Release – Eagle Bulk Shipping Inc. Reports Fourth Quarter 2022 Results

Research News and Market Data on EGLE

Reports Record Full Year Net Income of $248 million

March 02, 2023 16:45 ET 

STAMFORD, Conn., March 02, 2023 (GLOBE NEWSWIRE) — Eagle Bulk Shipping Inc. (NYSE: EGLE) (“Eagle” or the “Company”), one of the world’s largest owner-operators within the midsize drybulk vessel segment, today reported financial results for the three months and year ended December 31, 2022.

Quarter Highlights:

  • Generated Revenues, net of $151.4 million
    • Achieved TCE(1) of $22,062/day based on TCE Revenues(1) of $102.5 million
  • Realized net income of $23.3 million, or $1.79 per basic share
    • Adjusted net income(1) of $35.9 million, or $2.76 per basic share(1)
  • Generated EBITDA(1) of $41.3 million
    • Adjusted EBITDA(1) of $55.6 million
  • Executed an agreement to purchase a 2015-built, high specification Ultramax for $24.3 million
    • Vessel delivered to the Company in February 2023 and renamed the M/V Gibraltar Eagle
  • Declared a quarterly dividend of $0.60 per share for the fourth quarter of 2022
    • Dividend is payable on March 23, 2023 to shareholders of record at the close of business on March 15, 2023

Recent Developments:

  • Completed transfer of listing to the New York Stock Exchange (NYSE) on January 4, 2023

  • Appointed Kate Blankenship to the Board of Directors on January 18, 2023

  • Executed agreements to purchase two 2020-built high specification scrubber-fitted Ultramaxes for $30.1 million each


    • Vessels are expected to be delivered to the Company during the second quarter of 2023 and will be renamed the M/V Halifax Eagle and M/V Vancouver Eagle
  • Executed an agreement to sell the M/V Jaeger (2004-built Supramax) for $9.0 million
    • Transaction is expected to close in March 2023
  • Fixed 92% of available days for the first quarter of 2023 at an average TCE of $13,335

1 These are non-GAAP financial measures. A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial tables included in this press release. An explanation of these measures and how they are calculated are also included below under the heading “Supplemental Information – Non-GAAP Financial Measures.”

Eagle’s CEO Gary Vogel commented, “Despite a weaker rate environment, our Q4 results cemented a record annual profit of roughly $250 million for 2022. These results are reflective of the many actions we have taken over the past years, including our comprehensive vessel sale and purchase strategy encompassing 55 transactions, our segment-leading focus on scrubbers, our differentiated active management approach to trading ships, and our efforts to optimize the balance sheet.

Based on this and consistent with the company’s stated capital allocation strategy of distributing a minimum of 30% of net income, the company declared its sixth consecutive quarterly dividend since adoption of the policy, bringing total shareholder distributions to $10.65 per share, or $139 million.

In recent months, we continued to enhance and grow our fleet. We purchased three modern high specification Ultramaxes, two of which are scrubber-fitted, and sold the oldest vessel in our fleet. It is noteworthy that this sale represents the 22nd, and last, vessel to be sold as part of the initial fleet renewal program which we initiated six years ago.

As we enter 2023, we remain positive on market fundamentals given a historically low orderbook with a rapidly aging fleet, as well as a number of demand catalysts including China’s reopening post Covid restrictions,” continued Mr. Vogel. “While uncertainty in the macro-economic environment has brought volatility, both rates and forward curves have moved up substantially in recent days. Further, with our modern fleet of 55, predominately scrubber-fitted vessels, and a robust balance sheet with investment capacity, the company remains uniquely positioned to deliver value to our stakeholders.”

Fleet Operating Data 

Fleet Development 

  • Tokyo Eagle, a Japanese-built, scrubber-fitted Ultramax (61k DWT / 2015-built), acquired in the third quarter of 2022 for total consideration of $27.5 million, was delivered to the Company in the fourth quarter of 2022

  • Gibraltar Eagle, a Chinese-built Ultramax (64k DWT / 2015-built), acquired in the fourth quarter of 2022 for total consideration of $24.3 million, was delivered to the Company in the first quarter of 2023

  • Halifax Eagle, a Chinese-built, scrubber-fitted Ultramax (64k DWT / 2020-built), acquired in the first quarter of 2023 for total consideration of $30.1 million, is expected to be delivered to the Company in the second quarter of 2023

  • Vancouver Eagle, a Chinese-built, scrubber-fitted Ultramax (64k DWT / 2020-built), acquired in the first quarter of 2023 for total consideration of $30.1 million, is expected to be delivered to the Company in the second quarter of 2023

  • Jaeger, a Japanese-built Supramax (52k DWT / 2004-built), sold in the first quarter of 2023 for total consideration of $9.0 million, is expected to be delivered to the buyer in the first quarter of 2023

  • Pro forma owned fleet totals 55 vessels with an average age of 9.1 years

Results of Operations for the three months and years ended December 31, 2022 and 2021

For the three months ended December 31, 2022, the Company reported net income of $23.3 million, or basic and diluted net income per share of $1.79 and $1.50, respectively. In the comparable quarter of 2021, the Company reported net income of $87.5 million, or basic and diluted net income per share of $6.79 and $5.40, respectively.

For the three months ended December 31, 2022, the Company reported adjusted net income of $35.9 million, which excludes unrealized losses on derivative instruments and impairment of operating lease right-of-use assets of $10.4 million and $2.2 million, respectively, or basic and diluted adjusted net income per share of $2.76 and $2.28, respectively. In the comparable quarter of 2021, the Company reported adjusted net income of $69.3 million, which excludes unrealized gains on derivative instruments and a loss on debt extinguishment of $24.1 million and $6.0 million, respectively, or basic and diluted adjusted net income per share of $5.38 and $4.28, respectively.

For the year ended December 31, 2022, the Company reported net income of $248.0 million, or basic and diluted net income per share of $19.09 and $15.57, respectively. For the year ended December 31, 2021, the Company reported net income of $184.9 million, or basic and diluted net income per share of $14.91 and $11.79, respectively.

For the year ended December 31, 2022, the Company reported adjusted net income of $256.3 million, which excludes a loss on debt extinguishment, impairment of operating lease right-of-use assets and unrealized losses on derivative instruments of $4.2 million, $2.2 million and $1.9 million, respectively, or basic and diluted adjusted net income per share of $19.73 and $16.08, respectively. For the year ended December 31, 2021, the Company reported adjusted net income of $191.1 million, which excludes a loss on debt extinguishment and unrealized losses on derivative instruments of $6.1 million and $0.1 million, respectively, or basic and diluted adjusted net income per share of $15.41 and $12.18, respectively.

Revenues, net

Revenues, net for the three months ended December 31, 2022 were $151.4 million, compared to $184.7 million for the comparable quarter in 2021. Revenues, net decreased $33.3 million primarily due to lower rates driven by declines in the underlying freight market, offset in part by an increase in operating days (5,614 for the three months ended December 31, 2022 compared to 5,131 for the three months ended December 31, 2021).

Revenues, net for the year ended December 31, 2022 were $719.8 million, compared to $594.5 million for the year ended December 31, 2021. Revenues, net increased $87.4 million due to an increase in total operating days (22,276 for the year ended December 31, 2022 compared to 19,439 for the year ended December 31, 2021) driven by increases in both owned days and chartered-in days and increased $37.9 million due to an increase in rates.
        
Voyage expenses

Voyage expenses for the three months ended December 31, 2022 were $42.7 million compared to $23.2 million for the comparable quarter in 2021. Voyage expenses increased primarily due to an increase in bunker consumption expense of $13.5 million due to an increase in bunker fuel prices, an increase in costs for contingent liabilities of $3.4 million driven by provisions for certain routine commercial claims and an increase in port expenses of $3.4 million primarily driven by an increase in fuel surcharges related to tugs along with cost inflation, partially offset by a decrease in broker commissions of $0.8 million driven by a decrease in related revenues.

Voyage expenses for the year ended December 31, 2022 were $163.4 million, compared to $104.6 million for the year ended December 31, 2021. Voyage expenses increased primarily due to an increase in bunker consumption expense of $43.9 million driven by an increase in bunker fuel prices, an increase in port expenses of $11.8 million driven by an increase in fuel surcharges related to tugs along with cost inflation and an increase in costs for contingent liabilities of $3.4 million driven by provisions for certain routine commercial claims.

Vessel operating expenses

Vessel operating expenses, which include non-recurring expenses related to vessel acquisitions and sales, for the three months ended December 31, 2022 were $35.7 million compared to $30.6 million for the comparable quarter in 2021. Vessel operating expenses increased primarily due to an increase in repair costs of $2.7 million driven by certain discretionary repairs and upgrades as well as unscheduled necessary repairs, an increase in the cost of lubes, stores and spares of $1.2 million driven by increased volumes and cost inflation and an increase in crew-related costs of $1.1 million driven by higher crew wages, increased crew changes and increased expenses related to COVID-19 and the conflict between Russia and Ukraine. Ownership days for the three months ended December 31, 2022 were 4,837, compared to 4,851 for the comparable quarter in 2021.

Average daily vessel operating expenses excluding one-time, non-recurring expenses related to vessel acquisitions and sales and termination charges relating to a change in crewing manager on some of our vessels for the three months ended December 31, 2022 was $6,996, compared to $6,028 for the comparable quarter in 2021.

Vessel operating expenses, which include non-recurring expenses related to vessel acquisitions and sales, for the year ended December 31, 2022 were $123.9 million, compared to $103.9 million for the year ended December 31, 2021, with the increase driven, in part, by an increase in ownership days (19,261 for the year ended December 31, 2022 compared to 18,258 for the year ended December 31, 2021).

The increase in vessel operating expenses was due to an increase in crew-related costs of $8.9 million driven by higher crew wages, increased crew changes and increased expenses related to COVID-19 and the conflict between Russia and Ukraine, an increase in repair costs of $5.6 million driven by certain discretionary repairs and upgrades as well as unscheduled necessary repairs and an increase in the cost of lubes, stores and spares of $5.0 million driven by increased volumes and cost inflation.

Average daily vessel operating expenses excluding one-time, non-recurring expenses related to vessel acquisitions and sales and termination charges relating to a change in crewing manager on some of our vessels for the year ended December 31, 2022 was $6,244, compared to $5,357 for the year ended December 31, 2021.

Charter hire expenses

Charter hire expenses for the three months ended December 31, 2022 were $17.3 million, compared to $11.7 million for the comparable quarter in 2021. Charter hire expenses increased $7.0 million due to an increase in chartered-in days (979 for the three months ended December 31, 2022 as compared to 613 for the comparable quarter in 2021) and was partially offset by a decrease of $1.4 million due to a decrease in charter hire rates primarily driven by declines in the underlying freight market.

Charter hire expenses for the year ended December 31, 2022 were $81.1 million, compared to $37.1 million for the year ended December 31, 2021. Charter hire expenses increased $27.9 million primarily due to an increase in chartered-in days (4,081 for the year ended December 31, 2022 as compared to 2,331 for the year ended December 31, 2021) and increased $16.1 million due to an increase in charter hire rates as well as the impact of exercised extension options on the Company’s long-term charter-in contracts.

Depreciation and amortization

Depreciation and amortization for the three months ended December 31, 2022 was $15.9 million, compared to $14.3 million for the comparable quarter in 2021. Total depreciation and amortization for the three months ended December 31, 2022 included $12.4 million of vessel and other fixed asset depreciation and $3.5 million of deferred drydocking cost amortization. Total depreciation and amortization for the three months ended December 31, 2021 included $11.9 million of vessel and other fixed asset depreciation and $2.4 million of deferred drydocking cost amortization. Depreciation and amortization increased $1.1 million due to the impact of drydocks completed during 2022 and increased $0.5 million due to an increase in the cost base of our owned fleet as well as ballast water treatment systems (“BWTS”) installed during 2022.

Depreciation and amortization for the year ended December 31, 2022 was $61.2 million, compared to $53.5 million for the year ended December 31, 2021. Total depreciation and amortization for the year ended December 31, 2022 included $47.9 million of vessel and other fixed asset depreciation and $13.2 million of deferred drydocking cost amortization. Total depreciation and amortization for the year ended December 31, 2021 included $44.9 million of vessel and other fixed asset depreciation and $8.7 million of deferred drydocking cost amortization. Depreciation and amortization increased $4.6 million primarily due to higher average drydocking expenditures and increased $3.1 million primarily due to the full year impact of vessels acquired during 2021.

General and administrative expenses

General and administrative expenses for each of the three months ended December 31, 2022 and 2021 were $11.6 million.

General and administrative expenses for the year ended December 31, 2022 were $41.2 million, compared to $35.2 million for the year ended December 31, 2021. General and administrative expenses increased $2.6 million due to higher stock-based compensation expense, increased $0.9 million due to an increase in compensation and benefits, increased $0.8 million due to higher professional fees and increased $0.8 million due to higher other corporate costs, including travel and office-related costs.

Other operating expense

Other operating expense for the three months ended December 31, 2022 was $1.2 million, compared to $0.5 million for the comparable quarter of 2021. Other operating expense for each of the three months ended December 31, 2022 and 2021 were primarily comprised of costs related to a 2021 U.S. government investigation into an allegation that one of our vessels may have improperly disposed of ballast water that entered the engine room bilges during a repair. The Company posted a surety bond as security for any potential fines, penalties or other associated costs. 

Other operating expense for the year ended December 31, 2022 was $3.8 million, compared to $2.8 million for the year ended December 31, 2021. Other operating expense for the year ended December 31, 2022 was primarily comprised of $2.4 million of costs associated with a corporate transaction that did not materialize and $1.4 million of costs related to the aforementioned investigation. Other operating expense for the year ended December 31, 2021 was primarily comprised of costs related to the aforementioned investigation.

Interest expense

Interest expense for the three months ended December 31, 2022 was $4.0 million, compared to $6.7 million for the comparable quarter of 2021. Interest expense decreased $1.1 million due to lower amortization of debt discounts and deferred financing costs primarily as a result of the Company’s adoption of ASU 2020-06, decreased $1.0 million due to lower outstanding principal balances and decreased $0.6 million due to lower effective interest rates. The decrease in outstanding principal balances and effective interest rates were as a result of the refinancing of the Company’s debt in the fourth quarter of 2021.

