and to Adjusted EBITDA) may not be comparable to those of other companies, which may limit their usefulness as comparative measures. EBITDA (and Adjusted EBITDA) and net debt to EBITDA (and to Adjusted EBITDA) are not measures required by or calculated in accordance with generally accepted accounting principles (GAAP) and should not be considered as substitutes for net income or any other measure of financial performance reported in accordance with GAAP or as a measure of operating cash flow or liquidity. EBITDA (and Adjusted EBITDA) is a useful tool for assessing, but is not a reliable indicator of, our ability to generate cash to service our debt obligations because certain of the items added to net income to determine EBITDA (and Adjusted EBITDA) involve outlays of cash. As a result, actual cash available to service our debt obligations will be different from EBITDA (and Adjusted EBITDA). Investors should rely primarily on our GAAP results and use non-GAAP financial measures only supplementally in making investment decisions.

TYSON FOODS, INC.

EPS Reconciliations

(In millions, except per share data)

(Unaudited)

  Fourth Quarter   Twelve Months Ended
  Pretax Impact   EPS Impact   Pretax Impact   EPS Impact
  2020   2019   2020   2019   2020   2019   2020   2019
                               
Reported net income per share attributable to Tyson         $ 1.90     $ 1.01             $ 5.86     $ 5.52  
                               
Add: Restructuring and related charges $ 23     $ 10     0.05     0.02     $ 75     $ 41     0.16     0.08  
                               
Add: Beef production facility fire costs, net of insurance proceeds $     $ 31         0.06     $ 1     $ 31         0.06  
                               
Less: Gain on sale of investment $     $             $     $ (55 )       (0.11 )
                               
Less: Recognition of previously unrecognized tax benefit $     $             $     $         (0.29 )
                               
Add: Keystone purchase accounting and acquisition related costs (a) $     $             $     $ 37         0.08  
                               
Add/(Less): Loss/(Gain) from pension plan terminations $     $ 15         0.03     $ (116 )   $ 15     (0.24 )   0.03  
                               
Add: Impairment associated with the divestiture of a business $     $ 41         0.09     $     $ 41         0.09  
                               
Less: Impact of additional week (b) $ (65 )   $     (0.14 )       $ (65 )   $     (0.14 )    
                               
Adjusted net income per share attributable to Tyson         $ 1.81     $ 1.21             $ 5.64     $ 5.46  
  1. Keystone purchase accounting and acquisition related costs for the twelve months of fiscal 2019 included an $11 million purchase accounting adjustment for the fair value step-up of inventory and $26 million of acquisition related costs.
  2. The estimated Pretax Impact of the additional week in the fourth quarter and twelve months of fiscal 2020 was calculated by dividing the sum of the fourth quarter’s Adjusted operating income (loss) prior to adjustment for additional week (refer to Operating Income Reconciliation) net of Total Other (Income) Expense by 14 weeks. 

Adjusted net income per share attributable to Tyson (Adjusted EPS) is presented as a supplementary measure of our financial performance that is not required by, or presented in accordance with, GAAP. We use Adjusted EPS as an internal performance measurement and as one criterion for evaluating our performance relative to that of our peers. We believe Adjusted EPS is meaningful to our investors to enhance their understanding of our financial performance and is frequently used by securities analysts, investors and other interested parties to compare our performance with the performance of other companies that report Adjusted EPS. Further, we believe that Adjusted EPS is a useful measure because it improves comparability of results of operations from period to period. Adjusted EPS should not be considered a substitute for net income per share attributable to Tyson or any other measure of financial performance reported in accordance with GAAP. Investors should rely primarily on our GAAP results and use non-GAAP financial measures only supplementally in making investment decisions. Our calculation of Adjusted EPS may not be comparable to similarly titled measures reported by other companies.

 TYSON FOODS, INC.

Operating Income Reconciliation

(In millions)

(Unaudited)

Adjusted Operating Income (Loss)
(for the fourth quarter ended October 3, 2020)
  Beef Pork Chicken Prepared
Foods
International
/Other
Total
Reported operating income (loss) $ 516   $ 174   $ 86   $ 249   $ (13 ) $ 1,012  
Add: Restructuring and related charges 4   1   12   5   1   23  
Adjusted operating income (loss) prior to adjustment for additional week $ 520   $ 175   $ 98   $ 254   $ (12 ) $ 1,035  
Less: Estimated impact of additional week (a) (37 ) (13 ) (7 ) (18 ) 1   (74 )
Adjusted operating income (loss) $ 483   $ 162   $ 91   $ 236   $ (11 ) $ 961  

Adjusted Operating Income
(for fourth quarter ended September 28, 2019)
  Beef Pork Chicken Prepared
Foods
International
/Other
Total
Reported operating income $ 376   $ 26   $ 90   $ 104   $ 8   $ 604  
Add: Restructuring and related charges   1   5   4     10  
Add: Beef production facility fire costs 31           31  
Add: Impairment associated with the planned divestiture of a business       41     41  
Adjusted operating income $ 407   $ 27   $ 95   $ 149   $ 8   $ 686  

