Release – Aurania Provides Update on Geological Mapping Program



Aurania Provides Update on Geological Mapping Program

Research, News, and Market Data on Aurania Resources

Toronto, Ontario, August 8, 2022 – Aurania Resources Ltd. (TSXV:
ARU; OTCQB: AUIAF; Frankfurt: 20Q) (“Aurania” or the “Company”) 
is pleased to report that, under the guidance of Senior Technical Advisor, Dr. Steve Garwin, detailed geological mapping at its Tatasham target is progressing and is expected to be completed in the coming weeks. The second phase of mapping at the Company’s Awacha target is planned to start by the end of August.

The purpose of this field work is to apply the Anaconda mapping method to define the drill targets at Tatasham and Awacha. The Anaconda method was developed in the 60’s and 70’s by Anaconda Copper and has led to the discovery and resource expansion of several porphyry copper-gold deposits including the Apala deposit in Ecuador and Cortadera in Chile.  To learn more about the importance of geological mapping and the Anaconda technique, click
here to view a video with Steve Garwin recorded during the GeoHug webinar
series July 2021.

The Company also announces that its Chairman, President and Chief Executive Officer, Dr. Keith Barron (the “Lender”) completed a loan of C$1,000,000 to the Company. The loan is unsecured, bears interest at 2% per annum and matures upon notice of twelve months and one day from the Lender.  The loan will help fund the Company’s working capital and ongoing exploration activities.

Dr. Keith Barron is a related party of the Company by virtue of the fact that he is the Chairman, the President and Chief Executive Officer, a promoter and a principal shareholder of the Company, and as a result, each of the Loan constitutes a “related party transaction” for the purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying upon an exemption from the formal valuation and minority shareholder approval requirements under MI 61-101 in respect of the Related Party Transactions, in reliance on Sections 5.5(a) and 5.7(1) of MI 61-101, respectively, as the fair market value of the Related Party Transaction, collectively, does not exceed 25% of the Company’s market capitalization, as determined in accordance with MI 61-101. The Company did not file a material change report related to the Loan more than 21 days before the expected closing of the Loan as required by MI 61-101, as the Company required the funds from closing on an expedited basis for sound business reasons.

The Loan and the Insider Participation were approved by the members of the board of directors of the Company who are independent for purposes of the Related Party Transactions, being all directors other than Dr. Barron. No special committee was established in connection with the Loan and the Insider Participation, and no materially contrary view or abstention was expressed or made by any director of the Company in relation thereto.

About Aurania

Aurania is a mineral exploration company engaged in the identification, evaluation, acquisition and exploration of mineral property interests, with a focus on precious metals and copper in South America.  Its flagship asset, The Lost Cities – Cutucu Project, is located in the Jurassic Metallogenic Belt in the eastern foothills of the Andes mountain range of southeastern Ecuador.

Information on Aurania and technical reports are available at 
www.aurania.com and www.sedar.com, as well as on Facebook at https://www.facebook.com/auranialtd/, Twitter at  
https://twitter.com/auranialtd, and LinkedIn at https://www.linkedin.com/company/aurania-resources-ltd-.

For further information, please contact:

Carolyn Muir

VP Investor Relations

Aurania Resources Ltd.

(416) 367-3200

carolyn.muir@aurania.com

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

Forward-Looking Statements

This news release may contain forward-looking information that involves substantial known and unknown risks and uncertainties, most of which are beyond the control of Aurania. Forward-looking statements include estimates and statements that describe Aurania’s future plans, objectives or goals, including words to the effect that Aurania or its management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”, “could”, “would”, “will”, or “plan”. Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to Aurania, Aurania provides no assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward looking information in this news release includes, but is not limited to Aurania’s objectives, goals or future plans, statements, exploration results, potential mineralization, the corporation’s portfolio, treasury, management team and enhanced capital markets profile, the estimation of mineral resources, exploration, timing of the commencement of operations and estimates of market conditions. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, failure to identify mineral resources, failure to convert estimated mineral resources to reserves, the inability to complete a feasibility study which recommends a production decision, the preliminary nature of metallurgical test results, delays in obtaining or failures to obtain required governmental, regulatory, environmental or other project approvals, political risks, inability to fulfill the duty to accommodate indigenous peoples, uncertainties relating to the availability and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects, capital and operating costs varying significantly from estimates and the other risks involved in the mineral exploration and development industry, the effects of COVID-19 on the business of the Company including but not limited to the effects of COVID-19 on the price of commodities, capital market conditions, restrictions on labour and international travel and supply chains, and those risks set out in Aurania’s public documents filed on SEDAR. Although Aurania believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Aurania disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.


Release – Cocrystal Pharma Engages CRO to Conduct Phase 2a Human Challenge Influenza A Clinical Trial with Novel, Broad-Spectrum Antiviral Candidate CC-42344



Cocrystal Pharma Engages CRO to Conduct Phase 2a Human Challenge Influenza A Clinical Trial with Novel, Broad-Spectrum Antiviral Candidate CC-42344

Research, News, and Market Data on Cocrystal Pharma

BOTHELL, Wash., Aug. 08, 2022 (GLOBE NEWSWIRE) — Cocrystal Pharma, Inc. (Nasdaq: COCP) (“Cocrystal” or the “Company”) announces it has engaged hVIVO, a subsidiary of London-based Open Orphan plc (AIM: ORPH), a rapidly growing specialist contract research organization (CRO), to conduct a Phase 2a clinical trial with the Company’s novel, broad-spectrum, orally administered antiviral candidate CC-42344. This candidate represents a new class of investigational medicine designed to directly inhibit replication of the virus for the treatment of pandemic and seasonal influenza A.

“We are highly encouraged by the Phase 1 healthy volunteer trial results received so far and are committed to rapidly advancing this program into a human challenge Phase 2a trial in influenza A-infected subjects,” said Sam Lee, Ph.D., Cocrystal’s President and co-interim CEO. “The fact that influenza virus is constantly mutating against existing influenza antiviral drugs elevates an urgent need for effective antiviral therapeutics. CC-42344 is a broad-spectrum oral PB2 inhibitor that is highly active against drug-resistant influenza A strains. Further clinical development of CC-42344 offers an opportunity to address the need. Open Orphan is a world leader in conducting human challenge clinical trials with antiviral drug candidates, making it an ideal partner for conducting our Phase 2a trial.”

The single-center, double-blind, placebo-controlled Phase 2a human challenge trial is designed to evaluate safety, viral and clinical measures of orally administered 
CC-42344 to subjects challenged with influenza A. The trial is expected to be initiated in the second half of 2023, pending approval from the United Kingdom Medicines and Healthcare Products Regulatory Agency. This study will be conducted at hVIVO’s state-of-the-art facility in the United Kingdom.

Yamin “Mo” Khan, Open Orphan CEO, said, “We are pleased to be working with Cocrystal to evaluate its promising antiviral drug candidate for influenza A. A human challenge trial is an excellent option for Cocrystal, as it can rapidly provide efficacy data at a lower cost than traditional field trials.”

Cocrystal is conducting a Phase 1 study with CC-42344 in healthy subjects in Australia. The Company recently announced pharmacokinetic (PK) data supporting once-daily dosing from the single-ascending dose portion of this study. Enrollment in the multiple-ascending dose portion of the Phase 1 trial is ongoing, with full trial results expected in 2022.

About CC-42344 and
Influenza

CC-42344 is an oral PB2 inhibitor that blocks an essential step of viral replication. CC-42344 was discovered using Cocrystal’s proprietary structure-based drug discovery platform technology. It is specifically designed to be effective against all significant pandemic and seasonal influenza A strains and to have a high barrier to resistance due to the way the virus’ replication machinery is targeted. 
CC-42344 targets the influenza polymerase, an essential replication enzyme with several highly essential regions common to multiple influenza strains, including pandemic strains. In
vitro 
testing showed CC-42344’s excellent antiviral activity against influenza A strains, including pandemic and seasonal strains, as well as against strains resistant to Tamiflu® and Xofluza®, while also demonstrating favorable pharmacokinetic and safety profiles.

The global influenza therapeutics market is projected to reach $9.5 billion by 2027, from $6.6 billion in 2020, growing at a 4.8% CAGR between 2021 and 2027, according to a report published by Precision Reports in June 2022.

About hVIVO and
Open Orphan plc

hVIVO, a subsidiary of Open Orphan plc, is a rapidly growing specialist contract research organization (CRO) and the world leader in testing infectious and respiratory disease vaccines and antivirals using human challenge clinical trials, providing end-to-end early clinical development services for its broad and longstanding client base of biopharma companies.

About Cocrystal
Pharma, Inc.

Cocrystal Pharma, Inc. is a clinical-stage biotechnology company discovering and developing novel antiviral therapeutics that target the replication process of influenza viruses, coronaviruses (including SARS-CoV-2), hepatitis C viruses and noroviruses. Cocrystal employs unique structure-based technologies and Nobel Prize-winning expertise to create first- and best-in-class antiviral drugs. For further information about Cocrystal, please visit www.cocrystalpharma.com.

Cocrystal Pharma Cautionary
Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our collaboration with hVIVO to conduct a Phase 2a clinical trial for CC-42344 and the anticipated timeline for the study, the potential design and efficacy of CC-42344, and the demand for products designed to treat influenza and opportunities presented thereby. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events. Some or all of the events anticipated by these forward-looking statements may not occur. Important factors that could cause actual results to differ from those in the forward-looking statements include, but are not limited to, the availability of federal government funding and budgetary issues that may arise, the risks and uncertainties arising from any future impact of the COVID-19 pandemic including in Australia, the Russian invasion of Ukraine, and/or inflation and Federal Reserve interest rate increases in response thereto on the global economy and on our Company, including supply chain disruptions and our continued ability to proceed with our programs such as obtaining the requisite regulatory approvals including from the United Kingdom Medicines and Healthcare Products Regulatory Agency, the ability of the CRO to recruit patients into clinical trials, and the results of the studies for CC-42344. Further information on our risk factors is contained in our filings with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2021. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Investor Contact:
LHA Investor Relations
Jody Cain
310-691-7100

jcain@lhai.com

Media Contact:
JQA Partners
Jules Abraham
917-885-7378

Jabraham@jqapartners.com

# # #


Primary Logo

Source: Cocrystal Pharma, Inc.

Released August 8,
2022

 


Release – Kratos Receives $20 Million Unmanned Aerial Drone System Production Contract



Kratos Receives $20 Million Unmanned Aerial Drone System Production Contract

Research, News, and Market Data on Kratos Defense & Security Solutions


SAN DIEGO, 
Aug. 08, 2022 (GLOBE NEWSWIRE) — 
Kratos Defense & Security Solutions, Inc. (Nasdaq: KTOS), a leading National Security Solutions provider, announced today that it has received an approximate 
$20 million production contract for high performance, jet powered, unmanned aerial target drone systems. Kratos is an industry leader in the development, design and fielding of affordable, high-performance jet powered unmanned aerial drone systems. The unmanned aerial drone systems produced under this contract award will be manufactured in a Kratos production facility. Due to competitive, security-related, and other considerations, no additional information will be provided related to this award.

Steve Fendley, President of Kratos Unmanned Systems Division, said, “We believe that this contract award is representative of Kratos’ industry leading position for certain of the highest performance and most capable jet drone aircraft flying in the world today. Kratos today has multiple active production lines producing approximately 150 target and tactical jet drone aircraft annually, and this new target drone production contract award is a key element of our future expected growth trajectory.”

About Kratos
Defense & Security Solutions

Kratos Defense & Security Solutions, Inc. (NASDAQ:KTOS) develops and fields transformative, affordable technology, platforms and systems for United States National Security related customers, allies and commercial enterprises. Kratos is changing the way breakthrough technology for these industries are rapidly brought to market through proven commercial and venture capital backed approaches, including proactive research and streamlined development processes. At Kratos, affordability is a technology and we specialize in unmanned systems, satellite communications, cyber security/warfare, microwave electronics, missile defense, hypersonic systems, training, combat systems and next generation turbo jet and turbo fan engine development. For more information go to 
www.KratosDefense.com.

Notice Regarding Forward-Looking Statements
Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are made on the basis of the current beliefs, expectations and assumptions of the management of Kratos and are subject to significant risks and uncertainty. Investors are cautioned not to place undue reliance on any such forward-looking statements. All such forward-looking statements speak only as of the date they are made, and Kratos undertakes no obligation to update or revise these statements, whether as a result of new information, future events or otherwise. Although Kratos believes that the expectations reflected in these forward-looking statements are reasonable, these statements involve many risks and uncertainties that may cause actual results to differ materially from what may be expressed or implied in these forward-looking statements. For a further discussion of risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of Kratos in general, see the risk disclosures in the Annual Report on Form 10-K of Kratos for the year ended 
December 26, 2021, and in subsequent reports on Forms 10-Q and 8-K and other filings made with the 
SEC by Kratos.

Press Contact: Yolanda White 858-812-7302 Direct

Investor Information:
877-934-4687

investor@kratosdefense.com

 


Release – 1-800-FLOWERS.COM, Inc. to Release Results for its Fiscal 2022 Fourth Quarter and Full Year on Thursday, September 1, 2022



1-800-FLOWERS.COM, Inc. to Release Results for its Fiscal 2022 Fourth Quarter and Full Year on Thursday, September 1, 2022

Research, News, and Market Data on 1-800-FLOWERS.COM

Aug 08, 2022

JERICHO, N.Y.–(BUSINESS WIRE)– 1-800-FLOWERS.COM, Inc. (NASDAQ: FLWS),a leading provider of gifts designed to help inspire customers to give more, connect more, and build more and better relationships, today announced that the Company will release financial results for its fiscal 2022 fourth quarter and full year (ended 7/3/22) on Thursday, September 1, 2022. The press release will be issued prior to market opening and will be followed by a conference call with members of senior management at 8:00 a.m. (ET).

 

The conference call will be available via live webcast from the Investor Relations section of the Company’s website at 1800flowersinc.com. A recording of the call will be posted on the website within two hours of the call’s completion. A telephonic replay of the call can be accessed beginning at 2:00 p.m. (ET) on September 1, 2022, through September 8, 2022, at: (US) 1-877-344-7529; (
Canada) 855-669-9658; (International) 1-412-317-0088; enter conference ID: #4688547. If you have any questions regarding the above information, please call the Investor Relations office at (516) 237-6131.

 

Special Note Regarding Forward-Looking Statements:
Some of the statements contained in the Company’s scheduled Thursday, September 1, 2022, press release and conference call regarding its results for its fiscal 2022 fourth quarter and full year (ended 7/3/22), other than statements of historical fact, may be forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the applicable statements. For a more detailed description of these and other risk factors, please refer to the Company’s SEC filings including its Annual Reports and Forms 10K and 10Q available at the Investor Relations section of the Company’s website at 1800flowersinc.com. The Company expressly disclaims any intent or obligation to update any of the forward-looking statements made in the scheduled conference call and any recordings thereof, or in any of its SEC filings, except as may be otherwise stated by the Company.