Interest expense for the year ended December 31, 2022 was $17.0 million, compared to $32.3 million for the year ended December 31, 2021. Interest expense decreased $5.4 million due to lower effective interest rates and decreased $5.3 million due to lower outstanding principal balances, each as a result of the refinancing of the Company’s debt in the fourth quarter of 2021 and decreased $5.0 million due to lower amortization of debt discounts and deferred financing costs primarily as a result of the Company’s adoption of ASU 2020-06.

Realized and unrealized (gain)/loss on derivative instruments, net

For the three months ended December 31, 2022, the Company recorded a net realized and unrealized gain on derivatives of $0.6 million, compared to a net realized and unrealized gain on derivatives of $7.3 million for the comparable quarter in 2021. Net realized and unrealized gains decreased primarily due to $10.8 million of unrealized losses on FFAs for the three months ended December 31, 2022 compared to $24.9 million in unrealized gains on FFAs for the three months ended December 31, 2021, partially offset by $11.4 million of realized gains on FFAs for the three months ended December 31, 2022 compared to $17.6 million of realized losses on FFAs for the three months ended December 31, 2021, collectively driven by changes in market freight rates and the timing of positions taken.

For the year ended December 31, 2022, the Company recorded a net realized and unrealized gain on derivatives of $13.9 million, compared to a net realized and unrealized loss on derivatives of $38.2 million for the year ended December 31, 2021. The change was primarily due to $11.4 million of realized gains on FFAs for the year ended December 31, 2022 compared to $41.1 million of realized losses on FFAs for the year ended December 31, 2021 driven by changes in market freight rates and the timing of positions taken.

A summary of outstanding FFAs as of December 31, 2022 is as follows:

For the years ended December 31, 2022 and December 31, 2021, the Company recorded a loss on debt extinguishment of $4.2 million and $6.1 million, respectively. During the year ended December 31, 2022, the Company repurchased $10.0 million in aggregate principal amount of Convertible Bond Debt (as defined herein) for $14.2 million in cash and cancelled the repurchased debt. During the three months and year ended December 31, 2021, the Company repaid the then outstanding Norwegian Bond Debt (as defined herein) and accrued interest and discharged the debt in full from the proceeds of the Global Ultraco Debt Facility (as defined herein) and cash on hand. As a result, the loss on debt extinguishment comprised $1.6 million of unamortized debt discount and debt issuance costs, as well as $4.4 million of call premium.

Liquidity and Capital Resources

The following table presents the cash flow information for the years ended December 31, 2022 and 2021 (in thousands): 

The increase in net cash provided by operating activities was primarily driven by a $63.1 million increase in net income due to higher freight rates as well as a $29.3 million net decrease in collateral on derivatives, primarily due to a decrease in the number and size of outstanding positions.

Net cash used in investing activities for the year ended December 31, 2022 was $23.7 million, compared to $125.5 million for the year ended December 31, 2021. During the year ended December 31, 2022, the Company paid $27.7 million to purchase one vessel and other vessel improvements, paid $7.3 million for the purchase of BWTS and paid $3.6 million as an advance on the purchase of one vessel. This use of cash was partially offset by $14.9 million in proceeds from the sale of one vessel and $0.3 million in proceeds received on hull and machinery claims. During the year ended December 31, 2021, the Company paid $128.3 million to purchase nine vessels and other vessel improvements and paid $6.7 million for the purchase of BWTS. This use of cash was partially offset by $9.2 million in proceeds from the sale of one vessel and $0.4 million of insurance proceeds received on hull and machinery claims.

Net cash used in financing activities for the year ended December 31, 2022 was $171.1 million, compared to $86.3 million for the year ended December 31, 2021. During the year ended December 31, 2022, the Company (i) paid $105.0 million in dividends, (ii) repaid $49.8 million of term loan under the Global Ultraco Debt Facility, (iii) paid $14.2 million to repurchase $10.0 million in aggregate principal amount of Convertible Bond Debt and (iv) paid $2.4 million for taxes related to net share settlement of equity awards. During the year ended December 31, 2021, the Company repaid (i) $184.4 million of the Norwegian Bond Debt, (ii) $182.9 million of term loan under the New Ultraco Debt Facility (as defined herein), (iii) $55.0 million of revolver loan under the New Ultraco Debt Facility, (iv) $50.0 million of revolver loan under the Global Ultraco Debt Facility, (v) $24.0 million of the Holdco Revolving Credit Facility (as defined herein), (vi) $15.0 million of revolver loan under the Super Senior Facility and (vii) $12.5 million of term loan under the Global Ultraco Debt Facility. In addition, the Company paid (i) $25.8 million in dividends, (ii) $6.4 million in financing costs to lenders, (iii) $1.9 million for taxes related to net share settlement of equity awards, (iv) $0.7 million in other financing costs, and (v) $0.5 million of issuance costs related to equity offerings. These uses of cash were partially offset by (i) $300.0 million in proceeds from the term loan under the Global Ultraco Debt Facility, (ii) $55.0 million in proceeds from the revolver loan under the New Ultraco Debt Facility, (iii) $50.0 million in proceeds from the revolver loan under the Global Ultraco Debt Facility, (iv) $27.1 million in net proceeds from the ATM Offering (as defined herein), (v) $24.0 million in proceeds from the Holdco Revolving Credit Facility and (vi) $16.5 million in proceeds from the New Ultraco Debt Facility.

As of December 31, 2022, our cash and cash equivalents including noncurrent restricted cash was $189.8 million compared to $86.2 million as of December 31, 2021.

As of December 31, 2022, the Company’s debt, excluding $7.4 million of debt discount and debt issuance costs, was $341.9 million, the current portion of which was $49.8 million, and was comprised of $237.8 million outstanding under the Global Ultraco Debt Facility and $104.1 million of Convertible Bond Debt. In addition, as of December 31, 2022, the undrawn revolving facility under the Global Ultraco Debt Facility was $100.0 million.

Capital Expenditures and Drydocking

Our capital expenditures relate to the purchase of vessels and capital improvements to our vessels, which are required and/or expected to enhance the efficiency and/or safety of our vessels.

In addition to acquisitions that we may undertake in future periods, the Company’s other major capital expenditures include funding the Company’s program of regularly scheduled drydocking and vessel improvements necessary to comply with international shipping standards and environmental laws and regulations. Although the Company has some flexibility regarding the timing of its drydockings, the costs are relatively predictable. In accordance with statutory requirements, management anticipates that vessels are to be drydocked every five years for vessels less than 15 years and every two and a half years for vessels older than 15 years. Funding of drydocking costs is anticipated to be satisfied with cash from operations. Generally, drydocking requires us to reposition vessels from a discharge port to shipyard facilities, which will reduce our available days and operating days during that period.

The following table represents certain information about the estimated costs for anticipated vessel drydockings, BWTS and vessel upgrades in the next four quarters, along with the anticipated off-hire days:

Supplemental Information – Non-GAAP Financial Measures

This release includes various financial measures that are non-GAAP financial measures as defined under the rules of the Securities and Exchange Commission (“SEC”). We believe these measures provide important supplemental information to investors to use in evaluating ongoing operating results. We use these measures, together with accounting principles generally accepted in the United States (“GAAP” or “U.S. GAAP”) measures, for internal managerial purposes and as a means to evaluate period-to-period comparisons. However, we do not, and you should not, rely on non-GAAP financial measures alone as measures of our performance. We believe that non-GAAP financial measures reflect an additional way of viewing aspects of our operations, that when taken together with GAAP results and the reconciliations to corresponding GAAP financial measures that we also provide and provide a more complete understanding of factors and trends affecting our business. We strongly encourage you to review all of our financial statements and publicly-filed reports in their entirety and to not solely rely on any single non-GAAP financial measure.

Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures, even if they have similar names.

Non-GAAP Financial Measures

(1) Adjusted net income and Basic and Diluted Adjusted net income per share

Adjusted net income and Basic and Diluted Adjusted net income per share represents Net income and Basic and Diluted net income per share, respectively, as adjusted to exclude unrealized gains and losses on FFAs and bunker swaps, gains and losses on debt extinguishment, and impairment of operating lease right-of-use assets. The Company utilizes derivative instruments such as FFAs and bunker swaps to partially hedge against its underlying long physical position in ships (as represented by owned and third-party chartered-in vessels). As the Company does not apply hedge accounting to these derivative instruments, unrealized mark-to-market gains and losses on forward hedge positions impact current quarter results, causing timing mismatches in the Consolidated Statements of Operations. Additionally, we believe that gains and losses on debt extinguishment and impairment of operating lease right-of-use assets are not representative of our normal business operations. We believe that Adjusted net income and Adjusted net income per share are more useful to analysts and investors in comparing the results of operations and operational trends between periods and relative to other peer companies in our industry. Our Adjusted net income should not be considered an alternative to net income/(loss), operating income/(loss), cash flows provided by/(used in) operating activities or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP. As noted above, our Adjusted net income and Adjusted net income per share may not be comparable to similarly titled measures of another company because all companies may not calculate Adjusted net income in the same manner.

The following table presents the reconciliation of our Net income to Adjusted net income:

EBITDA and Adjusted EBITDA

We define EBITDA as Net income under GAAP adjusted for interest, income taxes and depreciation and amortization.

Adjusted EBITDA is a non-GAAP financial measure that is used as a supplemental financial measure by our management and by external users of our financial statements, such as investors, commercial banks and others, to assess our operating performance as compared to that of other peer companies in our industry, without regard to financing methods, capital structure or historical costs basis. Our Adjusted EBITDA should not be considered an alternative to net income/(loss), operating income/(loss), cash flows provided by/(used in) operating activities or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP. Our Adjusted EBITDA may not be comparable to similarly titled measures of another company because all companies may not calculate Adjusted EBITDA in the same manner. Adjusted EBITDA represents EBITDA adjusted to exclude certain non-cash, one-time and other items that the Company believes are not indicative of the ongoing performance of its core operations such as vessel impairment, gain/(loss) on sale of vessels, impairment of operating lease right-of-use assets, unrealized (gain)/loss on FFAs and bunker swaps, (gain)/loss on debt extinguishment and stock-based compensation expense. The following table presents a reconciliation of our Net income to EBITDA and Adjusted EBITDA:

TCE revenue and TCE

Time charter equivalent revenue (“TCE revenue”) and time charter equivalent (“TCE”) are non-GAAP financial measures that are commonly used in the shipping industry primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charter hire rates for vessels on voyage charters are generally not expressed in per-day amounts while charter hire rates for vessels on time charters generally are expressed in such amounts. The Company defines TCE revenue as revenues, net less voyage expenses and charter hire expenses, adjusted for realized gains and losses on FFAs and bunker swaps and defines TCE as TCE revenue divided by the number of owned available days. Owned available days is the number of our ownership days less the aggregate number of days that our vessels are off-hire due to vessel familiarization upon acquisition, repairs, vessel upgrades or special surveys. The shipping industry uses available days to measure the number of days in a period during which vessels should be capable of generating revenues. TCE provides additional meaningful information in conjunction with Revenues, net, the most directly comparable GAAP measure, because it assists Company management in making decisions regarding the deployment and use of its vessels and in evaluating their performance. Our TCE revenue and TCE should not be considered alternatives to net income/(loss), operating income/(loss), cash flows provided by/(used in) operating activities or any other measure of financial performance or liquidity presented in accordance with U.S. GAAP. Our TCE revenue and TCE may not be comparable to similarly titled measures of another company because all companies may not calculate TCE revenue and TCE in the same manner.

The following table presents the reconciliation of our Revenues, net to TCE:

Glossary of Terms:

Ownership days: We define ownership days as the aggregate number of days in a period during which each vessel in our fleet has been owned by us. Ownership days are an indicator of the size of our fleet over a period and affect both the amount of revenues and the amount of expenses that we record during a period.

Chartered-in days: We define chartered-in days as the aggregate number of days in a period during which we charter-in vessels under operating leases. Periodically, the Company charters in vessels on a single trip basis.

Available days: We define available days as the number of our ownership days and chartered-in days less the aggregate number of days that our vessels are off-hire due to vessel familiarization upon acquisition, repairs, vessel upgrades or special surveys. The shipping industry uses available days to measure the number of days in a period during which vessels should be capable of generating revenues.

Operating days: We define operating days as the number of available days in a period less the aggregate number of days that our vessels are off-hire due to any reason, including unforeseen circumstances. The shipping industry uses operating days to measure the aggregate number of days in a period during which vessels actually generate revenues.

Definitions of Capitalized Terms

ATM Offering: ATM Offering refers to an at market issuance sales agreement entered into in March 2021 by the Company with B. Riley Securities, Inc., BTIG, LLC and Fearnley Securities, Inc., as sales agents, to sell shares of common stock, par value $0.01 per share, of the Company with aggregate gross sales proceeds of up to $50.0 million, from time to time through an “at-the-market” offering program.

Convertible Bond Debt: Convertible Bond Debt refers to 5.0% Convertible Senior Notes due 2024 issued by the Company on July 29, 2019 that will mature on August 1, 2024.

Global Ultraco Debt Facility: Global Ultraco Debt Facility refers to the senior secured credit facility entered into by Eagle Bulk Ultraco LLC (“Eagle Ultraco”), a wholly-owned subsidiary of the Company, along with certain of its vessel-owning subsidiaries as guarantors, with the lenders party thereto (the “Lenders”), Credit Agricole Corporate and Investment Bank (“Credit Agricole”), Skandinaviska Enskilda Banken AB (PUBL), Danish Ship Finance A/S, Nordea Bank ABP, Filial I Norge, DNB Markets Inc., Deutsche Bank AG, and ING Bank N.V., London Branch. The Global Ultraco Debt Facility provides for an aggregate principal amount of $400.0 million, which consists of (i) a term loan facility in an aggregate principal amount of $300.0 million and (ii) a revolving credit facility in an aggregate principal amount of $100.0 million. The Global Ultraco Debt Facility is secured by 49 of the Company’s vessels. As of December 31, 2022, $100.0 million of the revolving credit facility remains undrawn.

Holdco Revolving Credit Facility: Holdco Revolving Credit Facility refers to the senior secured revolving credit facility for $35.0 million, by and among Eagle Bulk Holdco LLC (“Holdco”), a wholly-owned subsidiary of the Company, as borrower, the Company and certain wholly-owned vessel-owning subsidiaries of Holdco, as joint and several guarantors, the banks and financial institutions named therein as lenders and Credit Agricole, as lender, facility agent, security trustee and mandated lead arranger with Nordea Bank ABP, New York Branch. The Holdco Revolving Credit Facility was refinanced on October 1, 2021.

