Names Michael Hildebrandt as New Independent Director
Will Appoint an Additional Mutually Agreed Independent Director
CHANDLER, Ariz. – Comtech Telecommunications Corp. (NASDAQ: CMTL) (the “Company”), a global technology leader, today announced that its Board of Directors entered into a cooperation agreement with Michael Porcelain, Fred Kornberg, and Oleg Timoshenko (the “Investor Group”). Pursuant to the agreement:
Comtech has appointed Michael Hildebrandt, Senior Investment Professional at Freshford Capital Management, to the Board, effective immediately;
The Board will appoint an additional new independent director mutually acceptable to both Comtech and the Investor Group (the “Additional Director”);
Two of Comtech’s current directors will not stand for reelection at the Company’s Fiscal 2024 Annual Meeting of Stockholders;
The Investor Group will support Comtech’s slate of directors for election at the 2024 Annual Meeting and will withdraw its nomination of eight directors for election at the meeting;
The Investor Group has agreed to customary standstill restrictions and voting commitments until the nomination deadline for Comtech’s Fiscal 2025 Annual Meeting, or until the nomination deadline for Comtech’s Fiscal 2026 Annual Meeting if the Company nominates Michael Hildebrandt and the Additional Director for reelection at the Fiscal 2025 Annual Meeting.
The Company and the Investor Group made the following statement: “We are pleased to have reached this agreement which adds Michael Hildebrandt to the Board. Together with the future additional independent director and the recent appointment of Ken Traub, the Comtech Board is being significantly refreshed.”
With these changes, upon the appointment of the Additional Director, four new directors will have been appointed to the Board since October 28, 2024.
The full agreement between Comtech and the Investor Group will be filed on a Form 8-K with the SEC.
About Michael Hildebrandt
Michael Hildebrandt, age 52, currently serves as a Senior Investment Professional at Freshford Capital, an advisory firm providing investment advice and management services to clients, since February 2011. At Freshford Capital, Mr. Hildebrandt invests in industry verticals, including government and construction services, energy, space and satellite, telecom, media and special situations. Prior to joining Freshford Capital, Mr. Hildebrandt held senior investment roles at Silver Capital Management LLC, a multi-strategy investment fund, and GAMCO Investors, Inc., a global investment management company, where he focused on special situations and private equity initiatives. Earlier in his career, he served as a Private Equity Associate at Aurora Capital and as an Investment Banking Analyst at Salomon Brothers, specializing in mergers and acquisitions within the industrial sector.
About Comtech
Comtech Telecommunications Corp. is a leading global technology company providing satellite and space communications technologies, terrestrial and wireless network solutions, NG911 emergency services 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 its 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 forward-looking statements. Forward-looking statements include, among others, statements regarding our expectations for our operational initiatives, future performance and financial condition, the plans and objectives of our management and our assumptions regarding such future performance, financial condition, and plans and objectives that involve certain significant known and unknown risks and uncertainties and other factors not under our control which may cause our actual results, future performance and financial condition to be materially different from the results, performance or other expectations implied by these forward-looking statements. Factors that could cause actual results to differ materially from current expectations are described in our filings with the Securities and Exchange Commission (“SEC”). We urge you to consider all of the risks, uncertainties and factors identified above or discussed in such reports carefully in evaluating the forward-looking statements. The risks described above are not the only risks that we face. We do not intend to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise, except as required by law.
Important Additional Information and Where to Find It
The Company intends to file a proxy statement on Schedule 14A, an accompanying proxy card, and other documents with the SEC in connection with its solicitation of proxies from the Company’s stockholders for the Company’s Fiscal 2024 Annual Meeting of Stockholders. THE COMPANY’S STOCKHOLDERS ARE STRONGLY ENCOURAGED TO READ THE COMPANY’S DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO), THE ACCOMPANYING PROXY CARD, AND ALL OTHER DOCUMENTS FILED OR TO BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and stockholders may obtain a copy of the definitive proxy statement, an accompanying proxy card, any amendments or supplements to the definitive proxy statement and other documents filed by the Company with the SEC at no charge at the SEC’s website at www.sec.gov. Copies will also be available at no charge by clicking the “Governance” link in the “Investors” section of the Company’s website, https://comtech.com/investors/, or by contacting investors@comtech.com as soon as reasonably practicable after such materials are electronically filed with, or furnished to, the SEC.
Participants in the Solicitation
The Company, its directors, certain of its officers, and other employees may be deemed to be “participants” (as defined in Section 14(a) of the Securities Exchange Act of 1934, as amended) in the solicitation of proxies from the Company’s stockholders in connection with matters to be considered at the Company’s Fiscal 2024 Annual Meeting of Stockholders.
Information about the names of the Company’s directors and officers, their respective interests in the Company by security holdings or otherwise, and their respective compensation is set forth in the sections entitled “Stockholders, Directors and Executive Officers,” “Director Compensation,” and “Executive Compensation” of the Company’s Proxy Statement on Schedule 14A in connection with the Fiscal 2023 Annual Meeting of Stockholders, filed with the SEC on November 16, 2023 (available here). To the extent the security holdings of directors and executive officers have changed since the amounts described in these filings, such changes are set forth on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC, which can be found at no charge at the SEC’s website at www.sec.gov. Updated information regarding the identity of potential participants and their direct or indirect interests, by security holdings or otherwise, in the Company will be set forth in the Company’s Proxy Statement on Schedule 14A for the Fiscal 2024 Annual Meeting of Stockholders and other relevant documents to be filed with the SEC, if and when they become available. These documents will be available free of charge as described above.
NEW YORK, November 18, 2024 /PRNewswire/ — Bit Digital, Inc. (Nasdaq: BTBT) (the “Company”), a global platform for high-performance computing (“HPC”) infrastructure and digital asset production headquartered in New York, today announced its unaudited financial results for the Third Quarter ended September 30, 2024.
Financial Highlights for the Third Quarter of 2024
Total revenue was $22.7 million for the Third Quarter of 2024, a 96% increase compared to the Third Quarter of 2023. The increase was primarily driven by the commencement of our high performance computing services (“HPC”) business.
Revenue from bitcoin mining was $10.1 million for the Third Quarter of 2024, an 11% decrease compared to the prior year’s quarter. The Company’s HPC recognized $12.2 million of revenue during the quarter compared to nil the prior year.
The Company had cash, cash equivalents and restricted cash of $105.6 million, and total liquidity (defined as cash, cash equivalents and restricted cash, USDC, and the fair market value of digital assets) of approximately $223.6 million1, as of September 30, 2024.
Total assets were $376.0 million and Shareholders’ Equity amounted to $315.0 million as of September 30, 2024.
Adjusted EBITDA2 was $(21.8) million for the Third Quarter of 2024 compared to $(2.9) million for the Third Quarter of 2023. Adjusted EBITDA includes a $21.9 million unrealized loss on digital assets.
GAAP loss per share was $0.26 on a fully diluted basis for the Third Quarter of 2024 compared to a loss per share of $0.08 for the Third Quarter of 2023.
Operational Highlights for the Third Quarter 2024
The Company earned 165.4 bitcoins during the Third Quarter of 2024, a 59% decrease from the prior year. The decline was primarily driven by a reduction in block rewards following the halving event in April 2024 and by an increase in network difficulty, and partially offset by a 104% increase in the Company’s operational hash rate.
The Company paid approximately $0.057 per kilowatt hour to its hosting partners for electricity consumed during the Third Quarter of 2024.
The average fleet efficiency for the active fleet was approximately 27.8 J/TH as of September 30, 2024.
The Company earned 161.9 ETH from native staking in the Third Quarter of 2024.
Treasury holdings of BTC and ETH were 731.1 and 27,388.1, respectively, with a fair market value of approximately $46.3 million and $71.3 million on September 30, 2024, respectively.
The BTC equivalent3 of our digital asset holdings as of September 30, 2024 (defined as if all ETH and USDC holdings were converted into BTC as of that date) was approximately 1,863 BTC4, or approximately $118.0 million.
As of September 30, 2024, we had 50,044 miners owned or operating (in Iceland) for bitcoin mining with a total maximum hash rate of 4.3 EH/s.
The Company’s active hash rate of its bitcoin mining fleet was approximately 2.4 EH/s as of September 30, 2024.
Approximately 88% of our fleet’s run-rate electricity consumption was generated from carbon-free energy sources as of September 30, 2024. These figures are based on data provided by our hosts, publicly available sources, and internal estimates, demonstrating our commitment to sustainable practices in the digital asset mining industry.
The Company had approximately 21,568 ETH actively staked in native staking protocols as of September 30, 2024.