Adjusted Operating Income (Loss)
(for the twelve months ended October 3, 2020)
  Beef Pork Chicken Prepared
Foods
International
/Other
Total
Reported operating income (loss) $ 1,686   $ 565   $ 122   $ 743   $ (2 ) $ 3,114  
Add: Restructuring and related charges 9   3   33   27   3   75  
Add: Beef production facility fire costs, net of insurance proceeds 1           1  
Adjusted operating income prior to adjustment for additional week $ 1,696   $ 568   $ 155   $ 770   $ 1   $ 3,190  
Less: Estimated impact of additional week (a) (37 ) (13 ) (7 ) (18 ) 1   (74 )
Adjusted operating income $ 1,659   $ 555   $ 148   $ 752   $ 2   $ 3,116  

(a)The estimated impact of the additional week in the fourth quarter and twelve months of fiscal 2020 was calculated by dividing the fourth quarter’s Adjusted operating income (loss) prior to adjustment for additional week by 14 weeks. 

Adjusted Operating Income (Loss)
(for the twelve months ended September 28, 2019)
  Beef Pork Chicken Prepared
Foods
International
/Other
Total
Reported operating income (loss) $ 1,107   $ 263   $ 621   $ 843   $ (7 ) $ 2,827  
Add: Restructuring and related charges 1   1   21   18     41  
Add: Keystone purchase accounting and acquisition related costs     13     24   37  
Add: Beef production plant fire costs 31           31  
Add: Impairment associated with the planned divestiture of a business       41     41  
Adjusted operating income $ 1,139   $ 264   $ 655   $ 902   $ 17   $ 2,977  

Adjusted operating income is presented as a supplementary measure of our operating performance that is not required by, or presented in accordance with, GAAP. We use adjusted operating income as an internal performance measurement and as one criterion for evaluating our performance relative to that of our peers. We believe adjusted operating income is meaningful to our investors to enhance their understanding of our operating performance and is frequently used by securities analysts, investors and other interested parties to compare our performance with the performance of other companies that report adjusted operating income. Further, we believe that adjusted operating income is a useful measure because it improves comparability of results of operations from period to period. Adjusted operating income should not be considered as a substitute for operating income or any other measure of operating performance reported in accordance with GAAP. Investors should rely primarily on our GAAP results and use non-GAAP financial measures only supplementally in making investment decisions. Our calculation of adjusted operating income may not be comparable to similarly titled measures reported by other companies.

 TYSON FOODS, INC.

Sales Reconciliations

(In millions)

(Unaudited)

Adjusted Sales (Non-GAAP) Reconciliation
(for the fourth quarter and twelve months ended October 3, 2020)
  Fourth Quarter Twelve Months Ended
  Reported
Sales
Impact of
additional
week (a)
Adjusted
Sales
Reported
Sales
Impact of
additional
week (a)
Adjusted
Sales
Beef $ 4,272   $ (306 ) $ 3,966   $ 15,742   $ (306 ) $ 15,436  
Pork 1,368   (98 ) 1,270   5,128   (98 ) 5,030  
Chicken 3,433   (245 ) 3,188   13,234   (245 ) 12,989  
Prepared Foods 2,277   (163 ) 2,114   8,532   (163 ) 8,369  
International/Other 491   (35 ) 456   1,856   (35 ) 1,821  
Intersegment Sales (381 ) 28   (353 ) (1,307 ) 28   (1,279 )
Total $ 11,460   $ (819 ) $ 10,641   $ 43,185   $ (819 ) $ 42,366  

(a) The estimated impact of the additional week in the fourth quarter and twelve months of fiscal 2020 was calculated by dividing the fourth quarter’s reported sales by 14 weeks.

Adjusted sales is presented as a supplementary measure of our financial performance that is not required by, or presented in accordance with, GAAP. We use adjusted sales as an internal performance measurement and as one criterion for evaluating our performance relative to that of our peers. We believe adjusted sales is meaningful to our investors to enhance their understanding of our financial performance and is frequently used by securities analysts, investors and other interested parties to compare our performance with the performance of other companies that report adjusted sales. Further, we believe that adjusted sales is a useful measure because it improves comparability of results of operations from period to period when a fiscal year results in a 53-week accounting cycle. Adjusted sales should not be considered as a substitute for sales or any other measure of financial performance reported in accordance with GAAP. Investors should rely primarily on our GAAP results and use non-GAAP financial measures only supplementally in making investment decisions. Our calculation of adjusted sales may not be comparable to similarly titled measures reported by other companies.

Tyson Foods, Inc. (NYSE: TSN) is one of the world’s largest food companies and a recognized leader in protein. Founded in 1935 by John W. Tyson and grown under three generations of family leadership, the company has a broad portfolio of products and brands like Tyson®, Jimmy Dean®, Hillshire Farm®, Ball Park®, Wright®, Aidells®, ibp® and State Fair®. Tyson Foods innovates continually to make protein more sustainable, tailor food for everywhere it’s available and raise the world’s expectations for how much good food can do. Headquartered in Springdale, Arkansas, the company had 139,000 team members at October 3, 2020. Through its Core Values, Tyson Foods strives to operate with integrity, create value for its shareholders, customers, communities and team members and serve as a steward of the animals, land and environment entrusted to it. Visit www.tysonfoods.com.