New Ultraco Debt Facility: New Ultraco Debt Facility refers to the senior secured credit facility for $208.4 million entered into by Ultraco Shipping LLC, a wholly-owned subsidiary of the Company, as the borrower (the “New Ultraco Debt Facility”), with the Company and certain of its indirectly vessel-owning subsidiaries, as guarantors (the “Guarantors”), the lenders party thereto, the swap banks party thereto, ABN AMRO Capital USA LLC (“ABN AMRO”), Credit Agricole, Skandinaviska Enskilda Banken AB (PUBL) and DNB Markets Inc., as mandated lead arrangers and bookrunners, and Credit Agricole Corporate and Investment Bank, as arranger, security trustee and facility agent. The New Ultraco Debt Facility was refinanced on October 1, 2021.

Norwegian Bond Debt: Norwegian Bond Debt refers to the Senior Secured Bonds issued by Eagle Bulk Shipco LLC, a wholly-owned subsidiary of the Company (“Shipco”), as borrower, certain wholly-owned vessel-owning subsidiaries of Shipco, as guarantors (“Shipco Vessels”), on November 28, 2017 for $200.0 million, pursuant to those certain Bond Terms, dated as of November 22, 2017, by and between Shipco, as issuer, and Nordic Trustee AS, a company existing under the laws of Norway (the “Bond Trustee”). The bonds outstanding under the Norwegian Bond Debt were repaid in full on October 18, 2021 after the expiry of the requisite notice period.

Super Senior Facility: Super Senior Facility refers to the credit facility for $15.0 million, by and among Shipco as borrower, and ABN AMRO, as original lender, mandated lead arranger and agent. During the third quarter of 2021, the Company cancelled the Super Senior Revolving Facility. There were no outstanding amounts under the facility.

Conference Call Information

As previously announced, members of Eagle’s senior management team will host a teleconference and webcast at 8:00 a.m. ET on Friday, March 3, 2023, to discuss the fourth quarter and full year results.

A live webcast of the call will be available on the Investor Relations page of the Company’s website at ir.eagleships.com. To access the call by phone, please register at https://register.vevent.com/register/BI4a067891a1ca404996653fa93931816e and you will be provided with dial-in details. A replay of the webcast will be available on the Investor Relations page of the Company’s website.

About Eagle Bulk Shipping Inc.

The Company is a U.S.-based, fully integrated shipowner-operator, providing global transportation solutions to a diverse group of customers including miners, producers, traders and end users. Headquartered in Stamford, Connecticut, with offices in Singapore and Copenhagen, Eagle focuses exclusively on the versatile midsize drybulk vessel segment and owns one of the largest fleets of Supramax/Ultramax vessels in the world. The Company performs all management services in-house (strategic, commercial, operational, technical, and administrative) and employs an active management approach to fleet trading with the objective of optimizing revenue performance and maximizing earnings on a risk-managed basis. For further information, please visit our website: www.eagleships.com.

Website Information 

We intend to use our website, www.eagleships.com, as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in our website’s Investor Relations section. Accordingly, investors should monitor the Investor Relations portion of our website, in addition to following our press releases, filings with the SEC, public conference calls, and webcasts. To subscribe to our e-mail alert service, please click the “Investor Alerts” link in the Investor Relations section of our website and submit your email address. The information contained in, or that may be accessed through, our website is not incorporated by reference into or a part of this document or any other report or document we file with or furnish to the SEC, and any references to our website are intended to be inactive textual references only.

Disclaimer: Forward-Looking Statements

Matters discussed in this release may constitute forward-looking statements that may be deemed to be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, and are intended to be covered by the safe harbor provided for under these sections. These statements may include words such as “believe,” “estimate,” “project,” “intend,” “expect,” “plan,” “anticipate,” and similar expressions in connection with any discussion of the timing or nature of future operating or financial performance or other events. Forward-looking statements in this release reflect management’s current expectations and observations with respect to future events and financial performance. Where we express an expectation or belief as to future events or results, including future plans with respect to financial performance, the payment of dividends and/or repurchase of shares, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, our forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by those forward-looking statements.

Where we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, our forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by those forward-looking statements. The principal factors that affect our financial position, results of operations and cash flows include market freight rates, which fluctuate based on various economic and market conditions, periods of charter hire, vessel operating expenses and voyage costs, which are incurred primarily in U.S. dollars, depreciation expenses, which are a function of the purchase price of our vessels and our vessels’ estimated useful lives and scrap value, general and administrative expenses, and financing costs related to our indebtedness. The accuracy of the Company’s assumptions, expectations, beliefs and projections depends on events or conditions that change over time and are thus susceptible to change based on actual experience, new developments and known and unknown risks. The Company gives no assurance that the forward-looking statements will prove to be correct and does not undertake any duty to update them. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors which could include the following: (i) volatility of freight rates driven by changes in demand for seaborne transportation of drybulk commodities and in supply of drybulk shipping capacity; (ii) changes in drybulk carrier capacity driven by levels of newbuilding orders, scrapping rates or fleet utilization; (iii) changes in rules and regulations applicable to the drybulk industry, including, without limitation, regulations of the International Maritime Organization and the European Union (the “EU”), requirements of the Environmental Protection Agency and other governmental and quasi-governmental agencies; (iv) changes in U.S. and EU economic sanctions and trade embargo laws and regulations as well as equivalent economic sanctions laws of other relevant jurisdictions; (v) actions taken by regulatory authorities including, without limitation, the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”); (vi) changes in the typical seasonal variations in drybulk freight rates; (vii) changes in national and international economic and political conditions including, without limitation, the current conflict between Russia and Ukraine, the current economic and political environment in China and the environment in historically high-risk geographic areas such as the South China Sea, the Indian Ocean, the Gulf of Guinea and the Gulf of Aden; (viii) changes in the condition of the Company’s vessels or applicable maintenance or regulatory standards (which may affect, among other things, our anticipated drydocking costs); (ix) the duration and impact of the novel coronavirus (“COVID-19”) pandemic and measures implemented by governments of various countries in response to the COVID-19 pandemic; (xi) volatility of the cost of fuel; (xii) volatility of costs of labor and materials needed to operate our business due to inflation; (xiii) any legal proceedings which we may be involved from time to time; and (xiv) other factors listed from time to time in our filings with the Securities and Exchange Commission (the “SEC”).

We have based these statements on assumptions and analyses formed by applying our experience and perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate in the circumstances. The Company’s future results may be impacted by adverse economic conditions, such as inflation, deflation, or lack of liquidity in the capital markets, that may negatively affect it or parties with whom it does business. Should one or more of the foregoing risks or uncertainties materialize in a way that negatively impacts the Company, or should the Company’s underlying assumptions prove incorrect, the Company’s actual results may vary materially from those anticipated in its forward-looking statements, and its business, financial condition and results of operations could be materially and adversely affected.

Risks and uncertainties are further described in reports filed by Eagle Bulk Shipping Inc. with the SEC.

CONTACT

Frank De Costanzo
Chief Financial Officer
Eagle Bulk Shipping Inc.
Tel. +1 203-276-8100
Email: [email protected]

Source: Eagle Bulk Shipping Inc.

Release – Austin J. Shanfelter to Transition Back to Chairman of the Board of Directors of Orion Group Holdings, Inc.

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.

Mar 02, 2023

HOUSTON, March 02, 2023 (GLOBE NEWSWIRE) — Orion Group Holdings, Inc. (NYSE: ORN) (“Company”), a leading specialty construction company, today announced that Austin J. Shanfelter will transition from Executive Chairman to Chairman of the Board of Directors, effective March 2, 2023.

Mr. Shanfelter has served on Orion Group’s Board of Directors since 2007 and was named Chairman in January 2021. From April to September 2022, he assumed the roles of Interim Chief Executive Officer and Interim Chief Financial Officer until Travis Boone, Chief Executive Officer and Scott Thanisch, Chief Financial Officer were appointed in September 2022. Since then, Mr. Shanfelter served as Executive Chairman to ensure a smooth leadership transition. His transition back to Chairman of the Board marks the completion of this successful transition period.

“Orion has been a trusted provider of mission-critical specialty construction services for nearly thirty years,” said Austin J. Shanfelter, Chairman of the Board. “As we look forward to our next chapter, our Board has complete confidence that Travis Boone and Scott Thanisch are the right leadership team with the right experience to unlock the value of our assets by leveraging our distinctive capabilities and long-term customer relationships. Orion Group Holdings is well positioned to benefit from the greater public attention and funding that is now being focused on our country’s critical infrastructure needs. In my sixteen years as a director of our Company, we have never had a more talented and experienced management team and a more engaged board, who are singularly focused on positioning Orion to create sustainable value for all our stakeholders.”

Travis Boone, Chief Executive Officer of Orion Group Holdings said, “I want to thank Austin for his invaluable leadership as Executive Chair during this transition. Since becoming CEO, I have received the full support of a very dedicated and far-sighted Board and I look forward to their continued guidance as we execute our strategic plan to drive sustainable growth and profitability over time.”

Concurrent with Mr. Shanfelter becoming independent Chairman of the Board, Richard L. Daerr, Jr. stepped down as Lead Independent Director to remain as an independent board member. Orion Group Holding’s Board now consists of eight members, seven of whom are independent.

About Orion Group Holdings, Inc.

Orion Group Holdings, Inc., a leading specialty construction company serving the infrastructure, industrial and building sectors, provides services both on and off the water in the continental United States, Alaska, Canada and the Caribbean Basin through its marine segment and its concrete segment. The Company’s marine segment provides construction and dredging services relating to marine transportation facility construction, marine pipeline construction, marine environmental structures, dredging of waterways, channels and ports, environmental dredging, design, and specialty services. Its concrete segment provides turnkey concrete construction services including place and finish, site prep, layout, forming, and rebar placement for large commercial, structural and other associated business areas. The Company is headquartered in Houston, Texas with regional offices throughout its operating areas. Orion Group Holdings, Inc. – Specialty Construction Company (oriongroupholdingsinc.com)

Investor and Media Relations Contacts:
Financial Profiles, Inc.
Margaret Boyce 310-622-8247
Jack Drapacz 310-622-8230
[email protected]

Release – V2X Announces Fourth Quarter and Full-Year 2022 Results

Research News and Market Data on VVX

Company Release – 3/2/2023

On July 5, 2022 (“Closing Date”), Vectrus, Inc. (“Vectrus”) completed its merger (“the Merger”) with Vertex Aerospace Services Holding Corp. (“Vertex”), thereby forming V2X, Inc. Fourth quarter “reported results” reflect the contributions of Vectrus and Vertex from October 1, 2022, through December 31, 2022. Full year 2022 “reported results” reflect the contributions of Vectrus from January 1, 2022, through December 31, 2022, and Vertex from the Closing Date through December 31, 2022, unless otherwise noted. Comparisons to historical periods are relative to legacy Vectrus results, unless otherwise noted.

Fourth Quarter 2022 Highlights:

  • Revenue of $978.2 million, up 20% y/y on a pro forma basis
  • Grew INDOPACOM revenue sevenfold as presence and footprint continues to expand
  • Recently awarded two key contracts with Space Command and a National Security client
  • Reported operating income of $31.0 million; adjusted operating income1 of $74.5 million
  • Adjusted EBITDA1 of $79.3 million with a margin1 of 8.1%
  • Diluted EPS of ($0.35); adjusted diluted EPS1 of $0.92
  • Repaid $25.0 million of debt and in February 2023 executed a more efficient credit facility with substantial interest savings and improved liquidity

2023 Guidance:

  • Establishing full-year 2023 guidance with revenue growth of 5% and adjusted EBITDA1 growth of 8% at the mid-point

MCLEAN, Va., March 2, 2023 /PRNewswire/ — V2X, Inc. (NYSE:VVX) announced fourth quarter and full-year 2022 financial results.

“This was a very successful year, achieving several milestones, including the completion of the merger with Vertex and making significant progress on the integration while driving strong results with high quality uninterrupted service and support to our clients,” said Chuck Prow, President and Chief Executive Officer of V2X. “Our teams came together seamlessly, demonstrating agility and outstanding performance, delivering 9% pro forma revenue growth for the full year. Importantly, current demand and leading indicators for our business remain strong with a substantial backlog of over $12 billion and close to 4.5 years of future revenue already under contract for our top ten programs. With our enhanced and differentiated capabilities, we are providing increased innovation and technology to our clients’ complex mission requirements and believe we have meaningful opportunity for future growth with our expanded addressable market of approximately $160 billion dollars.”

Mr. Prow continued, “We capped off the year with 20% year-over-year pro forma revenue growth in the fourth quarter, driven by new business wins, successful recompetes, and continued expansion on our core programs. Importantly, we demonstrated significant growth in the Pacific or INDOPACOM, as our presence and footprint expands to support increasing mission requirements. Our momentum is continuing this year, and in January 2023 we were awarded a strategically important five-year recompete contract valued at over $90 million with a National Security client. I’d like to thank our team for their exceptional performance and dedication, which has resulted in significant growth with this client over the past several years. Adjusted EBITDA margin1 was 8.1%, due to favorable program performance, strong execution, and the acceleration of program productivity that was expected in 2023. Our integration related activities continue to progress, and we were successful in delivering our expected cost synergies for the quarter. We remain on track to achieve our integration milestones and previously communicated cost synergies.”

Mr. Prow concluded, “The significant momentum in our business, a robust backlog exceeding $12 billion, and limited recompete risk, provides solid visibility that we believe should drive revenue growth of approximately 5% at the mid-point in 2023. Importantly, over 90% of 2023 revenue is expected to be generated from existing contracts. Furthermore, recompetes are expected to comprise only 2% of revenue. In 2023, we remain focused on delivering on our strategy to drive growth and value creation by providing converged solutions that fuse the digital and physical aspects of our clients’ missions. We have much to be excited about and will continue to execute our strategic framework to: Expand the Base, Capture New Markets, Deliver with Excellence, and Enhance Culture.”  