On August 19, 2024, Bit Digital announced that it had signed a binding term sheet with Boosteroid Inc. (“Boosteroid”), the world’s third-largest cloud gaming provider. Upon signing a Master Service and Lease Agreement (“MSA”), Boosteroid will place an initial purchase for a starting quantity of GPU servers with a five-year service duration. Bit Digital will provide Boosteroid with options to draw down additional servers in multiples of 100, up to a total of 50,000 GPU servers within five years after signing the MSA, depending on their deployment plans and subject to market conditions. The entire 50,000 GPU deployment represents an aggregate revenue opportunity to Bit Digital in excess of $700 million over the five-year term. Bit Digital announced it had executed the MSA with Boosteroid on November 4, 2024. The Company finalized an initial purchase order with Boosteroid for a starting quantity of 300 GPUs that are expected to generate approximately $4.6 million of revenue over the five-year term. The Company anticipates additional deployments through the end of 2024 and throughout 2025.
September 5, 2024, the Company received a 90-days notice of non-renewal of colocation mining services agreement from Coinmint, which informed the Company of its intent not to renew 27 MW of the 36 MW total contracted capacity at its Massena, New York site, effective December 7, 2024. Subsequently, on October 29, 2024, the Company received an additional 90-days notice of non-renewal of colocation mining services agreement from Coinmint, which informed the Company of its intent to not renew the remaining 9 MW of the 36 MW total contracted capacity at its Massena, New York site, effective January 28, 2024. Following the termination, Coinmint will continue to provide approximately 10 MW of capacity at their Plattsburgh, New York facility. As of September 30, 2024, Coinmint provided approximately 46.0 MW of capacity for our miners at their facilities. The Company is currently assessing options for replacing this capacity and plans to high-grade the portion of its fleet composed of older generation miners hosted at the Coinmint locations.
Subsequent Events
On October 14, 2024, Bit Digital announced the acquisition of Enovum Data Centers (“Enovum”) for a total consideration of CAD $62.8MM (approximately USD $46MM based on a CAD/USD exchange rate of 0.73). The acquisition was completed on a debt-free basis, with a normalized level of working capital acquired, funded by approximately CAD $56 million of cash and approximately 1.62 million share equivalents issued solely to key management who rolled-over a significant portion of their existing ownership in Enovum. The transaction closed on October 11, 2024. The acquisition vertically integrated Bit Digital’s HPC operations with a 4MW Tier 3 datacenter in Montreal that is fully leased to a plurality of colocation customers. It also provided Bit Digital with an expansion pipeline of over 280MW and an experienced team to lead the development process. Immediate term plans include bringing approximately 8MW online by the end of 2Q 2025 for approximately USD $50MM of capex. The Company expects run-rate, colocation EBITDA for the Enovum business to exit 2Q25 at approximately USD $13MM based on that development schedule. Bit Digital may also place its own GPUs at those sites, which could significantly increase EBITDA per MW. The Company is tentatively planning to bring an additional 20MW online by year-end 2025. However, development plans will be contingent on firm customer demand and financing options.
In October 2024, Bit Digital purchased 42 H200 GPU servers (336 GPUs) for approximately $9.7 million. Those servers were subsequently deployed in Iceland for internal purposes and future client deployments.
On November 14, 2024, Bit Digital executed term sheets with two new customers. The first deal provides for Bit Digital to supply the customer with 512 H200 GPUs for a period of at least six months, representing an approximate $5.0 million contract value for Bit Digital over the initial six-month term. The MSA has been executed with this client and an initial two server purchase order has been fulfilled and revenue generation has begun on those units. The remainder of the deployment is expected prior to year-end 2024. Under the second deal, Bit Digital will supply a separate customer with 576 H200 GPUs for a twelve-month period, representing a total contract value of approximately $10.1 million over the term. The Company will provide additional details on the deployment schedule upon the execution of MSAs and purchase orders.
On November 14, 2024, Bit Digital executed an MSA with a new customer. The contract provides for 64 H200 GPUs on a month-to-month basis. The contract represents annual revenue of approximately $1.2 million. The deployment commenced and began revenue generation on November 15, 2024. Bit Digital fulfilled the deployment using on-hand inventory of H200 GPUs.
Management Commentary
“The maturation of our HPC business was a defining theme this quarter. We expanded our GPU cloud client base with the addition of Boosteroid and strengthened our team with critical hires, including a new CTO, Head of Revenue, and key talent in sales and engineering. In October, we closed the acquisition of Enovum, further enhancing our HPC capabilities and positioning us to scale quickly to meet growing demand. We believe these investments lay a strong foundation for sustainable growth and set the stage for a robust future.
Our mining business faced anticipated headwinds during the first full quarter post-April halving. Record-low hash prices and seasonal electricity rate increases resulted in compressed mining margins. We intentionally refrained from capital investments to upgrade our fleet to date in 2024, and the impact from legacy miners operating during the third quarter was a drag on our results. The upcoming conclusion of a hosting contract, along with legacy mining rigs at that site, presents an ideal opportunity to replace older units with newer models to reduce our production costs. While we will continue to evaluate mining investment on a case-by-case basis, our primary focus remains on scaling our HPC business, which we believe offers the greatest potential for long-term value creation.
We are committed to expanding our client base, growing our data center footprint, and developing a comprehensive software stack to enhance customer acquisition, retention, and margin growth. We are confident that this strategy will drive sustained value and better serve our long-term goals compared to short-term hash rate growth. With these strategic moves, we are more confident than ever in our direction and excited for the transformative growth that lies ahead. We continue to expect to reach our $100 million run-rate revenue target for our HPC business by the end of 2024.”
About Bit Digital
Bit Digital, Inc. is a global platform for high-performance computing (“HPC”) infrastructure and digital asset production headquartered in New York City . Our bitcoin mining operations are located in the US, Canada, and Iceland. For additional information, please contact ir@bit-digital.com or visit our website at www.bit-digital.com.
Investor Notice
Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward-looking statements described under “Risk Factors” in Item 3.D of our Annual Report on Form 20-F for the fiscal year ended December 31, 2023 (“Annual Report”). Notwithstanding the fact that Bit Digital Inc. has not conducted operations in the PRC since September 30, 2021 we have previously disclosed under Risk Factors in our Annual Report: “We may be subject to fines and penalties for any noncompliance with or any liabilities in our former business in China in a certain period from now on.” Although the statute of limitations for non-compliance by our former business in the PRC is generally two years and the Company has been out of the PRC, for more than two years, the Authority may still find its prior bitcoin mining operations involved a threat to financial security. In such event, the two-year period would be extended to five years. If any material risk was to occur, our business, financial condition or results of operations would likely suffer. In that event, the value of our securities could decline and you could lose part or all of your investment. The risks and uncertainties we describe are not the only ones facing us. Additional risks not presently known to us or that we currently deem immaterial may also impair our business operations. In addition, our past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results in the future. Future changes in the network-wide mining difficulty rate or bitcoin hash rate may also materially affect the future performance of Bit Digital’s production of bitcoin. Actual operating results will vary depending on many factors including network difficulty rate, total hash rate of the network, the operations of our facilities, the status of our miners, and other factors. See “Safe Harbor Statement” below.
Safe Harbor Statement
This press release may contain certain “forward-looking statements” relating to the business of Bit Digital, Inc., and its subsidiary companies. All statements, other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects,” or similar expressions, involving known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website at http://www.sec.gov. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
LOS ANGELES, Nov. 18, 2024 (GLOBE NEWSWIRE) — FAT (Fresh. Authentic. Tasty.) Brands Inc., (NASDAQ: FAT), a leading global franchising company and parent company of 18 iconic brands, is pleased to announce that Twin Hospitality Group Inc., the operating unit for its Twin Peaks and Smokey Bones restaurant brands, has priced the issuance of new notes to refinance its whole business securitization credit facility originated in October 2021. The aggregate principal balance of the new Series 2024-1 fixed rate notes (the “Notes”) is $416,711,000 across four tranches, with a weighted average interest rate of 9.5% per annum. The issuer of the Notes will be Twin Hospitality I, LLC, a wholly-owned subsidiary of Twin Hospitality Group Inc.
The Notes may be exchanged for a proportionate interest in Exchangeable Notes in two tranches, referred to as Class A2IIB2 (up to $326,876,000) and Class A2IIB2M2 (up to $404,587,000), which reflect in the aggregate the characteristics of the corresponding exchanged Notes.
