Noble on the Road: FAT Brands (FAT) Investor Day



Noble on the Road Presents: FAT Brands Investor Day

Noble Capital Markets is hosting an investor day with FAT Brands for the New York financial community on Thursday, September 15th. Andy Wiederhorn, CEO of FAT Brands, will present and answer questions. This is a no cost event for investors to get to know the company and management.

FAT Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets and develops fast casual and casual dining restaurants worldwide. The company’s portfolio includes 15 different brands and franchises over 2,300 units worldwide.

Noble senior analyst Joe Gomes follows the company and has an Outperform rating with a $25 price target.

To learn more about FAT Brands, click here. The research is complimentary to you.

Yes, I want to meet FAT Brands

For more information on this, and other upcoming roadshows, contact:

Barbara Cohen
Managing Director, Investor Outreach & Distribution
Noble Capital Markets, Inc. Direct – (212) 863-3225
bcohen@noblecapitalmarkets.com

Release – Lineage Cell Therapeutics to Report Second Quarter 2022 Financial Results and Provide Business Update on August 11, 2022

 



Lineage Cell Therapeutics to Report Second Quarter 2022 Financial Results and Provide Business Update on August 11, 2022

Research, News, and Market Data on Lineage Cell Therapeutics

CARLSBAD, Calif.–(BUSINESS WIRE)–Aug. 4, 2022– Lineage Cell Therapeutics, Inc. (NYSE American and TASE: LCTX), a clinical-stage biotechnology company developing allogeneic cell therapies for unmet medical needs, today announced that it will report its second quarter 2022 financial and operating results on Thursday, August 11, 2022, following the close of the U.S. financial markets. Lineage management will also host a conference call and webcast on Thursday, August 11, 2022, at 4:30 p.m. Eastern Time/1:30 p.m. Pacific Time to discuss its second quarter 2022 financial and operating results and to provide a business update.

Interested parties may access the conference call by dialing (800) 715-9871 from the U.S. and Canada and (646) 307-1952 from elsewhere outside the U.S. and Canada and should request the “Lineage Cell Therapeutics Call” or provide conference ID number 6448886. A live webcast of the conference call will be available online in the Investors section of Lineage’s website. A replay of the webcast will be available on Lineage’s website for 30 days and a telephone replay will be available through August 18, 2022, by dialing (800) 770-2030 from the U.S. and Canada and entering conference ID number 6448886.

About Lineage Cell Therapeutics, Inc.

Lineage Cell Therapeutics is a clinical-stage biotechnology company developing novel cell therapies for unmet medical needs. Lineage’s programs are based on its robust proprietary cell-based therapy platform and associated in-house development and manufacturing capabilities. With this platform Lineage develops and manufactures specialized, terminally differentiated human cells from its pluripotent and progenitor cell starting materials. These differentiated cells are developed to either replace or support cells that are dysfunctional or absent due to degenerative disease or traumatic injury or administered as a means of helping the body mount an effective immune response to cancer. Lineage’s clinical programs are in markets with billion dollar opportunities and include five allogeneic (“off-the-shelf”) product candidates: (i) OpRegen, a retinal pigment epithelial cell therapy in Phase 1/2a development for the treatment of geographic atrophy secondary to age-related macular degeneration, which is being developed under a worldwide collaboration with Roche and Genentech, a member of the Roche Group; (ii) OPC1, an oligodendrocyte progenitor cell therapy in Phase 1/2a development for the treatment of acute spinal cord injuries; (iii) VAC2, a dendritic cell therapy produced from Lineage’s VAC technology platform for immuno-oncology and infectious disease, currently in Phase 1 clinical development for the treatment of non-small cell lung cancer (iv) ANP1, an auditory neuronal progenitor cell therapy for the potential treatment of auditory neuropathy, and (v) PNC1, a photoreceptor neural cell therapy for the treatment of vision loss due to photoreceptor dysfunction or damage. For more information, please visit www.lineagecell.com or follow the company on Twitter @LineageCell.

View source version on businesswire.comhttps://www.businesswire.com/news/home/20220804005025/en/

Lineage Cell Therapeutics, Inc. IR
Ioana C. Hone
(
ir@lineagecell.com)
(442) 287-8963

Russo Partners – Media Relations
Nic Johnson or David Schull
Nic.johnson@russopartnersllc.com
David.schull@russopartnersllc.com
(212) 845-4242

Source: Lineage Cell Therapeutics, Inc.


Release – Alvopetro Announces Inaugural Sustainability Report, July 2022 Sales Volumes, & Operational Update



Alvopetro Announces Inaugural Sustainability Report, July 2022 Sales Volumes, & Operational Update

Research, News, and Market Data on Alvopetro Energy

Aug 04, 2022

CALGARY, AB, Aug. 4, 2022 /CNW/ – Alvopetro Energy Ltd. (TSXV: ALV) (OTCQX: ALVOF) announces our inaugural sustainability report for the year-ended December 31, 2021, July sales volumes and an operational update.