A conference call to discuss the Company’s financial results will be held at 9 a.m. Eastern Monday, November 16, 2020. We encourage participants to pre-register for the conference call using the following link: https://dpregister.com/sreg/10149135/db42c360cc. Callers who pre-register will be given a conference passcode and unique PIN to gain immediate access to the call and bypass the live operator. Participants may pre-register at any time, including up to and after the call has started. Those without internet access or who are unable to pre-register may dial-in by calling toll free 1-844-890-1795 or international toll 1-412-717-9589.

To listen to the live webcast, an archived replay or to view the accompanying slides, go to the company’s investor website at http://ir.tyson.com. The webcast also can be accessed by using the direct link https://event.on24.com/wcc/r/2625854/02A14D145C84899874277F9AD1565916. A telephone replay of the call will be available until December 16, 2020, toll free at 1-877-344-7529, international toll 1-412-317-0088 or Canada toll free 855-669-9658. The replay access code is 10149135. Financial information, such as this news release, as well as other supplemental data, can be accessed from the Company’s web site at http://ir.tyson.com. To download Tyson Foods’ free investor relations app, which offers access to SEC filings, news releases, transcripts, webcasts and presentations, please visit the App Store for iPhone and iPad or Google Play for Android mobile devices.

Forward-Looking Statements

Certain information in this report constitutes forward-looking statements. Such forward-looking statements include, but are not limited to, current views and estimates of our outlook for fiscal 2021, other future economic circumstances, industry conditions in domestic and international markets, our performance and financial results (e.g., debt levels, return on invested capital, value-added product growth, capital expenditures, tax rates, access to foreign markets and dividend policy). These forward-looking statements are subject to a number of factors and uncertainties that could cause our actual results and experiences to differ materially from anticipated results and expectations expressed in such forward-looking statements. We wish to caution readers not to place undue reliance on any forward-looking statements, which speak only as of the date made. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. Among the factors that may cause actual results and experiences to differ from anticipated results and expectations expressed in such forward-looking statements are the following: (i) the outbreak of the COVID-19 global pandemic and associated responses has had, and is expected to continue to have, an adverse impact on our business and operations; (ii) our ability to make effective acquisitions or joint ventures and successfully integrate newly acquired businesses into existing operations; (iii) the effectiveness of our financial fitness program; (iv) the implementation of an enterprise resource planning system; (v) access to foreign markets together with foreign economic conditions, including currency fluctuations, import/export restrictions and foreign politics; (vi) cyber incidents, security breaches or other disruptions of our information technology systems; (vii) risks associated with our failure to consummate favorable acquisition transactions or integrate certain acquisitions’ operations; (viii) the Tyson Limited Partnership’s ability to exercise significant control over the Company; (ix) fluctuations in the cost and availability of inputs and raw materials, such as live cattle, live swine, feed grains (including corn and soybean meal) and energy; (x) market conditions for finished products, including competition from other global and domestic food processors, supply and pricing of competing products and alternative proteins and demand for alternative proteins; (xi) outbreak of a livestock disease (such as African swine fever (ASF), avian influenza (AI) or bovine spongiform encephalopathy (BSE)), which could have an adverse effect on livestock we own, the availability of livestock we purchase, consumer perception of certain protein products or our ability to access certain domestic and foreign markets; (xii) changes in consumer preference and diets and our ability to identify and react to consumer trends; (xiii) effectiveness of advertising and marketing programs; (xiv) significant marketing plan changes by large customers or loss of one or more large customers; (xv) our ability to leverage brand value propositions; (xvi) changes in availability and relative costs of labor and contract farmers and our ability to maintain good relationships with team members, labor unions, contract farmers and independent producers providing us livestock; (xvii) issues related to food safety, including costs resulting from product recalls, regulatory compliance and any related claims or litigation; (xviii) compliance with and changes to regulations and laws (both domestic and foreign), including changes in accounting standards, tax laws, environmental laws, agricultural laws and occupational, health and safety laws; (xix) adverse results from litigation; (xx) risks associated with leverage, including cost increases due to rising interest rates or changes in debt ratings or outlook; (xxi) impairment in the carrying value of our goodwill or indefinite life intangible assets; (xxii) our participation in multiemployer pension plans; (xxiii) volatility in capital markets or interest rates; (xxiv) risks associated with our commodity purchasing activities; (xxv) the effect of, or changes in, general economic conditions; (xxvi) impacts on our operations caused by factors and forces beyond our control, such as natural disasters, fire, bioterrorism, pandemics or extreme weather; (xxvii) failure to maximize or assert our intellectual property rights; (xxviii) effects related to changes in tax rates, valuation of deferred tax assets and liabilities, or tax laws and their interpretation; and (xxix) those factors listed under Item 1A. “Risk Factors” in this report and Part I, Item 1A. “Risk Factors” included in our Annual Report filed on Form 10-K for the year ended October 3, 2020.