Fourth Quarter 2022 Results

  • Revenue of $978.2 million, up 20% y/y on a pro forma basis
  • Operating income of $31.0 million, including merger and integration related costs of $23.4 million and amortization of acquired intangible assets of $20.1 million
  • Adjusted operating income1 of $74.5 million
  • Adjusted EBITDA1 of $79.3 million with an 8.1% adjusted EBITDA margin1
  • Diluted EPS of ($0.35) including merger and integration related costs
  • Adjusted diluted EPS1 of $0.92
  • Net debt as of December 31, 2022, of $1,221 million, representing an $87 million decrease from the Merger closing on July 5, 2022
  • The Company was undrawn on its revolver as of December 31, 2022
  • Total backlog as of December 31, 2022, of $12.3 billion

“Our fourth quarter financial results were strong and provide great traction for V2X leading into 2023,” said Susan Lynch, Senior Vice President and Chief Financial Officer. “Pro forma revenue increased 20% year-over-year to $978.2 million. Revenue growth was driven by continued expansion in INDOPACOM and on LOGCAP, volume associated with rapid response efforts in Europe, and growth associated with new programs including Fort Benning, E-6B, Advanced Helicopter Training System, Navy Test Wing Atlantic, and Global Strike programs. Notably, revenue from INDOPACOM increased sevenfold year-over-year to $54.4 million, reflecting our additional work throughout the region, including Kwajalein and the Philippines.”

Ms. Lynch continued, “In the fourth quarter, V2X leveraged its solid cash position to repay $25 million of its second lien term loan. Importantly, our strong fundamentals and visibility have allowed V2X to significantly improve its capital structure by refinancing portions of its debt into a lower cost, pro rata credit facility. This new, five-year $750 million credit facility is expected to generate substantial interest expense savings and drive value for our shareholders. At the end of the fourth quarter, our net consolidated indebtedness to EBITDA1 (net leverage ratio) was 3.7x, a 0.3x improvement from Merger close.  We have been able to reduce our leverage in line with plan and anticipate that our leverage ratio will show further improvement in 2023.”

Full-Year 2022 Results

Full-year revenue was $2.891 billion and pro forma revenue was $3.670 billion, up 8.8% pro forma year-on-year. The Company reported full-year operating income of $55.8 million and adjusted operating income1 of $187.5 million. Full-year EBITDA1 was $201.0 million with a margin of 7.0%.  Full year pro forma Adjusted EBITDA1 was $278.0 million with a margin of 7.6%. Full-year diluted EPS was ($0.68), due primarily to Merger and integration related costs, amortization of acquired intangible assets and interest expense. Adjusted diluted EPS1 for 2022 was $4.60.

Cash provided by operating activities for the year was $93.5 million, compared to $61.3 million in 2021 for legacy Vectrus. Pro forma adjusted operating cash flow for the year was $85.8 million and excludes $62 million of Merger related payments and $8 million of repayments tied to the CARES Act. Lynch continued, “Our ability to generate strong cash flow with low capital intensity is an important attribute of our business.” 

During the second half of the year, V2X lowered its net debt balance by $87 million resulting in an ending balance of $1,220.7 million.  Cash at year-end was $116.1 million up from $38.5 million at the end of 2021.  

Total backlog as of December 31, 2022 was $12.3 billion and funded backlog was $2.6 billion. The trailing twelve-month book-to-bill was 1.3x.

2023 Guidance

Ms. Lynch concluded, “Based on our expected continued strong demand trends and operational execution, we are setting the mid-point of our guidance for revenue at $3.850 billion, representing approximately 5% pro forma growth and Adjusted EBITDA1 of $300 million, representing 8% pro forma growth.”

Guidance for 2023 is as follows:

Fourth Quarter 2022 Conference Call

Management will conduct a conference call with analysts and investors at 4:30 p.m. ET on Thursday, March 2, 2023. U.S.-based participants may dial in to the conference call at 877-506-6380, while international participants may dial 412-542-4198. A live webcast of the conference call as well as an accompanying slide presentation will be available here: https://app.webinar.net/EZQ7LMALNPo  

A replay of the conference call will be posted on the V2X website shortly after completion of the call and will be available for one year. A telephonic replay will also be available through March 16, 2023, at 844-512-2921 (domestic) or 412-317-6671 (international) with passcode 10174938.       

Presentation slides that will be used in conjunction with the conference call will also be made available online in advance at https://investors.vectrus.com/. V2X recognizes its website as a key channel of distribution to reach public investors and as a means of disclosing material non-public information to comply with its obligations under the U.S. Securities and Exchange Commission (“SEC”) Regulation FD.

Footnotes:
1 See “Key Performance Indicators and Non-GAAP Financial Measures” for descriptions and reconciliations.

About V2X

V2X is a leading provider of critical mission solutions and support to defense clients globally, formed by the 2022 Merger of Vectrus and Vertex to build on more than 120 combined years of successful mission support. The Company delivers a comprehensive suite of integrated solutions across the operations and logistics, aerospace, training and technology markets to national security, defense, civilian and international clients. Our global team of approximately 14,000 employees brings innovation to every point in the mission lifecycle, from preparation, to operations, to sustainment, as it tackles the most complex challenges with agility, grit, and dedication.

Safe Harbor Statement

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 (the “Act”): Certain material presented herein includes forward-looking statements intended to qualify for the safe harbor from liability established by the Act. These forward-looking statements include, but are not limited to, all the statements and items listed under “2023 Guidance” above and other assumptions contained therein for purposes of such guidance, other statements about our 2023 performance outlook, revenue, contract opportunities, and any discussion of future operating or financial performance.

Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “could,” “potential,” “continue” or similar terminology. These statements are based on the beliefs and assumptions of the management of the Company based on information currently available to management.

These forward-looking statements are not guarantees of future performance, conditions, or results, and involve a number of known and unknown risks, uncertainties, assumptions, and other important factors, many of which are outside our management’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.  In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from the Company’s historical experience and our present expectations or projections. For a discussion of some of the risks and uncertainties that could cause actual results to differ from such forward-looking statements, see the risks and other factors detailed from time to time our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and other filings with the SEC.

We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

CONTACT:

V2X, Inc.
Mike Smith, CFA
719-637-5773
[email protected]

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SOURCE V2X, Inc.

Release – Direct Digital Holdings to Report Fourth Quarter & Full-Year 2022 Financial Results

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March 02, 2023 9:00am EST

HOUSTON, March 2, 2023 /PRNewswire/ — Direct Digital Holdings, Inc. (Nasdaq: DRCT) (“Direct Digital Holdings” or the “Company”), a leading advertising and marketing technology platform operating through its companies Colossus Media, LLC (“Colossus SSP”), Huddled Masses LLC (“Huddled Masses”) and Orange142, LLC (“Orange142”), today announced that the Company will report financial results for the fourth quarter and fiscal year ended December 31, 2022 on Thursday, March 23, 2023 after the U.S. stock market closes. Management will host a conference call and webcast on the same day at 5:00 PM ET to discuss the results.

The live webcast and replay can be accessed at https://ir.directdigitalholdings.com/.

About Direct Digital Holdings
Direct Digital Holdings (Nasdaq: DRCT), owner of operating companies Colossus SSP, Huddled Masses, and Orange 142, brings state-of-the-art sell- and buy-side advertising platforms together under one umbrella company. Direct Digital Holdings’ sell-side platform, Colossus SSP, offers advertisers of all sizes extensive reach within general market and multicultural media properties. The company’s subsidiaries Huddled Masses and Orange142 deliver significant ROI for middle market advertisers by providing data-optimized programmatic solutions at scale for businesses in sectors that range from energy to healthcare to travel to financial services. Direct Digital Holdings’ sell- and buy-side solutions manage approximately 90,000 clients monthly, generating over 100 billion impressions per month across display, CTV, in-app and other media channels. Direct Digital Holdings is the ninth black-owned company to go public in the U.S and was named a top minority-owned business by The Houston Business Journal.

View original content to download multimedia:https://www.prnewswire.com/news-releases/direct-digital-holdings-to-report-fourth-quarter–full-year-2022-financial-results-301760260.html

SOURCE Direct Digital Holdings

Released March 2, 2023

Release – InPlay Oil Corp. Confirms Monthly Dividend for March 2023

Research News and Market Data on IPOOF

CALGARY, AB, March 1, 2023 /CNW/ – InPlay Oil Corp. (TSX: IPO) (OTCQX: IPOOF) (“InPlay” or the “Company”) is pleased to confirm that its Board of Directors has declared a monthly cash dividend of $0.015 per common share payable on March 31, 2023, to shareholders of record at the close of business on March 15, 2023.  The monthly cash dividend is expected to be designated as an “eligible dividend” for Canadian federal and provincial income tax purposes.

About InPlay Oil Corp.

InPlay is a junior oil and gas exploration and production company with operations in Alberta focused on light oil production. The company operates long-lived, low-decline properties with drilling development and enhanced oil recovery potential as well as undeveloped lands with exploration possibilities. The common shares of InPlay trade on the Toronto Stock Exchange under the symbol IPO and the OTCQX Exchange under the symbol IPOOF.

For further information:

Doug Bartole, President and Chief Executive Officer
InPlay Oil Corp.
Telephone: (587) 955-0632, www.inplayoil.com

Darren Dittmer, Chief Financial Officer
InPlay Oil Corp.
Telephone: (587) 955-0634

Release – Labrador Gold Intersects 2.32 g/t Au Over 18.6 Metres at Big Vein

Research News and Market Data on NKOSF

TORONTO, March 02, 2023 (GLOBE NEWSWIRE) — Labrador Gold Corp. (TSX.V:LAB | OTCQX:NKOSF | FNR: 2N6) (“LabGold” or the “Company”) is pleased to announce results from recent drilling targeting the highly prospective Appleton Fault Zone over a 12km strike length. The drilling is part of the Company’s ongoing 100,000 metre diamond drilling program at its 100% owned Kingsway Project.

Highlights of the drilling include an intersection of 1.19g/t Au over 41.8 metres from 397 metres that included 2.32g/t Au over 18.6 metres including 61.15g/t Au over 0.3 metres that contains visible gold in Hole K-22-214. This intersection, at 325 to 359 metres vertical, is the deepest yet at the HTC Zone which remains open at depth and to the northeast.

Hole K-22-214 was abandoned in mineralization at 486 metres due to excessive fracturing. The hole was wedged as Hole K-22-214B which subsequently drilled through the entire mineralized zone and was completed at a depth of 676 metres. Assays are pending.

Hole K-22-213 from Big Vein Southwest intersected 1.38g/t Au over 4.15m from 464 metres.

“The long intersection at the HTC zone, significantly extending this zone to depth, is encouraging especially as we also continue to step out towards the northeast. We have also made significant step outs in recent holes to the southwest, with assays pending, such that Big Vein has now been drilled over a strike length of approximately 590 metres and remains open in both directions.” said Roger Moss, President and CEO. “Two rigs continue drilling at Big Vein to test for extensions of the mineralization to both the northeast and southwest.”

Hole Idfrom (m)to (m)width (m)Au (g/t)Zone
K-22-214265.0266.01.011.5Big Vein
397.0438.841.81.19
including397.7416.318.62.32
including397.7401.03.39.63
including397.7398.00.361.15
K-22-213464.0468.154.151.38Big Vein Southwest
including466.36468.151.792.81

Table 1. Summary of assay results. All intersections are downhole length
as there is insufficient Information to calculate true width.

Over 66,000 metres have been drilled to date out of the planned 100,000 metre program. Assays are pending for samples from approximately 3,000 metres of core.

The Company has approximately $17 million in cash and is well funded to carry out the remaining 34,000 metres of the planned drill program as well as further exploration to add to the current pipeline of drill targets on the property.

Figure1. Plan map of Big Vein showing significant intersections.

Hole IDEastingNorthingElevationAzimuthDipTotal Depth (m)
K-22-214661569.6543536657.16114555486.31
K-22-213661297.1543488046.61613055617

Table 2. Drill hole collar details

QA/QC

True widths of the reported intersections have yet to be calculated. Assays are uncut. Samples of HQ split core are securely stored prior to shipping to Eastern Analytical Laboratory in Springdale, Newfoundland for assay. Eastern Analytical is an ISO/IEC17025 accredited laboratory. Samples are routinely analyzed for gold by standard 30g fire assay with atomic absorption finish as well as by ICP-OES for an additional 34 elements. Samples containing visible gold are assayed by metallic screen/fire assay, as are any samples with fire assay results greater than 1g/t Au. The company submits blanks and certified reference standards at a rate of approximately 5% of the total samples in each batch.

Qualified Person

Roger Moss, PhD., P.Geo., President and CEO of LabGold, a Qualified Person in accordance with Canadian regulatory requirements as set out in NI 43-101, has read and approved the scientific and technical information that forms the basis for the disclosure contained in this release.

The Company gratefully acknowledges the Newfoundland and Labrador Ministry of Natural Resources’ Junior Exploration Assistance (JEA) Program for its financial support for exploration of the Kingsway property.

About Labrador Gold
Labrador Gold is a Canadian based mineral exploration company focused on the acquisition and exploration of prospective gold projects in Eastern Canada.

Labrador Gold’s flagship property is the 100% owned Kingsway project in the Gander area of Newfoundland. The three licenses comprising the Kingsway project cover approximately 12km of the Appleton Fault Zone which is associated with gold occurrences in the region, including those of New Found Gold immediately to the south of Kingsway. Infrastructure in the area is excellent located just 18km from the town of Gander with road access to the project, nearby electricity and abundant local water. LabGold is drilling a projected 100,000 metres targeting high-grade epizonal gold mineralization along the Appleton Fault Zone with encouraging results. The Company has approximately $17 million in working capital and is well funded to carry out the planned program.

The Hopedale property covers much of the Florence Lake greenstone belt that stretches over 60 km. The belt is typical of greenstone belts around the world but has been underexplored by comparison. Work to date by Labrador Gold show gold anomalies in rocks, soils and lake sediments over a 3 kilometre section of the northern portion of the Florence Lake greenstone belt in the vicinity of the known Thurber Dog gold showing where grab samples assayed up to 7.8g/t gold. In addition, anomalous gold in soil and lake sediment samples occur over approximately 40 km along the southern section of the greenstone belt (see news release dated January 25 th 2018 for more details). Labrador Gold now controls approximately 40km strike length of the Florence Lake Greenstone Belt.

The Company has 170,009,979 common shares issued and outstanding and trades on the TSX Venture Exchange under the symbol LAB.