 

About 1-800-FLOWERS.COM,
Inc.

1-800-FLOWERS.COM, Inc. is a leading provider of gifts designed to help inspire customers to give more, connect more, and build more and better relationships. The Company’s e-commerce business platform features an all-star family of brands, including: 1-800-Flowers.com®, 1-800-Baskets.com®, Cheryl’s Cookies®, Harry & David®, PersonalizationMall.com®, Shari’s Berries®, FruitBouquets.com®, Moose Munch®, The Popcorn Factory®, Wolferman’s Bakery®, Vital Choice®, Stock Yards® and Simply Chocolate®. Through the Celebrations Passport® loyalty program, which provides members with free standard shipping and no service charge across our portfolio of brands, 1-800-FLOWERS.COM, Inc. strives to deepen relationships with customers. The Company also operates BloomNet®, an international floral and gift industry service provider offering a broad-range of products and services designed to help members grow their businesses profitably; Napco?, a resource for floral gifts and seasonal décor; DesignPac Gifts, LLC, a manufacturer of gift baskets and towers; and Alice’s Table®, a lifestyle business offering fully digital livestreaming floral, culinary and other experiences to guests across the country. 1-800-FLOWERS.COM, Inc. was recognized among the top 5 on the National Retail Federation’s 2021 Hot 25 Retailers list, which ranks the nation’s fastest-growing retail companies, and was named to the Fortune 1000 list in 2022. Shares in 1-800-FLOWERS.COM, Inc. are traded on the NASDAQ Global Select Market, ticker symbol: FLWS. For more information, visit 1800flowersinc.com or follow @1800FLOWERSInc on Twitter.

 

FLWS-COMP
FLWS-FN

Investor Contact:

Joseph D. Pititto

(516) 237-6131

invest@1800flowers.com

Media Contact:

Kathleen Waugh

(516) 237-6028

kwaugh@1800flowers.com

Source: 1-800-FLOWERS.COM, Inc

 


Release – Tonix Pharmaceuticals Reports Second Quarter 2022 Financial Results and Operational Highlights



Tonix Pharmaceuticals Reports Second Quarter 2022 Financial Results and Operational Highlights

Research, News, and Market Data on Tonix Pharmaceuticals

Phase 1 Study
of TNX-801, a Vaccine in Development for the Prevention of Monkeypox and
Smallpox, Expected to Initiate in First Half 2023 in Kenya; the U.S. has
Declared Monkeypox a Public Health Emergency

U.S. National Institute of Drug
Abuse (NIDA) Grant Awarded for the Development of TNX-1300 for Cocaine
Intoxication; Phase 2 Study of TNX-1300 Expected to Initiate in Fourth Quarter
2022

Advanced Development Center in
Dartmouth, Mass. is Open and Expected to Imminently Conduct Process Development
and Clinical Trial Manufacturing of Live-Virus Vaccines

Cash and Cash Equivalents
Totaled Approximately $145 Million at June 30, 2022

CHATHAM, N.J., Aug. 08, 2022 (GLOBE NEWSWIRE) — Tonix Pharmaceuticals Holding Corp. (Nasdaq: TNXP) (Tonix or the Company), a clinical-stage biopharmaceutical company, today announced financial results for the second quarter ended June 30, 2022, and provided an overview of recent operational highlights.

“The rapidly expanding outbreaks of monkeypox in the U.S. and approximately 80 other countries outside of Africa have brought attention to our work on a novel monkeypox vaccine, TNX-801, which has already been shown to protect non-human primates against a challenge with lethal doses of monkeypox. The U.S. has declared monkeypox a public health emergency. In addition, we are excited by the many opportunities ahead for our pipeline of CNS, rare disease, immunology and infectious disease product candidates,” said Seth Lederman, M.D., Chief Executive Officer of Tonix. “We are on track to have four CNS programs in the clinic by the end of 2022, including our most advanced program, TNX-102 SL (cyclobenzaprine HCl sublingual tablets) for fibromyalgia, which is in mid-Phase 3 development, Phase 2 studies of TNX-102 SL for Long COVID and PTSD and a Phase 2 study of TNX-1300 for cocaine intoxication.”

Recent
Highlights—Key Product Candidates*

Infectious
Disease Pipeline

TNX-801 (live
horsepox virus vaccine for percutaneous administration): vaccine against
smallpox and monkeypox designed as a single-administration vaccine to elicit T
cell immunity

  • In July 2022, Tonix announced a collaboration with the Kenya Medical Research Institute (KEMRI) to plan, seek regulatory approval for and conduct a Phase 1 clinical study in Kenya to develop TNX-801 as a vaccine to protect against monkeypox and smallpox. The study is expected to start in the first half of 2023.
  • Tonix presented data from a research collaboration with The University of Alberta in a poster presentation at the 4th Symposium of the Canadian Society for Virology. The poster titled, “Synthetic Chimeric Horsepox Virus (scHPXV) Vaccination Protects Macaques from Monkeypox,” describes data from animals vaccinated with TNX-801 to protect against monkeypox. The poster presentation reports that all animals (n=8) vaccinated with TNX-801 were fully protected with sterilizing immunity from a challenge with intra-tracheal monkeypox. The vaccinations with TNX-801 were well tolerated. Synthetic horsepox virus is the basis for the Company’s TNX-801 vaccine in development to protect against monkeypox and smallpox and for the Company’s Recombinant Pox Virus (RPV) platform to protect against other pathogens, including SARS-CoV-2.
  • Tonix announced the issuance of U.S. Patent for TNX-801 smallpox and monkeypox vaccine and Recombinant Pox Virus (RPV) platform technology. This patent is expected to provide Tonix with U.S. market exclusivity until 2037, excluding any possible patent term extensions or patent term adjustments.

TNX-1850 (live
virus vaccine based on Tonix’s recombinant pox virus vector): COVID-19 vaccine
designed as single-administration vaccine to elicit T cell immunity

  • Tonix announced the issuance of U.S. Patent for TNX-801 smallpox and monkeypox vaccine and Recombinant Pox Virus (RPV) platform technology (TNX-1850). This patent is expected to provide Tonix with U.S. market exclusivity until 2037, excluding any possible patent term extensions or patent term adjustments.

TNX-2300: Live
virus vaccine based on a bovine parainfluenza virus vector to protect against
COVID-19

  • In April 2022, Tonix extended a sponsored research agreement with Kansas State University to develop a vaccine candidate, TNX-2300, for the prevention of COVID-19 that utilizes a novel live virus vaccine vector platform based on bovine parainfluenza virus. The efficacy of co-expression of the CD40-ligand, also known as CD154, to stimulate T cell immunity will also be tested.
  • Attenuated bovine parainfluenza virus has previously been shown to be an effective antigen delivery vector in humans. Notably and most importantly, following extensive testing in non-human primates, the attenuated BPI3V was shown to be well tolerated, infectious, immunogenic, and stable in infants and children. The vector is well suited for mucosal immunization using a nasal atomizer, but it can also be delivered parenterally.

Central
Nervous System (CNS) Pipeline

TNX-102 SL
(cyclobenzaprine HCl sublingual tablet): small molecule for the management of
fibromyalgia (FM)

  • Enrollment continues in the RESILIENT study, a double-blind, randomized, placebo-controlled, potentially pivotal Phase 3 study of TNX-102 SL for the management of fibromyalgia. The two-arm trial is expected to enroll approximately 470 participants in the U.S. Results from a planned interim analysis are expected in the first quarter of 2023.

TNX-102 SL for
the treatment of Long COVID, also known as Post-Acute Sequelae of COVID-19
(PASC)

  • The Company continues to expect to start a Phase 2 clinical study with TNX-102 SL as a potential treatment for a subset of patients with Long COVID with multi-site pain in the third quarter of 2022.
  • As previously announced, the results of a retrospective observational database study of over 50,000 adult U.S. patients with Long COVID showed that over 40% of patients had fibromyalgia-like multi-site pain. These findings support the feasibility of the planned Phase 2 study which will enroll Long COVID patients with multi-site pain.

TNX-102 SL for
the treatment of Posttraumatic Stress Disorder (PTSD)

  • Tonix expects to begin enrolling a Phase 2 study of TNX-102 SL in police in Kenya in the third quarter of 2022.

TNX-1300
(recombinant double mutant cocaine esterase): biologic for life-threatening
cocaine intoxication

  • In August 2022, Tonix announced that it received a Cooperative Agreement grant from the National Institute on Drug Abuse (NIDA), part of the National Institutes of Health (NIH), to support development of TNX-1300.
  • The Company expects to initiate a new Phase 2 clinical study of TNX-1300 for the treatment of cocaine intoxication in the fourth quarter of 2022, pending agreement with the U.S. Food and Drug Administration (FDA). The Phase 2 trial, which has the potential to be a pivotal study, is a single-blind, open-label, placebo-controlled, randomized study comparing the safety of a single 200 mg dose of TNX-1300 to standard of care alone in approximately 60 emergency department patients presenting with cocaine intoxication.
  • A positive Phase 2a study of volunteer cocaine users in a controlled laboratory setting has been previously completed. TNX-1300 has been granted Breakthrough Therapy designation by the FDA.

TNX-1900
(intranasal potentiated oxytocin): small peptide for migraine, craniofacial
pain, insulin resistance and related disorders, and obesity associated binge
eating disorder

  • Tonix announced that U.S. Patent 11,389,473 issued in July 2022. The patent, entitled “Magnesium-Containing Oxytocin Formulations and Methods of Use” claims methods and compositions for treating pain, including migraine headaches, using intranasal magnesium-containing oxytocin formulations. This patent, excluding possible patent term extensions, is expected to provide Tonix with U.S. market exclusivity until January 2036.
  • Tonix announced the publication of a paper, entitled “Impact of Magnesium on Oxytocin Receptor Function,” in the journal Pharmaceutics, that described results from a research team led by Professor David Yeomans. The paper includes data showing the enhancing effects of magnesium (Mg2+) on the activity of intranasal oxytocin in an animal model of craniofacial pain. The Mg2+ potentiated formulation of intranasal oxytocin is the basis for the Company’s TNX-1900 drug candidate in development to prevent migraine headaches in chronic migraineurs. Professor Yeomans was the scientific founder of Trigemina, Inc. from which Tonix acquired rights to the Mg2+potentiated oxytocin technology. The potential clinical significance of these observations is that the formulation of oxytocin plus Mg2+ in Tonix’s TNX-1900 has the potential to enhance oxytocin efficacy for pain as well as for other uses.
  • The Company expects to begin enrollment in a Phase 2 study of TNX-1900 for the prevention of migraine headache in chronic migraineurs the first half of 2023.

TNX-601 ER
(tianeptine hemioxalate extended-release tablets): small molecule for the
treatment of major depressive disorder (MDD), PTSD, and neurocognitive
dysfunction associated with corticosteroid use.

  • In July 2022, Tonix announced development of a new extended release formulation of TNX-601, for the treatment of MDD. Tonix expects to initiate a Phase 2 study of TNX-601 ER for the treatment of MDD in the first quarter of 2023, pending FDA clearance of its Investigational New Drug (IND) application.

Rare Disease
Pipeline

TNX-2900
(intranasal potentiated oxytocin): small peptide for the treatment of
Prader-Willi syndrome (PWS)

  • Tonix delivered a presentation titled, “TNX-2900 (Intranasal Oxytocin + Magnesium) in Development for the Treatment of Hyperphagia in Adolescents and Young Adults with Prader-Willi Syndrome” at the World Orphan Drug Congress USA in July 2022.
  • TNX-2900 has received Orphan Drug designation from the FDA for the treatment of PWS.

Immunology
Pipeline

TNX-1500
(anti-CD40L monoclonal antibody): third generation monoclonal antibody for
prophylaxis of organ transplant rejection and treatment of autoimmune
disorders.

      *All of
Tonix’s product candidates are investigational new drugs or biologics and have
not been approved for any indication.

Recent
Highlights—Facilities and Corporate

  • In July 2022, Tonix announced the appointment of Sina Bavari, Ph.D. as Executive Vice President, Infectious Disease Research and Development. In this role, Dr. Bavari will be responsible for leading Tonix’s development of its growing infectious disease pipeline and will serve as a key member of the Company’s executive leadership team.
  • In June 2022, Tonix held a ribbon-cutting ceremony for its Advanced Development Center (ADC) located in the New Bedford Business Park in North Dartmouth, Massachusetts. The new facility is designed for accelerated research, development and analytical capabilities, as well as the production of clinical trial quality vaccines for infectious diseases, including monkeypox, smallpox and COVID-19 as well as other infectious diseases for pandemic preparedness. The ADC is open and expected to soon perform process development and clinical trial manufacturing of live-virus vaccines.

Recent
Highlights–Financial

As of June 30, 2022, Tonix had $145.5 million of cash and cash equivalents, compared to $178.7 million as of December 31, 2021. In June 2022, Tonix issued 2,500,000 shares of Series A convertible redeemable preferred stock and 500,000 shares of Series B convertible redeemable preferred stock to certain institutional investors in a private placement for gross proceeds of $28.5 million. The Company expects to use the proceeds to redeem the preferred stock.

Cash used in operations was approximately $21.2 million for the three months ended June 30, 2022, compared to $19.1 million for the same period in 2021. Capital expenditures were approximately $14.4 million for the three months ending June 30, 2022 compared to $1.4 million for the same period in 2021. The increase was primarily due to the continued buildout of the ADC in North Dartmouth, Mass.

Second Quarter 2022 Financial Results

Research and development (R&D) expenses for the three months ended June 30, 2022 were $16.6 million, compared to $18.1 million for the same period in 2021. The decrease is predominately due to decreased non-clinical expenses, offset by an increase in employee-related expenses. We continue to expect R&D expenses to increase during 2022 as we move our clinical development programs forward and invest in our development pipeline.

General and administrative (G&A) expenses for the three months ended June 30, 2022 were $6.8 million, compared to $5.4 million for the same period in 2021. The increase is primarily due to employee-related expenses.

Net loss available to common stockholders was $27.4 million, or $1.22 per share, basic and diluted, for the three months ended June 30, 2022, compared to net loss of $23.6 million, or $2.25 per share, basic and diluted, for the same period in 2021. The basic and diluted weighted average common shares outstanding for the three months ended June 30, 2022 was 22,404,371, compared to 10,483,112 shares for the same period in 2021.