Ken Kuick, Co-CEO of FAT Brands, said, “We are pleased to announce the successful pricing of the TWNP Series 2024-1 whole business securitization notes. This financing stabilizes Twin Peaks’ financial structure and represents a key milestone as we work toward the goal of creating a standalone public company.”
Kuick continued, “Additionally, the refinancing allows us to further drive the growth of Twin Peaks, our fastest-growing concept. Twin Peaks’ compelling unit economics continue to fuel strong demand from both existing and potential franchisees seeking new locations. Year to date, we have opened nine new lodges bringing our total to 115 Twin Peaks locations.”
Jefferies LLC acted as sole structuring agent and sole bookrunner for this transaction. Legal advisors were Katten Muchin Rosenman LLP for FAT Brands Inc., and King & Spalding LLP for Jefferies LLC.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other security. The Notes have not been, and will not be, registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933.
About FAT (Fresh. Authentic. Tasty.) Brands FAT Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets, and develops fast casual, quick-service, casual dining, and polished casual dining concepts around the world. The Company currently owns 18 restaurant brands: Round Table Pizza, Fatburger, Marble Slab Creamery, Johnny Rockets, Fazoli’s, Twin Peaks, Great American Cookies, Smokey Bones, Hot Dog on a Stick, Buffalo’s Cafe & Express, Hurricane Grill & Wings, Pretzelmaker, Elevation Burger, Native Grill & Wings, Yalla Mediterranean and Ponderosa and Bonanza Steakhouses, and franchises and owns over 2,300 units worldwide. For more information on FAT Brands, please visit www.fatbrands.com.
About Twin Peaks Founded in 2005 in the Dallas suburb of Lewisville, Twin Peaks franchises and owns 115 restaurants in the United States and Mexico. Twin Peaks is the ultimate sports lodge featuring made-from-scratch food and the coldest beer in the business, surrounded by scenic views and wall-to-wall TVs. For more information, visit twinpeaksrestaurant.com.
Forward Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to significant business, economic and competitive risks, uncertainties and contingencies, many of which are difficult to predict and beyond our control, which could cause our actual results, including consummation and benefits of the potential transaction discussed in this press release, to differ materially from the results expressed or implied in such forward-looking statements. We refer you to the Form 10 Registration Statement filed by Twin Hospitality Group Inc., and the documents filed by FAT Brands Inc. from time to time with the SEC, such as its reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these risks, uncertainties and contingencies. We undertake no obligation to update any forward-looking statement to reflect events or circumstances occurring after the date of this press release.
Kratos Led Team Will Design, Implement and Operate Ground Infrastructure Supporting Interoperability Across Multi-Vendor LEO Constellations Using its Kratos OpenSpace® Platform
SAN DIEGO, Nov. 13, 2024 (GLOBE NEWSWIRE) — Kratos Defense & Security Solutions, Inc. (Nasdaq: KTOS), a technology company in the defense, national security and global markets, announced today that it has been awarded a contract valued at a maximum of $116.7 million over five years to create and operate an Advanced Fire Control Ground Infrastructure (AFCGI) for the U.S. Space Development Agency’s (SDA) Advanced Fire Control (AFC) program. The AFC will deliver integrated space and ground elements to demonstrate advanced fire control missions for missile defense.
Advanced fire control brings highly sophisticated systems for space-based sensing. These systems enable precise, real-time coordination for tracking operations in space for effective responses to threats. Among its applications, the AFCGI will support SDA’s Fire-control On Orbit-support-to-the-war Fighter program, also known as FOO Fighter or F2, which is tasked with detecting and tracking advanced missile threats, including hypersonic missiles.
As the AFCGI prime contractor, Kratos will lead a team of partner companies to:
Deliver and manage ground segment resources, including ground entry points and terrestrial network connections;
Fit-out and manage a government-owned, contractor-operated (GOCO) facility called the Demonstration Operations Center;
Manage a government-procured, contractor-operated cloud environment to provide cloud services, including hosting space vehicle mission operations center software and interfacing with mission partner systems; and,
Provide program management, systems engineering, integration, verification, and operations and maintenance of the AFC ground infrastructure.
Members of the Kratos-led team include ASRC Federal Systems Solutions, LLC, Peraton, Inc., Sphinx Defense, Inc. and Stellar Solutions, Inc.
Core to the AFCGI, Kratos will provide a Ground Resource Manager (GRM) which will be built for the FOO Fighter program and designed to support any future fire control demonstrations. Built upon Kratos’s OpenSpace Ground Platform, the GRM will ensure interoperability to support new space vehicles built by multiple manufacturers from multiple AFC constellations. OpenSpace is an orchestrated, software-defined and cloud-native platform based on accepted industry standards. With it, these satellite manufacturers will be able to synchronize their Command and Control (C2) missions into the AFCGI infrastructure, and new network elements and software applications will integrate seamlessly into the AFCGI. The GRM will act as the hub for the AFC constellations, serving to demonstrate modern capabilities as they evolve to support increasingly sophisticated operational programs.
Phil Carrai, President of Kratos’ Space Division stated, “Advancements in missile technology and hypersonics that can travel at more than 3000 mph present new adversarial threats and will require new defensive capabilities to identify, track and respond to them rapidly. The AFCGI will serve as a standing sandbox for exploring and validating new technologies, solutions and techniques to address these threats with commensurate speed and agility. The GRM will enable the Space Force to capitalize on best of breed technologies from across the most advanced developers, and seamlessly integrate and orchestrate their operations.”
About Kratos OpenSpace Kratos’ OpenSpace family of solutions enables the digital transformation of satellite ground systems to become a more dynamic and powerful part of the space network. The family consists of three product lines: OpenSpace SpectralNet for converting satellite RF signals to be used in digital environments; OpenSpace quantum products, which are virtual versions of traditional hardware components; and the OpenSpace Platform, the first commercially available, fully orchestrated, software-defined ground system. These three OpenSpace lines enable government agencies, commercial satellite operators and other service providers to implement digital operations at their own pace and in ways that meet their unique mission goals and business models. For more information about the OpenSpace family visit www.KratosDefense.com/OpenSpace.
About Kratos Defense & Security Solutions Kratos Defense & Security Solutions, Inc. (NASDAQ: KTOS) is a technology, products, system and software company addressing the defense, national security, and commercial markets. Kratos makes true internally funded research, development, capital and other investments, to rapidly develop, produce and field solutions that address our customers’ mission critical needs and requirements. At Kratos, affordability is a technology, and we seek to utilize proven, leading edge approaches and technology, not unproven bleeding edge approaches or technology, with Kratos’ approach designed to reduce cost, schedule and risk, enabling us to be first to market with cost effective solutions. We believe that Kratos is known as an innovative disruptive change agent in the industry, a company that is an expert in designing products and systems up front for successful rapid, large quantity, low cost future manufacturing which is a value add competitive differentiator for our large traditional prime system integrator partners and also to our government and commercial customers. Kratos intends to pursue program and contract opportunities as the prime or lead contractor when we believe that our probability of win (PWin) is high and any investment required by Kratos is within our capital resource comfort level. We intend to partner and team with a large, traditional system integrator when our assessment of PWin is greater or required investment is beyond Kratos’ comfort level. Kratos’ primary business areas include virtualized ground systems for satellites and space vehicles including software for command & control (C2) and telemetry, tracking and control (TT&C), jet powered unmanned aerial drone systems, hypersonic vehicles and rocket systems, propulsion systems for drones, missiles, loitering munitions, supersonic systems, space craft and launch systems, C5ISR and microwave electronic products for missile, radar, missile defense, space, satellite, counter UAS, directed energy, communication and other systems, and virtual & augmented reality training systems for the warfighter. For more information, visit www.KratosDefense.com.
Notice Regarding Forward-Looking Statements
Certain statements in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are made on the basis of the current beliefs, expectations and assumptions of the management of Kratos and are subject to significant risks and uncertainty. Investors are cautioned not to place undue reliance on any such forward-looking statements. All such forward-looking statements speak only as of the date they are made, and Kratos undertakes no obligation to update or revise these statements, whether as a result of new information, future events or otherwise. Although Kratos believes that the expectations reflected in these forward-looking statements are reasonable, these statements involve many risks and uncertainties that may cause actual results to differ materially from what may be expressed or implied in these forward-looking statements. For a further discussion of risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of Kratos in general, see the risk disclosures in the Annual Report on Form 10-K of Kratos for the year ended December 31, 2023, and in subsequent reports on Forms 10-Q and 8-K and other filings made with the SEC by Kratos.