For more information please contact:

Roger Moss, President and CEO      Tel: 416-704-8291

Or visit our website at: www.labradorgold.com

Twitter: @LabGoldCorp

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

Forward-Looking Statements: This news release contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” and similar expressions are intended to identify forward-looking statements. Such statements reflect our current views with respect to future events and are subject to risks and uncertainties. Many factors could cause our actual results to differ materially from the statements made, including those factors discussed in filings made by us with the Canadian securities regulatory authorities. Should one or more of these risks and uncertainties, such as actual results of current exploration programs, the general risks associated with the mining industry, the price of gold and other metals, currency and interest rate fluctuations, increased competition and general economic and market factors, occur or should assumptions underlying the forward looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, or expected. We do not intend and do not assume any obligation to update these forward-looking statements, except as required by law. Shareholders are cautioned not to put undue reliance on such forward-looking statements .

Release – Comstock Expands Leadership for Li-Ion Battery Recycling

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VIRGINIA CITY, NEVADA, MARCH 2, 2023 – Comstock Inc. (NYSE: LODE) (“Comstock” or the “Company”) today announced the appointment of Dr. Fortunato Villamagna as the President of Comstock Metals Corporation, the entity that owns LINICO Corporation, the Company’s Li-Ion battery metals recycling business.

Mr. Corrado De Gasperis, Executive Chairman and CEO, said, “We are honored to welcome Dr. Villamagna to our battery metals team. His proven knowledge and experience in technology development, battery chemistries, and successful commercialization of similar businesses add breadth and experience to our leadership team.”

Dr. Villamagna has worked in the renewable energy, energy recovery, energetic materials, waste to energy, and hazardous waste destruction for over 40 years. He has held positions across the entire spectrum, including R&D, engineering, product development, operations and senior executive management.

Dr. Villamagna holds a PhD in Physical & Computational Chemistry, MSc in Spectroscopy/Physical Chemistry, BSc Honors in Chemistry, and DCS in Analytical Chemistry. He also holds an MBA in Global Management.

Dr. Villamagna’s most recent work has focused on developing and commercializing new technologies that redefine how emissions are controlled and potentially avoided. He has published over thirty-five patents and authored several peer-reviewed publications across several technology platforms. For the past decade Dr. Villamagna has focused on the hazardous materials destruction and most recently, clean recycling systems.

Dr. Villamagna was most recently the CEO of Paragon Waste Solutions, LLC (“Paragon”), a company he founded based on one of the emission-control processes he patented. Paragon designs, fabricates, and operates medical waste destruction systems, using a low energy plasma process.  Dr. Villamagna recently agreed to sell Paragon, to a private equity firm.  Dr. Villamagna also owns and operates i-Quest Inc., a technology company focused on metal recycling that will amalgamate with Comstock Metals Corporation.

Prior to this period Dr. Villamagna served in various CEO roles, including for RF Biocidics and UTEC Inc., a start-up company that commercialized hazardous chemical and biological waste destruction technology. As part of UTEC, Dr. Villamagna also served as President of Bioenergy Systems, LLC, a JV with Smithfield Foods, commercializing technologies to improve biodiesel production and reducing aqueous emissions.

Dr. Villamagna also spent nearly 20 years with ICI plc. Group, including as Director of Bulk Delivered Products for Energetic Solutions, Inc., Technical Manager for Energetic Systems and Atlas Powder Company, as well as Senior Scientist and Process Development Chemist with ICI Canada. During his tenure with ICI and Orica, Dr. Villamagna pioneered the demilitarization business for the companies, developed and started munitions recycling programs at the former Indiana Army Ammunition plant, the Gray Court, SC facility as well as the former ICI facility in Hallowell, KS.  Dr. Villamagna also started operations in Africa, India, Mexico, and Canada, and worked on joint programs in Australia, New Zealand, and Europe.

Mr. De Gasperis concluded, “Fortunato will be instrumental in deploying our pilot, producing black mass and battery metals, expanding our operations and supply chain, and advancing our technology leadership in Nevada.”

About Comstock

Comstock (NYSE: LODE) innovates technologies that contribute to global decarbonization and circularity by efficiently converting under-utilized natural resources into renewable fuels and electrification products that contribute to balancing global uses and emissions of carbon and through the deployment of more advanced mineral and material discovery technologies. To learn more, please visit www.comstock.inc.

Forward-Looking Statements 

This press release and any related calls or discussions may include 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. All statements, other than statements of historical facts, are forward-looking statements. The words “believe,” “expect,” “anticipate,” “estimate,” “project,” “plan,” “should,” “intend,” “may,” “will,” “would,” “potential” and similar expressions identify forward-looking statements but are not the exclusive means of doing so. Forward-looking statements include statements about matters such as: future industry market conditions; future explorations or acquisitions; future changes in our exploration activities; future prices and sales of, and demand for, our products; land entitlements and uses; permits; production capacity and operations; operating and overhead costs; future capital expenditures and their impact on us; operational and management changes (including changes in the Board of Directors); changes in business strategies, planning and tactics; future employment and contributions of personnel, including consultants; future land sales; investments, acquisitions, joint ventures, strategic alliances, business combinations, operational, tax, financial and restructuring initiatives, including the nature, timing and accounting for restructuring charges, derivative assets and liabilities and the impact thereof; contingencies; litigation, administrative or arbitration proceedings; environmental compliance and changes in the regulatory environment; offerings, limitations on sales or offering of equity or debt securities, including asset sales and associated costs; and future working capital, costs, revenues, business opportunities, debt levels, cash flows, margins, taxes, earnings and growth. These statements are based on assumptions and assessments made by our management considering their experience and their perception of historical and current trends, current conditions, possible future developments, and other factors they believe to be appropriate. Forward-looking statements are not guarantees, representations or warranties and are subject to risks and uncertainties, many of which are unforeseeable and beyond our control and could cause actual results, developments, and business decisions to differ materially from those contemplated by such forward-looking statements. Some of those risks and uncertainties include the risk factors set forth in our filings with the SEC and the following: adverse effects of climate changes or natural disasters; adverse effects of global or regional pandemic disease spread or other crises; global economic and capital market uncertainties; the speculative nature of gold or mineral exploration, and lithium, nickel and cobalt recycling, including risks of diminishing quantities or grades of qualified resources; metal recycling, processing or mining activities; costs, hazards and uncertainties associated with precious metal based activities, including environmentally friendly and economically enhancing clean mining and processing technologies, precious metal exploration, resource development, economic feasibility assessment and cash generating mineral production; costs, hazards and uncertainties associated with metal recycling, processing or mining activities; contests over our title to properties; potential dilution to our stockholders from our stock issuances, recapitalization and balance sheet restructuring activities; potential inability to comply with applicable government regulations or law; adoption of or changes in legislation or regulations adversely affecting our businesses; permitting constraints or delays; ability to achieve the benefits of business opportunities that may be presented to, or pursued by, us, including those involving battery technology, quantum computing and advanced materials development, and development of cellulosic technology in bio-fuels and related carbon-based material production; ability to successfully identify, finance, complete and integrate acquisitions, joint ventures, strategic alliances, business combinations, asset sales, and investments that we may be party to in the future; changes in the United States or other monetary or fiscal policies or regulations; interruptions in our production capabilities due to capital constraints; equipment failures; fluctuation of prices for gold or certain other commodities (such as silver, zinc, lithium, nickel, cobalt, cyanide, water, diesel, gasoline and alternative fuels and electricity); changes in generally accepted accounting principles; adverse effects of war, mass shooting, terrorism and geopolitical events; potential inability to implement our business strategies; potential inability to grow revenues; potential inability to attract and retain key personnel; interruptions in delivery of critical supplies, equipment and raw materials due to credit or other limitations imposed by vendors; assertion of claims, lawsuits and proceedings against us; potential inability to satisfy debt and lease obligations; potential inability to maintain an effective system of internal controls over financial reporting; potential inability or failure to timely file periodic reports with the Securities and Exchange Commission; potential inability to list our securities on any securities exchange or market or maintain the listing of our securities; and work stoppages or other labor difficulties. Occurrence of such events or circumstances could have a material adverse effect on our business, financial condition, results of operations or cash flows, or the market price of our securities. All subsequent written and oral forward-looking statements by or attributable to us or persons acting on our behalf are expressly qualified in their entirety by these factors. Except as may be required by securities or other law, we undertake no obligation to publicly update or revise any forward-looking statements, whether because of new information, future events, or otherwise.

Neither this press release nor any related calls or discussions constitutes an offer to sell, the solicitation of an offer to buy or a recommendation with respect to any securities of the Company, the fund, or any other issuer.

Contact information:  
Comstock Inc.
P.O. Box 1118
Virginia City, NV 89440
www.comstock.inc
Corrado De Gasperis
Executive Chairman & CEO
Tel (775) 847-4755
[email protected]
Zach Spencer
Director of External Relations
Tel (775) 847-5272 Ext.151
[email protected]

Release – Aurania Discovers a Significant Epithermal System at Its Tatasham Target In Ecuador

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Toronto, Ontario–(Newsfile Corp. – March 1, 2023) – Aurania Resources Ltd. (TSXV: ARU) (OTCQB: AUIAF) (FSE: 20Q) (“Aurania” or the “Company”) reports that preliminary results from the drill holes and surface prospecting at the Company’s Tatasham target in southeastern Ecuador indicate the discovery of a large, important epithermal system with similarities to the Fruta del Norte gold deposit located 100 kilometres to the south. All three holes drilled to date at Tatasham have intersected an important hydrothermal system with breccias, strong silicification, and high temperature illite-clay alteration, however no economic precious metal intersections have been encountered as yet. The upper part of the system is interpreted as a sinter paleosurface.

President and CEO, Dr. Keith Barron, commented, “It is very early in the story of Tatasham, but it is showing all the hallmarks of a large and vigorous hydrothermal system. We have discovered silica sinter over 2.7 km strike length, at the surface and in drill core. As well, zones of oxidized hydrothermal breccia were intersected below the sinter, similar in character to those found at Fruta del Norte. One thing that is apparent from the drilling is that the sinter horizon steepens downhole such that the bedding ends up aligned with the core axis. What this tells us is that the horizon is substantially tilted as you go to depth, as it would be in a pull-apart setting. You can think of it as a steep-sided valley opening up along a structure and the horizontally bedded rocks gradually tilting into the chasm as it widens. This is exactly the geological setting that revealed itself at Fruta del Norte. I consider the parallels between Tatasham and Fruta del Norte so far to be very compelling.”

Representative samples of drill core will be available for viewing at our booth in the Investors Exchange (booth #2948) at the Prospector’s and Developer’s Convention in Toronto, March 5th-8th.

The discovery of an epithermal system at Tatasham was unexpected, in our pursuit of a copper porphyry target indicated by geophysics. That porphyry target is still valid, but it may lie at considerable depth, or it may lie laterally. Our recent diamond drilling campaign was designed for a porphyry target and is too widely spaced for a typical epithermal target, but it very fortunately clipped the edges of what appears to be a very large system. Aurania has paused the drill program at Tatasham in order to conduct additional field work in the coming months including a ground based induced polarization (IP) survey to appropriately refine the epithermal target areas prior to additional drilling. This work is necessary to define the limit of the system, which remains open to the north, and to understand the geometry of the system.

The hydrothermal system at Tatasham is characterized by strong silicification surrounding hydrothermal breccias. The upper part preserves fine, irregular, layers of amorphous silica that has the characteristics of a sinter. Several textures typical of silica sinter have been identified, in particular, “network fabric” and geyserite lithofacies, the latter interpreted as proximal to the original vent (see fig.1). Two other sinters were found nearby, one of which is represented by a boulder located 2.7 km from the collar of TT-003 (see fig.2).

A sinter is the surface manifestation of geothermal activity; usually accompanied by geysers, hotsprings, boiling mud pools, and steaming ground. Gold and silver scaling deposits were discovered clogging the surface pipework of New Zealand geothermal fields in the routine maintenance of electrical generating installations (Brown, 1986) and this fundamentally established a genetic link between the formation of epithermal gold-silver deposits and ascending hot geothermal fluids. Extinct geothermal fields have long been recognized as favourable settings for gold-silver deposits. Simon Ridgway and Mar-West Resources discovered two gold mines in the 1990’s simply by staking active and extinct hotsprings off the topographic maps of Central America. Fruta del Norte contains a sinter of approximately 1.1 km areal extent, underneath which is the deposit. Not all of the many tens of thousands of the hotsprings around the world will be linked to formation of gold deposits at depth, but the proximity of Tatasham to Fruta del Norte, in the same belt of rocks, is considered highly favourable. Investigation has shown that the depth of formation of gold deposits below a sinter in the proper geological environment can be anywhere from nil to as much as 1,000 metres, though 200-300 metre might be considered typical.

Hole TT-003 (see fig.3) was collared in Cretaceous-aged Hollin sandstone which is considered to be post-mineral cover, as it is at Fruta del Norte. The hole continued in a series of continental sediments showing alternations of mudstone, siltstone, lithic sandstone, and polymictic conglomerates up to 18m thickness. The conglomerate contains rare clasts of vein chalcedony. This assembly of continental sediments is above a black limestone showing minor disseminated sphalerite mineralisation. The sediments overlie a tuffaceous volcano-sedimentary series. The clastic sediment-limestone-tuff sequence is interpreted as the filling of a pull-apart basin with an episode of marine incursion at the end of the volcanic activity. Immediately below the tuffaceous horizon lies a sinter displaying fine, irregular, layers of amorphous silica, locally overprinted by fault breccia. The Santiago Formation andesite below the sinter is propylitically altered (chlorite), with zones of silicification accompanied by barite, iron-oxides and high temperature illite-clay.

Three hydrothermal breccias cross the andesite below the sinter in hole TT-003. One of the breccias is cemented by barite, while the other two are rich in iron and manganese oxides in a silica matrix. It is significant that the drill core, even at a downhole depth of greater than 300 metres, is highly oxidized and it is believed that this could be a Jurassic-aged weathering horizon as also seen in the uppermost levels of Fruta del Norte.

Holes TT-001 and TT-002 crossed zones of silicification and potassic alteration representing the distal part of the epithermal system as reported in the press release dated January 9, 2023. The presence of the sinter in Hole TT-003, shows that this hole is closer to the centre of the system. To emphasize, mineralization in an epithermal system is typically found somewhere below the sinter; the sinter itself is barren as was the case with the sinter discovered at Fruta del Norte. Therefore, these first three holes should be regarded as discovery holes of the epithermal system, but there is considerable work and interpretation still to be done before economic drill results are expected.