About Tonix
Pharmaceuticals Holding Corp.
*

Tonix is a clinical-stage biopharmaceutical company focused on discovering, licensing, acquiring and developing therapeutics to treat and prevent human disease and alleviate suffering. Tonix’s portfolio is composed of central nervous system (CNS), rare disease, immunology and infectious disease product candidates. Tonix’s CNS portfolio includes both small molecules and biologics to treat pain, neurologic, psychiatric and addiction conditions. Tonix’s lead CNS candidate, TNX-102 SL (cyclobenzaprine HCl sublingual tablet), is in mid-Phase 3 development for the management of fibromyalgia with a new Phase 3 study launched in the second quarter of 2022 and interim data expected in the first quarter of 2023. TNX-102 SL is also being developed to treat Long COVID, a chronic post-acute COVID-19 condition. Tonix expects to initiate a Phase 2 study in Long COVID in the third quarter of 2022. TNX-1300 (cocaine esterase) is a biologic designed to treat cocaine intoxication that is Phase 2 ready and has been granted Breakthrough Therapy designation by the FDA. TNX-1900 (intranasal potentiated oxytocin), a small molecule in development for chronic migraine, is expected to enter the clinic with a Phase 2 study in the first half of 2023. Tonix’s rare disease portfolio includes TNX-2900 (intranasal potentiated oxytocin) for the treatment of Prader-Willi syndrome. TNX-2900 has been granted Orphan Drug designation by the FDA. Tonix’s immunology portfolio includes biologics to address organ transplant rejection, autoimmunity and cancer, including TNX-1500, which is a humanized monoclonal antibody targeting CD40-ligand (CD40L or CD154) being developed for the prevention of allograft and xenograft rejection and for the treatment of autoimmune diseases. A Phase 1 study of TNX-1500 is expected to be initiated in the first half of 2023. Tonix’s infectious disease pipeline consists of a vaccine in development to prevent smallpox and monkeypox, next-generation vaccines to prevent COVID-19, and a platform to make fully human monoclonal antibodies to treat COVID-19. TNX-801, Tonix’s vaccine in development to prevent smallpox and monkeypox, also serves as the live virus vaccine platform or recombinant pox vaccine (RPV) platform for other infectious diseases. A Phase 1 study of TNX-801 is expected to be initiated in Kenya in the first half of 2023. Tonix’s lead vaccine candidate for COVID-19 is TNX-1850, a live virus vaccines based on Tonix’s recombinant pox live virus vector vaccine platform. A Phase 1 study of the COVID-19 vaccine is expected to be initiated in the second half of 2023.

*All of Tonix’s product candidates are investigational
new drugs or biologics and have not been approved for any indication.

This press release and further information about Tonix can be found at www.tonixpharma.com.

Forward
Looking Statements

Certain statements in this press release are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking words such as “anticipate,” “believe,” “forecast,” “estimate,” “expect,” and “intend,” among others. These forward-looking statements are based on Tonix’s current expectations and actual results could differ materially. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, risks related to the failure to obtain FDA clearances or approvals and noncompliance with FDA regulations; delays and uncertainties caused by the global COVID-19 pandemic; risks related to the timing and progress of clinical development of our product candidates; our need for additional financing; uncertainties of patent protection and litigation; uncertainties of government or third party payor reimbursement; limited research and development efforts and dependence upon third parties; and substantial competition. As with any pharmaceutical under development, there are significant risks in the development, regulatory approval and commercialization of new products. Tonix does not undertake an obligation to update or revise any forward-looking statement. Investors should read the risk factors set forth in the Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the Securities and Exchange Commission (the “SEC”) on March 14, 2022, and periodic reports filed with the SEC on or after the date thereof. All of Tonix’s forward-looking statements are expressly qualified by all such risk factors and other cautionary statements. The information set forth herein speaks only as of the date thereof.


TONIX PHARMACEUTICALS HOLDING
CORP.

CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS

(In
Thousands, Except Share and Per Share Amounts)

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

COSTS AND EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

$

16,579

 

 

$

18,133

 

 

$

35,001

 

 

$

33,460

 

General and administrative

 

 

6,757

 

 

 

5,429

 

 

 

14,771

 

 

 

10,838

 

 

 

 

23,336

 

 

 

23,562

 

 

 

49,772

 

 

 

44,298

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Loss

 

 

(23,336

)

 

 

(23.562

)

 

 

(49,772

)

 

 

(44,298

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income, net

 

 

196

 

 

 

9

 

 

 

215

 

 

 

92

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

(23,140

)

 

 

(23,553

)

 

 

(49,557

)

 

 

(44,206

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred stock deemed dividend

 

 

4,255

 

 

 

 

 

 

4,255

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss available to common stockholders

 

$

(27,395

)

 

$

(23,553

)

 

$

(53,812

)

 

$

(44,206

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per common share, basic and diluted

 

$

(1.22

)

 

$

(2.25

)

 

$

(2.76

)

 

$

(4.49

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding, basic and diluted

 

 

22,404,371

 

 

 

10,483,112

 

 

 

19,462,280

 

 

 

9,843,309

 


TONIX PHARMACEUTICALS HOLDING
CORP.

CONDENSED
CONSOLIDATED BALANCE SHEETS

(In
Thousands)

(Unaudited)

 

June 30, 2022

 

December 31, 20211

Assets

 

 

Cash and cash equivalents

$

145,478

 

$

178,660

Restricted cash

 

31,500

 

—–

Prepaid expenses and other

 

14,769

 

 

10,389

Total current assets

 

191,747

 

 

189,049

Other non-current assets

 

84,418

 

 

51 ,851

Total assets

$

276,165

 

$

240,900

 

 

 

Liabilities and stockholders’ equity

 

 

Total liabilities

$

16,383

 

$

22,183

Temporary equity

 

31,500

 

 

Stockholders’ equity

 

228,282

 

 

218,717

Total liabilities and stockholders’ equity

$

276,165

 

$

240,900

1The condensed consolidated balance sheet for the year ended December 31, 2021 has been derived from the audited financial statements but do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements.

Contacts

Jessica Morris
(corporate)

Tonix Pharmaceuticals
investor.relations@tonixpharma.com

(862) 799-8599

Olipriya Das,
Ph.D. (media)

Russo Partners
Olipriya.Das@russopartnersllc.com

(646) 942-5588

Peter Vozzo
(investors)

ICR Westwicke
peter.vozzo@westwicke.com

(443) 213-0505

 


Source: Tonix Pharmaceuticals Holding Corp.

Released
August 8, 2022


Avivagen Inc. (VIVXF) – AB Vista Gets on the Board

Friday, August 05, 2022

Avivagen Inc. (VIVXF)
AB Vista Gets on the Board

Avivagen is a life sciences corporation focused on developing and commercializing products for livestock, companion animal and human applications that, by safely supporting immune function, promote general health and performance. It is a public corporation traded on the TSX Venture Exchange under the symbol VIV and is headquartered in Ottawa, Canada, based in partnership facilities of the National Research Council of Canada. For more information, visit www.avivagen.com. The contents of the website are expressly not incorporated by reference in this press release.

Joe Gomes, Senior Research Analyst, Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

A Pathway Into Brazil. Avivagen’s management announced Wednesday that the Company has received a 1.2 tonne order of OxC-beta from AB Vista that will be shipped for use in Brazil. It will be used for ongoing trials with several large poultry and cattle producers. We believe that this is a stepping stone in Avivagen’s aggressive marketing in OxC-beta, as the order represents increased awareness of the product.

Brazil Market. As a reminder, AB Vista is the exclusive distribution partner for Avivagen in the United States, Brazil, and Thailand. Brazil is the third largest for animal feed behind China and the U.S., and produced 80.1mmt in 2021. We anticipate more deals coming from the Brazil market, as AB Vista has existing relationships and distribution partnerships it can use to further sales of the OxC-beta product….

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Alvopetro Energy (ALVOF) – Company update shows execution of game plan

Friday, August 05, 2022

Alvopetro Energy (ALVOF)
Company update shows execution of game plan

Alvopetro Energy Ltd.’s vision is to become a leading independent upstream and midstream operator in Brazil. Our strategy is to unlock the on-shore natural gas potential in the state of Bahia in Brazil, building off the development of our Caburé natural gas field and our strategic midstream infrastructure.

Michael Heim, CFA, Senior Research Analyst, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Management reported an update on production, drilling, and price adjustments. July sales volume averaged 2,514 boe/d. This is an increase over June sales of 2,480 and May sales of 2,111 (includes 5 day processing plant shutdown). June-quarter volumes were up 7% year over year. Production for the month of June equates to roughly 15 mmcf/d gas equivalent. Production is expected to increase beginning in August with the Cabure gas processing facility expanding to 18 mmcf/d capacity. 

Additional statistical interval data on recently-drilled wells looks favorable. The 183-B1 and 182-C1 wells both discovered potential net natural gas pay in multiple formations. Both wells are subject to testing. Both wells lie west of existing production in the Murucututu/Gomo project. The new field could be a critical component of Alvopetro’s long-term growth plans. On the Mururcututu project, the company is close to bringing a new well (183-1) to production and is extending pipeline to tie in another well (197-1) in the fourth quarter. New wells will help expand total production to the processing plant’s new capacity of 18 mmcf/d….

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Release – Ocugen Provides Business Update & Second Quarter 2022 Financial Results



Ocugen Provides Business Update & Second Quarter 2022 Financial Results

Research, News, and Market Data on Ocugen

CONFERENCE CALL AND WEBCAST TODAY AT 8:30 A.M. ET

 

  • Dosing
    patients in U.S. Phase 2/3 COVAXIN™ (BBV152) clinical trial
  • Completed
    dosing of patients in Cohort 1 of OCU400 gene therapy product candidate
  • Expanding
    product pipeline with the regenerative medicine cell therapy program
    NeoCart
    ®

MALVERN, Pa., Aug. 05, 2022 (GLOBE NEWSWIRE) — Ocugen, Inc. (Ocugen or the Company) (NASDAQ: OCGN), a biotechnology company focused on discovering, developing, and commercializing novel gene and cell therapies and vaccines, today reported financial results for the quarter ended June 30, 2022, and provided a general business update.

“The second quarter was marked by several important milestones,” said Dr. Shankar Musunuri, Chairman, Chief Executive Officer, and Co-Founder of Ocugen. “On the vaccine front, we continued to work diligently with our co-development partner, Bharat Biotech, to ensure we execute our planned clinical and commercial objectives for COVAXIN™ – a whole-virion inactivated COVID-19 vaccine candidate.”

“We are also excited and encouraged by the positive momentum of our investigational modifier gene therapy platform, with the potential to address many different gene mutations in the retina and look forward to bringing hope to patients for whom no treatment options exist,” Dr. Musunuri added.

During the second quarter, Ocugen expanded its dynamic clinical product pipeline with the introduction of NeoCart®, an innovative Phase 3-ready cell therapy platform. The U.S. Food and Drug Administration (FDA) recently granted NeoCart® a Regenerative Medicine Advanced Therapy (RMAT) designation for the repair of full-thickness lesions of the knee cartilage in adults, and this candidate, if approved, offers the potential for a new therapeutic option in this area.

“With our diversified portfolio, Ocugen is well-positioned to advance our product development efforts and we look forward to sharing key data as these programs progress,” Dr. Musunuri concluded.

Clinical and Business
Updates

Vaccines

  • COVAXIN™ Development in the
    United States
     – The Phase 2/3 immuno-bridging and broadening clinical trial, OCU-002, for COVAXIN™ is progressing well.
    • The Company is actively engaged in planning for the initiation of an adult safety clinical trial this year.
  • COVAXIN™ Data Published in
    Scientific Journals
     – In June 2022, positive pediatric Phase 2/3 study results in children aged 2-18 years were published in The Lancet Infectious Diseases. A study published in Nature
    Scientific Reports
     in July shows that COVAXIN™ (BBV152) generated a persistent cell mediated memory immune response for up to 12 months. Additionally, a booster dose is safe and ensures persistent immunity to minimize breakthrough infections of COVID-19.

Gene Therapies

  • OCU400 Clinical Trial – Dosing of subjects with retinitis pigmentosa in Cohort 1 was completed. Previously, the Company reported “first patient, first dose” in late March 2022.
    • The Independent Data and Safety Monitoring Board (DSMB) for the clinical trial recently completed a review of safety data based on dosing from Cohort 1 and recommends proceeding to dosing in Cohort 2. The Company expects to begin dosing in Cohort 2 this month.
  • OCU410 Development Program – Ocugen is conducting IND-enabling studies as per discussions with the FDA. A clinical trial is scheduled to begin next year, and the Company is currently manufacturing materials to support the clinical trial.
  • Improved Patent Estate – In June 2022, the Company announced that the United States Patent and Trademark Office issued U.S. Patent No. 11,351,225, which is directed to methods for preventing or treating an ocular disease or disorder associated with retinal degenerative disease. The patent covers the use of a nuclear hormone receptor gene, such as nuclear receptor subfamily 2 group E member 3 (NR2E3), RAR-related orphan receptor A (RORA), Nuclear Protein 1, Transcriptional Regulator (NUPR1), and Nuclear Receptor Subfamily 2 Group C Member 1 (NR2C1), in treating retinal degenerative diseases as well as reducing the risk of developing such diseases.

Cell Therapies

  • Expansion of Product Candidate
    Pipeline with NeoCart
    ® – Ocugen added NeoCart®, a Phase 3-ready cell therapy platform technology to its diverse product candidate pipeline. The Company originally acquired NeoCart® as part of the Company’s reverse merger with Histogenics Corporation in 2019. Ocugen is currently working with the FDA to finalize the Phase 3 protocol necessary to advance the clinical development program of NeoCart®. Also, the Company entered into a collaborative research agreement with Brigham and Women’s Hospital, Harvard Medical School, to support NeoCart® development and explore expansion of the pipeline.

Other Business

  • At-the-Market Stock Issuance – In June 2022, the Company announced it had entered into an At Market Issuance Sales Agreement relating to the sale of shares of Ocugen’s common stock having an aggregate gross sales price of up to $160.0 million. Proceeds will be used for general corporate purposes.
  • Community Recognition – In June 2022, the Philadelphia Business
    Journal
     named Ocugen among the region’s “2022 Best Places to Work.”

Second Quarter 2022
Financial Results

  • The Company’s cash, cash equivalents, and restricted cash totaled $115.0 million as of June 30, 2022, compared to $95.1 million as of December 31, 2021. The Company believes that its current cash and cash equivalents balance will enable it to fund its operations into the second quarter of 2023. The Company had 216.1 million shares of common stock outstanding as of June 30, 2022.
  • Research and development expenses for the three months ended June 30, 2022, were $9.0 million compared to $18.9 million for the three months ended June 30, 2021. Research and development expenses for the three months ended June 30, 2021, included a $15.0 million upfront payment to Bharat Biotech for the right and license to COVAXIN™ development, manufacturing, and commercialization in Canada.  
  • General and administrative expenses for the three months ended June 30, 2022, were $10.6 million compared to $6.8 million for the three months ended June 30, 2021.
  • Ocugen reported a $0.09 net loss per share for the three months ended June 30, 2022, compared to a $0.13 net loss per share for the three months ended June 30, 2021.