Inaugural Sustainability Report

We are pleased to present our inaugural 2021 Sustainability Report (the “Report”), highlighting the operational milestones achieved through the development of our Caburé project and outlining Alvopetro’s approach to environmental, social and governance (“ESG”) practices. The Report was approved by the Company’s Board of Directors and provides stakeholders insight into our environmental stewardship, community involvement and corporate governance practices. A full copy of the Report can be found on our website at https://alvopetro.com/Sustainability.

Corey Ruttan, President and Chief Executive Officer, commented: “Our goal while developing this sustainability report was to create transparency on how we manage our business objectives focused on innovation, business strength and our approach to sustainability by; responsibly supplying energy, strengthening communities and our workforce, and minimizing our impact.”

2021 ESG highlights included:

  • Alvopetro’s locally produced natural gas resulted in average savings of 48% for consumers relative to imported LNG and 53% lower GHG emissions relative to fuel oil;
  • 100% of produced water reinjected;
  • Scope 1 & 2 emissions intensity of 4.7 kg CO2e per boe;
  • 65% less vegetation removed than allowed in our permit during the construction of our Murucututu pipeline extension;
  • 75 jobs created during Murucututu pipeline construction;
  • Zero lost-time safety incidents; and
  • Budgeting $0.20/boe to voluntary social programs.

July Sales Volumes and Facility Expansion

Our July sales volumes averaged 2,514 boepd based on field estimates, including natural gas sales of 14.4 MMcfpd, associated natural gas liquids sales from condensate of 108 bopd and oil sales of 6 bopd, a 7% increase from our Q2 average of 2,359 boepd. Our Caburé gas processing facility expansion was commissioned and completed in late July. We now have available processing capacity of up to 500,000 cubic metres per day (18 MMcfpd).  Prior to the expansion our sales volumes were limited by the gas processing facility capacity. With the expanded capacity, our production is expected to be driven by Alvopetro’s share of available Caburé unit production and production additions from new projects. 

Operational Update

In April, we completed drilling our 182-C1 well on Block 182 and, based on open-hole wireline logs, the well discovered 25 metres of potential net natural gas pay in the Agua Grande formation with an average 34% water saturation and average porosity of 8.2%, using a 6% porosity cut-off, 50% Vshale cut-off and 50% water saturation cut-off.  We have commenced completion and testing operations using the drilling rig.  After perforating and cleaning up the well we will complete a 72-hour formation test.  We then plan to move the drilling rig on the same drilling location to drill a follow up well further east from the bounding fault to further assess the Agua Grande potential and to target the Sergi Formation.

In July, we completed drilling our second 2022 exploration well (183-B1) on the fault block immediately east to our 182-C1 discovery.  The 183-B1 location was also a multi-zone pre-rift prospect targeting both the Agua Grande and Sergi Formations.  Based on open-hole logs and collected fluid samples, the 183-B1 well encountered multiple zones of interest with an aggregate 34.3 metres of potential net hydrocarbon pay, using a 6% porosity cut-off, 50% Vshale cut-off and 50% water saturation cut-off.  Subject to equipment availability we expect to commence multi-zone formation tests later in the third quarter. 

On our Murucututu project, we commenced commissioning of our field production facility at our 183-1 location in July and subject to final ANP inspection we expect to have our 183-1 well on production near the end of the month. We also commenced field installation of the pipeline extension to tie-in our 197-1 well in June and expect construction to be completed later in the third quarter. Subject to receipt of regulatory approvals, we plan to complete and tie-in the 197-1 well in the fourth quarter.

At the Caburé Unit, the unit operator has commenced drilling the Unit C well (49.1% Alvopetro) targeting development and exploration potential in the Pojuca, Marfim and Caruaçu formations. Drilling is expected to be completed near the end of August.

Semi-Annual Natural Gas Price Redetermination

Pursuant to the terms of our long-term gas sales agreement with Bahiagás, our natural gas price effective August 1, 2022 is BRL1.94/m3 or $11.28/Mcf (based on our average heat content to date of 107% and the July 31, 2022 BRL/USD foreign exchange rate of 5.19).  The adjusted price is based on the ceiling price in the contract, which was adjusted to $10.22/MMBtu effective August 1, 2022. While the ceiling price increased by 6% from the February 1, 2022 ceiling price, due to the appreciation of the BRL relative to the USD in the first half of 2022 compared to the latter half of 2021, the BRL denominated contractual price remained consistent.  This price will be effective for all natural gas sales from August 1, 2022 to January 31, 2023.

Corporate Presentation

Alvopetro’s updated corporate presentation is available on our website at:http://www.alvopetro.com/corporate-presentation

Social Media

Follow Alvopetro on our social media channels at the following links:Twitter – https://twitter.com/AlvopetroEnergyInstagram – 
https://www.instagram.com/alvopetro/LinkedIn – 
https://www.linkedin.com/company/alvopetro-energy-ltdYouTube: https://www.youtube.com/channel/UCgDn_igrQgdlj-maR6fWB0w

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

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

All amounts contained in this new release are in United States dollars,
unless otherwise stated and all tabular amounts are in thousands of 
United States dollars,
except as otherwise noted.