For a very basic explanation of the vertical variability through an epithermal ore system watch Dr. Barron’s short lecture at:

http://www.straighttalkonmining.com/course-1-module-5-the-importance-of-locating-yourself-vertically-in-the-system/

Cannot view this image? Visit: https://images.newsfilecorp.com/files/2477/156667_4ac6eaaf345ae8b8_001.jpg

Figure 1: a). Concentric, dense silica laminae in rounded spheres from hole TT-003 at 284.30m ; b). Geyserite in the McLaughlin Mine (San Quentin Sinter) California USA ; c). Network fabric identified in hole TT-003 at 268.50m; d). Network lithofacies resulting from bacterial activity on the margins of a pool; Whangapaoa Spring, Atiamuri, Taupo Volcanic Zone, New Zealand ; e). Jurassic network lithofacies consisting of silicified, irregular, webbed pattern; La Marciana, Deseado Massif, Argentina.

To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/2477/156667_4ac6eaaf345ae8b8_001full.jpg

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Figure 2: Location of the sinter and boreholes at Aurania’s Tatasham target. Kutnahorite, a rare pink calcium manganese carbonate mineral, has been found on surface in several places at Tatasham. This is a common gangue mineral at the Fruta del Norte gold mine.

To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/2477/156667_4ac6eaaf345ae8b8_002full.jpg

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Figure 3: Top graphic presents the interpretative section of hole TT-003 at Tatasham with the sinter location above the altered andesite lava of the Santiago Formation, compared in the bottom graphic with the sinter location at Fruta del Norte (from Aurelian’s PDAC presentation in 2008).

To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/2477/156667_auraniafigure3.jpg

Qualified Person

The geological information contained in this news release has been verified and approved by Aurania’s VP Exploration, Mr. Jean-Paul Pallier, MSc. Mr. Pallier is a designated EurGeol by the European Federation of Geologists and a Qualified Person as defined by National Instrument 43-101, Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators.

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 Corporate Development & Investor Relations
Aurania Resources Ltd.
(416) 367-3200
[email protected]

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

Forward-Looking Statements

This news release contains forward-looking information as such term is defined in applicable securities laws, which relate to future events or future performance and reflect management’s current expectations and assumptions. The forward-looking information includes statements about: Aurania’s objectives, goals or future plans, statements, exploration and drilling 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. Such forward-looking statements reflect management’s current beliefs and are based on assumptions made by and information currently available to Aurania, including the assumption that, there will be no material adverse change in metal prices, all necessary consents, licenses, permits and approvals will be obtained, including various local government licenses and the market. Investors are cautioned that these forward-looking statements are neither promises nor guarantees and are subject to risks and uncertainties that may cause future results to differ materially from those expected. Risk factors that could cause actual results to differ materially from the results expressed or implied by the forward-looking information include, among other things, a failure to obtain or delays in obtaining the required regulatory licenses, permits, approvals and consents, an inability to access financing as needed, a general economic downturn, a volatile stock price, labour strikes, political unrest, changes in the mining regulatory regime governing Aurania, a failure to comply with environmental regulations and a weakening of market and industry reliance on precious metals and copper. Aurania cautions the reader that the above list of risk factors is not exhaustive.

Release – Salem Media Group Schedules Fourth Quarter 2022 Earnings Release and Teleconference

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 March 01, 2023 4:00pm EST

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (NASDAQ: SALM) announced today that it plans to report its fourth quarter 2022 financial results after the market closes on March 8, 2023.

The company also plans to host a teleconference to discuss its results on March 8, 2023 at 4:00 PM Central Time. To access the teleconference, please dial (888) 770-7291, and then ask to be joined to the Salem Media Group Fourth Quarter 2022 call or listen to the webcast.

A replay of the teleconference will be available through March 22, 2023 and can be heard by dialing (800) 770-2030 – replay pin number 2413416, or on the investor relations portion of the company’s website, located at investor.salemmedia.com.

ABOUT SALEM MEDIA GROUP:

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape. Learn more about Salem Media Group, Inc. at www.salemmedia.comFacebook and Twitter.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230228006439/en/

Evan D. Masyr
Executive Vice President and Chief
Financial Officer
(805) 384-4512
[email protected]

Source: Salem Media Group, Inc.

Released March 1, 2023

Release – Direct Digital Holdings to Participate in 35th Annual Roth Conference

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March 01, 2023 9:00am EST

HOUSTON, March 1, 2023 /PRNewswire/ — Direct Digital Holdings, Inc. (Nasdaq: DRCT) (“Direct Digital Holdings” or the “Company”), a leading advertising and marketing technology platform operating through its companies Colossus Media, LLC (“Colossus SSP”), Huddled Masses LLC (“Huddled Masses”) and Orange142, LLC (“Orange142”), today announced that the Company will be participating in  the 35th Annual Roth Conference scheduled for March 12-14, 2023 at The Ritz Carlton, Laguna Niguel in Dana Point, California.

Mark D. Walker, Chairman & Chief Executive Officer of Direct Digital Holdings, Keith Smith, President of Direct Digital Holdings, and Susan Echard, Chief Financial Officer of Direct Digital Holdings, will be attending on behalf of the Company and available for meetings during the conference.

Mark D. Walker will participate in a fireside chat with Darren Aftahi, Managing Director and Senior Research Analyst, at 12:30 PM-12:55 PM PT on Tuesday, March 14, 2023.

Keith Smith will participate on an IPO Readiness panel discussion hosted by James O’Grady, Partner, Lowenstein Sandler LLP, at 10:00 AM-10:55 AM PT on Tuesday, March 14, 2023.

For more information, or to schedule a meeting with management, please reach out to your Roth MKM representative.

About Direct Digital Holdings
Direct Digital Holdings (Nasdaq: DRCT), owner of operating companies Colossus SSP, Huddled Masses, and Orange 142, brings state-of-the-art sell- and buy-side advertising platforms together under one umbrella company. Direct Digital Holdings’ sell-side platform, Colossus SSP, offers advertisers of all sizes extensive reach within general market and multicultural media properties. The company’s subsidiaries Huddled Masses and Orange142 deliver significant ROI for middle market advertisers by providing data-optimized programmatic solutions at scale for businesses in sectors that range from energy to healthcare to travel to financial services. Direct Digital Holdings’ sell- and buy-side solutions manage approximately 90,000 clients monthly, generating over 100 billion impressions per month across display, video, CTV, in-app and other media channels. Direct Digital Holdings is the ninth black-owned company to go public in the U.S and was named a top minority-owned business by The Houston Business Journal.  

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SOURCE Direct Digital Holdings

Release – PDS Biotech Announces the Publication of PDS0301 Study Linking Induced Changes in Immune Responses with Clinical Outcomes in International Immunopharmacology Journal

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National Cancer Institute (NCI)-led research of PDS0301, a novel investigational tumor-targeting IL-12 fusion protein, shows dose-dependent, immune responses and association with improved clinical outcomes

FLORHAM PARK, N.J., March 01, 2023 (GLOBE NEWSWIRE) — PDS Biotechnology Corporation (Nasdaq: PDSB), a clinical-stage immunotherapy company developing a growing pipeline of targeted immunotherapies for cancer and infectious disease, announced that clinical research conducted by the NCI, one of the Institutes of the National Institutes of Health, was published in the peer-reviewed journal, International Immunopharmacology. The clinical study assessed immune changes in relation to the dose level and dosing schedule of PDS0301 (NHS-IL12), a novel investigational fusion protein consisting of a tumor-targeting antibody conjugated to Interleukin 12 (IL-12). The study also evaluated the correlation of several treatment-related immunological changes with clinical responses.

As described in the paper, titled, “Immune correlates with response in patients with metastatic solid tumors treated with a tumor-targeting immunocytokine NHS-IL12,” the researchers at the NCI evaluated a subset of 23 patients with advanced cancers who participated in a Phase 1 clinical trial of PDS0301. Patients were dosed every 2 weeks with PDS0301 at one of two levels – 12.0 mcg/kg and 16.8 mcg/kg – or every 4 weeks at 16.8 mcg/kg to identify dosing amounts and regimens of PDS0301 that correlate with higher levels of immune activation, including quantities of CD8 T cells, immune suppressive T regulatory cells, natural killer cells (NK) and natural killer T cells (NKT).  

Patients receiving the higher dose of PDS0301 generated “a more robust immune activation compared to a lower dose,” including a greater expansion of NK, NKT, and CD8 T cells. Additionally, patients treated with the higher dose at two-week intervals had a greater response than patients receiving treatment every four weeks in the study. Importantly, greater increases were seen at the higher dose level in the serum pro-inflammatory cytokines IFNγ and TNFα, and soluble PD-1 (sPD-1). Studies found that increases in sPD-1 post-therapy have been associated with improved survival in various cancers and may indicate re-activation of CD8 T cells.

The ability to limit exposure of IL-12 in the circulating blood, and to increase its presence within the tumors constitutes a significant advancement in the development of cytokine-based immunotherapy. “The research published by the NCI demonstrates the potential of PDS0301 as a tumor-targeting IL-12 and its ability to stimulate immune activation and increase the frequency of CD8 T cells and certain NK cell subsets to potentially overcome the immunosuppressive tumor microenvironment,” stated Dr. Lauren V. Wood, Chief Medical Officer of PDS Biotech. “Importantly, this study appears to demonstrate the safety and tolerability of biologically active doses of PDS0301 and reports increases in specific immune cells that were associated with PDS0301 administration and improved clinical outcomes.”

The publication also summarizes clinical results from a study combining PDS0301, with a checkpoint inhibitor and PDS0101, PDS Biotech’s HPV-targeted immunotherapy that has been shown to promote induction of multifunctional, tumor-infiltrating killer T-cells. In this study in advanced HPV-positive anal, cervical, head and neck, vaginal, and vulvar cancers patients with checkpoint inhibitor refractory disease, 63% of patients who received the 16.8 mcg/kg dose had an objective response.

About PDS0301

PDS0301 is a novel investigational tumor-targeting Interleukin 12 (IL-12) that enhances the proliferation, potency and longevity of T cells in the tumor microenvironment. Together with Versamune® based immunotherapies PDS0301 works synergistically to promote a targeted T cell attack against cancers. PDS0301 is given by a simple subcutaneous injection. Clinical data suggest the addition of PDS0301 to Versamune® based immunotherapies may demonstrate significant disease control by shrinking tumors and/or prolonging survival in recurrent/metastatic cancers with poor survival prognosis.

About PDS Biotechnology 

PDS Biotech is a clinical-stage immunotherapy company developing a growing pipeline of targeted cancer and infectious disease immunotherapies based on our proprietary Versamune®, PDS0301, and Infectimune™ T cell-activating platforms. We believe our targeted Versamune® and PDS0301 based candidates have the potential to overcome the limitations of current immunotherapy approaches through the activation of the right type, quantity and potency of T cells. To date, our lead Versamune® clinical candidate, PDS0101, has demonstrated the ability to reduce tumors and stabilize disease in combination with approved and investigational therapeutics in patients with a broad range of HPV16-associated cancers in multiple Phase 2 clinical trials. Our Infectimune™ based vaccines have also demonstrated the potential to induce not only robust and durable neutralizing antibody responses, but also powerful T cell responses, including long-lasting memory T cell responses in pre-clinical studies to date. To learn more, please visit www.pdsbiotech.com or follow us on Twitter at @PDSBiotech. 

Forward Looking Statements

This communication contains forward-looking statements (including within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended) concerning PDS Biotechnology Corporation (the “Company”) and other matters. These statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, or otherwise, based on current beliefs of the Company’s management, as well as assumptions made by, and information currently available to, management. Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “may,” “will,” “should,” “would,” “expect,” “anticipate,” “plan,” “likely,” “believe,” “estimate,” “project,” “intend,” “forecast,” “guidance”, “outlook” and other similar expressions among others. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: the Company’s ability to protect its intellectual property rights; the Company’s anticipated capital requirements, including the Company’s anticipated cash runway and the Company’s current expectations regarding its plans for future equity financings; the Company’s dependence on additional financing to fund its operations and complete the development and commercialization of its product candidates, and the risks that raising such additional capital may restrict the Company’s operations or require the Company to relinquish rights to the Company’s technologies or product candidates; the Company’s limited operating history in the Company’s current line of business, which makes it difficult to evaluate the Company’s prospects, the Company’s business plan or the likelihood of the Company’s successful implementation of such business plan; the timing for the Company or its partners to initiate the planned clinical trials for PDS0101, PDS0203 and other Versamune® and Infectimune™ based product candidates; the future success of such trials; the successful implementation of the Company’s research and development programs and collaborations, including any collaboration studies concerning PDS0101, PDS0203 and other Versamune® and Infectimune™ based product candidates and the Company’s interpretation of the results and findings of such programs and collaborations and whether such results are sufficient to support the future success of the Company’s product candidates; the success, timing and cost of the Company’s ongoing clinical trials and anticipated clinical trials for the Company’s current product candidates, including statements regarding the timing of initiation, pace of enrollment and completion of the trials (including the Company’s ability to fully fund its disclosed clinical trials, which assumes no material changes to our currently projected expenses), futility analyses, presentations at conferences and data reported in an abstract, and receipt of interim or preliminary results (including, without limitation, any preclinical results or data), which are not necessarily indicative of the final results of the Company’s ongoing clinical trials; any Company statements about its understanding of product candidates mechanisms of action and interpretation of preclinical and early clinical results from its clinical development programs and any collaboration studies; the success of the Company’s license agreements, including the potential for the clinical and nonclinical data available under the Company’s exclusive license agreement with Merck KGaA  to aid in the development of the Versamune® platform;  and other factors, including legislative, regulatory, political and economic developments not within the Company’s control, including unforeseen circumstances or other disruptions to normal business operations arising from or related to COVID-19. The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors included in the Company’s annual and periodic reports filed with the SEC. The forward-looking statements are made only as of the date of this press release and, except as required by applicable law, the Company undertakes no obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.  