Media Contact:  Gary Mickelson, 479-290-6111
Investor Contact:  Jon Kathol, 479-290-4235
Source: Tyson Foods, Inc.
Category: IR, Newsroom



Ansys Executives to Present at Upcoming Investor Conferences

PITTSBURGH, Nov. 16, 2020 (GLOBE NEWSWIRE) — ANSYS, Inc. (NASDAQ: ANSS), announced today that it will have executives presenting virtually at two upcoming investor conferences.

Maria Shields, Senior Vice President, CFO will participate in a moderated discussion at the RBC Capital Markets 2020 Technology, Internet, Media and Telecommunications Conference on November 18, 2020 at 1:20 p.m. ET.

Ajei Gopal, President & CEO of ANSYS, Inc. will participate in a moderated discussion at the Nasdaq 43rd Investor Conference on December 2, 2020 at 8:30 a.m. ET.

A live audio webcast and archive of the presentations will be available at: https://investors.ansys.com/events-and-presentations/events-calendar/default.aspx

/
Forward-Looking Statements

Statements made on the webcast are as of the date of the webcast and Ansys does not assume any obligation to update any statements made live or the archived webcast. Matters discussed may include forward-looking statements about Ansys’s anticipated financial results and growth, as well as about the development of products and markets, which are based on current plans and assumptions. Actual results in future periods may differ materially from those expectations due to a number of risks and uncertainties, including those described from time to time in reports filed by Ansys with the U.S. Securities and Exchange Commission, including Ansys’s most recent reports on Form 10-K and 10-Q.

/
About Ansys

If you’ve ever seen a rocket launch, flown on an airplane, driven a car, used a computer, touched a mobile device, crossed a bridge or put on wearable technology, chances are you’ve used a product where Ansys software played a critical role in its creation. Ansys is the global leader in engineering simulation. Through our strategy of Pervasive Engineering Simulation, we help the world’s most innovative companies deliver radically better products to their customers. By offering the best and broadest portfolio of engineering simulation software, we help them solve the most complex design challenges and create products limited only by imagination. Founded in 1970, Ansys is headquartered south of Pittsburgh, Pennsylvania, U.S.A. Visit www.ansys.com for more information.

Ansys and any and all ANSYS, Inc. brand, product, service and feature names, logos and slogans are registered trademarks or trademarks of ANSYS, Inc. or its subsidiaries in the United States or other countries. All other brand, product, service and feature names or trademarks are the property of their respective owners.

ANSS–F

/ Contacts    
Investors Annette N. Arribas, IRC Media Mary Kate Joyce
  724.820.3700   724.820.4368
  [email protected]   [email protected]
       
       



GFL Environmental Inc. Announces Proposed Private Offering of Senior Notes

PR Newswire

VAUGHAN, ON, Nov. 16, 2020 /PRNewswire/ – GFL Environmental Inc. (NYSE: GFL), (TSX: GFL) (“GFL”) today announced that it is planning to commence, subject to market and other conditions, a private offering of US$400.0 million in aggregate principal amount of senior notes due 2028 (the “Notes”). GFL intends to use the net proceeds from the offering of the Notes (the “Notes Offering”), together with borrowings under GFL’s revolving credit facility, to redeem all of GFL’s outstanding US$405,000,000 aggregate principal amount of 7.000% Senior Notes due 2026 (the “2026 Unsecured Notes”) and to pay related fees, premiums and accrued and unpaid interest on the 2026 Unsecured Notes.

The Notes being offered by GFL in the Notes Offering have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Notes are being offered only to qualified institutional buyers under Rule 144A and outside the United States in compliance with Regulation S under the Securities Act. In Canada, the Notes are to be offered and sold on a private placement basis in certain provinces of Canada.

This release shall not constitute an offer to sell or a solicitation of an offer to buy any security, nor shall there be any offer, solicitation or sale of any security in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful.

About GFL

GFL, headquartered in Vaughan, Ontario, is the fourth largest diversified environmental services company in North America, providing a comprehensive line of non-hazardous solid waste management, infrastructure & soil remediation and liquid waste management services through its platform of facilities throughout Canada and in 27 states in the United States. Across its organization, GFL has a workforce of more than 13,000 employees and provides its broad range of environmental services to more than 135,000 commercial and industrial customers and its solid waste collection services to more than 4 million households.