Abbreviations:

boepd                    
=             
barrels of oil equivalent (“boe”) per
daybopd                      
=             
barrels of oil and/or natural gas liquids (condensate) per
dayMMcf                     
=             
million cubic feetMMcfpd               
 
=             
million cubic feet per day

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

Testing and Well Results.  Data obtained
from the 183-B1 and 182-C1 wells identified in this press release, including
hydrocarbon shows, open-hole logging, net pay and porosities, should be
considered to be preliminary until testing, detailed analysis and
interpretation has been completed. Hydrocarbon shows can be seen during the
drilling of a well in numerous circumstances and do not necessarily indicate a
commercial discovery or the presence of commercial hydrocarbons in a well.
There is no representation by Alvopetro that the data relating to the 183-B1
well nor the 182-C1 well contained in this press release is necessarily
indicative of long-term performance or ultimate recovery. The reader is
cautioned not to unduly rely on such data as such data may not be indicative of
future performance of the well or of expected production or operational results
for Alvopetro in the future.

Forward-Looking Statements and Cautionary Language. This
news release contains “forward-looking information” within the
meaning of applicable securities laws. The use of any of the words
“will”, “expect”, “intend” and other similar
words or expressions are intended to identify forward-looking information.
Forward
?looking
statements involve significant risks and uncertainties, should not be read as
guarantees of future performance or results, and will not necessarily be
accurate indications of whether or not such results will be achieved. A number
of factors could cause actual results to vary significantly from the expectations
discussed in the forward-looking statements. These forward-looking statements
reflect current assumptions and expectations regarding future events.
Accordingly, when relying on forward-looking statements to make decisions,
Alvopetro cautions readers not to place undue reliance on these statements, as
forward-looking statements involve significant risks and uncertainties. More
particularly and without limitation, this news release contains forward-looking
information concerning potential hydrocarbon pay in the 183-B1 and the 182-C1
wells, exploration and development prospects of Alvopetro and the expected
timing of certain of Alvopetro’s testing and operational activities. The
forward
?looking
statements are based on certain key expectations and assumptions made by
Alvopetro, including but not limited to expectations and assumptions concerning
testing results of the 183-B1 well and the 182-C1 well, equipment availability,
the timing of regulatory licenses and approvals, the success of future
drilling, completion, testing, recompletion and development activities, the
outlook for commodity markets and ability to access capital markets, the impact
of the COVID-19 pandemic, the performance of producing wells and reservoirs,
well development and operating performance, foreign exchange rates, general
economic and business conditions, weather and access to drilling locations, the
availability and cost of labour and services, environmental regulation,
including regulation relating to hydraulic fracturing and stimulation, the
ability to monetize hydrocarbons discovered, the regulatory and legal
environment and other risks associated with oil and gas operations. The reader
is cautioned that assumptions used in the preparation of such information,
although considered reasonable at the time of preparation, may prove to be
incorrect. Actual results achieved during the forecast period will vary from
the information provided herein as a result of numerous known and unknown risks
and uncertainties and other factors.  Although Alvopetro believes that the
expectations and assumptions on which such forward-looking information is based
are reasonable, undue reliance should not be placed on the forward-looking
information because Alvopetro can give no assurance that it will prove to be
correct. Readers are cautioned that the foregoing list of factors is not
exhaustive. Additional information on factors that could affect the operations
or financial results of Alvopetro are included in our annual information form
which may be accessed on Alvopetro’s SEDAR profile at 
www.sedar.com.
The forward-looking information contained in this news release is made as of
the date hereof and Alvopetro undertakes no obligation to update publicly or
revise any forward-looking information, whether as a result of new information,
future events or otherwise, unless so required by applicable securities laws.

SOURCE Alvopetro Energy Ltd.

 


Release – Cypress Development Announces Drill Results from Clayton Valley Lithium Project, Nevada




Cypress Development Announces Drill Results from Clayton Valley Lithium Project, Nevada

Research, News, and Market Data on Cypress Development

August 4, 2022 – Vancouver, Canada – Cypress
Development Corp. (TSXV: CYP) (OTCQX: CYDVF) (Frankfurt: C1Z1)
 (“Cypress” or “the Company”) is pleased to report results from the recently completed drill program at its 100%-owned Clayton Valley Lithium Project (“Project”), in Nevada, USA. A sonic drill program was conducted in May 2022, to obtain sample material for lithium extraction testing at the Company’s Lithium Extraction Facility (“Pilot Plant”) in Amargosa Valley, Nevada, and to supplement the Project’s resource model for the Feasibility Study that is currently underway.