Investor Contacts:
Deanne Randolph
PDS Biotech
Phone: +1 (908) 517-3613
Email: [email protected]

Rich Cockrell
CG Capital
Phone: +1 (404) 736-3838
Email: [email protected]

Media Contacts: 
Tiberend Strategic Advisors, Inc.
Dave Schemelia 
Phone: +1 (609) 468-9325 
[email protected]  

Bill Borden 
Phone: +1 (732) 910-1620 
[email protected]

Release – Comtech to Report Second Quarter Fiscal 2023 Results on March 9, 2023

Research News and Market Data on CMTL

Mar 1, 2023 8:12 AM

MELVILLE, N.Y. –
March 1, 2023– Comtech (NASDAQ: CMTL) today announced that it plans to release its second quarter fiscal 2023 results after the market closes on Thursday, March 9, 2023.

At 5:00 p.m. ET that day, Ken Peterman, Comtech’s Chief Executive Officer and President, will hold a conference call to discuss the Company’s second quarter fiscal 2023 results, operations, and business trends. A real-time webcast of the call will be available to the public at the investor relations section of the Comtech web site at www.comtech.com. Alternatively, investors can access the conference call by dialing (800) 225-9448 (domestic) or (203) 518-9708 (international) and using the conference I.D. of “Comtech.” A replay of the call will also be available by dialing (800) 839-3516 or (402) 220-7238 through Friday, March 24, 2023.

About Comtech

Comtech Telecommunications Corp. is a leading global technology company providing terrestrial and wireless network solutions, next-generation 9-1-1 emergency services, satellite and space communications technologies, and cloud native capabilities to commercial and government customers around the world. Our unique culture of innovation and employee empowerment unleashes a relentless passion for customer success. With multiple facilities located in technology corridors throughout the United States and around the world, Comtech leverages our global presence, technology leadership, and decades of experience to create the world’s most innovative communications solutions.For more information, please visit www.comtech.com.

Forward-Looking Statements

Certain information in this press release contains statements that are forward-looking in nature and involve certain significant risks and uncertainties. Actual results could differ materially from such forward-looking information. The Company’s Securities and Exchange Commission filings identify many such risks and uncertainties. Any forward-looking information in this press release is qualified in its entirety by the risks and uncertainties described in such Securities and Exchange Commission filings.

PCMTL

View source version on businesswire.com: https://www.businesswire.com/news/home/20230228006399/en/

Comtech Investor Relations

Robert Samuels

631-962-7102

[email protected]

Release – Alvopetro Announces 2022 Year End Reserves with a 17% Increase in 2P NPV Before Tax

News Research and Market Data on ALVOF

Feb 28, 2023

CALGARY, AB, Feb. 28, 2023 /CNW/ – Alvopetro Energy Ltd. (TSXV: ALV) (OTCQX: ALVOF) announces our reserves as at December 31, 2022 with total proved plus probable (“2P”) reserves of 9.0 MMboe and a before tax net present value discounted at 10% of $348.2 million. 2P reserve additions replaced 132% of 2022 production. 2P reserve volumes increased by 3%, despite 0.9 MMboe of production in 2022, due to reserve additions associated mainly with two additional Murucututu development locations (previously included in contingent resources). The before tax net present value of our 2P reserves (discounted at 10%) increased by 17% from December 31, 2021, due to reserve additions and increases in forecasted natural gas prices. Alvopetro also announces the December 31, 2022 assessment of the Company’s Murucututu natural gas resource with risked best estimate contingent resource of 2.9 MMboe and risked best estimate prospective resource of 12.5 MMboe. The Murucututu natural gas contingent and prospective resource values (risked best estimate net present value before tax, discounted at 10%) are $62.2 million and $259.1 million, respectively. The reserves and resources data set forth herein is based on an independent reserves and resources assessment and evaluation prepared by GLJ Ltd. (“GLJ”) dated February 27, 2023 with an effective date of December 31, 2022 (the “GLJ Reserves and Resources Report”).

All references herein to $ refer to United States dollars, unless otherwise stated.

December 31, 2022 GLJ Reserves and Resource Report Highlights

  • 2P net present value before tax discounted at 10% increased 17% to $348.2 million.
  • Proved reserves (“1P”) decreased 12% to 3.9 MMboe and 2P reserves increased 3% to 9.0 MMboe after 0.9 MMboe of production in 2022.
  • 2P production replacement ratio(1) of 132%.
  • 2P F&D costs(1) estimated at $28.66/boe.
  • 2P recycle ratio(1) estimated at 2.1 times.
  • 2P Net Asset Value(1) of CAD$13.56/share ($9.99/share) before any potential from contingent or prospective resources.
  • Risked best estimate contingent resource of 2.9 MMboe (NPV10 $62.2 million) and risked best estimate prospective resource of 12.5 MMboe (NPV10 $259.1 million).

Corey Ruttan, President and Chief Executive Officer, commented:

“Our 2022 year-end reserves and resource evaluations highlight the continued strong profitability from our Caburé natural gas field and the long-term potential of our Murucututu project. The increase in forecasted cash flows reflects the impact of reserve additions associated with our near-term development plans on our Murucututu asset and increases in forecasted natural gas prices under our long-term gas sales agreement. Our 2023 capital program is focused on lower risk development opportunities including accelerated activity on our Murucututu asset targeting the long-term natural gas potential of this field.”

(1)Refer to the sections entitled “Oil and Natural Gas Advisories – Other Metrics” and “Non-GAAP and Other Financial Measures” for additional disclosures and assumptions used in calculating production replacement ratio, F&D costs, recycle ratio, net asset value and net asset value per share.

Net Present Value Before Tax Discounted at 10%:(1)(2)(3)(4)(5)(6)(7)(8)

NET ASSET VALUE

Following the December 31, 2022 reserves evaluation, based on the before tax net present value of Alvopetro’s 2P reserves (discounted at 10%), our total 2P net asset value is $362.9 million; CAD$13.56 per common share outstanding. Our 2P net asset value of $362.9 million is before including the before tax net present value (discounted at 10%) of our risked best estimate risked contingent resource of $62.2 million and our risked prospective resource of $259.1 million from the Murucututu natural gas field.

PRICING ASSUMPTIONS – FORECAST PRICES AND COSTS 

GLJ employed the following pricing and inflation rate assumptions as of January 1, 2023 in the GLJ Reserves and Resources Report in estimating reserves and resources data using forecast prices and costs.

As of February 1, 2023, Alvopetro’s contracted natural gas price under the terms of our long-term gas sales agreement is based on the ceiling price within the contract and is forecasted to remain at the ceiling price until 2027. The ceiling price incorporates assumed US inflation of 3% in 2023 and 2% thereafter.

GLJ RESERVES AND RESOURCES REPORT 

The GLJ Reserves and Resources Report has been prepared in accordance with the standards contained in the Canadian Oil and Gas Evaluation Handbook (“COGEH”) that are consistent with the standards of National Instrument 51-101 (“NI 51-101”). GLJ is a qualified reserves evaluator as defined in NI 51-101. The GLJ Reserves and Resources Report was an evaluation of all reserves of Alvopetro including our Caburé and Caburé Leste natural gas fields (collectively referred to as our Caburé natural gas field), our Murucututu natural gas project (previously referred to as Gomo), as well as our Bom Lugar and Mãe-da-lua oil fields. The GLJ Reserves and Resources Report also includes an evaluation of the gas resources of our Murucututu natural gas. In addition to the reserves assigned to our two existing Murucututu wells (197-1 and 183-1) and four additional development locations, contingent resource was assigned to the area in proximity to our existing Murucututu reserves, deemed to be discovered. The area mapped by 3D seismic west and north of the area defined as contingent was assigned prospective resource. Additional reserves and resources information as required under NI 51-101 will be included in the Company’s Annual Information Form for the 2022 fiscal year which will be filed on SEDAR by April 30, 2023.

December 31, 2022 Reserves Information:

Summary of Reserves (1)(2)(3)

Summary of Before Tax Net Present Value of Future Net Revenue – $000s (1)(2)(3)(7)(8)

Summary of After Tax Net Present Value of Future Net Revenue – $000s (1)(2)(3)(7)(8)

Future Development Costs (1)(2)(3)(7)(8)

The table below sets out the total development costs deducted in the estimation of future net revenue attributable to proved reserves, proved plus probable reserves and proved plus probable plus possible reserves (using forecast prices and costs), by field, in the GLJ Reserves and Resources Report. Total development costs include capital costs for drilling and facility and pipeline expenditures but excludes abandonment and reclamation costs.

Under each reserve category, Alvopetro has elected to reflect 100% of the contractual obligations pursuant to our Gas Treatment Agreement with Enerflex, including all operating, capital, and related financing costs for the full duration of the agreement. These costs are mainly attributable to the Caburé field and also represent the majority of the future development costs for the Caburé field in the table below. The future costs associated with equipment rental are also reflected as a capital lease obligation on our financial statements. Also included in future development costs for the Caburé field are two step-out wells and expansion of the unit facilities.

The future development costs for the Murucututu field in the proved category are for two development locations in the field and the stimulation of the 197(1) well. In the probable and possible categories, there are future development costs for two additional development locations. Also included in the Murucututu future development costs for all reserve categories are a portion of the anticipated contractual obligations associated with the expansion of the gas treatment facility. The future development costs for Bom Lugar in the proved category include costs for one development well and facilities upgrade. A second development well is included in the future development costs for the possible category for Bom Lugar. Future development costs at the Mãe-da-lua field relate to a stimulation of the existing producing well.

Reconciliation of Alvopetro’s Gross Reserves (Before Royalty) (1)(2)(3)(8)

December 31, 2022 Murucututu Contingent Resources Information:

Summary of Unrisked Company Gross Contingent Resources (1)(2)(5)(6)

Summary of Before Tax Net Present Value of Future Net Revenue of Unrisked Contingent Resources- $000s (1)(2)(5)(6)(7)(8)

The GLJ Contingent Resource Report for Murucututu assumes capital deployment starting in 2024 for the drilling of wells with total project costs of $19.1 million and first commercial production in 2024. The information presented herein is based on company net project development costs. The recovery technology assumed for purposes of the estimate is based on established technologies utilized repeatedly in the industry.

There can be no certainty that the project will be developed on the timelines discussed herein. The project is based on a pre-development study. Development of the project is dependent on several contingencies as further described in this news release. Significant positive factors relevant to the estimate include existing production in close proximity, proximity to infrastructure, existing long-term gas sales agreement and corporate commitment to the project. Significant negative factors relevant to the estimate include reservoir performance and the economic viability of the project (with sensitivity to low commodity prices), access to and amount of capital required to develop resources at an acceptable cost,  and regulatory approvals for planned activities including stimulations and new infrastructure developments.

Summary of Development Pending Risked Company Gross Contingent Resources(1)(2)(5)(6)

The GLJ Reserves and Resources Report estimates the Chance of Development as the product of two main contingencies associated with the project development, which are: 1) the probability of corporate sanctioning, which GLJ estimates at 95%; 2) the probability of finalization of a development plan, which GLJ estimates at 95%. The product of these two contingencies is 90%. As there is no risk related to discovery, the Chance of Commerciality for the contingent resource is therefore 90% which is the risk factor that has been applied to the Development Risked company gross contingent resources and the net present value figures reported below.

Summary of Development Pending Risked Before Tax Net Present Value of Future Net Revenue of Contingent Resources- $000s(1)(5)(6)(7)(8)

December 31, 2022 Murucututu Prospective Resources Information:

Summary of Unrisked Company Gross Prospective Resources (1)(2)(4)(6)

Summary of Before Tax Net Present Value of Future Net Revenue of Unrisked Prospective Resources – $000s (1)(4)(6)(7)(8)

The GLJ Reserves and Resources Report for Murucututu prospective resources assumes capital deployment starting in 2025 for the drilling of wells, expansion of field facilities, and additional pipeline capacity, with total project costs of $70.0 million and first commercial production in 2025. The information presented herein is based on company project development costs. The recovery technology assumed for purposes of the estimate is based on established technologies utilized repeatedly in the industry.

There can be no certainty that the project will be developed on the timelines discussed herein. Development of the project is dependent on several contingencies as further described in this news release. The project is based on a conceptual study. Significant positive factors relevant to the estimate include existing production in close proximity, proximity to infrastructure, existing long-term gas sales agreement and corporate commitment to the project. Significant negative factors relevant to the estimate include reservoir performance and the economic viability of the project (with sensitivity to low commodity prices), access to and amount of capital required to develop resources at an acceptable cost, and regulatory approvals for planned activities including stimulations and new infrastructure developments.

Summary of Development Risked Company Gross Prospective Resources(1)(2)(4)(6)

The GLJ Reserves and Resources Report estimates the Chance of Commerciality as the product between the Chance of Discovery and the Chance of Development. The Chance of Discovery of the prospective resources has been assessed at 90%, while the Chance of Development has been assessed as the same as for the Contingent Resources described above at 90%. The resulting Chance of Commerciality is 81%, which has been applied to the company gross unrisked prospective resources and the net present value figures reported below.

Summary of Development Risked Before Tax Net Present Value of Future Net Revenue of Prospective Resources- $000s(1)(4)(6)(7)(8)

UPCOMING 2022 RESULTS AND LIVE WEBCAST

Alvopetro anticipates announcing its 2022 fourth quarter and year-end results on March 21, 2023 after markets close and will host a live webcast to discuss the results at 9:00 am Mountain time, on March 22, 2023. Details for joining the event are as follows:

DATE: March 22, 2023TIME: 9:00 AM Mountain/11:00 AM EasternLINK: https://us06web.zoom.us/j/83279531812 DIAL-IN NUMBERS: https://us06web.zoom.us/u/kcfqlsznW WEBINAR ID: 832 7953 1812 

The webcast will include a question and answer period. Online participants will be able to ask questions through the Zoom portal. Dial-in participants can email questions directly to [email protected].