NEW ALBANY, Ohio, Nov. 12, 2024 (GLOBE NEWSWIRE) — Commercial Vehicle Group (the “Company” or “CVG”) (NASDAQ: CVGI), a diversified industrial products and services company, announced that Carlos Jimenez, who briefly held the role of Executive Vice President, Global Operations and Supply Chain, is resigning from the Company effective immediately for personal reasons that would prevent him from fulfilling his responsibilities at CVG. Mr. Jimenez’s resignation is not due to any concerns with the Company.
The Company is in the process of conducting a comprehensive search for a permanent replacement to lead Global Operations and Supply Chain. In the interim period, James Ray, President and Chief Executive Officer, will assume oversight responsibilities for Global Operations and Supply Chain.
About CVG
At CVG, we deliver real solutions to complex design, engineering and manufacturing problems while creating positive change for our customers, industries, and communities we serve. Information about CVG and its products is available at www.cvgrp.com.
Office Depot is the first office supplies retailer on Grubhub and is available for on-demand delivery from more than 800 locations
CHICAGO & BOCA RATON, Fla.–(BUSINESS WIRE)–Nov. 12, 2024– Grubhub announced today that it is adding office supplies to its marketplace in partnership with Office Depot, an operating company of The ODP Corporation and a leading omnichannel retailer dedicated to supporting small business, home office, and education customers live more productive and organized lives. More than 6,000 items are available for on-demand delivery, including laptops, printers, ink, paper products, writing supplies, tech accessories and more. Office Depot is Grubhub’s first office supplies retail partner.
The addition of Office Depot provides even greater convenience for Grubhub Corporate Accounts clients — many of whom are office administrators responsible for restocking supplies. A recent survey found that more than 80 percent of administrators have encountered situations where they run out of essential supplies they need the same day. Furthermore, 67 percent said they would prefer supplies to be delivered the same day they place an order. Office Depot is also part of Grubhub+, Grubhub’s loyalty program that provides unlimited $0 delivery fees on eligible orders.* This offers significant value for corporate clients, with those surveyed ranking $0 delivery fees as their most important consideration.**
“Whether they’re a student preparing for finals, an office administrator who needs to restock supplies, or a working professional setting up their home office, we’re excited about all of the ways our customers can benefit from having access to office supplies on Grubhub,” said Craig Whitmer, vice president of new verticals at Grubhub. “Adding office supplies to our marketplace reflects our commitment to being a platform where customers can get more of what they need.”
“Partnering with Grubhub enhances our distribution reach and empowers us to better serve our customers’ unique needs,” said Kevin Moffitt, executive vice president of The ODP Corporation and president of Office Depot. “We are excited to join a dynamic marketplace where consumers can effortlessly shop for their office and personal essentials, ultimately fostering a more productive lifestyle.”
More than 800 locations across 42 states are available for customers to order from. Office supplies is the latest category available for order on Grubhub, joining restaurants, convenience, grocery, and pet supplies.
About Grubhub
Grubhub is part of Just Eat Takeaway.com (LSE: JET, AMS: TKWY), and is a leading U.S. food ordering and delivery marketplace. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub elevates food ordering through innovative restaurant technology, easy-to-use platforms, and an improved delivery experience. Grubhub features 375,000 merchants in over 4,000 U.S. cities.
About Office Depot
Office Depot, LLC, an operating company of The ODP Corporation, is a leading specialty retailer providing innovative products and services delivered through a fully integrated omnichannel platform of Office Depot and OfficeMax retail stores and an award-winning online presence, OfficeDepot.com, to support the productivity and organization of its small business, home office and education clients. Office Depot is committed to enabling its clients’ success, strengthening local communities and providing equal opportunities for all. For more information, visit officedepot.com, download the Office Depot app on your iPhone or Android and follow @officedepot on Facebook, X, Instagram and TikTok.
Office Depot is a trademark of The Office Club, LLC. OfficeMax is a trademark of OMX, Inc
Company delivers 83% year-over-year revenue growth with strong gross margin
Raises mid-point of full year Adjusted EBITDA guidance
CHICAGO, Nov. 12, 2024 (GLOBE NEWSWIRE) — FreightCar America, Inc. (NASDAQ: RAIL) (“FreightCar America” or the “Company”), a diversified manufacturer and supplier of railroad freight cars, railcar parts and components, today reported results for the third quarter ended September 30, 2024.
Third Quarter 2024 Highlights
Revenues of $113.3 million on 961 railcar deliveries, compared to revenues of $61.9 million on 503 railcar deliveries in the third quarter of 2023, up 83% and 91% respectively
Gross margin of 14.3% with gross profit of $16.2 million, compared to gross margin of 14.9% with gross profit of $9.2 million in the third quarter of 2023
Net loss of ($107.0) million, or ($3.57) per share and Adjusted net income of $7.3 million, or $0.08 per share, driven by a ($110.0) million non-cash loss on warrant liability due to a significant appreciation in share price
Adjusted EBITDA of $10.9 million, compared to Adjusted EBITDA of $3.5 million in the third quarter of 2023, up 211%
Ended the quarter with a backlog of 3,611 units valued at $372 million
“We again demonstrate the power of our disciplined approach to growth and operational excellence. Delivering another solid quarter, that continues the momentum for a record-setting year out of our operating facility. Our team has consistently followed through on our commitments, with robust product shipments and adaptable operating capabilities. This reinforces our ability to meet our customers’ needs while improving our gross margins, and further demonstrates the power of our value proposition. We continue to showcase our ability to secure business through innovative solutions, and our ease of doing business which has led to a consistent higher quality of earnings,” commented Nick Randall, President and Chief Executive Officer of FreightCar America.
Randall continued, “Our pipeline is invigorated, with consistent demand across a broad range of railcar types. As we head into the fourth quarter, we are well positioned to sustain this momentum through our differentiated offerings and unique market approach. Our commitment to innovation and operational flexibility sets us apart in the industry, ensuring that we deliver long-term value for our customers and shareholders.”
Fiscal Year 2024 Outlook
The Company has updated its outlook for fiscal year 2024 as follows:
Mike Riordan, Chief Financial Officer of FreightCar America, commented, “Given our strong order activity and delivery performance year to date, we are narrowing and raising the mid-point of our previously issued full-year EBITDA guidance to between $37 million and $39 million while reaffirming our previously stated revenue and delivery guidance. As we move forward, I am confident in our ability to achieve profitable growth and cash generation across the enterprise with an even stronger financial profile.”
Third Quarter 2024 Conference Call & Webcast Information
The Company will host a conference call and live webcast on Tuesday, November 12 at 11:00 a.m. (Eastern Time) to discuss its third quarter 2024 financial results. FreightCar America invites shareholders and other interested parties to listen to its financial results conference call via the following live and recorded methods:
Teleconference: Dial-in numbers for the live Conference Call are (877) 407-0789 or (201) 689-8562. Please call in at least 10 minutes prior to the start time of the call. An audio replay may be accessed at (844) 512-2921 or (412) 317-6671; Passcode: 13749627.
About FreightCar America
FreightCar America, headquartered in Chicago, Illinois, is a leading designer, producer and supplier of railroad freight cars, railcar parts and components. We also specialize in railcar repairs, complete railcar rebody services and railcar conversions that repurpose idled rail assets back into revenue service. Since 1901, our customers have trusted us to build quality railcars that are critical to economic growth and instrumental to the North American supply chain. To learn more about FreightCar America, visit www.freightcaramerica.com.
Forward-Looking Statements
This press release contains statements relating to our expected financial performance, financial condition, and/or future business prospects, events and/or plans that are “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent our estimates and assumptions only as of the date of this press release. Our actual results may differ materially from the results described in or anticipated by our forward-looking statements due to certain risks and uncertainties. These risks and uncertainties relate to, among other things, the cyclical nature of our business; adverse geopolitical, economic and market conditions, including inflation; material disruption in the movement of rail traffic for deliveries; fluctuating costs of raw materials including steel and aluminum; future changes in U.S. tax laws and regulations or interpretations thereof; delays in the delivery of raw materials; our ability to maintain relationships with our suppliers of railcar components; our reliance upon a small number of customers that represent a large percentage of our sales; the variable purchase patterns of our customers and the timing of completion, delivery and customer acceptance of orders; the highly competitive nature of our industry; the risk of lack of acceptance of our new railcar offerings, and other competitive factors. The factors listed above are not exhaustive. New factors emerge from time to time that may cause our business not to develop as we expect, and it is not possible for us to predict all of them. We expressly disclaim any duty to provide updates to any forward-looking statements made in this press release, whether as a result of new information, future events or otherwise.