Highlights:

  • Best intersection of 70.1 meters of 1,336 parts per million (“ppm”) lithium
  • Successful use of sonic drilling to obtain six- and four-inch diameter cores
  • Completed 580 meters in eight drill holes ranging from 61 to 76 meters in depth
  • Acquired 15 tonnes of claystone for testing at the Company’s Pilot Plant
  • Confirmed resource model built by Global Resource Engineering (“GRE”)
  • Confirmed drill data obtained in the acquisition of Enertopia Corporation (“Enertopia”) property

“The drill program was highly successful in generating material for our pilot plant and providing distinct data to strengthen the Project’s resource model” stated Bill Willoughby, Cypress President, and CEO. “These are significant steps as we continue to work to de-risk the project and provide information for the Feasibility Study.”

Drill Program

Cypress has received all assays from its May 2022 drilling program. The program was conducted to collect claystone with large diameter core for use in metallurgical testing at the Company’s Pilot Plant. A total of 580 meters were drilled in eight holes. Hole depths were limited to intersect lithium-bearing claystone to a depth of 61 to 76 meters and to obtain approximately 15 tonnes of material for testing.

Representative core samples ranging from 0.1- to 3-meters in length were collected and delivered to ALS Global in Reno, Nevada for analysis. Lithium values shown in the table are weighted averages over the length of claystone intersected in each hole. All eight holes ended in lithium-bearing claystone. Each sample submittal was accompanied with QA/QC samples of blanks, standards, and duplicates.

DRILL HOLE
NUMBER

UNSAMPLED OVERBURDEN
(METERS)

CLAYSTONE
(METERS)

LITHIUM
(PPM)

CVS1

6.1

70.1

1,336

CVS2

3.0

70.1

805

CVS3

6.1

73.2

1,198

CVS4

3.0

70.1

1,119

CVS5

9.1

73.2

801

CVS6

6.1

51.8

1,264

CVS7

6.1

70.1

1,243

CVS8

6.1

54.9

873

Measurements from surface, samples analysed with four
acid digestion with ICP-MS

Four holes, CSV1 through CVS4, were drilled in the central portion of the Project in the vicinity of the planned starter-pit. CVS2 is located outside of the reserve pit outline from the 2021 Prefeasibility Study, nearest the location of the anticipated plant site for the feasibility study. CVS3 is located adjacent to a reclaimed test pit where 500-tonnes of claystone were collected in April.

Four additional holes, CVS5 through CVS8, were drilled in the northeast portion of the project on and near the parcel of property acquired this year from Enertopia. These holes were arranged southeast to northwest infilling the fence of TOP-01, TOP-02, TOP2M and TOP-04 drilled by Enertopia, and DCH-09 drilled by Cypress.   

Interpretation of Results

The assay results are in line with lithium grades predicted at all eight locations by the resource block model developed by GRE. The overall estimated lithium grade for all eight locations from GRE’s model is 1,060 ppm. This compares to the compiled average lithium grade from all eight holes drilled of 1,080 ppm, for a variance of +2%.

When viewed in cross-section, the assay results are also consistent with those from previous drilling and support the continuation of a higher-grade northeast trend of lithium-bearing claystone on Cypress’s project as interpreted by GRE in developing the resource model. The results are encouraging and have potential to extend the 2021 pit design through Cypress hole DCH-13 (82.3 meters, 1,221 ppm lithium) to CVS6, CVS7 and the northeast corner of the property.

With the drill program completed, GRE will revise and update the resource model with the new data and proceed with work on the mine plan and production schedule for the feasibility study, which is expected to be completed by year end.

Figure 1: Cypress Development
Drill Hole Location Map

Qualified Person

Daniel Kalmbach, CPG, is the qualified person as defined by National Instrument 43-101 and has approved the technical information in this release.

About Cypress Development Corp

Cypress Development Corp. is a Canadian based advanced stage lithium company, focused on developing its 100%-owned Clayton Valley Lithium Project in Nevada, USA. Cypress is in the pilot stage of testing on material from its lithium-bearing claystone deposit and progressing towards completing a feasibility study and permitting, with the goal of becoming a domestic producer of lithium for the growing electric vehicle and battery storage market.

ON BEHALF OF CYPRESS DEVELOPMENT
CORP.

WILLIAM WILLOUGHBY, PhD., PE
President &
Chief Executive Officer

For further information, please
contact:

Spiros Cacos | Vice President, Investor Relations
Direct: +1 604 764 1851 | Toll Free: 1 800 567 8181 | Email scacos@cypressdevelopmentcorp.com
www.cypressdevelopmentcorp.com

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THE CONTENT OF THIS NEWS RELEASE.

Cautionary Note Regarding Forward-Looking Statements
This release
includes certain statements that may be deemed to be “forward-looking
statements”. Forward-looking statements are subject to risks,
uncertainties and assumptions and are identified by words such as “expects,”
“estimates,” “projects,” “anticipates,” “believes,” “could,” “scheduled,” and
other similar words. All statements in this release, other than statements
of historical facts, that address events or developments that management of the
Company expects, are forward-looking statements. Although management believes
the expectations expressed in such forward-looking statements are based on
reasonable assumptions, such statements are not guarantees of future
performance, and actual results or developments may differ materially from
those in the forward-looking statements. The Company undertakes no obligation
to update these forward-looking statements if management’s beliefs, estimates
or opinions, or other factors, should change. Factors that could cause actual
results to differ materially from those in forward-looking statements, include
market prices, exploration, and development successes, continued availability
of capital and financing, and general economic, market or business conditions.
Please see the public filings of the Company at www.sedar.com for
further information.