Conference Call and
Webcast Details

Ocugen has scheduled a conference call and webcast for 8:30 a.m. ET today to discuss the financial results and recent business highlights. Ocugen’s executive management team will host the call, which will be open to all listeners. There will also be a question-and-answer session following the prepared remarks.

Attendees are invited to participate on the call using the following details:

Dial-in Numbers: (800) 715-9871 for U.S. callers and (646) 307-1963 for international callers
Conference ID: 7036957
Webcast: Available on the events section of the Ocugen investor site

A replay of the call and archived webcast will be available for approximately 45 days following the event on the Ocugen investor site.

About Ocugen, Inc.
Ocugen, Inc. is a biotechnology company focused on discovering, developing, and commercializing novel gene and cell therapies and vaccines that improve health and offer hope for patients across the globe. We are making an impact on patient’s lives through courageous innovation—forging new scientific paths that harness our unique intellectual and human capital. Our breakthrough modifier gene therapy platform has the potential to treat multiple retinal diseases with a single product, and we are advancing research in infectious diseases to support public health and orthopedic diseases to address unmet medical needs. 

Discover more at www.ocugen.com and follow us on Twitter and LinkedIn.

Cautionary Note on
Forward-Looking Statements

This press release contains forward-looking statements within the meaning of
The Private Securities Litigation Reform Act of 1995, which are subject to
risks and uncertainties. We 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 forward-looking statements include, but
are not limited to, statements about the potential for NeoCart
® (autologous chondrocyte-derived neocartilage), if
approved, to provide an innovative new option for the repair of full-thickness
lesions of the knee cartilage in adults, as well as Ocugen’s intention to begin
dosing in Cohort 2 of the OCU400 clinical trial this month. Such statements are
subject to numerous important factors, risks, and uncertainties that may cause
actual events or results to differ materially from our current expectations.
These and other risks and uncertainties are more fully described in our
periodic filings with the Securities and Exchange Commission (SEC), including
the risk factors described in the section entitled “Risk Factors” in the
quarterly and annual reports that we file with the SEC. Any forward-looking
statements that we make in this press release speak only as of the date of this
press release. Except as required by law, we assume no obligation to update
forward-looking statements contained in this press release whether as a result
of new information, future events, or otherwise, after the date of this press
release.

Contact:

Tiffany Hamilton
Head of Communications
IR@ocugen.com

(Tables to follow)

OCUGEN, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands)

(Unaudited)

 

June 30, 2022

 

December 31, 2021

Assets

 

 

 

Current assets

 

 

 

Cash and cash equivalents

$

115,005

 

 

$

94,958

 

Prepaid expenses and other current assets

 

7,564

 

 

 

7,688

 

Total current assets

 

122,569

 

 

 

102,646

 

Property and equipment, net

 

3,153

 

 

 

1,164

 

Restricted cash

 

 

 

 

151

 

Other assets

 

4,366

 

 

 

1,800

 

Total assets

$

130,088

 

 

$

105,761

 

Liabilities and stockholders’ equity

 

 

 

Current liabilities

 

 

 

Accounts payable

$

5,921

 

 

$

2,312

 

Accrued expenses

 

4,103

 

 

 

4,325

 

Operating lease obligations

 

314

 

 

 

363

 

Total current liabilities

 

10,338

 

 

 

7,000

 

Non-current liabilities

 

 

 

Operating lease obligations, less current portion

 

3,892

 

 

 

1,231

 

Long term debt, net

 

1,750

 

 

 

1,712

 

Total liabilities

 

15,980

 

 

 

9,943

 

Stockholders’ equity

 

 

 

Convertible preferred stock

 

1

 

 

 

1

 

Common stock

 

2,163

 

 

 

1,995

 

Treasury stock

 

(48

)

 

 

(48

)

Additional paid-in capital

 

281,139

 

 

 

225,537

 

Accumulated other comprehensive income

 

10

 

 

 

 

Accumulated deficit

 

(169,157

)

 

 

(131,667

)

Total stockholders’ equity

 

114,108

 

 

 

95,818

 

Total liabilities and stockholders’ equity

$

130,088

 

 

$

105,761

 

 

OCUGEN, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(Unaudited)

 

Three months ended June 30,

 

Six months ended June 30,

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

Operating expenses

 

 

 

 

 

 

 

Research and development

$

9,007

 

 

$

18,853

 

 

$

16,922

 

 

$

21,725

 

General and administrative

 

10,558

 

 

 

6,757

 

 

 

20,677

 

 

 

10,942

 

Total operating expenses

 

19,565

 

 

 

25,610

 

 

 

37,599

 

 

 

32,667

 

Loss from operations

 

(19,565

)

 

 

(25,610

)

 

 

(37,599

)

 

 

(32,667

)

Other income (expense), net

 

94

 

 

 

(342

)

 

 

109

 

 

 

(362

)

Net loss

$

(19,471

)

 

$

(25,952

)

 

$

(37,490

)

 

$

(33,029

)

Shares used in calculating net loss per common share — basic and diluted

 

215,862,977

 

 

 

195,572,189

 

 

 

210,806,330

 

 

 

190,960,775

 

Net loss per share of common stock — basic and diluted

$

(0.09

)

 

$

(0.13

)

 

$

(0.18

)

 

$

(0.17

)

 


Release – Gray Television Delivers Solid Second Quarter Operating Results



Gray Television Delivers Solid Second Quarter Operating Results

Research, News, and Market Data on Gray Television

ATLANTA, Aug. 05, 2022 (GLOBE NEWSWIRE) — Gray
Television, Inc. (“Gray,” “we,” “us” or “our”) (NYSE: GTN) 
today announced its strong financial results for the second quarter ended June 30, 2022, including a 231% increase in net income attributable to common stockholders, compared to the second quarter of 2021. Overall, the second quarter of 2022 produced record results, including $868 million in total revenue, due to the combination of recent acquisitions, added scale, increasingly efficient integrated operations, and the “on-year” of the two-year political advertising cycle. We anticipate continued strong financial results for the remainder of the year, especially political advertising revenue. Based on our current forecasts, we now anticipate that our political advertising revenue for calendar year 2022 will match the $652 million of political advertising revenue that our current portfolio of stations recorded in 2020, a presidential election year.  

Gray’s strong cash flow in the second quarter of 2022 enabled us to return $125 million of capital to our shareholders during the second quarter by, paying down $54 million of outstanding debt; repurchasing $50 million of our common stock in the open market; and paying $21 million of cash dividends to our preferred and common shareholders. Even after these actions, Gray ended the quarter with $162 million of cash on hand. Strong operating results and political advertising revenue are expected to enable Gray to fund additional de-leveraging and cash dividend payments during the remainder of the year.

Due to the significant effect that material transactions have had on our results of our operations, we present the financial information herein consistent with both U.S. Generally Accepted Accounting Principles (“GAAP” or “As Reported Basis”) and on a Combined Historical Basis (“CHB”), which incorporates certain historical results of acquired businesses, less the historical results of divested businesses. We also furnish certain other detailed non-GAAP metrics to provide more meaningful period-over-period comparisons to assist the public in its analysis and valuation of the Company. This additional information includes a summary of incremental expenses that were specific to our acquisitions, divestitures, and related financing activities (“Transaction Related Expenses”), non-cash stock-based compensation expenses and certain non-GAAP terms common in our industry. Please refer to the detailed discussion of the foregoing terms and concepts included elsewhere herein.

Summary
of Second Quarter Operating Results

As Reported Basis (the respective 2021 periods reflect the “off-year” of the two-year political advertising cycle):

  • Total revenue was $868 million, an increase of 59% from the second quarter of 2021.
  • Net income attributable to common stockholders was $86 million, or $0.91 per fully diluted share, an increase of 231% from the second quarter of 2021.
  • Broadcast Cash Flow was $327 million, an increase of 79% from the second quarter of 2021.
  • Adjusted EBITDA was $309 million, an increase of 82% from the second quarter of 2021.

Combined Historical Basis (the respective 2021 periods reflect the “off-year” of the two year political advertising cycle):

  • Revenue was $868 million, an increase of 15% from the second quarter of 2021.
  • Core Advertising Revenue decreased less than 1% from the second quarter of 2021.
  • Broadcast Cash Flow was $330 million, an increase of 25% from the second quarter of 2021.

Other Key Metrics

  • As of June 30, 2022, our Total Leverage Ratio, Net of all Cash, was 5.16 times on a trailing eight-quarter basis, netting our total cash balance of $162 million and giving effect to all Transaction Related Expenses, which is calculated as set forth in our Senior Credit Facility.
  • During the three and six-months ended June 30, 2022 and 2021, we incurred Transaction Related Expenses on an As Reported Basis that included but were not limited to legal and professional fees, severance and incentive compensation and contract termination fees. In addition, we recorded certain non-cash stock-based compensation expenses. These expenses are summarized as follows:

 

Three
Months Ended

 

Six
Months Ended

 

June
30,

 

June
30,

 

2022

 

2021

 

2022

 

2021

 

(in millions)

Transaction Related Expenses:

 

 

 

 

 

 

 

Broadcasting

$

2

 

$

 

$

4

 

$

Corporate and administrative

 

7

 

1

 

8

Miscellaneous expense, net

 

7

 

 

7

Total Transaction Related Expenses

$

2

 

$

14

 

$

5

 

$

15

 

 

 

 

 

 

 

 

Total non-cash stock-based compensation

$

6

 

$

4

 

$

11

 

$

7

 

 

 

 

 

 

 

 

Taxes

  • During the six-months ended June 30, 2022 and 2021, we made income tax payments of $119 million and $38 million, respectively. During the remainder of 2022, based on our current forecasts, we anticipate making income tax payments (net of our expected $21 million refund) within a range of $70 million to $90 million.
  • As of June 30, 2022, we have an aggregate of $337 million of various state operating loss carryforwards, of which we expect that approximately half will be utilized.

FOX Network Affiliation Agreement Renewal

On August 4, 2022, we renewed the network affiliations for all of our FOX affiliated television stations across 27 markets, including Portland, Oregon; Cincinnati, Ohio; Greenville-Spartanburg, South Carolina; West Palm Beach, Florida; Las Vegas, Nevada; Birmingham, Alabama; and New Orleans, Louisiana.

Guidance
for the Three-Months Ending September 30, 2022

Based on our current forecasts for the quarter ending September 30, 2022, we anticipate the following key financial results, as outlined below in approximate ranges. We present revenue net of agency commissions. We exclude depreciation, amortization and gain/loss on disposal of assets from our estimates of operating expenses.

  • Revenue:
    • Core advertising revenue of $345 million to $355 million.
    • Retransmission revenue of $365 million to $370 million.
    • Political revenue of $193 million to $195 million.
    • Production company revenue of $20 million to $21 million.
    • Total revenue of $940 million to $959 million.
  • Operating Expenses:
    • Broadcasting expenses of $545 million to $550 million, including retransmission expense of approximately $225 million and transaction related expenses of approximately $1 million and non-cash stock-based compensation expense of approximately $1 million.
    • Production company expenses of approximately $17 million.
    • Corporate expenses of $30 million to $35 million, including transaction related expenses of approximately $1 million and non-cash stock-based compensation expense of approximately $5 million.

Selected
Operating Data on As Reported Basis (Unaudited)

 

 

 

 

 

Three
Months Ended June 30,

 

 

 

 

 

%
Change

 

 

 

 

%
Change

 

 

 

 

 

 

2022
to

 

 

 

 

2022
to

 

 

2022

 

2021

 

2021

 

 

2020

 

2020

 

 

(dollars in millions)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

Broadcasting

$

855

 

$

537

 

59

%

 

$

449

 

90

%

Production companies

13

 

10

 

30

%

 

2

 

550

%

Total revenue

$

868

 

$

547

 

59

%

 

$

451

 

92

%

 

 

 

 

 

 

 

 

 

 

 

 

Political advertising revenue

$

90

 

$

6

 

1400

%

 

$

21

 

329

%

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses (1):

 

 

 

 

 

 

 

 

 

 

 

Broadcasting

$

528

 

$

354

 

49

%

 

$

324

 

63

%

Production companies

$

14

 

$

9

 

56

%

 

$

5

 

180

%

Corporate and administrative

$

25

 

$

25

 

0

%

 

$

17

 

47

%

 

 

 

 

 

 

 

 

 

 

 

 

Net income

$

99

 

$

39

 

154

%

 

$

11

 

800

%

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP cash flow (2):

 

 

 

 

 

 

 

 

 

 

 

Broadcast Cash Flow

$

327

 

$

183

 

79

%

 

$

123

 

166

%

Broadcast Cash Flow Less

 

 

 

 

 

 

 

 

 

 

 

Cash Corporate Expenses

$

306

 

$

161

 

90

%

 

$

108

 

183

%

Free Cash Flow

$

38

 

$

34

 

12

%

 

$

35

 

9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Six
Months Ended June 30,

 

 

 

 

 

%
Change

 

 

 

 

%
Change

 

 

 

 

 

 

2022
to

 

 

 

 

2022
to

 

 

2022

 

2021

 

2021

 

 

2020

 

2020

 

 

(dollars in millions)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

Broadcasting

$

1,659

 

$

1,067

 

55

%

 

$

964

 

72

%

Production companies

36

 

24

 

50

%

 

21

 

71

%

Total revenue

$

1,695

 

$

1,091

 

55

%

 

$

985

 

72

%

 

 

 

 

 

 

 

 

 

 

 

 

Political advertising revenue

$

116

 

$

15

 

673

%

 

$

57

 

104

%

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses (1):

 

 

 

 

 

 

 

 

 

 

 

Broadcasting

$

1,058

 

$

715

 

48

%

 

$

659

 

61

%

Production companies

$

40

 

$

26

 

54

%

 

$

24

 

67

%

Corporate and administrative

$

53

 

$

43

 

23

%

 

$

32

 

66

%

 

 

 

 

 

 

 

 

 

 

 

 

Net income

$

161

 

$

78

 

106

%

 

$

64

 

152

%

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP cash flow (2):

 

 

 

 

 

 

 

 

 

 

 

Broadcast Cash Flow

$

598

 

$

351

 

70

%

 

$

304

 

97

%

Broadcast Cash Flow Less

 

 

 

 

 

 

 

 

 

 

 

Cash Corporate Expenses

$

554

 

$

314

 

76

%

 

$

276

 

101

%

Free Cash Flow

$

177

 

$

112

 

58

%

 

$

120

 

48

%

(1)   Excludes depreciation, amortization and gain on disposal of assets.
(2)   See definition of non-GAAP terms and a reconciliation of the non-GAAP amounts to net income included elsewhere herein.