Non-GAAP Financial Measures
This press release includes measures not derived in accordance with generally accepted accounting principles (“GAAP”), such as EBITDA, Adjusted EBITDA, Adjusted net income (loss) and Adjusted EPS. These non-GAAP measures should not be considered in isolation or as a substitute for any measure derived in accordance with GAAP and may also be inconsistent with similar measures presented by other companies. Reconciliations of these measures to the applicable most closely comparable GAAP measures, and reasons for the Company’s use of these measures, are presented in the attached pages.
NEW YORK, November 11, 2024 /PRNewswire/ — Bit Digital, Inc. (Nasdaq: BTBT) (“Bit Digital” or the “Company”), a global platform for high-performance computing (“HPC”) infrastructure and digital asset production headquartered in New York, announced today that it will release its Third Quarter 2024 results on Monday, November 18, 2024, before the stock market opens. Senior management will host a live webcast and conference call to review the results on Monday, November 18, 2024, at 10:00 a.m. ET.
To register for the earnings call, please click here. Additionally, participants can join the conference call by dialing 1-800-289-0462 (passcode: 781205).
The Company will issue a press release regarding Third Quarter 2024 earnings prior to the conference call. The press release will be posted on the Bit Digital website at www.bit-digital.com.
About Bit Digital
Bit Digital, Inc. is a global platform for high-performance computing (“HPC”) infrastructure and digital asset production headquartered in New York City. Our bitcoin mining operations are located in the US, Canada, and Iceland. The Company has established a business line, Bit Digital AI, that offers infrastructure services for artificial intelligence applications. For additional information, please contact ir@bit-digital.com or visit our website at www.bit-digital.com.
Investor Notice
Investing in our securities involves a high degree of risk. Before making an investment decision, you should carefully consider the risks, uncertainties and forward-looking statements described under “Risk Factors” in Item 3.D of our most recent Annual Report on Form 20-F for the fiscal year ended December 31, 2023. If any material risk was to occur, our business, financial condition or results of operations would likely suffer. In that event, the value of our securities could decline and you could lose part or all of your investment. The risks and uncertainties we describe are not the only ones facing us. Additional risks not presently known to us or that we currently deem immaterial may also impair our business operations. In addition, our past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results in the future. Future changes in the network-wide mining difficulty rate or bitcoin hash rate may also materially affect the future performance of Bit Digital’s production of bitcoin. Actual operating results will vary depending on many factors including network difficulty rate, total hash rate of the network, the operations of our facilities, the status of our miners, and other factors.
Safe Harbor Statement
This press release may contain certain “forward-looking statements” relating to the business of Bit Digital, Inc., and its subsidiary companies. All statements, other than statements of historical fact included herein are “forward-looking statements.” These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects,” or similar expressions, involving known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website at http://www.sec.gov. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
Toronto, Ontario–(Newsfile Corp. – November 11, 2024) – Aurania Resources Ltd. (TSXV: ARU) (OTCQB: AUIAF) (FSE: 20Q) (“Aurania” or the “Company”) has received preliminary results from ongoing mineral processing, laboratory assay and metallurgical studies conducted by SGS Laboratories (Lakefield) Ltd. (“SGS”) on a sample of magnetic sand taken from Nonza Beach, Corsica, under independent supervision by Mr. John Rae, P. Geo. of Ontario, Canada. The nickel-bearing mineral in the black magnetic sand is awaruite, a naturally occurring nickel-iron alloy, which is both of high specific gravity (dense) and of high magnetic susceptibility (magnetic).
Project Highlights:
Black beach sands from Nonza Beach, Corsica, contain the magnetic nickel-iron mineral awaruite transported by longshore drift from a nearby historic mine.
The beach is approximately 1350 metres long and up to 350 metres wide, with the beach material extending on the seabed up to at least an additional 600 metres offshore. The maximum beach thickness is estimated at 14 metres but this has yet to be tested by drilling.
Preliminary studies indicate the beach is 40% sand, up to 31.7% of which is magnetic, and a magnetic concentrate of the sand (containing awaruite+magnetite) yielded 40.1% nickel. 98% of the awaruite reports to the ˂ 1 mm fraction
New assays of an awaruite flotation concentrate yielded 71.4% nickel, 0.98% cobalt, 0.65% copper, 0.58 g/t gold, 0.09 g/t platinum and 0.39 g/t palladium
Further metallurgical studies are underway to determine the potential marketability of the mixed awaruite-magnetite as nickel-matte feedstock versus pure awaruite as a polymetallic product
Study of identical sands at the nearby Albo Beach are also underway
SGS was able to isolate a nearly pure awaruite concentrate using a combination of grinding and flotation of magnetic sand collected in a traverse of Nonza Beach using a high field strength rare earth magnet. The awaruite flotation concentrate assayed 71.4% nickel, 0.98% cobalt, 0.65% copper, 0.58 g/t gold, 0.09 g/t platinum and 0.39 g/t palladium. The flotation method was able to recover 83.8% of the nickel contained in the magnetic sand, which had a head grade of 6% nickel. Using reverse flotation, a second product of nearly pure (93%) magnetite was obtained. This process has not been optimised and is a “first pass” only. It is believed that the recovery of nickel from the raw magnetic sand can be improved.
An examination of the literature shows that platinum group metal (“PGM”) enrichment in awaruite is quite rare. The only other occurrence documented being in the Kamchatka Peninsula of Russia[1] The Company had previously determined that the Corsican awaruite contains PGMs by electron microprobe analysis carried out at Western University in Canada, and these new assay results by SGS confirm and quantify this.
As presented in the Company’s press release dated October 3, 2024, a Mozley gravity table concentrate of magnetic beach sand generated by SGS yielded 40.1% nickel. The Company believes that an “impure” awaruite-magnetite gravity concentrate by itself could be potentially saleable as feedstock for a nickel-matte furnace. However, recovery and isolation of a pure awaruite product may allow for the extraction of cobalt, copper, and precious metals in a “value-added” scenario. Hydrometallurgical studies using an atmospheric leach on the remainder of the sample recovered by flotation is in progress with encouraging early results. The Company has no plan at this time to build a refinery or manufacture any battery grade materials but would like to explore all possibilities for commerciality.
The Company notes that it has not done sufficient work to determine a compliant resource at this juncture.
Qualified Persons: 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 – Cutucú Project, is located in the Jurassic Metallogenic Belt in the eastern foothills of the Andes mountain range of southeastern Ecuador.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking 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 Aurania’s objectives, goals or future plans, statements, exploration results, potential mineralization, the tonnage and grade of mineralization which has the potential for economic extraction and processing, the merits and effectiveness of known process and recovery methods, the corporation’s portfolio, treasury, management team and enhanced capital markets profile, the estimation of mineral resources, exploration, timing of the commencement of operations, the Company’s teams being on track ahead of any drill program, the commencement of any drill program 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: failure to identify mineral resources; failure to convert estimated mineral resources to reserves; the inability to complete a feasibility study which recommends a production decision; the preliminary nature of metallurgical test results; the inability to recover and process mineralization using known mining methods; the presence of deleterious mineralization or the inability to process mineralization in an environmentally acceptable manner; commodity prices, supply chain disruptions, restrictions on labour and workplace attendance and local and international travel; 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; a weakening of market and industry reliance on precious metals and base metals; and those risks set out in the Company’s public documents filed on SEDAR+. Aurania cautions the reader that the above list of risk factors is not exhaustive. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
MORTON GROVE, Ill., Nov. 8, 2024 /PRNewswire/ — Lifeway Foods, Inc. (Nasdaq: LWAY) (“Lifeway” or “the Company”), a leading U.S. supplier of kefir and fermented probiotic products to support the microbiome, today announced it will report financial results for the third quarter ended September 30, 2024 on November 14, 2024 before market hours.
A pre-recorded conference call and webcast with Julie Smolyanksy, Lifeway’s President and Chief Executive Officer, discussing these results with additional comments and details will be made available through the “Investor Relations” section of the Company’s website at https://lifewaykefir.com/webinars-reports/ upon dissemination of the third quarter results on November 14, 2024 before market hours.
About Lifeway Foods, Inc. Lifeway Foods, Inc., which has been recognized as one of Forbes’ Best Small Companies, is America’s leading supplier of the probiotic, fermented beverage known as kefir. In addition to its line of drinkable kefir, the company also produces a variety of cheeses and a ProBugs line for kids. Lifeway’s tart and tangy fermented dairy products are now sold across the United States, Mexico, Ireland, South Africa, United Arab Emirates and France. Learn how Lifeway is good for more than just you at lifewayfoods.com.