 


Release – Salem Media Group, Inc. Announces Second Quarter 2022 Total Revenue of $68.7 Million



Salem Media Group, Inc. Announces Second Quarter 2022 Total Revenue of $68.7 Million

Research, News, and Market Data on Salem Media

August 04, 2022 4:05pm EDT

Earnings
Webcast

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (Nasdaq: SALM) released its results for the three and six months ended June 30, 2022.

Second Quarter
2022 Results

For the quarter ended June 30, 2022 compared to the quarter ended June 30, 2021:

Consolidated

  • Total revenue increased 7.7% to $68.7 million from $63.8 million;
  • Total operating expenses increased 5.5% to $61.4 million from $58.1 million;
  • Operating expenses, excluding gains or losses on the disposition of assets, stock-based compensation expense, debt modification costs, impairments, depreciation expense and amortization expense (1) increased 10.7% to $60.9 million from $55.0 million;
  • The company’s operating income increased 29.9% to $7.3 million from $5.6 million;
  • The company recognized $3.9 million in film distribution income from an unconsolidated equity investment;
  • The company’s net income increased 303.9% to $9.1 million, or $0.33 net income per diluted share from $2.3 million, or $0.08 net income per diluted share;
  • EBITDA (1) increased 60.9% to $14.5 million from $9.0 million; and
  • Adjusted EBITDA (1) increased 33.6% to $11.7 million from $8.7 million.

Broadcast

  • Net broadcast revenue increased 12.1% to $52.5 million from $46.8 million;
  • Station Operating Income (“SOI”) (1) decreased 6.2% to $10.0 million from $10.6 million;
  • Same Station (1) net broadcast revenue increased 12.2% to $52.4 million from $46.7 million; and
  • Same Station SOI (1) decreased 5.9% to $10.0 million from $10.6 million.

Digital Media

  • Digital media revenue increased 4.5% to $10.8 million from $10.3 million; and
  • Digital Media Operating Income (1) increased 26.5% to $2.5 million from $2.0 million.

Publishing

  • Publishing revenue decreased 18.5% to $5.4 million from $6.7 million; and
  • Publishing Operating Loss (1) was $6,000 as compared to publishing operating income of $0.2 million.

Included in the results for the quarter ended June 30, 2022 are:

  • A $6.9 million ($5.1 million, net of tax, or $0.19 per diluted share) net gain on the disposition of assets reflects a $6.5 million pre-tax gain on the sale of land used in the company’s Denver, Colorado broadcast operations and a $0.5 million pre-tax gain on the sale of the company’s radio stations in Louisville, Kentucky that was offset with losses from various fixed asset disposals;
  • A $3.9 million ($2.9 million, net of tax, or $0.11 per share) impairment charge to the value of broadcast licenses in Columbus, Dallas, Greenville, Honolulu, Orlando, Portland, and Sacramento;
  • A $0.1 million ($0.1 million, net of tax) goodwill impairment charge; and
  • A $0.1 million non-cash compensation charge ($0.1 million, net of tax) related to the expensing of stock options.

Included in the results for the quarter ended June 30, 2021 are:

  • A $0.3 million ($0.2 million, net of tax, or $0.01 per diluted share) net gain on the disposition of assets relates to $0.5 million pre-tax gain on the sale of Singing News Magazine and Singing News Radio offset by an additional $0.1 million pre-tax loss recorded at closing on the sale of radio station WKAT-AM and FM translator in Miami, Florida; and
  • A $0.1 million non-cash compensation charge ($0.1 million, net of tax) related to the expensing of stock options.

Per share numbers are calculated based on 27,570,881 diluted weighted average shares for the quarter ended June 30, 2022, and 27,232,423 diluted weighted average shares for the quarter ended June 30, 2021.

Year to Date 2022
Results

For the six months ended June 30, 2022 compared to the six months ended June 30, 2021:

Consolidated

  • Total revenue increased 6.6% to $131.3 million from $123.1 million;
  • Total operating expenses increased 5.2% to $119.0 million from $113.1 million;
  • Operating expenses, excluding gains or losses on the disposition of assets, stock-based compensation expense, debt modification costs, changes in the estimated fair value of contingent earn-out considerationimpairments, depreciation expense and amortization expense (1) increased 9.6% to $116.7 million from $106.5 million;
  • The company’s operating income increased 23.1% to $12.3 million from $10.0 million;
  • The company recognized $3.9 million in film distribution income from an unconsolidated equity investment;
  • The company’s net income increased 320.8% to $10.9 million, or $0.39 net income per diluted share from $2.6 million, or $0.10 net income per diluted share;
  • EBITDA (1) increased 37.0% to $22.7 million from $16.5 million; and
  • Adjusted EBITDA (1) increased 11.2% to $18.5 million from $16.7 million.