Selected
Operating Data on As Reported Basis (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three
Months Ended June 30,

 

2022

 

 

2021

 

 

Amount

 

Percent

 

 

 

 

Percent

 

 

 

 

Percent

 

 

Increase

 

Increase

 

 

Amount

 

of
Total

 

 

Amount

 

of
Total

 

 

(Decrease)

 

(Decrease)

 

 

(dollars
in millions)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Core advertising

$

366

 

42

%

 

$

279

 

51

%

 

$

87

 

31

%

Political

90

 

10

%

 

6

 

1

%

 

84

 

1400

%

Retransmission consent

382

 

44

%

 

242

 

44

%

 

140

 

58

%

Production companies

13

 

1

%

 

10

 

2

%

 

3

 

30

%

Other

17

 

3

%

 

10

 

2

%

 

7

 

70

%

Total

$

868

 

100

%

 

$

547

 

100

%

 

$

321

 

59

%

 

Operating expenses (before

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

depreciation, amortization and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

gain on disposal of assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Broadcasting:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Station expenses

$

300

 

57

%

 

$

209

 

59

%

 

$

91

 

 

44

%

Retransmission expense

225

 

43

%

 

144

 

41

%

 

81

 

 

56

%

Transaction Related Expenses

2

 

0

%

 

 

0

%

 

2

 

 

100

%

Non-cash stock-based

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

compensation

1

 

0

%

 

1

 

0

%

 

 

 

0

%

Total broadcasting expense

$

528

 

100

%

 

$

354

 

100

%

 

$

174

 

 

49

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production companies expense

$

14

 

 

 

 

$

9

 

 

 

 

$

5

 

 

56

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate and administrative:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate expenses

$

20

 

80

%

 

$

15

 

60

%

 

$

5

 

 

33

%

Transaction Related Expenses

 

0

%

 

7

 

28

%

 

(7

)

 

(100

)%

Non-cash stock-based compensation

5

 

20

%

 

3

 

12

%

 

2

 

 

67

%

Total corporate and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

administrative expense

$

25

 

100

%

 

$

25

 

100

%

 

$            –

 

 

0

%

 

Selected
Operating Data on As Reported Basis (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six
Months Ended June 30,

 

2022

 

 

2021

 

 

Amount

 

Percent

 

 

 

 

Percent

 

 

 

 

Percent

 

 

Increase

 

Increase

 

 

Amount

 

of
Total

 

 

Amount

 

of
Total

 

 

(Decrease)

 

(Decrease)

 

 

(dollars in millions)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Core advertising

$

731

 

43

%

 

$

539

 

49

%

 

$

192

 

36

%

Political

116

 

7

%

 

15

 

1

%

 

101

 

673

%

Retransmission consent

775

 

46

%

 

489

 

45

%

 

286

 

58

%

Production companies

36

 

2

%

 

24

 

2

%

 

12

 

50

%

Other

37

 

2

%

 

24

 

3

%

 

13

 

54

%

Total

$

1,695

 

100

%

 

$

1,091

 

100

%

 

$

604

 

55

%

 

Operating expenses (before

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

depreciation, amortization and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

gain on disposal of assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Broadcasting:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Station expenses

$

600

 

57

%

 

$

425

 

60

%

 

$

175

 

 

41

%

Retransmission expense

452

 

43

%

 

289

 

40

%

 

163

 

 

56

%

Transaction Related Expenses

4

 

0

%

 

 

0

%

 

4

 

 

100

%

Non-cash stock-based

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

compensation

2

 

0

%

 

1

 

0

%

 

1

 

 

100

%

Total broadcasting expense

$

1,058

 

100

%

 

$

715

 

100

%

 

$

343

 

 

48

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production companies expense

$

40

 

 

 

 

$

26

 

 

 

 

$

14

 

 

54

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate and administrative:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate expenses

$

43

 

81

%

 

$

29

 

67

%

 

$

14

 

 

48

%

Transaction Related Expenses

1

 

2

%

 

8

 

19

%

 

(7

)

 

(88

)%

Non-cash stock-based

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

compensation

9

 

17

%

 

6

 

14

%

 

3

 

 

50

%

Total corporate and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

administrative expense

$

53

 

100

%

 

$

43

 

100

%

 

$

10

 

 

23

%

 

Detail
Table of Operating Results on As Reported Basis (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

Three
Months Ended

 

Six
Months Ended

 

June
30,

 

June
30,

 

2022

 

2021

 

2022

 

2021

 

(in millions, except for per share information)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

Broadcasting

$

855

 

 

$

537

 

 

$

1,659

 

 

$

1,067

 

Production companies

13

 

 

10

 

 

36

 

 

24

 

Total revenue (less agency commissions)

868

 

 

547

 

 

1,695

 

 

1,091

 

Operating expenses before depreciation, amortization

 

 

 

 

 

 

 

 

 

 

 

and gain on disposal of assets, net:

 

 

 

 

 

 

 

 

 

 

 

Broadcasting

528

 

 

354

 

 

1,058

 

 

715

 

Production companies

14

 

 

9

 

 

40

 

 

26

 

Corporate and administrative

25

 

 

25

 

 

53

 

 

43

 

Depreciation

31

 

 

25

 

 

63

 

 

50

 

Amortization of intangible assets

52

 

 

27

 

 

104

 

 

53

 

Gain on disposal of assets, net

 

 

(1

)

 

(5

)

 

(5

)

Operating expenses

650

 

 

439

 

 

1,313

 

 

882

 

Operating income

218

 

 

108

 

 

382

 

 

209

 

Other expense:

 

 

 

 

 

 

 

 

 

 

 

Miscellaneous expense, net

 

 

(7

)

 

(2

)

 

(6

)

Interest expense

(81

)

 

(47

)

 

(160

)

 

(95

)

Income before income taxes

137

 

 

54

 

 

220

 

 

108

 

Income tax expense

38

 

 

15

 

 

59

 

 

30

 

Net income

99

 

 

39

 

 

161

 

 

78

 

Preferred stock dividends

13

 

 

13

 

 

26

 

 

26

 

Net income attributable to common stockholders

$

86

 

 

$

26

 

 

$

135

 

 

$

52

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic per share information:

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders

$

0.92

 

 

$

0.27

 

 

$

1.45

 

 

$

0.55

 

Weighted-average shares outstanding

93

 

 

95

 

 

93

 

 

94

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted per share information:

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders

$

0.91

 

 

$

0.27

 

 

$

1.44

 

 

$

0.55

 

Weighted-average shares outstanding

94

 

 

95

 

 

94

 

 

95

 

 

Selected
Operating Data on Combined Historical Basis (Unaudited)

 

 

 

 

 

Three
Months Ended June 30,

 

 

 

 

 

%
Change

 

 

 

 

%
Change

 

 

 

 

 

 

2022
to

 

 

 

 

2022
to

 

 

2022

 

2021

 

2021

 

 

2020

 

2020

 

 

(dollars in millions)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Broadcast

$

855

 

$

744

 

15

%

 

$

626

 

37

%

Production companies

13

 

10

 

30

%

 

$

2

 

550

%

Total

$

868

 

$

754

 

15

%

 

$

628

 

38

%

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses (1):

 

 

 

 

 

 

 

 

 

 

 

Broadcast

$

528

 

$

499

 

6

%

 

$

455

 

16

%

Production companies

$

14

 

$

9

 

56

%

 

$

5

 

180

%

Corporate and administrative

$

25

 

$

25

 

0

%

 

$

17

 

47

%

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP cash flow (2):

 

 

 

 

 

 

 

 

 

 

 

Broadcast Cash Flow

$

330

 

$

264

 

25

%

 

$

186

 

77

%

Broadcast Cash Flow Less Cash

 

 

 

 

 

 

 

 

 

 

 

Corporate Expenses

$

309

 

$

242

 

28

%

 

$

171

 

81

%

Operating Cash Flow as defined in

 

 

 

 

 

 

 

 

 

 

 

the 2019 Senior Credit Facility

$

310

 

$

249

 

24

%

 

$

171

 

81

%

Free Cash Flow

$

43

 

$

75

 

(43

)%

 

$

57

 

(25

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

Six
Months Ended June 30,

 

 

 

 

 

%
Change

 

 

 

 

%
Change

 

 

 

 

 

 

2022
to

 

 

 

 

2022
to

 

 

2022

 

2021

 

2021

 

 

2020

 

2020

 

 

(dollars in millions)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Broadcast

$

1,659

 

$

1,483

 

12

%

 

$

1,351

 

23

%

Production companies

36

 

24

 

50

%

 

$

21

 

71

%

Total

$

1,695

 

$

1,507

 

12

%

 

$

1,372

 

24

%

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses (1):

 

 

 

 

 

 

 

 

 

 

 

Broadcast

$

1,058

 

$

1,004

 

5

%

 

$

932

 

14

%

Production companies

$

40

 

$

26

 

54

%

 

$

24

 

67

%

Corporate and administrative

$

53

 

$

44

 

20

%

 

$

32

 

66

%

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP cash flow (2):

 

 

 

 

 

 

 

 

 

 

 

Broadcast Cash Flow

$

602

 

$

517

 

16

%

 

$

454

 

33

%

Broadcast Cash Flow Less Cash

 

 

 

 

 

 

 

 

 

 

 

Corporate Expenses

$

558

 

$

480

 

16

%

 

$

426

 

31

%

Operating Cash Flow as defined in

 

 

 

 

 

 

 

 

 

 

 

the 2019 Senior Credit Facility

$

561

 

$

488

 

15

%

 

$

426

 

32

%

Free Cash Flow

$

186

 

$

194

 

(4

)%

 

$

192

 

(3

)%

 

 

 

 

 

 

 

 

 

 

 

 

(1)   Excludes depreciation, amortization and gain on disposal of assets.
(2)   See definition of non-GAAP terms and a reconciliation of the non-GAAP amounts to net income included elsewhere herein.

Selected
Operating Data on Combined Historical Basis (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three
Months Ended June 30,

 

2022

 

 

2021

 

 

Amount

 

 

Percent

 

 

 

 

Percent

 

 

 

 

Percent

 

 

Increase

 

 

Increase

 

 

Amount

 

of
Total

 

 

Amount

 

of
Total

 

 

(Decrease)

 

 

(Decrease)

 

 

(dollars in millions)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Core advertising

$

366

 

42

%

 

$

369

 

49

%

 

$

(3

)

 

(1

)%

Political

90

 

10

%

 

8

 

1

%

 

82

 

 

1025

%

Retransmission consent

382

 

44

%

 

351

 

47

%

 

31

 

 

9

%

Production companies

13

 

1

%

 

10

 

1

%

 

3

 

 

30

%

Other

17

 

3

%

 

16

 

2

%

 

1

 

 

6

%

Total

$

868

 

100

%

 

$

754

 

100

%

 

$

114

 

 

15

%

 

Operating expenses (before

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

depreciation, amortization and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

gain on disposal of assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Broadcasting:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Station expenses

$

300

 

57

%

 

$

291

 

58

%

 

$

9

 

 

3

%

Retransmission expense

225

 

43

%

 

207

 

42

%

 

18

 

 

9

%

Transaction Related Expenses

2

 

0

%

 

 

0

%

 

2

 

 

100

%

Non-cash stock-based

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

compensation

1

 

0

%

 

1

 

0

%

 

 

 

0

%

Total broadcasting expense

$

528

 

100

%

 

$

499

 

100

%

 

$

29

 

 

6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production companies expense

$

14

 

 

 

 

$

9

 

 

 

 

$

5

 

 

56

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate and administrative:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate expenses

$

20

 

80

%

 

$

15

 

60

%

 

$

5

 

 

33

%

Transaction Related Expenses

 

0

%

 

7

 

28

%

 

(7

)

 

(100

)%

Non-cash stock-based

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

compensation

5

 

20

%

 

3

 

12

%

 

2

 

 

67

%

Total corporate and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

administrative expense

$

25

 

100

%

 

$

25

 

100

%

 

$            –

 

 

0

%

 

Selected
Operating Data on Combined Historical Basis (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six
Months Ended June 30,

 

2022

 

 

2021

 

 

Amount

 

Percent

 

 

 

 

Percent

 

 

 

 

Percent

 

 

Increase

 

Increase

 

 

Amount

 

of
Total

 

 

Amount

 

of
Total

 

 

(Decrease)

 

(Decrease)

 

 

(dollars in millions)

Revenue (less agency commissions):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Core advertising

$

731

 

43

%

 

$

720

 

48

%

 

$

11

 

2

%

Political

116

 

7

%

 

21

 

1

%

 

95

 

452

%

Retransmission consent

775

 

46

%

 

707

 

47

%

 

68

 

10

%

Production companies

36

 

2

%

 

24

 

2

%

 

12

 

50

%

Other

37

 

2

%

 

35

 

2

%

 

2

 

6

%

Total

$

1,695

 

100

%

 

$

1,507

 

100

%

 

$

188

 

12

%

 

Operating expenses (before

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

depreciation, amortization and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

gain on disposal of assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Broadcasting:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Station expenses

$

601

 

57

%

 

$

586

 

58

%

 

$

15

 

 

3

%

Retransmission expense

451

 

43

%

 

416

 

42

%

 

35

 

 

8

%

Transaction Related Expenses

4

 

0

%

 

 

0

%

 

4

 

 

100

%

Non-cash stock-based compensation

2

 

0

%

 

2

 

0

%

 

 

 

0

%

Total broadcasting expense

$

1,058

 

100

%

 

$

1,004

 

100

%

 

$

54

 

 

5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production companies expense

$

40

 

 

 

 

$

26

 

 

 

 

$

14

 

 

54

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate and administrative:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate expenses

$

43

 

81

%

 

$

30

 

68

%

 

$

13

 

 

43

%

Transaction Related Expenses

1

 

2

%

 

8

 

18

%

 

(7

)

 

(88

)%

Non-cash stock-based compensation

9

 

17

%

 

6

 

14

%

 

3

 

 

50

%

Total corporate and

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

administrative expense

$

53

 

100

%

 

$

44

 

100

%

 

$

9

 

 

20

%

 

Other
Financial Data on As Reported Basis (Unaudited)

 

 

 

 

 

 

 

Six
Months Ended June 30,

 

2022

 

2021

 

(in millions)

 

 

 

 

 

 

Net cash provided by operating activities

$

330

 

 

$

238

 

Net cash used in investing activities

(201

)

 

(177

)

Net cash used in financing activities

(156

)

 

(49

)

Net (decrease) increase in cash

$

(27

)

 

$

12

 

 

 

 

 

 

 

 

As
of

 

June
30,

 

December
31,

 

2022

 

2021

 

(in millions)

 

 

 

 

 

 

Cash

$

162

 

 

$

189

 

Long-term debt, including current portion, less deferred

 

 

 

 

 

financing costs

$

6,705

 

 

$

6,755

 

Series A Perpetual Preferred Stock

$

650

 

 

$

650

 

Borrowing availability under Revolving Credit Facility

$

496

 

 

$

497

 

The Company

We are a multimedia company headquartered in Atlanta, Georgia. We are the nation’s largest owner of top-rated local television stations and digital assets in the United States. Our television stations serve 113 television markets that collectively reach approximately 36 percent of US television households.  This portfolio includes 80 markets with the top-rated television station and 100 markets with the first and/or second highest rated television station. We also own video program companies Raycom Sports, Tupelo Media Group (formerly Tupelo Honey), PowerNation Studios, as well as the studio production facilities Assembly Atlanta and Third Rail Studios.