Forward-Looking Information

This release includes certain “forward-looking statements”, including statements relating to the potential for an offering and issuance of the Notes by GFL and the use of proceeds therefrom. In some cases, but not necessarily in all cases, forward-looking statements can be identified by the use of forward looking terminology such as “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking statements. Forward-looking statements are not historical facts, nor guarantees or assurances of future performance but instead represent management’s current beliefs, expectations, estimates and projections regarding future events and operating performance. Forward-looking statements are necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by GFL as of the date of this release, are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ, possibly materially, from those indicated by the forward-looking statements include, but are not limited to, the “Risk Factors” section of the Company’s final prospectus relating to its initial public offering dated March 2, 2020 and the Company’s other periodic filings with the SEC and the securities commissions or similar regulatory authorities in Canada. These factors are not intended to represent a complete list of the factors that could affect GFL. However, such risk factors should be considered carefully. There can be no assurance that such estimates and assumptions will prove to be correct. You should not place undue reliance on forward-looking statements, which speak only as of the date of this release. GFL undertakes no obligation to publicly update any forward-looking statement, except as required by applicable securities laws.

For more information, contact:

Patrick Dovigi

Founder and CEO
905-326-0101
[email protected]

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/gfl-environmental-inc-announces-proposed-private-offering-of-senior-notes-301173562.html

SOURCE GFL Environmental Inc.

Dundee Precious Metals Announces Investment in Velocity Minerals Ltd.

TORONTO, Nov. 16, 2020 (GLOBE NEWSWIRE) — Dundee Precious Metals Inc. (TSX: DPM) (“DPM” or “the Company”) today announced that it has entered into an investment agreement (the “Agreement”) with Velocity Minerals Ltd. (TSXV: VLC) (“Velocity”) to invest up to C$7 million in Velocity on a private placement basis. DPM is expected to purchase up to 14 million common shares of Velocity at a price of C$0.50 per share. Upon closing the transaction, DPM is expected to own approximately 9.99% of Velocity’s issued and outstanding common shares on a non-diluted basis.

Velocity is a gold exploration and development company focused on southeastern Bulgaria.  Velocity has a 70% interest in the Tintyava prospecting licence, which includes the Rozino gold project (“Rozino”), located approximately 40 kilometres by road from DPM’s Ada Tepe mine. Velocity’s 70% interest in Rozino is held through a joint venture arrangement with a local third party. On October 15, 2020, Velocity filed a pre-feasibility technical report on Rozino which contained a probable mineral reserve estimate (effective as at August 30, 2020) at a 0.5 g/t gold cut-off grade of 11.8 Mt at 1.22 g/t gold for 465,000 ounces.1 Velocity also has option agreements to earn a 70% interest in the Obichnik and Makedontsi gold projects; and an option agreement to earn a 100% interest in the Iglika project.

“We are pleased to be investing in further gold exploration in southeastern Bulgaria through our equity financing in Velocity,” said David Rae, President and CEO of Dundee Precious Metals. “Given our strong presence and capabilities in the region, we believe that we are uniquely positioned to support Velocity as a strategic shareholder.”

The Agreement contains certain rights and restrictions customary for these types of transactions. Subject to approval of the TSX Venture Exchange and other closing conditions, the transaction is expected to close on or about November 24, 2020. All securities issued in connection with the transaction will be subject to a hold period of four months and one day in Canada.

About Dundee Precious Metals Inc.

Dundee Precious Metals Inc. is a Canadian based, international gold mining company engaged in the acquisition of mineral properties, exploration, development, mining and processing of precious metals. The Company’s operating assets include the Chelopech operation, which produces a gold-copper concentrate containing gold, copper and silver and a pyrite concentrate containing gold, located east of Sofia, Bulgaria; the Ada Tepe operation, which produces a gold concentrate containing gold and silver, located in southern Bulgaria; and the Tsumeb smelter, a complex copper concentrate processing facility located in Namibia. DPM also holds interests in a number of developing gold and exploration properties located in Canada, Serbia and Ecuador, including its 9.4% interest in Sabina Gold & Silver Corp. and its 19.4% interest in INV Metals Inc.

For further information please contact:

David Rae

President and Chief Executive Officer
Tel: (416) 365-5092
[email protected]

Jennifer Cameron

Director, Investor Relations
Tel: (416) 219-6177
[email protected]

Cautionary Note Regarding Forward-Looking Statements

This news release contains “forward looking statements” or “forward looking information” (collectively, “Forward Looking Statements”) that involve a number of risks and uncertainties. Forward Looking Statements are statements that are not historical facts and are generally, but not always, identified by the use of forward looking terminology such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “outlook”, “intends”, “anticipates”, “believes”, or variations of such words and phrases or that state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms or similar expressions. The Forward Looking Statements in this news release relate to, among other things: the closing of the transaction, the expected ownership level of the Company in Velocity following the closing of the transaction, the future support of Velocity and Velocity’s mineral reserve estimate. Forward Looking Statements are based on certain key assumptions and the opinions and estimates of management, as of the date such statements are made, and they involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any other future results, performance or achievements expressed or implied by the Forward Looking Statements. Such risks include, without limitation, there being no assurance that the transaction will be completed, uncertainties inherent to mineral reserve estimates, risks and uncertainties with respect to conducting business in Bulgaria and other risks identified by the Company in its continuous disclosure documents filed at www.sedar.com. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in Forward Looking Statements, there may be other factors that cause actions, events or results not to be anticipated, estimated or intended. There can be no assurance that Forward Looking Statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company’s Forward Looking Statements reflect current expectations regarding future events and speak only as of the date hereof. Unless required by securities laws, the Company undertakes no obligation to update Forward Looking Statements if circumstances or management’s estimates or opinions should change. Accordingly, readers are cautioned not to place undue reliance on Forward Looking Statements.