Broadcast

  • Net broadcast revenue increased 11.1% to $100.9 million from $90.8 million;
  • SOI (1) decreased 4.9% to $20.3 million from $21.3 million;
  • Same station (1) net broadcast revenue increased 10.8% to $100.5 million from $90.7 million; and
  • Same station SOI (1) decreased 5.4% to $20.3 million from $21.5 million.

Digital media

  • Digital media revenue increased 5.7% to $21.1 million from $20.0 million; and
  • Digital media operating income (1) increased 47.9% to $4.4 million from $2.9 million.

Publishing

  • Publishing revenue decreased 24.6% to $9.3 million from $12.3 million; and
  • Publishing Operating Loss (1) was $0.6 million compared to publishing operating income of $0.7 million.

Included in the results for the six months ended June 30, 2022 are:

  • A $8.6 million ($6.4 million, net of tax, or $0.23 per diluted share) net gain on the disposition of assets relates primarily to the $6.5 million pre-tax gain on the sale of land used in the company’s Denver, Colorado broadcast operations, the $1.8 million pre-tax gain on sale of land used in the company’s Phoenix, Arizona broadcast operations, and $0.5 million pre-tax gain on the sale of the company’s radio stations in Louisville, Kentucky offset by various fixed asset disposals;
  • A $3.9 million ($2.9 million, net of tax, or $0.11 per share) impairment charge to the value of broadcast licenses in Columbus, Dallas, Greenville, Honolulu, Orlando, Portland, and Sacramento;
  • A $0.1 million ($0.1 million, net of tax) goodwill impairment charge;
  • A $0.2 million ($0.2 million, net of tax, or $0.01 per share) charge for debt modification costs; and
  • A $0.2 million non-cash compensation charge ($0.1 million, net of tax) related to the expensing of stock options.

Included in the results for the six months ended June 30, 2021 are:

  • A $0.1 million net gain on the disposition of assets relating to a $0.5 million pre-tax gain on the sale of Singing News Magazine and Singing News Radio offset by $0.4 million additional loss recorded at closing on the sale of radio station WKAT-AM and FM translator in Miami, Florida and various fixed asset disposals; and
  • A $0.2 million non-cash compensation charge ($0.1 million, net of tax) related to the expensing of stock options.

Per share numbers are calculated based on 27,590,644 diluted weighted average shares for the six months ended June 30, 2022, and 27,185,598 diluted weighted average shares for the six months ended June 30, 2021.

Balance Sheet

As of June 30, 2022, the company had $114.7 million outstanding on the 7.125% senior secured notes due 2028 (“2028 Notes”), $44.7 million outstanding on 6.75% senior secured notes due 2024 (“2024 Notes”), and $10,000 outstanding balance on the ABL Facility.

Acquisitions and
Divestitures

The following transactions were completed since April 1, 2022:

  • On June 27, 2022, the company sold 9.3 acres of land in the Denver area for $8.2 million. The land was being used as the transmitter site for radio stations KRKS-AM and KBJD-AM and was an integral part of its broadcast operations for these stations. The company will continue broadcasting both KRKS-AM and KBJD-AM from this site.
  • On May 25, 2022, the company sold radio stations WFIA-AM, WFIA-FM and WGTK-AM in Louisville, Kentucky for $4.0 million.
  • On May 2, 2022, the company acquired websites and related assets of Retirement Media for $0.2 million in cash.

Pending
transactions

  • On June 2, 2021, the company entered into an Asset Purchase Agreement to acquire radio station KKOL-AM in Seattle, Washington for $0.5 million. The company paid $0.1 million of cash into an escrow account and began operating the station under a Local Marketing Agreement on June 7, 2021.

Conference Call
Information

Salem will host a teleconference to discuss its results on August 4, 2022 at 4:00 p.m. Central Time. To access the teleconference, please dial (888) 770-7291, and then ask to be joined into the Salem Media Group Second Quarter 2022 call or listen via the investor relations portion of the company’s website, located at investor.salemmedia.com. A replay of the teleconference will be available through August 18, 2022 and can be heard by dialing (800) 770-2030, passcode 2413416 or on the investor relations portion of the company’s website, located at investor.salemmedia.com.

Follow us on Twitter @SalemMediaGrp.

Third Quarter
2022 Outlook

For the third quarter of 2022, the company is projecting total revenue to increase between 6% and 8% from third quarter 2021 total revenue of $66.0 million. The company is also projecting operating expenses before gains or losses on the sale or disposal of assets, stock-based compensation expense, changes in the estimated fair value of contingent earn-out consideration, impairments, depreciation expense and amortization expense to increase between 11% and 14% compared to the third quarter of 2021 non-GAAP operating expenses of $55.2 million.

A
reconciliation of non-GAAP operating expenses, excluding gains or losses
on the disposition of assets, stock-based compensation expense, changes in the
estimated fair value of contingent earn-out consideration, impairments,
depreciation expense and amortization expense to the most directly
comparable GAAP measure is not available without unreasonable efforts on a
forward-looking basis due to the potential high variability, complexity and low
visibility with respect to the charges excluded from this non-GAAP financial
measure, in particular, the change in the estimated fair value of earn-out
consideration, impairments and gains or losses from the disposition of fixed
assets. The company expects the variability of the above charges may have a
significant, and potentially unpredictable, impact on its future GAAP financial
results.