Cautionary Statements for Purposes of the “Safe Harbor”
Provisions of the Private Securities Litigation Reform Act

This press release contains certain forward-looking statements that are based largely on our current expectations and reflect various estimates and assumptions by us. These statements are statements other than those of historical fact and may be identified by words such as “estimates,” “expect,” “anticipate,” “will,” “implied,” “assume” and similar expressions. Forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results and achievements to differ materially from those expressed in such forward-looking statements. Such risks, trends and uncertainties, which in some instances are beyond our control, include our inability to achieve expected synergies from recent transactions on a timely basis or at all, the impact of recently completed transactions, estimates of future revenue, future expenses and other future events. We are subject to additional risks and uncertainties described in our quarterly and annual reports filed with the Securities and Exchange Commission from time to time, including in the “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections contained therein, which reports are made publicly available via our website, www.gray.tv. Any forward-looking statements in this press release should be evaluated in light of these important risk factors. This press release reflects management’s views as of the date hereof. Except to the extent required by applicable law, Gray undertakes no obligation to update or revise any information contained in this press release beyond the published date, whether as a result of new information, future events or otherwise. Information about certain potential factors that could affect our business and financial results and cause actual results to differ materially from those expressed or implied in any forward-looking statements are included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in our Annual Report on Form 10-K for the year ended December 31, 2021, and may be contained in reports subsequently filed with the U.S. Securities and Exchange Commission and available at www.sec.gov.

Conference Call Information

We will host a conference call to discuss our second quarter operating results on August 5, 2022. The call will begin at 11:00 AM Eastern Time. The live dial-in number is 1-800-289-0720 and the confirmation code is 7144937. The call will be webcast live and available for replay at www.gray.tv. The taped replay of the conference call will be available at 1-888-203-1112 and the confirmation code is 7144937, until September 4, 2022.

Gray Contacts

Web site: www.gray.tv

Hilton H. Howell, Jr., Executive Chairman and Chief Executive Officer, (404) 266-5513

Pat LaPlatney, President and Co-Chief Executive Officer, (334) 206-1400

Jim Ryan, Executive Vice President and Chief Financial Officer, (404) 504-9828

Kevin P. Latek, Executive Vice President, Chief Legal and Development Officer, (404) 266-8333

Effects
of Acquisitions and Divestitures on Our Results of Operations
and Non-GAAP Terms

From January 1, 2020 through December 31, 2021, we completed several acquisition and divestiture transactions. As more fully described in our Form 10-Q to be filed with the Securities and Exchange Commission today and in our prior disclosures, these transactions materially affected our operations. We refer to all television stations acquired or divested from January 1, 2020 through December 31, 2021, as the “Acquisitions”.

Due to the significant effect that the Acquisitions have had on our results of operations, and in order to provide more meaningful period over period comparisons, we present herein certain financial information on a Combined Historical Basis (or “CHB”). Combined Historical Basis financial information does not include any adjustments for other events attributable to the Acquisitions unless otherwise described. Certain of the Combined Historical Basis financial information has been derived from, and adjusted based on unaudited, unreviewed financial information prepared by other entities, which Gray cannot independently verify. We cannot assure you that such financial information would not be materially different if such information were audited or reviewed and no assurances can be provided as to the accuracy of such information, or that our actual results would not differ materially from the Combined Historical Basis financial information if the Acquisitions had been completed at the stated date. In addition, the presentation of Combined Historical Basis may not comply with United Stated Generally Accepted Accounting Principles (“GAAP”) or the requirements for proforma financial information under Regulation S-X under the Securities Act.

From time to time, we supplement our financial results prepared in accordance with GAAP by disclosing the non-GAAP financial measures Broadcast Cash Flow, Broadcast Cash Flow Less Cash Corporate Expenses, Operating Cash Flow as defined in the Senior Credit Agreement, Free Cash Flow, Adjusted EBITDA and Total Leverage Ratio, Net of All Cash. These non-GAAP amounts are used by us to approximate amounts used to calculate key financial performance covenants contained in our debt agreements and are used with our GAAP data to evaluate our results and liquidity.

We define Broadcast Cash Flow as net income or loss plus loss on early extinguishment of debt, non-cash corporate and administrative expenses, non-cash stock-based compensation, depreciation and amortization (including amortization of intangible assets and program broadcast rights), any loss on disposal of assets, any miscellaneous expense, interest expense, any income tax expense, non-cash 401(k) expense, Broadcast Transactions Related Expenses and broadcast other adjustments less any gain on disposal of assets, any miscellaneous income, any income tax benefits and payments for program broadcast rights.

We define Broadcast Cash Flow Less Cash Corporate Expenses as net income or loss plus loss on early extinguishment of debt, non-cash stock-based compensation, depreciation and amortization (including amortization of intangible assets and program broadcast rights), any loss on disposal of assets, any miscellaneous expense, interest expense, any income tax expense, non-cash 401(k) expense, Transaction Related Expenses and other adjustments less any gain on disposal of assets, any miscellaneous income, any income tax benefits and payments for program broadcast rights.

We define Operating Cash Flow as defined in our Senior Credit Agreement as net income or loss plus loss on early extinguishment of debt, non-cash stock-based compensation, depreciation and amortization (including amortization of intangible assets and program broadcast rights), any loss on disposal of assets, any miscellaneous expense, interest expense, any income tax expense, non-cash 401(k) expense, Transaction Related Expenses, other adjustments, certain pension expenses, synergies and other adjustments less any gain on disposal of assets, any miscellaneous income, any income tax benefits, payments for program broadcast rights, pension income and contributions to pension plans.

Operating Cash Flow as defined in our Senior Credit Agreement gives effect to the revenue and broadcast expenses of all completed acquisitions and divestitures as if they had been acquired or divested, respectively, on July 1, 2020. It also gives effect to certain operating synergies expected from the acquisitions and related financings and adds back professional fees incurred in completing the acquisitions. Certain of the financial information related to the acquisitions has been derived from, and adjusted based on, unaudited, un-reviewed financial information prepared by other entities, which Gray cannot independently verify. We cannot assure you that such financial information would not be materially different if such information were audited or reviewed and no assurances can be provided as to the accuracy of such information, or that our actual results would not differ materially from this financial information if the acquisitions had been completed on the stated date. In addition, the presentation of Operating Cash Flow as defined in the Senior Credit Agreement and the adjustments to such information, including expected synergies resulting from such transactions, may not comply with GAAP or the requirements for pro forma financial information under Regulation S-X under the Securities Act of 1933.

We define Free Cash Flow as net income or loss, plus loss on early extinguishment of debt, non-cash stock-based compensation, depreciation and amortization (including amortization of intangible assets and program broadcast rights), any loss on disposal of assets, any miscellaneous expense, any income tax expense, non-cash 401(k) expense, Transactions Related Expenses, broadcast other adjustments, certain pension expenses, synergies, other adjustments and amortization of deferred financing costs less any gain on disposal of assets, any miscellaneous income, any income tax benefits, payments for program broadcast rights, pension income, contributions to pension plans, preferred dividends, purchase of property and equipment (net of reimbursements and certain defined purchases) and income taxes paid (net of any refunds received and certain defined payments).

We define Adjusted EBITDA as net income or loss, plus loss on early extinguishment of debt, non-cash stock-based compensation, depreciation and amortization of intangible assets, any loss on disposal of assets, any miscellaneous expense, interest expense, any income tax expense, non-cash 401(k) expense, Transaction Related Expenses less any gain on disposal of assets, any miscellaneous income and any income tax benefits.

Our Total Leverage Ratio, Net of All Cash is determined by dividing our Adjusted Total Indebtedness, Net of All Cash, by our Operating Cash Flow as defined in our Senior Credit Agreement, divided by two. Our Adjusted Total Indebtedness, Net of All Cash, represents the total outstanding principal of our long-term debt, plus certain other obligations as defined in our Senior Credit Agreement, less all cash (excluding restricted cash). Our Operating Cash Flow, as defined in our Senior Credit Agreement, divided by two, represents our average annual Operating Cash Flow as defined in our Senior Credit Agreement for the preceding eight quarters.

We define Transaction Related Expenses as incremental expenses incurred specific to acquisitions and divestitures, including but not limited to legal and professional fees, severance and incentive compensation, and contract termination fees. We present certain line items from our selected operating data, net of Transaction Related Expenses, in order to present a more meaningful comparison between periods of our operating expenses and our results of operations.

These non-GAAP terms are not defined in GAAP and our definitions may differ from, and therefore may not be comparable to, similarly titled measures used by other companies, thereby limiting their usefulness. Such terms are used by management in addition to, and in conjunction with, results presented in accordance with GAAP and should be considered as supplements to, and not as substitutes for, net income and cash flows reported in accordance with GAAP.

Reconciliation
of Non-GAAP Terms on As Reported Basis:

 

 

Three
Months Ended June 30,

 

2022

 

2021

 

2020

 

(in millions)

 

 

 

 

 

 

 

 

 

Net income

$

            99

 

 

$

            39

 

 

$

         11

 

Adjustments to reconcile from net income to

 

 

 

 

 

 

 

 

  Free Cash Flow:

 

 

 

 

 

 

 

 

Depreciation

              31

 

 

              25

 

 

           21

 

Amortization of intangible assets

              52

 

 

              27

 

 

           26

 

Non-cash stock-based compensation

               6

 

 

               3

 

 

             3

 

Gain on disposal of assets, net

                –

 

 

              (1

)

 

           (7

)

Miscellaneous expense, net

                –

 

 

               7

 

 

             2

 

Interest expense

              81

 

 

              47

 

 

           46

 

Income tax expense

              38

 

 

              15

 

 

             6

 

Amortization of program broadcast rights

              12

 

 

               8

 

 

           10

 

Payments for program broadcast rights

            (13

)

 

              (9

)

 

          (10

)

Corporate and administrative expenses before

 

 

 

 

 

 

 

 

depreciation, amortization of intangible assets and

 

 

 

 

 

 

 

 

non-cash stock-based compensation

              21

 

 

              22

 

 

           15

 

Broadcast Cash Flow

          
327

 

 

          
183

 

 

        
123

 

Corporate and administrative expenses before

 

 

 

 

 

 

 

 

depreciation, amortization of intangible assets and

 

 

 

 

 

 

 

 

non-cash stock-based compensation

            (21

)

 

            (22

)

 

          (15

)

Broadcast Cash Flow Less Cash
Corporate Expenses

          
306

 

 

          
161

 

 

        
108

 

Pension benefit

              (1

)

 

                –

 

 

             –

 

Interest expense

            (81

)

 

            (47

)

 

          (46

)

Amortization of deferred financing costs

               4

 

 

               3

 

 

             3

 

Preferred stock dividends

            (13

)

 

            (13

)

 

          (13

)

Common stock dividends

              (8

)

 

              (7

)

 

             –

 

Purchases of property and equipment (1)

            (50

)

 

            (28

)

 

          (24

)

Reimbursements of property and equipment purchases

                –

 

 

               3

 

 

             8

 

Income taxes paid, net of refunds

          (119

)

 

            (38

)

 

           (1

)

Free Cash Flow

$

          
38

 

 

$

          
34

 

 

$

      
  35

 

(1)   Excludes approximately $62 million and $80 million related to the Assembly Atlanta project in 2022 and 2021, respectively.

Reconciliation
of Non-GAAP Terms on As Reported Basis:

 

 

Six
Months Ended June 30,

 

2022

 

2021

 

2020

 

(in millions)

 

 

 

 

 

 

 

 

 

Net income

$

161

 

 

$

78

 

 

$

64

 

Adjustments to reconcile from net income to

 

 

 

 

 

 

 

 

Free Cash Flow:

 

 

 

 

 

 

 

 

Depreciation

63

 

 

50

 

 

42

 

Amortization of intangible assets

104

 

 

53

 

 

52

 

Non-cash stock-based compensation

11

 

 

7

 

 

7

 

Non-cash 401(k) expense

 

 

1

 

 

 

Gain on disposal of assets, net

(5

)

 

(5

)

 

(13

)

Miscellaneous expense, net

2

 

 

6

 

 

3

 

Interest expense

160

 

 

95

 

 

98

 

Income tax expense

59

 

 

30

 

 

24

 

Amortization of program broadcast rights

25

 

 

17

 

 

19

 

Payments for program broadcast rights

(26

)

 

(18

)

 

(20

)

Corporate and administrative expenses before

 

 

 

 

 

 

 

 

depreciation, amortization of intangible assets and

 

 

 

 

 

 

 

 

non-cash stock-based compensation

44

 

 

37

 

 

28

 

Broadcast Cash Flow

          
598

 

 

        
351

 

 

            
304

 

Corporate and administrative expenses before

 

 

 

 

 

 

 

 

depreciation, amortization of intangible assets and

 

 

 

 

 

 

 

 

non-cash stock-based compensation

(44

)

 

(37

)

 

(28

)

Broadcast Cash Flow Less Cash
Corporate Expenses

          
554

 

 

    
    314

 

 

            
276

 

Pension benefit

(2

)

 

 

 

 

Interest expense

(160

)

 

(95

)

 

(98

)

Amortization of deferred financing costs

8

 

 

6

 

 

6

 

Preferred stock dividends

(26

)

 

(26

)

 

(26

)

Common stock dividends

(16

)

 

(15

)

 

 

Purchases of property and equipment (1)

(67

)

 

(41

)

 

(51

)

Reimbursements of property and equipment purchases

5

 

 

7

 

 

14

 

Income taxes paid, net of refunds

(119

)

 

(38

)

 

(1

)

Free Cash Flow

$

        
177

 

 

$

      
112

 

 

$

          
120

 

 

 

 

 

 

 

 

 

 

(1)   Excludes approximately $92 million and $80 million related to the Assembly Atlanta project in 2022 and 2021, respectively.