____________________

1 Source: Rozino Gold Project Pre-Feasibility Technical Report, dated October 14, 2020, available on Velocity’s profile at www.sedar.com, which includes additional information, including assumptions and parameters relating to the pre-feasibility study and the mineral reserve estimate.



Dicerna Announces Positive Updated Data From Phase 1 Trial of RG6346 for Treatment of Chronic Hepatitis B Virus (HBV) Infection at AASLD’s The Liver Meeting® Digital Experience™ 2020

Dicerna Announces Positive Updated Data From Phase 1 Trial of RG6346 for Treatment of Chronic Hepatitis B Virus (HBV) Infection at AASLD’s The Liver Meeting® Digital Experience™ 2020

– Data Presentations Show Treatment With Up to Four Monthly Doses of RG6346 Resulted in Substantial and Durable Reductions in HBsAg Levels Lasting Up to One Year After Last Dose –

– RG6346 Was Shown to be Safe and Well Tolerated in This Trial –

LEXINGTON, Mass.–(BUSINESS WIRE)–Dicerna Pharmaceuticals, Inc. (Nasdaq: DRNA) (the “Company” or “Dicerna”), a leading developer of investigational ribonucleic acid interference (RNAi) therapeutics, today announced positive updated data from its Phase 1 double-blind, placebo-controlled, proof-of-concept trial of RG6346, an investigational GalXC™ RNAi therapeutic that Dicerna is developing in collaboration with Roche for the treatment of chronic hepatitis B virus (HBV) infection. The data, presented in a late-breaker poster and oral session at The Liver Meeting®Digital Experience™ 2020 hosted by the American Association for the Study of Liver Diseases (AASLD), expand upon the interim results presented by the Company in August 2020 and demonstrate that four monthly doses of RG6346 treatment resulted in substantial and durable reductions in biomarkers of HBV disease activity as measured by reductions in hepatitis B surface antigen (HBsAg) levels lasting up to one year following the last dose. RG6346 was also shown to have a favorable safety and tolerability profile in the trial.

In trial participants who were treated with four monthly doses of RG6346 added to nucleos(t)ide (NUC) antiviral therapy (Group C), 11 of 12 (92%) had mean HBsAg reductions from baseline greater than 1.0 log10 IU/mL by Day 112 (one month after last dose). Seven of the 12 participants (58%) also achieved HBsAg levels below 100 IU/mL – a level that is associated with a reduced risk of progression to cirrhosis and hepatocellular carcinoma. Durability of HBsAg reductions was observed up to Day 448 (one year after the last dose). Among participants eligible to continue in long-term follow-up after the dosing period in the longest-observed cohort (1.5 mg/kg; n=3), the mean reduction in HBsAg from baseline was 1.40 log10 IU/mL at Day 448; one of these participants maintained greater than a 2.0 log10 IU/mL reduction in HBsAg level from baseline at Day 448.

“We are pleased by the magnitude and sustainability of HBsAg suppression with RG6346 seen in our latest Phase 1 results, lasting up to one year after the last dose administered,” said Shreeram Aradhye, M.D., Executive Vice President and Chief Medical Officer at Dicerna. “RNAi is a modality that holds significant promise in HBsAg suppression, and the results we have seen thus far with RG6346 are very encouraging, suggesting it could be a strong foundation for a combination therapy approach with the potential to achieve functional cures in people with chronic HBV infection.”

Additional data highlights from Group C participants treated with RG6346 plus NUC therapy (data cutoff October 2020) included:

  • 75% (9 of 12) experienced HBsAg reductions of ≥1.5 log10 IU/mL.
  • At Day 112, the mean reduction in HBsAg was 1.39 (SE 0.19) log10 IU/mL for the 1.5 mg/kg cohort (n=4); 1.80 (SE 0.28) log10 IU/mL for the 3.0 mg/kg cohort (n=4); and 1.64 (SE 0.30) log10 IU/mL for the 6.0 mg/kg cohort (n=4).
  • The maximum HBsAg reduction from baseline was 2.7 log10 IU/mL in a participant given 3.0 mg/kg of RG6346.
  • 83% (10 of 12) entered conditional follow-up. Participants were eligible to enter the conditional follow-up period if they had HBsAg reductions from baseline of ≥1.0 log10 IU/mL at the end of the treatment period.
  • 67% (8 of 12) entered conditional follow-up and had ≥1.0 log10 IU/mL HBsAg reduction from baseline at the last observed time point, which ranged from Day 140 to Day 448.
  • Similar mean maximum HBsAg log10 IU/mL reductions were observed independent of hepatitis B e-antigen status (HBeAg levels are an indicator of active HBV replication and high infectivity).