About Salem Media
Group, Inc.

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

Forward-Looking
Statements

Statements used in this press release that relate to future plans, events, financial results, prospects or performance are forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those anticipated as a result of certain risks and uncertainties, including but not limited to the ability of Salem to close and integrate announced transactions, market acceptance of Salem’s radio station formats, competition from new technologies, adverse economic conditions, and other risks and uncertainties detailed from time to time in Salem’s reports on Forms 10-K, 10-Q, 8-K and other filings filed with or furnished to the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Salem undertakes no obligation to update or revise any forward-looking statements to reflect new information, changed circumstances or unanticipated events.

(1) Regulation G

Management
uses certain non-GAAP financial measures defined below in communications
with investors, analysts, rating agencies, banks and others to assist such
parties in understanding the impact of various items on its financial
statements. The company uses these non-GAAP financial measures to evaluate
financial results, develop budgets, manage expenditures and as a measure of
performance under compensation programs.

The
company’s presentation of these non-GAAP financial measures should not be considered
as a substitute for or superior to the most directly comparable financial
measures as reported in accordance with GAAP.

Regulation
G defines and prescribes the conditions under which certain non-GAAP financial
information may be presented in this earnings release. The company closely
monitors EBITDA, Adjusted EBITDA, Station Operating Income (“SOI”), Same
Station net broadcast revenue, Same Station broadcast operating expenses, Same
Station Operating Income, Digital Media Operating Income, Publishing Operating
Income (Loss), and operating expenses excluding gains or losses on the
disposition of assets, stock-based compensation, changes in the estimated fair
value of contingent earn-out consideration, impairments, depreciation and
amortization, all of which are non-GAAP financial measures. The company
believes that these non-GAAP financial measures provide useful information
about its core operating results, and thus, are appropriate to enhance the
overall understanding of its financial performance. These non-GAAP financial
measures are intended to provide management and investors a more complete
understanding of its underlying operational results, trends and performance.

The
company defines Station Operating Income (“SOI”) as net broadcast revenue minus
broadcast operating expenses. The company defines Digital Media Operating
Income as net Digital Media Revenue minus Digital Media Operating Expenses. The
company defines Publishing Operating Income (Loss) as net Publishing Revenue
minus Publishing Operating Expenses. The company defines EBITDA as net income
before interest, taxes, depreciation, and amortization. The company defines
Adjusted EBITDA as EBITDA before gains or losses on the disposition of assets,
before debt modification costs, before changes in the estimated fair value of
contingent earn-out consideration, before impairments, before net miscellaneous
income and expenses, before (gain) loss on early retirement of long-term debt
and before non-cash compensation expense. SOI, Digital Media Operating Income,
Publishing Operating Income (Loss), EBITDA and Adjusted EBITDA are commonly
used by the broadcast and media industry as important measures of performance
and are used by investors and analysts who report on the industry to provide
meaningful comparisons between broadcasters. SOI, Digital Media Operating
Income, Publishing Operating Income (Loss), EBITDA and Adjusted EBITDA are not
measures of liquidity or of performance in accordance with GAAP and should be
viewed as a supplement to and not a substitute for or superior to its results
of operations and financial condition presented in accordance with GAAP. The
company’s definitions of SOI, Digital Media Operating Income, Publishing
Operating Income (Loss), EBITDA and Adjusted EBITDA are not necessarily
comparable to similarly titled measures reported by other companies.

The
company defines Same Station net broadcast revenue as broadcast revenue from
its radio stations and networks that the company owns or operates in the same
format on the first and last day of each quarter, as well as the corresponding
quarter of the prior year. The company defines Same Station broadcast operating
expenses as broadcast operating expenses from its radio stations and networks
that the company owns or operates in the same format on the first and last day
of each quarter, as well as the corresponding quarter of the prior year. The
company defines Same Station SOI as Same Station net broadcast revenue less
Same Station broadcast operating expenses. Same Station operating results
include those stations that the company owns or operates in the same format on
the first and last day of each quarter, as well as the corresponding quarter of
the prior year. Same Station operating results for a full calendar year are
calculated as the sum of the Same Station-results for each of the four quarters
of that year. The company uses Same Station operating results, a non-GAAP
financial measure, both in presenting its results to stockholders and the
investment community, and in its internal evaluations and management of the
business. The company believes that Same Station operating results provide a
meaningful comparison of period over period performance of its core broadcast
operations as this measure excludes the impact of new stations, the impact of
stations the company no longer owns or operates, and the impact of stations
operating under a new programming format. The company’s presentation of Same
Station operating results are not intended to be considered in isolation or as
a substitute for the financial information prepared and presented in accordance
with GAAP. The company’s definition of Same Station operating results is not
necessarily comparable to similarly titled measures reported by other
companies.