CORPORATE PRESENTATION

Alvopetro’s updated corporate presentation is available on our website at:

http://www.alvopetro.com/corporate-presentation

FOOTNOTES

(1)References to Company Gross reserves or Company Gross Resources means the total working interest share of remaining recoverable reserves or resources held by Alvopetro before deductions of royalties payable to others and without including any royalty interests held by Alvopetro. 
(2)The tables above are a summary of the reserves of Alvopetro and the net present value of future net revenue attributable to such reserves as evaluated in the GLJ Reserves and Resources Report based on forecast price and cost assumptions. The tables summarize the data contained in the GLJ Reserves and Resources Report and as a result may contain slightly different numbers than such report due to rounding. Also due to rounding, certain columns may not add exactly.
(3)Possible reserves are those additional reserves that are less certain to be recovered than probable reserves. There is a 10% probability that the quantities actually recovered will equal or exceed the sum of proved plus probable plus possible reserves.
(4)Prospective Resources are defined in the COGE Handbook as those quantities of petroleum estimated, as of a given date, to be potentially recoverable from undiscovered accumulations by application of future development projects. Prospective resources have both an associated chance of discovery and a chance of development. There is no certainty that any portion of the prospective resources will be discovered and even if discovered, there is no certainty that it will be commercially viable to produce any portion. Prospective Resources are further subdivided in accordance with the level of certainty associated with recoverable estimates assuming their discovery as described in footnote 11.
(5)Contingent Resources are defined in the COGE Handbook as those quantities of petroleum estimated, as of a given date, to be potentially recoverable from known accumulations using established technology or technology under development, but are not currently considered to be commercially recoverable due to one or more contingencies. Contingencies may include factors such as economic, legal, environmental, political and regulatory matters or a lack of markets. It is also appropriate to classify as contingent resources the estimated discovered recoverable quantities associated with a project in the early evaluation stage. Contingent Resources are further classified in accordance with the level of certainty associated with the estimates as described in footnote 11 and may be subclassified based on project maturity and/or characterized by their economic status. The Contingent Resources estimated in the GLJ Reserves and Resources Report are classified as “economic contingent resources”, which are those contingent resources that are currently economically recoverable. All such resources are further sub-classified with a project status of “development pending”, meaning that resolution of the final conditions for development are being actively pursued. The recovery estimates of the Company’s contingent resources provided herein are estimates only and there is no guarantee that the estimated resources will be recovered. There is uncertainty that it will be commercially viable to produce any portion of the resources. Actual recovered resource may be greater than or less than the estimates provided herein.
(6)Low Estimate: This is considered to be a conservative estimate of the quantity that will actually be recovered. It is likely that the actual remaining quantities recovered will exceed the low estimate. If probabilistic methods are used, there should be at least a 90 percent probability (P90) that the quantities actually recovered will equal or exceed the low estimate.Best Estimate: This is considered to be the best estimate of the quantity that will actually be recovered. It is equally likely that the actual remaining quantities recovered will be greater or less than the best estimate. If probabilistic methods are used, there should be at least a 50 percent probability (P50) that the quantities actually recovered will equal or exceed the best estimate.High Estimate: This is considered to be an optimistic estimate of the quantity that will actually be recovered. It is unlikely that the actual remaining quantities recovered will exceed the high estimate. If probabilistic methods are used, there should be at least a 10 percent probability (P10) that the quantities actually recovered will equal or exceed the high estimate.
(7)The net present value of future net revenue attributable to Alvopetro’s reserves and resources are stated without provision for interest costs and general and administrative costs, but after providing for estimated royalties, production costs, development costs, other income, future capital expenditures, well abandonment and reclamation costs for only those wells assigned reserves and material dedicated gathering systems and facilities. The net present values of future net revenue attributable to Alvopetro’s reserves and resources estimated by GLJ do not represent the fair market value of those reserves. Other assumptions and qualifications relating to costs, prices for future production and other matters are summarized herein. The recovery and reserve and resource estimates of the Company’s reserves and resources provided herein are estimates only and there is no guarantee that the estimated reserves and resources will be recovered. Actual reserves and resources may be greater than or less than the estimates provided herein.
(8)GLJ’s January 1, 2023 escalated price forecast is used in the determination of future gas sales prices under Alvopetro’s long-term gas sales agreement and for all forecasted oil sales and natural gas liquids sales. See https://www.gljpc.com/sites/default/files/pricing/Jan23.pdf for GLJ’s price forecast.

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.

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

All amounts contained in this news release are in United States dollars, except as otherwise noted.

Abbreviations:

1P                     =          proved reserves2P                     =          proved plus probable reserves3P                     =          proved plus probable plus possible reservesCAD                  =          Canadian dollarsF&D                  =          finding and development costsFDC                  =          future development costs;Mbbl                 =           thousands of barrelsMboe                =          thousand barrels of oil equivalentMMbtu              =           million British Thermal UnitsMMcf                =          million cubic feetMMcf/d             =          million cubic feet per dayMMboe             =          million barrels of oil equivalent$000s               =          thousands of U.S. dollars

Oil and Natural Gas Advisories

Oil and Natural Gas Reserves

The disclosure in this news release summarizes certain information contained in the GLJ Reserves and Resources Report but represents only a portion of the disclosure required under NI 51-101. Full disclosure with respect to the Company’s reserves as at December 31, 2022 will be included in the Company’s annual information form for the year ended December 31, 2022 which will be filed on SEDAR (www.sedar.com) on or before April 30, 2023. All net present values in this press release are based on estimates of future operating and capital costs and GLJ’s forecast prices as of December 31, 2022. The reserves definitions used in this evaluation are the standards defined by COGEH reserve definitions and are consistent with NI 51-101 and used by GLJ. The net present values of future net revenue attributable to the Alvopetro’s reserves estimated by GLJ do not represent the fair market value of those reserves. Other assumptions and qualifications relating to costs, prices for future production and other matters are summarized herein. The recovery and reserve estimates of the Company’s reserves provided herein are estimates only and there is no guarantee that the estimated reserves will be recovered. Actual reserves may be greater than or less than the estimates provided herein. Possible reserves are those additional reserves that are less certain to be recovered than probable reserves. There is a 10% probability that the quantities actually recovered will equal or exceed the sum of proved plus probable plus possible reserves.

Contingent Resources

This news release discloses estimates of Alvopetro’s contingent resources and the net present value associated with net revenues associated with the production of such contingent resources as included in the GLJ Reserves and Resources Report. There is no certainty that it will be commercially viable to produce any portion of such contingent resources and the estimated future net revenues do not necessarily represent the fair market value of such contingent resources. Estimates of contingent resources involve additional risks over estimates of reserves. Full disclosure with respect to the Company’s contingent resources as at December 31, 2022 will be contained in the Company’s annual information form for the year ended December 31, 2022 which will be filed on SEDAR (www.sedar.com) on or before April 30, 2023.

Prospective Resources

This news release discloses estimates of Alvopetro’s prospective resources included in the GLJ Reserves and Resources Report. There is no certainty that any portion of the prospective resources will be discovered and even if discovered, there is no certainty that it will be commercially viable to produce any portion. Estimates of prospective resources involve additional risks over estimates of reserves. The accuracy of any resources estimate is a function of the quality and quantity of available data and of engineering interpretation and judgment. While resources presented herein are considered reasonable, the estimates should be accepted with the understanding that reservoir performance subsequent to the date of the estimate may justify revision, either upward or downward. Full disclosure with respect to the Company’s prospective resources as at December 31, 2022 will be contained in the Company’s annual information form for the year ended December 31, 2022 which will be filed on SEDAR (www.sedar.com) on or before April 30, 2023.

Boe Disclosure

The term barrels of oil equivalent (“boe”) may be misleading, particularly if used in isolation. A boe conversion ratio of six thousand cubic feet per barrel (6Mcf/bbl) of natural gas to barrels of oil equivalence is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. All boe conversions in this news release are derived from converting gas to oil in the ratio mix of six thousand cubic feet of gas to one barrel of oil.

Other Metrics

This press release contains metrics commonly used in the oil and natural gas industry, which have been prepared by management, including “F&D costs”, “net asset value”, “net asset value per share”, “operating netback per boe”, “production replacement ratio” and “recycle ratio”. These terms do not have a standardized meaning and may not be comparable to similar measures presented by other companies, and therefore should not be used to make such comparisons.

“F&D costs” are reflected on a per barrel of oil equivalent and are calculated as the sum of capital expenditures in the current year plus the change in FDC for the period, divided by the change in reserves in the period, before current year production. The estimated 2022 F&D costs are computed as follows:

“Net asset value” is based on the before tax net present value of the Company’s reserves as at December 31, 2022, discounted at 10% plus the Company’s net working capital balance estimated as of December 31, 2022. Net working capital is a capital management measure. See “Non-GAAP and Other Financial Measures” below for further details. The estimated net working capital as of December 31, 2022 is unaudited and subject to change upon completion of audited financial statements for the year-ended December 31, 2022. Such changes could be material. See “Unaudited Financial Information” for further details.

“Net asset value per share” is based on the computation of net asset value divided by basic shares outstanding of 36,311,579 adjusted to Canadian dollars based on the foreign exchange rate on February 27, 2023.

“Operating netback per boe” is a non-GAAP financial measure and operating netback per boe is a non-GAAP financial ratio. See “Non-GAAP and Other Financial Measures” below for further details. Alvopetro’s operating netback for the year ended December 31, 2022 is estimated at $59.43 per boe. This estimate is based on unaudited financial information and subject to change upon completion of audited financial statements for the year-ended December 31, 2022. Such changes could be material. See “Unaudited Financial Information” for further details.

“Production replacement ratio” is calculated as total reserve additions divided by current year production. Alvopetro’s 2P production replacement ratio in 2022 is calculated as:

“Recycle ratio” is calculated by dividing the estimated 2022 operating netback by estimated F&D costs per boe for the year. The Company’s estimated 2022 recycle ratio is calculated as follows:

Management uses these oil and gas metrics for its own performance measurements and to provide shareholders with measures to compare our operations over time. Readers are cautioned that the information provided by these metrics, or that can be derived from the metrics presented in this press release, should not be relied upon for investment or other purposes.

Forward-Looking Statements and Cautionary Language

This news release contains “forward-looking information” within the meaning of applicable securities laws. The use of any of the words “will”, “expect”, “intend” and other similar words or expressions are intended to identify forward-looking information. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to vary significantly from the expectations discussed in the forward-looking statements. These forward-looking statements reflect current assumptions and expectations regarding future events. Accordingly, when relying on forward-looking statements to make decisions, Alvopetro cautions readers not to place undue reliance on these statements, as forward-looking statements involve significant risks and uncertainties. More particularly and without limitation, this news release contains forward-looking information concerning plans relating to the Company’s operational activities, proposed development activities and the timing for such activities, capital spending levels and future capital costs, the expected natural gas price, gas sales and gas deliveries under Alvopetro’s long-term gas sales agreement. The forward-looking statements are based on certain key expectations and assumptions made by Alvopetro, including but not limited to expectations and assumptions concerning the timing of regulatory licenses and approvals, equipment availability, the success of future drilling, completion, testing, recompletion and development activities, the performance of producing wells and reservoirs, well development and operating performance, expectations regarding Alvopetro’s working interest and the outcome of any redeterminations, environmental regulation, including regulation relating to hydraulic fracturing and stimulation, the ability to monetize hydrocarbons discovered, the outlook for commodity markets and ability to access capital markets, foreign exchange rates, general economic and business conditions, the impact of the COVID-19 pandemic, weather and access to drilling locations, the availability and cost of labour and services, the regulatory and legal environment and other risks associated with oil and gas operations. The reader is cautioned that assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be incorrect. Actual results achieved during the forecast period will vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors. Although Alvopetro believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because Alvopetro can give no assurance that it will prove to be correct. Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on factors that could affect the operations or financial results of Alvopetro are included in our annual information form which may be accessed on Alvopetro’s SEDAR profile at www.sedar.com. The forward-looking information contained in this news release is made as of the date hereof and Alvopetro undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Unaudited Financial Information

Certain financial and operating information included in this news release for the year ended December 31, 2022 including, without limitation, 2022 capital expenditures and the impact on F&D costs, working capital, recycle ratio and operating netback, are based on estimated unaudited financial results for the year then ended, and are subject to the same limitations as discussed under Forward Looking Statements and Cautionary Language set out in this news release. These estimated amounts may change upon the completion of audited financial statements for the year ended December 31, 2022 and changes could be material.

Non-GAAP and Other Financial Measures

This news release contains references to various non-GAAP financial measures, non-GAAP ratios, capital management measures and supplementary financial measures as such terms are defined in National Instrument 52-112 Non-GAAP and Other Financial Measures Disclosure. Such measures are not recognized measures under GAAP and do not have a standardized meaning prescribed by IFRS and might not be comparable to similar financial measures disclosed by other issuers. While these measures may be common in the oil and gas industry, the Company’s use of these terms may not be comparable to similarly defined measures presented by other companies. The non-GAAP and other financial measures referred to in this news release should not be considered an alternative to, or more meaningful than measures prescribed by IFRS and they are not meant to enhance the Company’s reported financial performance or position. These are complementary measures that are used by management in assessing the Company’s financial performance, efficiency and liquidity and they may be used by investors or other users of this document for the same purpose. Below is a description of the non-GAAP financial measures, non-GAAP ratios, capital management measures and supplementary financial measures used in this news release. For more information with respect to financial measures which have not been defined by GAAP, including reconciliations to the closest comparable GAAP measure, see the “Non-GAAP Measures and Other Financial Measures” section of the Company’s most recent MD&A which may be accessed through the SEDAR website at www.sedar.com .

Non-GAAP Financial Ratios

Operating netback per boe

Operating netback is calculated on a per unit basis, which is per barrel of oil equivalent (“boe”). It is a common non-GAAP measure used in the oil and gas industry and management believes this measurement assists in evaluating the operating performance of the Company. It is a measure of the economic quality of the Company’s producing assets and is useful for evaluating variable costs as it provides a reliable measure regardless of fluctuations in production. Alvopetro calculated operating netback per boe as operating netback (a non-GAAP financial measure calculated as natural gas, oil and condensate revenues less royalties and production expenses) divided by total sales volumes (barrels of oil equivalent). More details on the method of calculation is provided in the “Operating Netback per boe” section of the Company’s MD&A. The Company’s MD&A may be accessed through the SEDAR website at www.sedar.com. Operating netback is a common metric used in the oil and gas industry used to demonstrate profitability from operations on a per unit basis (boe). The Company’s operating netback per boe is estimated at $59.43 per boe for the year ended December 31, 2022. This amount is unaudited and subject to change as further discussed in the section “Unaudited Financial Information”.

Capital Management Measures

Net Working Capital

Net working capital is computed as current assets less current liabilities. Net working capital is a measure of liquidity, is used to evaluate financial resources. The Company’s net working capital as of December 31, 2022 is estimated at $14.7 million. This amount is unaudited and subject to change as further discussed in the section “Unaudited Financial Information”.

SOURCE Alvopetro Energy Ltd.