Media: Derek Miller Vice President of Communications, Lifeway Foods Email: derekm@lifeway.net
General inquiries: Lifeway Foods, Inc. Phone: 847-967-1010 Email: info@lifeway.net
Revenue increased 19% to $53.6 million, driven by strength across its markets
Margin expansion fueled by sales growth and execution: Gross margin improved 790 basis points to 23.9% of sales, net margin increased 520 basis points to 6.1% of sales, and adjusted EBITDA1 margin expanded 550 basis points to 10.5% of sales
Net income per diluted share was $0.30 in the second quarter; adjusted net income per diluted share¹ was $0.31
Strong orders of $63.7 million, driven by demand from defense, space, and refining, resulted in a book-to-bill ratio of 1.2x and a record backlog of $407 million1
Strong balance sheet with no debt, $32.3 million in cash, and access to $43 million under its revolving credit facility at quarter end to support growth initiatives
Raised full year guidance for gross margin and adjusted EBITDA¹ to reflect improved profitability
BATAVIA, N.Y.–(BUSINESS WIRE)– Graham Corporation (NYSE: GHM) (“GHM” or the “Company”), a global leader in the design and manufacture of mission critical fluid, power, heat transfer and vacuum technologies for the defense, space, energy, and process industries, today reported financial results for its second quarter for the fiscal year ending March 31, 2025 (“fiscal 2025”). Results for the quarter include the P3 Technologies, LLC (“P3”) acquisition, which closed on November 9, 2023.
“Our team’s efforts to diversify and strengthen the business over the past few years are clearly yielding results, as shown by our record second-quarter performance,” commented Daniel J. Thoren, President and Chief Executive Officer. “Strong sales growth in our markets, along with exceptional execution throughout the business, have driven meaningful margin expansion. Our strategic emphasis on higher-margin opportunities and operational efficiencies has been a key driver of this success.”
Mr. Thoren added, “We are also focused on recruiting and retaining top talent, and have initiatives to enhance our supply chain, which helps us to improve performance and manage our risk. These initiatives, along with our strengthened balance sheet, robust orders2, and growing backlog2, we believe positions us well to sustain growth and profitability for the next several years. Importantly, we have raised our full-year adjusted EBITDA guidance, keeping us firmly on track to achieve our FY2027 target of low to mid-teen adjusted EBITDA margins.”
Second Quarter Fiscal 2025 Performance Review
(All comparisons are with the same prior-year period unless noted otherwise.)
*Graham believes that, when used in conjunction with measures prepared in accordance with U.S. generally accepted accounting principles, adjusted net income, adjusted net income per diluted share, adjusted EBITDA and adjusted EBITDA margin, which are non-GAAP measures, help in the understanding of its operating performance. See attached tables and other information on pages 10 and 11 for important disclosures regarding Graham’s use of these non-GAAP measures.
Record quarterly net sales of $53.6 million increased 19%, or $8.5 million, and included $0.9 million of incremental sales from P3. Sales to the defense market grew by $5.8 million, or 23%, driven by the expansion of new defense programs, the ramp-up of existing programs, and the timing of key project milestones. Additionally, higher refining and chemical/petrochemical sales contributed $2.2 million to the growth, largely reflecting the timing of capital improvement projects. Aftermarket sales to the refining, chemical/petrochemical, and defense markets of $9.8 million remained strong but were $1.5 million lower than the prior year record levels. See supplemental data for a further breakdown of sales by market and region.
Gross margin expanded 790 basis points to 23.9%, driven by the leverage on higher volume, a favorable mix toward higher margin projects, improved pricing, and better execution. Additionally, gross profit for the quarter benefited $0.4 million, or approximately 80 basis points, due to the $2.1 million grant from the BlueForge Alliance. This grant is reimbursing the Company for the cost of its defense welder training programs in Batavia and related equipment. Graham expects to realize similar gross profit benefits from the grant over the next two quarters, or for the remainder of fiscal 2025.
Selling, general and administrative expense (“SG&A”), including amortization, totaled $9.2 million, or 17.1% of sales, up $2.8 million compared with the prior year. This increase reflects the Company’s continued investments in its operations, employees, and technology. Notable contributors to the increase included $0.4 million of incremental costs related to P3, $0.3 million increase in the supplemental performance bonus for Barber-Nichols employees2, $0.2 million for enterprise resource planning (“ERP”) conversion costs at the Batavia facility, and $0.2 million of incremental research and development expenses. The remainder of the increase in SG&A was primarily related to increased costs associated with the Company’s growth and various other initiatives.
Included in other operating income for the second quarter of fiscal 2025 was a $0.6 million reversal of a previously accrued contingent earnout liability for P3. The reversal was not due to any lost orders, but rather a delayed project that extended beyond the earnout period.
Cash Management and Balance Sheet
Cash provided by operating activities totaled $22.6 million for the six month period ending September 30, 2024, nearly double the amount from the comparable period in fiscal 2024. As of September 30, 2024, cash and cash equivalents were $32.3 million, up from $16.9 million at the end of fiscal 2024.
Capital expenditures of $6.5 million for the first six months of fiscal 2025 were focused on capacity expansion and productivity improvements. The Company increased its expected fiscal 2025 capital expenditures to be in the range of $13.0 million to $18.0 million from its previous expectations of $10.0 million to $15.0 million due to a land purchase in Arvada, CO, and plans to build a liquid hydrogen and oxygen testing facility to support future growth and customer needs.
The Company had no debt outstanding at September 30, 2024 with $43 million available on its senior secured revolving credit facility after taking into account outstanding letters of credit.
Orders for the three-month period ended September 30, 2024, were $63.7 million, resulting in a book-to-bill ratio of 1.2x. Defense orders represented 48% of total orders and included a contract to supply the MK19 air turbine pump for the torpedo ejection system on the Columbia-class submarine. Space orders, which can fluctuate due to the timing of projects, saw a meaningful increase to $13.5 million, which included a contract for the cryogenic recirculation pump that provides thermal conditioning for upper stage engines on launch vehicles in space. Refining orders totaled $10.6 million and were driven by continued strength in aftermarket demand and the timing of new capital projects.
Backlog at quarter end reached a record $407.0 million, up 30% over the prior-year period and up 3% sequentially. Approximately 35% to 45% of orders currently in backlog are expected to be converted to sales in the next twelve months and another 30% to 40% is expected to convert to sales over the following year. The majority of orders expected to convert beyond twelve months are for the defense industry, specifically the U.S. Navy.
Fiscal 2025 Outlook
The Company’s outlook for 2025 was updated as follows:
Webcast and Conference Call
GHM’s management will host a conference call and live webcast on November 8, 2024 at 11:00 a.m. Eastern Time (“ET”) to review its financial results as well as its strategy and outlook. The review will be accompanied by a slide presentation, which will be made available immediately prior to the conference call on GHM’s investor relations website.
A question-and-answer session will follow the formal presentation. GHM’s conference call can be accessed by calling (201) 689-8560. Alternatively, the webcast can be monitored from the events section of GHM’s investor relations website.
A telephonic replay will be available from 3:00 p.m. ET today through Friday, November 15, 2024. To listen to the archived call, dial (412) 317-6671 and enter conference ID number 13749103 or access the webcast replay via the Company’s website at ir.grahamcorp.com, where a transcript will also be posted once available.
About Graham Corporation
Graham is a global leader in the design and manufacture of mission critical fluid, power, heat transfer and vacuum technologies for the defense, space, energy, and process industries. Graham Corporation and its family of global brands are built upon world-renowned engineering expertise in vacuum and heat transfer, cryogenic pumps, and turbomachinery technologies, as well as its responsive and flexible service and the unsurpassed quality customers have come to expect from the Company’s products and systems. Graham Corporation routinely posts news and other important information on its website, grahamcorp.com, where additional information on Graham Corporation and its businesses can be found.
Safe Harbor Regarding Forward Looking Statements
This news release contains 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.
Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as “expects,” “future,” “outlook,” “anticipates,” “believes,” “could,” “guidance,” ”may”, “will,” “plan” and other similar words. All statements addressing operating performance, events, or developments that Graham Corporation expects or anticipates will occur in the future, including but not limited to, profitability of future projects and the business, its ability to deliver to plan, its ability to continue to strengthen relationships with customers in the defense industry, its ability to secure future projects and applications, expected expansion and growth opportunities, anticipated sales, revenues, adjusted EBITDA, adjusted EBITDA margins, capital expenditures and SG&A expenses, the timing of conversion of backlog to sales, orders, market presence, profit margins, tax rates, foreign sales operations, customer preferences, changes in market conditions in the industries in which it operates, changes in general economic conditions and customer behavior, forecasts regarding the timing and scope of the economic recovery in its markets, and its acquisition and growth strategy, are forward-looking statements. Because they are forward-looking, they should be evaluated in light of important risk factors and uncertainties. These risk factors and uncertainties are more fully described in Graham Corporation’s most recent Annual Report filed with the Securities and Exchange Commission (the “SEC”), included under the heading entitled “Risk Factors”, and in other reports filed with the SEC.