Reconciliation
of Non-GAAP Terms on Combined Historical Basis:

 

 

Three
Months Ended

 

June
30,

 

 2022

 

2021

 

2020

 

(in millions)

 

 

 

 

 

 

 

 

 

Net income

$

99

 

 

$

69

 

 

$

22

 

Adjustments to reconcile from net income to

 

 

 

 

 

 

 

 

Free Cash Flow:

 

 

 

 

 

 

 

 

Depreciation

31

 

 

32

 

 

30

 

Amortization of intangible assets

52

 

 

28

 

 

28

 

Non-cash stock-based compensation

6

 

 

4

 

 

4

 

Gain on disposals of assets, net

 

 

(3

)

 

(7

)

Miscellaneous expense, net

 

 

7

 

 

2

 

Interest expense

81

 

 

77

 

 

77

 

Income tax expense (benefit)

38

 

 

9

 

 

(2

)

Amortization of program broadcast rights

12

 

 

13

 

 

15

 

Payments for program broadcast rights

(13

)

 

(14

)

 

(15

)

Corporate and administrative expenses excluding

 

 

 

 

 

 

 

 

depreciation, amortization of intangible assets and

 

 

 

 

 

 

 

 

non-cash stock-based compensation

21

 

 

22

 

 

15

 

Broadcast Transaction Related Expenses

2

 

 

 

 

 

Broadcast other adjustments

1

 

 

20

 

 

17

 

Broadcast Cash Flow

          
330

 

 

          
264

 

 

          
186

 

Corporate and administrative expenses excluding

 

 

 

 

 

 

 

 

depreciation, amortization of intangible assets and

 

 

 

 

 

 

 

 

non-cash stock-based compensation

(21

)

 

(22

)

 

(15

)

Broadcast Cash Flow Less Cash
Corporate Expenses

          
309

 

 

          
242

 

 

          
171

 

Pension benefit

(1

)

 

 

 

 

Adjustments for unrestricted subsidiaries

2

 

 

 

 

 

Corporate Transaction Related Expenses

 

 

7

 

 

 

Operating Cash Flow as Defined in
Senior Credit Agreement

          
310

 

 

          
249

 

 

          
171

 

Interest expense

(81

)

 

(77

)

 

(77

)

Amortization of deferred financing costs

4

 

 

3

 

 

3

 

Preferred dividends

(13

)

 

(13

)

 

(13

)

Common stock dividends

(8

)

 

(7

)

 

 

Purchases of property and equipment (1)

(50

)

 

(32

)

 

(27

)

Reimbursements of property and equipment purchases

 

 

4

 

 

9

 

Income taxes paid, net of refunds

(119

)

 

(52

)

 

(9

)

Free Cash Flow

$

          
43

 

 

$

          
75

 

 

$

          
57

 

(1)   Excludes approximately $62 million and $80 million related to the Assembly Atlanta project in 2022 and 2021, respectively.

 

Reconciliation of Non-GAAP Terms on
Combined Historical Basis:

 

 

Six
Months Ended

 

June
30,

 

 2022

 

2021

 

2020

 

(in millions)

 

 

 

 

 

 

 

 

 

Net income

$

         161

 

 

$

         142

 

 

$

          91

 

Adjustments to reconcile from net income to

 

 

 

 

 

 

 

 

Free Cash Flow:

 

 

 

 

 

 

 

 

Depreciation

63

 

 

64

 

 

59

 

Amortization of intangible assets

104

 

 

56

 

 

57

 

Non-cash stock-based compensation

11

 

 

8

 

 

9

 

Non-cash 401(k) expense

 

 

1

 

 

 

Gain on disposals of assets, net

(5

)

 

(7

)

 

(16

)

Miscellaneous expense, net

2

 

 

6

 

 

25

 

Interest expense

160

 

 

155

 

 

155

 

Income tax expense

59

 

 

17

 

 

12

 

Amortization of program broadcast rights

25

 

 

27

 

 

29

 

Payments for program broadcast rights

(26

)

 

(29

)

 

(30

)

Corporate and administrative expenses excluding

 

 

 

 

 

 

 

 

depreciation, amortization of intangible assets and

 

 

 

 

 

 

 

 

non-cash stock-based compensation

44

 

 

37

 

 

28

 

Broadcast Transaction Related Expenses

4

 

 

 

 

 

Broadcast other adjustments

 

 

40

 

 

35

 

Broadcast Cash Flow

          
602

 

 

          
517

 

 

          
454

 

Corporate and administrative expenses excluding

 

 

 

 

 

 

 

 

depreciation, amortization of intangible assets and

 

 

 

 

 

 

 

 

non-cash stock-based compensation

(44

)

 

(37

)

 

(28

)

Broadcast Cash Flow Less Cash
Corporate Expenses

          
558

 

 

          
480

 

 

          
426

 

Pension benefit

(2

)

 

 

 

 

Adjustments for unrestricted subsidiaries

4

 

 

 

 

 

Corporate Transaction Related Expenses

1

 

 

8

 

 

 

Operating Cash Flow as defined in
Senior Credit Agreement

          
561

 

 

          
488

 

 

          
426

 

Interest expense

(160

)

 

(155

)

 

(155

)

Amortization of deferred financing costs

8

 

 

6

 

 

6

 

Preferred dividends

(26

)

 

(26

)

 

(26

)

Common stock dividends

(16

)

 

(15

)

 

 

Purchases of property and equipment (1)

(67

)

 

(47

)

 

(59

)

Reimbursements of property and equipment purchases

5

 

 

9

 

 

18

 

Income taxes paid, net of refunds

(119

)

 

(66

)

 

(18

)

Free Cash Flow

$

        
186

 

 

$

        
194

 

 

$

        
192

 

(1)   Excludes approximately $92 million and $80 million related to the Assembly Atlanta project in 2022 and 2021, respectively.

Reconciliation
of Net Income to Adjusted EBITDA and the Effect of Transaction Related
Expenses and Certain Non-Cash Expenses:

 

 

Three
Months Ended

 

Six
Months Ended

 

June
30,

 

June
30,

 

2022

 

2021

 

2022

 

2021

 

(in millions, except for per share information)

 

 

 

 

 

 

 

 

 

 

 

 

Net income

$

99

 

 

$

39

 

 

$

161

 

 

$

78

 

Adjustments to reconcile from net income to

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

 

 

Depreciation

31

 

 

25

 

 

63

 

 

50

 

Amortization of intangible assets

52

 

 

27

 

 

104

 

 

53

 

Non-cash stock-based compensation

6

 

 

4

 

 

11

 

 

7

 

Gain on disposal of assets, net

 

 

(1

)

 

(5

)

 

(5

)

Miscellaneous expense, net

 

 

7

 

 

2

 

 

6

 

Interest expense

81

 

 

47

 

 

160

 

 

95

 

Income tax expense

38

 

 

15

 

 

59

 

 

30

 

Total

307

 

 

163

 

 

555

 

 

314

 

Add: Transaction Related Expenses (1)

2

 

 

7

 

 

5

 

 

8

 

Adjusted EBITDA

$

       
309

 

 

$

      
170

 

 

$

      
560

 

 

$

      
322

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders

$

86

 

 

$

26

 

 

$

135

 

 

$

52

 

Add: Transaction Related Expenses and non-cash

 

 

 

 

 

 

 

 

 

 

 

stock-based compensation

8

 

 

18

 

 

16

 

 

22

 

Less: Income tax expense related to Transaction Related

 

 

 

 

 

 

 

 

 

 

 

Expenses and non-cash stock-based compensation

(2

)

 

(5

)

 

(4

)

 

(6

)

Net income attributable to common stockholders – excluding

 

 

 

 

 

 

 

 

 

 

 

Transaction Related Expenses and non-cash stock-based

 

 

 

 

 

 

 

 

 

 

 

compensation

$

92

 

 

$

39

 

 

$

147

 

 

$

68

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders common per share,

 

 

 

 

 

 

 

 

 

 

 

diluted – excluding Transaction Related Expenses and non-cash

 

 

 

 

 

 

 

 

 

 

 

stock-based compensation

$

0.98

 

 

$

0.41

 

 

$

1.56

 

 

$

0.72

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted weighted-average common shares outstanding

94

 

 

95

 

 

94

 

 

95

 

(1)     Excludes $7 million of Transaction Related Expenses included in miscellaneous expense, net for the three and six-month periods ended June 30, 2021, respectively.

Reconciliation
of Total Leverage Ratio, Net of All Cash:

 

 

Eight
Quarters

 

Ended

 

June
30, 2022

 

(dollars in millions)

 

 

 

Net income

$

                      595

 

Adjustments to reconcile from net income to Operating Cash Flow as

 

 

  defined in our Senior Credit Agreement:

 

 

Depreciation

                        221

 

Amortization of intangible assets

                        274

 

Non-cash stock-based compensation

                          32

 

Gain on disposal of assets, net

                          21

 

Interest expense

                        457

 

Loss on early extinguishment of debt

                          12

 

Income tax expense

                        248

 

Amortization of program broadcast rights

                          81

 

Common stock contributed to 401(k) plan

                          15

 

Payments for program broadcast rights

                        (83

)

Pension benefit

                          (4

)

Contributions to pension plans

                          (7

)

Adjustments for unrestricted subsidiaries

                           8

 

Adjustments for stations acquired or divested, financings and expected

 

 

synergies during the eight quarter period

                        606

 

Transaction Related Expenses

                          87

 

Other

                           2

 

Operating Cash Flow as defined in our
Senior Credit Agreement

$

                 
2,565

 

Operating Cash Flow as defined in our
Senior Credit Agreement,

 

 

 divided by two

$

                 
1,283

 

 

 

 

 

June
30, 2022

 

Adjusted Total Indebtedness:

 

 

Total outstanding principal

$

                    6,778

 

Letters of credit outstanding

                           4

 

Cash

 

                      (162

)

Adjusted Total Indebtedness, Net of
All Cash

$

                 
6,620

 

 

 

 

Total Leverage Ratio, Net of All Cash

5.16

 

 


Release – Motorsport Games and BTCC Announce “BTCC rFactor 2 Hot Lap Challenge” for Final Four Events of the Season



Motorsport Games and BTCC Announce “BTCC rFactor 2 Hot Lap Challenge” for Final Four Events of the Season

Research, News, and Market Data on Motorsport Games

MIAMI, Aug. 05, 2022 (GLOBE NEWSWIRE) — Motorsport Games Inc. (NASDAQ:
MSGM) (“Motorsport Games” or the “Company”)
, a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world, in conjunction with the British
Touring Car Championship (BTCC),
 announces today the BTCC
rFactor 2 Hot Lap Challenge
. The challenge will be available for fans to participate in at the final four race weekends of the 2022 BTCC season. Visitors who also register for the Motorsport Games/BTCC mailing list will be among the first to receive exclusive news and updates on the upcoming BTCC game, slated for full release in 2024.

Ticket holders at each event are welcome to stop by the Motorsport Games x BTCC booth in order to experience official BTCC content within rFactor 2, the realistic racing simulation platform. Fans will compete to post their hot lap time (Time2Beat), with the best posted result winning the signed gear grand prize. The booth will feature four racing simulators pre-loaded with a rFactor 2 tech demo, running official BTCC cars and tracks. Free giveaways will also be available while supplies last. The BTCC rFactor 2 Hot Lap Challenge will be available to play at the following race weekends:

  • Snetterton (Norfolk, UK): August 13-14, 2022
  • Thruxton (Hampshire, UK): August 27-28, 2022
  • Silverstone National (Towcester, UK): September 24-25, 2022
  • Brands Hatch GP (Kent, UK): October 8-9, 2022

“The launch of the BTCC rFactor 2 Hot Lap Challenge is one of the many ways in which Motorsport Games is bringing this iconic motorsport series to life for fans to enjoy,” said Dmitry Kozko, CEO of Motorsport
Games
. “This activation, a part of four events this season, provides a first look at the BTCC brought to life within the virtual world. By bringing the BTCC into the Motorsport Games fold, we are continuing to enhance our product differentiation within a robust racing games marketplace for fans across the globe.”

The BTCC rFactor 2 Hot Lap Challenge serves the goal for both Motorsport Games and the BTCC of refining and strengthening the future BTCC game title, scheduled to arrive in 2024. Fans who take part in the Time2Beat activations will be able to provide real time feedback that will be used in the game’s development. The hot lap challenges are a part of the larger promotional plan update previously announced by Motorsport Games, including additional activations, content releases and ‘first-play content’ tech demos through rFactor 2 containing BTCC content.

“The BTCC rFactor 2 Hot Lap Challenge being brought to our events is yet another way we are ensuring a memorable fan experience at our races,” said Alan Gow, BTCC Chief Executive. “We know that our fans are eager to get their hands on the official BTCC game and we ensure that progress and expanded development plans are continuing to be made in the here and now. We look forward to hearing the fans’ feedback directly and having another entertaining and engaging experience available during race weekends.”

Motorsport Games plans to continue adding additional BTCC branded content into rFactor 2. Motorsport Games and rFactor 2 have already added the Infiniti Q50 and Toyota Corolla BTCC cars into the simulation for fans to drive as part of a first content rollout. Daily BTCC competitions through the rFactor 2 competition system will be open to all users, allowing for statistics-driven benefits to each driver’s rating. All content released via rFactor 2 will be utilized as a technical test bed, allowing consumers and official drivers to provide feedback for the development team and help build the best experience upon full release.

To keep up with the latest Motorsport Game news, visit www.motorsportgames.com and follow on Twitter, Instagram, Facebook and LinkedIn.

About Motorsport Games:
Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Combining innovative and engaging video games with exciting esports competitions and content for racing fans and gamers, Motorsport Games strives to make the joy of racing accessible to everyone. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”), as well as the industry leading rFactor 2 and KartKraft simulations. RFactor 2 also serves as the official sim racing platform of Formula E. Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. Motorsport Games is building a virtual racing ecosystem where each product drives excitement, every esports event is an adventure and every story inspires.

About the British Touring Car Championship:
The British Touring Car Championship (BTCC) was formed in 1958 and is Britain’s most popular motor racing spectacle with its race season comprising ten events at top circuits across the UK. It is contested by professional racing drivers in competition versions of every day road cars, giving it tremendous public appeal. Over 380,000 watch the BTCC trackside each year and it receives widespread UK terrestrial TV exposure on the ITV network, with all ten events broadcast live across ITV, ITV4 and itv.com.

The 2022 campaign marks the start of the BTCC’s Hybrid Era, as the championship becomes the first touring car series in the world to integrate hybrid power into all of its race cars.