In three of six NUC-naïve participants treated with a single 3.0 mg/kg dose of RG6346 (Group B), transient alanine aminotransferase (ALT) elevations, or flares (defined in the study protocol as more than three times baseline or post-baseline nadir value and more than seven times the upper limit of normal), were observed during the treatment period. These were associated with concomitant viral marker reductions and preserved liver function, suggesting beneficial treatment-induced immune-mediated responses to HBV. No protocol-defined ALT flares were observed in Group C (NUC-suppressed) participants, most likely reflecting therapeutic NUC suppression and further demonstrating RG6346 safety in combination therapy for HBV.

No serious adverse events (SAEs) were reported for participants treated with RG6346, and there were no dose-limiting toxicities or safety-related discontinuations. The most commonly reported adverse events were mild or moderate injection-site events. There were no dose-exposure or regimen-dependent increases in frequency or severity of adverse events, safety lab values, electrocardiogram readings or vital signs.

“The data presented show for the first time the depth of HBsAg reduction achieved by all treated patients during the full RG6346 treatment period, as well as post-dose duration of HBsAg knockdown lasting up to one year,” commented Man-Fung Yuen, D.Sc., M.D., Ph.D., Chief of the Division of Gastroenterology & Hepatology and Deputy Head of the Department of Medicine at Queen Mary Hospital at The University of Hong Kong, and investigator in the Phase 1 proof-of-concept trial. “The substantial and durable HBsAg knockdown seen to date in this trial, together with evidence suggestive of beneficial ALT flare immune responses in participants naïve to antiviral therapy, demonstrate RG6346’s significant potential as a viable RNAi therapy for the treatment of chronic HBV infection. With supportive safety and tolerability data, I am encouraged by the potential for this investigational therapy to induce functional cures in patients as a part of a combination treatment regimen.”

“We continue to be very encouraged by results seen with RG6346,” said John Young, Global Head of Infectious Diseases at Roche Pharma Early Research & Development. “The level and duration of HBV surface antigen reduction with RG6346 treatment, as well as decreases in viral DNA, suggest the potential for strong synergy as part of a combination regimen for HBV. We look forward to the further characterization of RG6346 as part of a combination therapeutic approach in a planned Phase 2 trial.”

The results of this Phase 1 trial will be presented live on Nov. 16, 2020 at 2:20 p.m. ET during the Late-Breaking Oral Session 2 by Dr. Yuen. The poster and slides will also be made available on the Events & Presentations page of Dicerna’s corporate website after their presentation at the conference.

About the RG6346 Phase 1 Proof-of-Concept Trial

The RG6346 Phase 1 proof-of-concept trial comprises three groups of adult participants: Group A, composed of 30 healthy volunteers who received single RG6346 doses up to 12.0 mg/kg (completed 2019); Group B, composed of nine participants who were newly diagnosed with chronic HBV and naive to any NUC antiviral therapy, randomized 5:31 to a single 3.0 mg/kg dose of RG6346 or placebo, respectively (completed early 2020); and Group C, composed of 18 participants who were diagnosed with chronic HBV and actively receiving NUC therapy, randomized 2:1 to four monthly doses of 1.5, 3.0 or 6.0 mg/kg of RG6346 or placebo, respectively. The last participant visit in the double-blind period up to Day 112 for Group C occurred in October 2020. Participants in Groups B and C were eligible to enter an extended follow-up observation period if they achieved an HBsAg reduction from baseline of ≥1.0 log10 IU/mL at the end of the treatment period (12 weeks/85 days for Group B; 16 weeks/112 days for Group C).

About Chronic Hepatitis B Virus (HBV) Infection

Hepatitis B virus (HBV) is the world’s most common serious liver infection and affects an estimated 292 million people worldwide.2 According to the Hepatitis B Foundation, 30 million people become newly infected with HBV each year, and it is estimated that more than 880,000 people die annually from hepatitis B and related complications such as liver cancer.3

About RG6346

RG6346 is an investigational GalXC™ RNAi therapeutic candidate in development in collaboration with Roche for the treatment of chronic hepatitis B virus (HBV) infection. Dicerna is currently conducting a Phase 1 proof-of-concept trial of RG6346 in adult patients with non-cirrhotic chronic HBV infection. Current therapies for HBV, such as nucleos(t)ide analogs, can provide long-term viral suppression if taken continuously, but they rarely lead to long-term functional cures, as measured by the clearance of HBV surface antigen (HBsAg) and sustained HBV deoxyribonucleic acid (DNA) suppression in patient plasma or blood. By contrast, RG6346 is designed to employ RNAi to knock down selectively specific genes involved in the creation of HBV messenger RNA (mRNA) and the entry of the virus into liver cells. Preclinical data have demonstrated greater than 99.9% reduction in circulating HBsAg, as observed in mouse models of HBV infection. Unlike current therapies that typically provide long-term suppression of the virus, we believe RG6346 has the potential to provide a functional cure as part of a combination regimen for patients living with chronic HBV.