Should one or more of these risks or uncertainties materialize or should any of Graham Corporation’s underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on Graham Corporation’s forward-looking statements. Except as required by law, Graham Corporation disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this news release.
Non-GAAP Financial Measures
Adjusted EBITDA is defined as consolidated net income (loss) before net interest expense, income taxes, depreciation, amortization, other acquisition related expenses, and other unusual/nonrecurring expenses. Adjusted EBITDA margin is defined as Adjusted EBITDA as a percentage of sales. Adjusted EBITDA and Adjusted EBITDA margin are not measures determined in accordance with generally accepted accounting principles in the United States, commonly known as GAAP. Nevertheless, Graham believes that providing non-GAAP information, such as Adjusted EBITDA and Adjusted EBITDA margin, is important for investors and other readers of Graham’s financial statements, as it is used as an analytical indicator by Graham’s management to better understand operating performance. Moreover, Graham’s credit facility also contains ratios based on Adjusted EBITDA. Because Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP measures and are thus susceptible to varying calculations, Adjusted EBITDA, and Adjusted EBITDA margin, as presented, may not be directly comparable to other similarly titled measures used by other companies.
Adjusted net income and adjusted net income per diluted share are defined as net income and net income per diluted share as reported, adjusted for certain items and at a normalized tax rate. Adjusted net income and adjusted net income per diluted share are not measures determined in accordance with GAAP, and may not be comparable to the measures as used by other companies. Nevertheless, Graham believes that providing non-GAAP information, such as adjusted net income and adjusted net income per diluted share, is important for investors and other readers of the Company’s financial statements and assists in understanding the comparison of the current quarter’s and current fiscal year’s net income and net income per diluted share to the historical periods’ net income and net income per diluted share. Graham also believes that adjusted net income per share, which adds back intangible amortization expense related to acquisitions, provides a better representation of the cash earnings of the Company.
Forward-Looking Non-GAAP Measures
Forward-looking adjusted EBITDA and adjusted EBITDA margin are non-GAAP measures. The Company is unable to present a quantitative reconciliation of these forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures because such information is not available, and management cannot reliably predict the necessary components of such GAAP measures without unreasonable effort largely because forecasting or predicting our future operating results is subject to many factors out of our control or not readily predictable. In addition, the Company believes that such reconciliations would imply a degree of precision that would be confusing or misleading to investors. The unavailable information could have a significant impact on the Company’s fiscal 2025 financial results. These non-GAAP financial measures are preliminary estimates and are subject to risks and uncertainties, including, among others, changes in connection with purchase accounting, quarter-end, and year-end adjustments. Any variation between the Company’s actual results and preliminary financial estimates set forth above may be material.
Key Performance Indicators
In addition to the foregoing non-GAAP measures, management uses the following key performance metrics to analyze and measure the Company’s financial performance and results of operations: orders, backlog, and book-to-bill ratio. Management uses orders and backlog as measures of current and future business and financial performance, and these may not be comparable with measures provided by other companies. Orders represent written communications received from customers requesting the Company to provide products and/or services. Backlog is defined as the total dollar value of net orders received for which revenue has not yet been recognized. Management believes tracking orders and backlog are useful as they often times are leading indicators of future performance. In accordance with industry practice, contracts may include provisions for cancellation, termination, or suspension at the discretion of the customer.
The book-to-bill ratio is an operational measure that management uses to track the growth prospects of the Company. The Company calculates the book-to-bill ratio for a given period as net orders divided by net sales.
Given that each of orders, backlog, and book-to-bill ratio are operational measures and that the Company’s methodology for calculating orders, backlog and book-to-bill ratio does not meet the definition of a non-GAAP measure, as that term is defined by the U.S. Securities and Exchange Commission, a quantitative reconciliation for each is not required or provided.
Reports third-quarter GAAP revenues of $61 million
Reports third-quarter net income of $1.1 million, GAAP EPS of $0.02 and adjusted EPS of $0.05
Reports third-quarter adjusted EBITDA of $7 million
Reports strong cash flow from operations of $8.8 million
Sells its automation unit on October 1, 2024, for $27 million in cash, with $7 million held in escrow
Declares fourth-quarter dividend of $0.045 per share, payable December 20, 2024, to shareholders of record as of December 3, 2024
Sets fourth-quarter guidance: revenues between $57 million and $58 million and adjusted EBITDA between $6.0 and $7.0 million
STAMFORD, Conn.–(BUSINESS WIRE)– Information Services Group (ISG) (Nasdaq: III ), a leading global technology research and advisory firm, today announced its financial results for the third quarter ended September 30, 2024.
“ISG closed the third quarter strong, achieving the top of our updated guidance, with strong operating cash flow in the quarter,” said Michael P. Connors, chairman and CEO. “As we look ahead to 2025, we see signs that client demand in the U.S. is on the rise, including $5 billion of contract value now flowing through ISG Tango™, our digital sourcing platform, up 25 percent sequentially from the second quarter.”
Divestiture of Automation Unit
On October 1, ISG sold its robotic process automation unit to UST, a leading digital transformation solutions company, for $27 million in an all-cash transaction. ISG received $20 million in cash at closing with the remaining $7 million held in escrow, $4 million of which is subject to meeting certain contractual conditions with clients within 90 days and the remaining amount subject to the divested automation unit meeting certain revenue objectives by the end of the first quarter of 2025.
Third-Quarter 2024 Results
Reported revenues for the third quarter were $61.3 million, down 15 percent from $71.8 million in the prior year’s third quarter. Reported revenues were $40.1 million in the Americas, down 5 percent; $16.2 million in Europe, down 27 percent; and $4.9 million in Asia Pacific, down 32 percent, all versus the prior year.
ISG reported third-quarter operating income of $4.3 million, compared with operating income of $6.2 million in the prior year. The firm’s reported third-quarter net income was $1.1 million, compared with net income of $3.2 million in the prior year. Income per fully diluted share was $0.02, compared with income per fully diluted share of $0.06 in the prior year.
Adjusted net income (a non-GAAP measure defined below under “Non-GAAP Financial Measures”) for the third quarter was $2.5 million, or $0.05 per share on a fully diluted basis, compared with adjusted net income of $5.7 million, or $0.11 per share on a fully diluted basis, in the prior year’s third quarter.
Third-quarter adjusted EBITDA (a non-GAAP measure defined below under “Non-GAAP Financial Measures”) was $7.1 million, down 34 percent from the prior-year third quarter. Adjusted EBITDA margin (a non-GAAP measure calculated by dividing adjusted EBITDA by reported revenues) was 11.6 percent, compared with 14.8 percent in the prior year.
Other Financial and Operating Highlights
ISG generated $8.8 million of cash from operations in the third quarter, compared with generating $3.2 million of cash in the third quarter last year. The firm’s cash balance totaled $9.7 million at September 30, 2024, down from $11.8 million at June 30, 2024. During the third quarter, ISG paid down $8.0 million of debt, paid dividends of $2.3 million and repurchased $0.8 million of shares. As of September 30, 2024, ISG had $66.2 million in debt outstanding, down from $79.2 million at the end of last year.
2024 Fourth-Quarter Revenue and Adjusted EBITDA Guidance
“For the fourth quarter, ISG is targeting revenues of between $57 million and $58 million and adjusted EBITDA of between $6.0 million and $7.0 million. We will continue to monitor the macroeconomic environment, including the impact of FX, inflation and other factors, and adjust our business plans accordingly,” said Connors.
Quarterly Dividend
The ISG Board of Directors declared a fourth-quarter dividend of $0.045 per share, payable on December 20, 2024, to shareholders of record as of December 3, 2024.
“ISG remains committed to a disciplined capital allocation strategy that includes reinvesting in our business, managing our debt, returning capital to shareholders in the form of dividends and share repurchases, and supplementing our organic growth with strategic acquisitions to drive long-term shareholder value,” Connors said.
Conference Call
ISG has scheduled a call for 9 a.m., U.S. Eastern Time, November 8, 2024, to discuss the firm’s third-quarter results. The call can be accessed by dialing +1 (800) 715-9871 , or, for international callers, by dialing +1 (646) 307-1963 . The access code is 8229408 . A recording of the conference call will be accessible on ISG’s investor relations page for approximately four weeks following the call.