Forward-Looking Statements:
Certain statements in this press release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are provided pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, statements concerning the expected future impact of new or planned products, features and/or offerings and the timing of launching such products, features and/and offerings, including, without limitation Motorsport Games’ plans to continue to enhance its product differentiation within a robust racing games marketplace for fans across the globe, that the BTCC rFactor 2 Hot Lap Challenge serves the goal for both Motorsport Games and the BTCC of refining and strengthening the future BTCC game title, scheduled to arrive in 2024, Motorsport Games’ plans to continue adding additional BTCC branded content into rFactor 2 and that the daily BTCC competitions will help build the best experience upon the games’ full release. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Motorsport Games and are difficult to predict. Examples of such risks and uncertainties include, without limitation, difficulties, delays in or unanticipated events that may impact the timing and scope of new product launches, such as due to: (i) difficulties or delays in using its product development personnel in Russia due to the Russia invasion of Ukraine and the related sanctions and/or more restrictive sanctions rendering transacting in the region more difficult or costly and/or difficulties and/or delays arising out of any resurgence of the ongoing and prolonged COVID-19 pandemic; (ii) less than expected benefits from implementing the Company’s management strategies; (iii) adverse economic, market and geopolitical conditions that negatively impact industry trends, such as significant changes in the labor markets, an extended or higher than expected inflationary environment (such as the impact on consumer discretionary spending as a result of significant increases in energy and gas prices which have been increasing since early in 2020), a higher interest rate environment, tax increases impacting consumer discretionary spending and/or quantitative easing that results in higher interest rates that negatively impact consumers’ discretionary spending; and/or (iv) difficulties and/or delays in resolving our liquidity position and financial condition by obtaining additional capital to meet our liquidity needs, including without limitation, difficulties in securing funding that is on commercially acceptable terms to us or at all, such as our inability to complete in whole or in part any potential debt and/or equity financing transactions, as well as any inability to achieve cost reductions and/or less than expected availability of funds under Motorsport Games’ $12 million line of credit from Motorsport Network. Factors other than those referred to above could also cause Motorsport Games’ results to differ materially from expected results. Additional examples of such risks and uncertainties include, but are not limited to: (i) delays and higher than anticipated expenses related to the ongoing and prolonged COVID-19 pandemic and any resurgence of COVID-19; (ii) Motorsport Games’ ability (or inability) to maintain existing, and to secure additional, licenses and other agreements with various racing series; (iii) Motorsport Games’ ability to successfully manage and integrate any joint ventures, acquisitions of businesses, solutions or technologies; (iv) unanticipated operating costs, transaction costs and actual or contingent liabilities; (v) the ability to attract and retain qualified employees and key personnel; (vi) adverse effects of increased competition; (vii) Motorsport Games’ ability to protect its intellectual property; and/or (viii) local, industry and general business and economic conditions. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in Motorsport Games’ filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Motorsport Games anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Motorsport Games assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Motorsport Games’ plans and expectations as of any subsequent date. Additionally, the business and financial materials and any other statement or disclosure on, or made available through, Motorsport Games’ website or other websites referenced or linked to this press release shall not be incorporated by reference into this press release.

Website and Social Media Disclosure:

Investors and others should note that we announce material financial information to our investors using our investor relations website (ir.motorsportgames.com), SEC filings, press releases, public conference calls and webcasts. We use these channels, as well as social media and blogs, to communicate with our investors and the public about our company and our products. It is possible that the information we post on our websites, social media and blogs could be deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the websites, social media channels and blogs, including the following (which list we will update from time to time on our investor relations website):

Websites

Social Media

motorsportgames.com

Twitter: @msportgames & @traxiongg

traxion.gg

Instagram: msportgames & traxiongg

motorsport.com

Facebook: Motorsport Games & traxiongg

 

LinkedIn: Motorsport Games

 

Twitch: traxiongg

 

Reddit: traxiongg

The contents of these websites and social media channels are not part of, nor will they be incorporated by reference into, this press release.

Press:
ASTRSK PR
motorsportgames@astrskpr.com

BTCC Media Office
Simon Melluish or Emma Illman
Tel. +44 (0) 1372 414120
Email. 
simon.melluish@mpacreative.com or emma.illman@mpacreative.com

 


Release – Vera Bradley Announces Reporting Date for Fiscal Year 2023 Second Quarter Results



Vera Bradley Announces Reporting Date for Fiscal Year 2023 Second Quarter Results

Research, News, and Market Data on Vera Bradley


Aug 5, 2022

FORT WAYNE, Ind., Aug. 05, 2022 (GLOBE NEWSWIRE) — Vera Bradley, Inc. (Nasdaq: VRA) (“Vera Bradley” or the “Company”) today announced that it plans to report results for the second quarter ended July 30, 2022 at 8:00 a.m. Eastern Time on Wednesday, August 31, 2022.

The Company will host a conference call to discuss its financial results at 9:30 a.m. Eastern Time that same day. A live webcast of the conference call will be available on the Investor Relations section of the Company’s website, www.verabradley.com. Alternatively, interested parties may dial into the call at (800) 437-2398 or (323) 289-6576, and enter the access code 3589431. A replay will be available shortly after the conclusion of the call and remain available through September 14, 2022. To access the recording, listeners should dial (844) 512-2921, and enter the access code 3589431.

ABOUT VERA BRADLEY, INC.

Vera Bradley, Inc. operates two unique lifestyle brands – Vera Bradley and Pura Vida. Vera Bradley and Pura Vida are complementary businesses, both with devoted, emotionally connected, and multi-generational female customer bases; alignment as casual, comfortable, affordable, and fun brands; positioning as “gifting” and socially-connected brands; strong, entrepreneurial cultures; a keen focus on community, charity, and social consciousness; multi-channel distribution strategies; and talented leadership teams aligned and committed to the long-term success of their brands.

Vera Bradley, based in Fort Wayne, Indiana, is a leading designer of women’s handbags, luggage and other travel items, fashion and home accessories, and unique gifts. Founded in 1982 by friends Barbara Bradley Baekgaard and Patricia R. Miller, the brand is known for its innovative designs, iconic patterns, and brilliant colors that inspire and connect women unlike any other brand in the global marketplace.

In July 2019, Vera Bradley, Inc. acquired a 75% interest in Creative Genius, Inc., which also operates under the name Pura Vida Bracelets (“Pura Vida”). Pura Vida, based in La Jolla, California, is a digitally native, highly engaging lifestyle brand founded in 2010 by friends Paul Goodman and Griffin Thall. Pura Vida has a differentiated and expanding offering of bracelets, jewelry, and other lifestyle accessories.

CONTACTS:
Investors:

Julia Bentley, VP of Investor Relations and Communications
jbentley@verabradley.com
(260) 207-5116

Media:           

877-708-VERA (8372)                                

Mediacontact@verabradley.com

 


More Behind AMC’s APE Dividend than Meets the Eye



Image Credit: Keith C (Flickr)


AMC Announces Peculiar Dividend and a New Class of Company Stock

“So, ladies and gentlemen, gentlemen and ladies, TODAY WE POUNCE.” In his letter to shareholders, these are the words of AMC Theatres CEO Adam Aron. Amidst a flurry of reports, filings, and an open letter to shareholders yesterday (August 4), the company announced a unique dividend to be awarded to listed shareholders later this month. The AMC Preferred Equity announcement (ticker: APE) is causing as much or more confusion as the unusual GameStop (GME) dividend did last month.

Below we try to simplify the details of the new APE units.


Details of Dividend

The special dividend of one AMC Preferred Equity unit will be issued for each share of AMC Class A common stock outstanding at the close of business on August 15, 2022. The special dividend is scheduled to be paid at the close of business on August 19. AMC expects to list its AMC Preferred Equity Units on the NYSE under the symbol “APE,” starting August 22. The symbol is a familiar term to the so-called meme stock investors who often refer to themselves as “apes.”

AMC will be issuing one share of APE as a dividend for each of its 516,820,595 shares outstanding, according to Aron. “The issuance only to our shareholders of tradable AMC Preferred Equity units clarifies who is included in our current shareholder base,” he said in a press release. The company has faced questions and theories that there are synthetic AMC shares in the hands of unwitting investors. Aron believes this can answer those questions by vetting through their shareholder of record list.


Source: Twitter (@PeterRHann1)

The theory that there are fraudulent shares in the float used by investors to cover short positions in the past could now be uncovered. Some online commentators argue that if they can add synthetic AMC, then they can add synthetic APE to trade. However, AMC took an extra step. An NFT. Bypassing the blockchain and creating fraudulent NFTs would, in theory, be more difficult, if only because it would take a different skill set. The “I own APE” NFT will be given to shareholders of record August 14.

 

What Shareholders Get

The company stock price has had wide swings over the past two years that took the theater chain from a down-for-the-count pandemic victim to a Robinhood investor phenomenon. AMC tapped the steep rise in its share price to raise $917 million in January 2021. At that time, Aron said the new financing meant any talk of imminent bankruptcy “is completely off the table.”






Source: Twitter (@CEOAdam)

Earlier this year, AMC stunned Wall Street when it made a $27.
9 million investment
in Hycroft Mining Holding Corp. HYMC, a gold and silver mining company that diversifies AMC well outside of the entertainment industry. He spoke of the ownership interest on an investor call this week, saying, “We have every confidence that our Hycroft investment will pan out, excuse the pun, to be quite lucrative for AMC,” he said. “I am so convinced that, when the story is finally written, this will be a good one for AMC.”

Shares of the company, which skyrocketed to a high of $72.62 on June 2, 2021, have fallen 30% this year.


Source: AMC Website (AMC Preferred Equity Units)

The new class of stock is convertible into AMC common shares at one-to-one and conversion is at the discretion of the holder. It is designed to not add any dilution for current (authentic) shareholders. The ability to vote APE units will be the same for both classes of shares. APE shares have preferred rights and claims over the AMC class, making AMC shares subordinate in a liquidation event.


What AMC Gets

“This new AMC Preferred Equity gives AMC a currency that can be used in the future to strengthen our balance sheet, including by paying down debt or raising fresh equity,” said AMC Chief Executive Adam Aron. “As a result, this dramatically lessens any near-term survival risk for AMC, as we continue to work our way through this pandemic.” In the letter to shareholders he explained, “I believe all of this makes us vastly, and I mean, vastly, stronger.” The Aron, referred to AMC’s critics as “naysayers” and “prophets of doom” and took a shot at those shorting the stock by saying the dividend is very bad news for people “not rooting for AMC.”


Source: AMC Theatres Press Release (August 4, 2022)

Take-Away

The AMC dividend is unique. It adds a new class of company stocks that does not mathematically devalue the company. It appears to be designed to give investors confidence that each share traded is authentic. Less importantly, it allows investors that refer to themselves as Apes to own a favorite company trading under the ticker APE. Separately, it gives a nod to blockchains’ ability to provide authenticity through NFTs.

Paul Hoffman

Managing Editor, Channelchek

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Sources

https://d18rn0p25nwr6d.cloudfront.net/CIK-0001411579/d143ef2b-7a84-47d2-a8a1-7930f7527930.pdf

https://s25.q4cdn.com/472643608/files/doc_financials/2022/q2/FINAL-APE-Dividend-Press-Release-20220804-0930-v.F-clean.pdf

https://s25.q4cdn.com/472643608/files/doc_downloads/2022/FINAL-APE-Dividend-Shareholder-Letter-20220804-1400-v.F.pdf

https://s25.q4cdn.com/472643608/files/doc_downloads/AMC_Preferred-Equity-Units_WEBSITE-(Weil-8.3.2022).pdf

https://twitter.com/CEOAdam/status/1555324348852047872/photo/1


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Earnings, Acquisitions, and an Oversold Position Pushing Biotechs Up



Image Credit: Marco Verch (Flickr)


Biotech Earnings Reports and M&A Activity Contribute to Sector Strength

Biotech stocks that were on life support during the beginning of 2022 are now revived and not slowing down. Since mid-June, when many sectors turned around, the beaten-up biotechs became impressive outperformers. And, for good reasons. While they may have overshot on the high side during the pandemic, the post-pandemic selling may have also gone too far, currently, they are priced at levels that has generated a lot of interest among investors, both small and large.

The SPDR S&P Biotech ETF (XBI), which tracks the sector, is up 16.35% over the past three months and 45.14%% since the markets closed on June 14. XBI had fallen from the $110 range to the $60 range earlier this year, it is now around $92. Whether or not this represents a continued direction for the biotech sector remains to be seen, but the positive buzz and news stories surrounding biotech seem to be increasing.


Right Mixture

Merck (MRK) has been in the news as they’re in negotiations to acquire Seagen (SGEN). This has been a reminder that big pharma is flush with cash, so much that attractive small and mid-cap biotech companies can easily be purchased without a financial blink from the acquirer. These smaller companies are also finding it easier to develop financial and R&D partnerships with big companies. The financial strength of big pharma has been further highlighted in recent weeks as stock buybacks among large firms and merger activity seem to be growing. Market-moving drug-testing results are also being reported as the FDA is less distracted than it has been in years. Taken together, all of these factors would seem to be the right treatment to continue to heal and strengthen a depressed sector.


Source: Koyfin

The market is also being reminded of the potential profitability of the sector during this earnings
season
. Companies like Regeneron Pharmaceuticals (REGN) climbed almost 6% after reporting earnings this week, and Gilead Sciences (GILD) financial reporting had a similar impact on its stock price. But these didn’t even come close to Moderna (MRNA) which gained 16% after reporting its earnings.

As for the smaller biotech names, both public and private are also deals being made. Gilead announced an agreement on Thursday to pick up a private U.K.-based biotech called MiroBio for $405 million in cash.

The sector has gained much of its strength of the sector in recent months from mid-caps that were weaker than their larger counterparts early in the year. Names like Therapeutics (BEAM), which started the year off poorly but is now up 104% since mid-June. Fate Therapeutics (FATE) is another mid cap that has been flying since mid-June and is currently up 77% during that period.


Take Away

Markets are cyclical, and the biotech sector, which was at the height of its cycle earlier this decade, may have recently passed the bottom of its cycle. Smaller names are now at attractive levels for cash-rich larger pharmaceutical companies to scoop up companies that operate in areas they are looking to strengthen their pipeline or offerings.

A great place to find and explore small biotechs is Channelchek. Simply click on Company
Data
at the upper left of your screen, then healthcare, which leads you to a drop-down menu with biotech as one of the categories. Sign up for research on small and microcap companies from top-ranked analysts in biotech and other industries, delivered to your inbox each morning.

Paul Hoffman

Managing Editor, Channelchek

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Sources

https://www.barrons.com/articles/biotech-stocks-rally-bear-market-51657551507

https://www.barrons.com/articles/bull-market-biotech-stocks-51659620438?mod=hp_LEAD_2_B_2

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