About the GalXC™ RNAi Technology Platform

Dicerna’s proprietary RNA interference (RNAi) technology platform, called GalXC™, aims to advance the development of next-generation RNAi-based therapies designed to silence disease-driving genes in the liver. GalXC-based compounds enable subcutaneous delivery of RNAi therapies that are designed to bind specifically to receptors on liver cells, leading to internalization and access to the RNAi machinery within the cells. The GalXC approach seeks to optimize the activity of the RNAi pathway so that it operates in the most specific and potent fashion.

About Dicerna Pharmaceuticals, Inc.

Dicerna Pharmaceuticals, Inc. (Nasdaq: DRNA) is a biopharmaceutical company focused on discovering, developing and commercializing medicines that are designed to leverage ribonucleic acid interference (RNAi) to silence selectively genes that cause or contribute to disease. Using our proprietary RNAi technology platform called GalXC™, Dicerna is committed to developing RNAi-based therapies with the potential to treat both rare and more prevalent diseases. By silencing disease-causing genes, Dicerna’s GalXC platform has the potential to address conditions that are difficult to treat with other modalities. Initially focused on hepatocytes, Dicerna has continued to innovate and is exploring new applications of its RNAi technology beyond the liver, targeting additional tissues and enabling new therapeutic applications. In addition to our own pipeline of core discovery and clinical candidates, Dicerna has established collaborative relationships with some of the world’s leading pharmaceutical companies, including Novo Nordisk A/S, Roche, Eli Lilly and Company, Alexion Pharmaceuticals, Inc., Boehringer Ingelheim International GmbH and Alnylam Pharmaceuticals, Inc. Between Dicerna and our collaborative partners, we currently have more than 20 active discovery, preclinical or clinical programs focused on rare, cardiometabolic, viral, chronic liver and complement-mediated diseases, as well as neurodegeneration and pain. At Dicerna, our mission is to interfere – to silence genes, to fight disease, to restore health. For more information, please visit www.dicerna.com.

Cautionary Note on Forward-Looking Statements

This press release includes forward-looking statements. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statements. Examples of forward-looking statements include, among others, statements we make regarding: Phase 1 proof-of-concept data for RG6346, an investigational GalXC™ RNAi treatment candidate for chronic hepatitis B virus (HBV) infection in development with Roche. The process by which investigational therapies, such as RG6346, could potentially lead to an approved product is long and subject to highly significant risks. Applicable risks and uncertainties include those relating to Dicerna’s clinical research and other risks identified under the heading “Risk Factors” included in the Company’s most recent filings on Forms 10-K and 10-Q and in other future filings with the Securities and Exchange Commission. These risks and uncertainties include, among others, the cost, timing and results of preclinical studies and clinical trials and other development activities by us and our collaborative partners; the likelihood of Dicerna’s clinical programs being executed on timelines provided and reliance on the Company’s contract research organizations and predictability of timely enrollment of subjects and patients to advance Dicerna’s clinical trials; the reliance of Dicerna on contract manufacturers to supply its products for research and development and the risk of supply interruption from a contract manufacturer; the potential for future data to alter initial and preliminary results of early-stage clinical trials; the impact of the ongoing COVID-19 pandemic on our business operations, including the conduct of our research and development activities; the regulatory review and unpredictability of the duration and results of the regulatory review of Investigational New Drug applications (INDs) and Clinical Trial Applications (CTAs) that are necessary to continue to advance and progress the Company’s clinical programs; the timing, plans and reviews by regulatory authorities of marketing applications such as New Drug Applications (NDAs) and comparable foreign applications for one or more of Dicerna’s product candidates; the ability to secure, maintain and realize the intended benefits of collaborations with partners; market acceptance for approved products and innovative therapeutic treatments; competition; the possible impairment of, inability to obtain, and costs to obtain intellectual property rights; possible safety or efficacy concerns that could emerge as new data are generated in R&D; and general business, financial, and accounting risks and litigation. The forward-looking statements contained in this press release reflect Dicerna’s current views with respect to future events, and Dicerna does not undertake and specifically disclaims any obligation to update any forward-looking statements.

1 One additional subject was enrolled in Group B (total n=9) to replace a subject determined to be ineligible after the study dose had been administered.

2 Polaris Observatory Collaborators. Global prevalence, treatment, and prevention of hepatitis B virus infection in 2016: a modelling study. The Lancet Gastroenterology and Hepatology. 2018;3(6):383-403.

3 Hepatitis B Foundation. Facts and Figures. Available at: http://www.hepb.org/what-is-hepatitis-b/what-is-hepb/facts-and-figures/. Accessed on Oct. 25, 2020.

GalXC™ is a trademark of Dicerna Pharmaceuticals, Inc.

Media:

Amy Trevvett

+1 617-612-6253

[email protected]

Investors:

Lauren Stival

+1 617-514-0461

[email protected]

KEYWORDS: United States North America Massachusetts

INDUSTRY KEYWORDS: Biotechnology Health Genetics Pharmaceutical Clinical Trials

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