Forward-Looking Statements
This communication contains “forward-looking statements” which represent the current expectations and beliefs of management of ISG concerning future events and their potential effects. Statements contained herein including words such as “anticipate,” “believe,” “contemplate,” “plan,” “estimate,” “target,” “expect,” “intend,” “will,” “continue,” “should,” “may,” and other similar expressions are “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not guarantees of future results and are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated. Those risks relate to inherent business, economic and competitive uncertainties and contingencies relating to the businesses of ISG and its subsidiaries, including without limitation: (1) the failure to secure new engagements or loss of important clients; (2) the ability to hire and retain enough qualified employees to support operations; (3) the ability to maintain or increase billing and utilization rates; (4) management of growth; (5) the success of expansion internationally; (6) competition; (7) the ability to move the product mix into higher margin businesses; (8) the effect of the divestiture of the automation unit on ISG’s relationships with its customers and suppliers and on its retained business generally; (9) general political and social conditions such as war, political unrest and terrorism; (10) healthcare and benefit cost management; (11) the ability to protect ISG and its subsidiaries’ intellectual property or data and the intellectual property or data of others; (12) currency fluctuations and exchange rate adjustments; (13) the ability to successfully consummate or integrate strategic acquisitions; (14) outbreaks of diseases, including coronavirus, or similar public health threats or fear of such an event; and (15) potential terminations of engagements, delays or reductions in scope by clients. Certain of these and other applicable risks, cautionary statements and factors that could cause actual results to differ from ISG’s forward-looking statements are included in ISG’s filings with the U.S. Securities and Exchange Commission. ISG undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events or circumstances.
Non-GAAP Financial Measures
ISG reports all financial information required in accordance with U.S. generally accepted accounting principles (GAAP). In this release, ISG has presented both GAAP financial results as well as non-GAAP information for the three and nine months ended September 30, 2024 and September 30, 2023. ISG believes that evaluating its ongoing operating results will be enhanced if it discloses certain non-GAAP information. These non-GAAP financial measures exclude non-cash and certain other special charges that many investors believe may obscure the user’s overall understanding of ISG’s current financial performance and the Company’s prospects for the future. ISG believes that these non-GAAP measures provide useful information to investors because they improve the comparability of the financial results between periods and provide for greater transparency of key measures used to evaluate the Company’s performance.
ISG provides adjusted EBITDA (defined as net income, plus interest, taxes, depreciation and amortization, foreign currency transaction gains/losses, non-cash stock compensation, interest accretion associated with contingent consideration, change in contingent consideration, acquisition-related costs, and severance, integration and other expense), adjusted net income (defined as net income, plus amortization of intangible assets, non-cash stock compensation, foreign currency transaction gains/losses, interest accretion associated with contingent consideration, change in contingent consideration, acquisition-related costs, write-off of deferred financing cost and severance, integration and other expense on a tax-adjusted basis), adjusted net income per diluted share, adjusted EBITDA margin, and selected financial data on a constant currency basis which are non-GAAP measures that the Company believes provide useful information to both management and investors by excluding certain expenses and financial implications of foreign currency translations, which management believes are not indicative of ISG’s core operations. These non-GAAP measures are used by ISG to evaluate the Company’s business strategies and management’s performance.
We evaluate our results of operations on both an as reported and a constant currency basis. The constant currency presentation, which is a non-GAAP financial measure, excludes the impact of year-over-year fluctuations in foreign currency exchange rates. We believe providing constant currency information provides valuable supplemental information regarding our results of operations, thereby facilitating period-to-period comparisons of our business performance, and is consistent with how management evaluates the Company’s performance. We calculate constant currency percentages by converting our current and prior periods’ local currency financial results using the same point in time exchange rates and then comparing the adjusted current and prior period results. This calculation may differ from similarly titled measures used by others and, accordingly, the constant currency presentation is not meant to be a substitution for recorded amounts presented in conformity with GAAP, nor should such amounts be considered in isolation.
Management believes this information facilitates comparison of underlying results over time. Non-GAAP financial measures, when presented, are reconciled to the most closely applicable GAAP measure. Non-GAAP measures are provided as additional information and should not be considered in isolation or as a substitute for results prepared in accordance with GAAP. A reconciliation of the forward-looking non-GAAP estimates contained herein to the corresponding GAAP measures is not being provided, due to the unreasonable efforts required to prepare it.
About ISG
ISG (Information Services Group) (Nasdaq: III ) is a leading global technology research and advisory firm. A trusted business partner to more than 900 clients, including more than 75 of the world’s top 100 enterprises, ISG is committed to helping corporations, public sector organizations, and service and technology providers achieve operational excellence and faster growth. The firm specializes in digital transformation services, including AI, cloud and data analytics; sourcing advisory; managed governance and risk services; network carrier services; strategy and operations design; change management; market intelligence and technology research and analysis. Founded in 2006, and based in Stamford, Conn., ISG employs 1,600 digital-ready professionals operating in more than 20 countries—a global team known for its innovative thinking, market influence, deep industry and technology expertise, and world-class research and analytical capabilities based on the industry’s most comprehensive marketplace data. For more information, visit www.isg-one.com.
New facility will enable testing of liquid hydrogen (LH2), liquid oxygen (LOX) and liquid methane (LCH4)
BATAVIA, N.Y.–(BUSINESS WIRE)– Graham Corporation (NYSE: GHM) (“Graham” or “the Company”), a global leader in the design and manufacture of mission critical fluid, power, heat transfer and vacuum technologies for the defense, space, energy and process industries, announced today its plans to construct a state-of-the-art cryogenic propellant testing facility in Florida, near its P3 Technologies, LLC subsidiary. Leveraging Graham’s longstanding expertise in the cryogenic and space launch industries, this new facility will help to meet increasing demand for efficient, scalable testing solutions in key markets, including Space, Defense, New Energy, and potential applications in the medical field.
The facility will offer a cost-effective, timely alternative to existing testing centers, which often prioritize flagship programs and leave other critical programs with limited options. This new facility will enable liquid hydrogen (LH2), liquid oxygen (LOX), and liquid methane (LCH4) testing at pressurized, sub-cooled, or saturated conditions, and is ideally suited for testing pumps, components, fluid management systems, and combustion devices. By expanding Graham’s capabilities in cryogenic propellant testing, the Company aims to better support both current and future customer programs, adding agility and depth to its testing services in response to diverse and evolving program requirements.
“We believe this new testing facility will strengthen our position as a trusted partner by directly addressing customer needs for timely and cost-effective cryogenic propellant testing, complementing our existing capabilities and advancing the support we can offer current programs,” said Dan Thoren, Graham Corporation President and Chief Executive Officer. “This investment underscores our commitment to supporting both current and future customer programs through innovative and accessible testing solutions, while enhancing Graham’s role across the Space, Defense, and New Energy sectors.”
The project will be executed over the next year, with initial tests anticipated to begin by mid-2025. The facility is projected to achieve a cash payback period of approximately two to three years and deliver an internal rate of return exceeding 20%, representing a strategic investment in Graham’s future.
About Graham Corporation
Graham is a global leader in the design and manufacture of mission critical fluid, power, heat transfer and vacuum technologies for the defense, space, energy, and process industries. Graham Corporation and its family of global brands are built upon world-renowned engineering expertise in vacuum and heat transfer, cryogenic pumps, and turbomachinery technologies, as well as its responsive and flexible service and the unsurpassed quality customers have come to expect from the Company’s products and systems. Graham Corporation routinely posts news and other important information on its website, grahamcorp.com, where additional information on Graham Corporation and its businesses can be found.
Safe Harbor Regarding Forward Looking Statements
This news release contains 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. Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as “can,” “expects,” “potential,” “will,” “plans,” “aims,” “believe,” “projected,” and other similar words. All statements addressing operating performance, events, or developments that Graham Corporation expects or anticipates will occur in the future, including but not limited to, the completion of the testing facility within the projected timeline, the Company’s ability to capitalize on the potential benefits of the new facility and timing to realize expected returns on investment, the estimated total market opportunity and the Company’s ability to capitalize on such market opportunity. Because they are forward-looking, they should be evaluated in light of important risk factors and uncertainties. These risk factors and uncertainties are more fully described in Graham Corporation’s most recent Annual Report filed with the Securities and Exchange Commission, including under the heading entitled “Risk Factors,” its quarterly reports on Form 10-Q, and other filings it makes with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize or should any of Graham Corporation’s underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on Graham Corporation’s forward-looking statements. Except as required by law, Graham Corporation disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this news release.