For
all non-GAAP financial measures, investors should consider the limitations
associated with these metrics, including the potential lack of comparability of
these measures from one company to another.

The
Supplemental Information tables that follow the condensed consolidated financial
statements provide reconciliations of the non-GAAP financial measures that the
company uses in this earnings release to the most directly comparable measures
calculated in accordance with GAAP. The company uses non-GAAP financial
measures to evaluate financial performance, develop budgets, manage
expenditures, and determine employee compensation. The company’s presentation
of this additional information is not to be considered as a substitute for or
superior to the directly comparable measures as reported in accordance with
GAAP.

 

Salem Media Group, Inc.

Condensed Consolidated Statements of Operations

(in thousands, except share and per share data)

 

Three Months Ended

 

Six Months Ended

June 30,

 

June 30,

2021

 

2022

 

2021

 

2022

(Unaudited)

Net broadcast revenue

$

46,783

$

52,452

$

90,831

$

100,884

Net digital media revenue

10,339

10,804

19,958

21,104

Net publishing revenue

6,660

5,426

12,346

9,303

Total revenue

63,782

68,682

123,135

131,291

Operating expenses:

 

 

 

 

Broadcast operating expenses

36,162

42,489

69,505

80,610

Digital media operating expenses

8,338

8,273

17,011

16,746

Publishing operating expenses

6,426

5,432

11,631

9,899

Unallocated corporate expenses

4,192

4,781

8,480

9,591

 

Debt modification costs

 

 

 

 

20

 

 

 

 

248

 

Depreciation and amortization

 

 

3,286

 

 

3,190

 

 

6,456

 

 

6,466

 

Change in the estimated fair value of contingent earn-out consideration

 

 

 

 

 

 

 

 

(5)

 

Impairment of indefinite-lived long-term assets other than goodwill

 

 

 

 

3,935

 

 

 

 

3,935

 

Impairment of goodwill

 

 

 

 

127

 

 

 

 

127

Net (gain) loss on the disposition of assets

(263)

(6,893)

55

(8,628)

Total operating expenses

58,141

61,354

113,138

118,989

Operating income

5,641

7,328

9,997

12,302

Other income (expense):

 

 

 

 

Interest income

149

1

149

Interest expense

(3,935)

(3,389)

(7,861)

(6,783)

Gain (loss) on early retirement of long-term debt

35

(18)

 

Earnings from equity method investment

 

 

 

 

3,913

 

 

 

 

3,913

Net miscellaneous income and (expenses)

63

(1)

85

Net income before income taxes

1,769

8,035

2,222

9,563

Benefit from income taxes

(488)

(1,082)

(358)

(1,293)

Net income

$

2,257

$

9,117

$

2,580

$

10,856

 

 

 

 

Basic income per share Class A and Class B common stock

$

0.08

$

0.33

$

0.10

$

0.39

Diluted income per share Class A and Class B common stock

$

0.08

$

0.33

$

0.10

$

0.39

 

 

 

 

Basic weighted average Class A and Class B common stock shares outstanding

26,869,145

27,214,787

26,802,892

27,196,081

Diluted weighted average Class A and Class B common stock shares outstanding

27,232,423

27,570,881

27,185,598

27,590,644

 

 

Salem Media Group, Inc.

Condensed Consolidated Balance Sheets

(in thousands)

 

 

 

 

 

 

 

 

 

 

December 31, 2021

 

 

June 30, 2022

 

 

 

 

 

 

(Unaudited)

Assets

 

 

 

 

 

 

Cash

 

$

1,785

 

$

2,540

Trade accounts receivable, net

 

 

25.663

 

 

29,271

Other current assets

 

 

14,066

 

 

15,856

Property and equipment, net

 

 

79,339

 

 

79,713

Operating and financing lease right-of-use assets

 

 

43,665

 

 

44,110

Intangible assets, net

 

 

346,438

 

 

339,160

Deferred financing costs

 

 

843

 

 

774

Other assets

 

 

4,313

 

 

3,845

Total assets

 

$

516,112

 

$

515,269

 

 

 

 

 

 

 

Liabilities and
Stockholders’ Equity

 

 

 

 

 

 

Current liabilities

 

$

51,455

 

$

56,161

Long-term debt

 

 

170,581

 

 

155,595

Operating and financing lease liabilities, less current portion

 

 

42,273

 

 

42,652

Deferred income taxes

 

 

67,012

 

 

65,808

Other liabilities

 

 

6,580

 

 

5,718

Stockholders’ Equity

 

 

178,211

 

 

189,335

Total liabilities and stockholders’ equity

 

$

516,112

 

$

515,269

 

 

SALEM MEDIA GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
EQUITY

(in thousands,
except share and per share data
)

 

 

 

 

Class A

 

Class B

 

 

 

 

 

 

 

 

 

 

Common Stock

 

Common Stock

 

Additional

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Paid-In

 

Accumulated

 

Treasury

 

 

 

 

Shares

 

Amount

 

Shares

 

Amount

 

Capital

 

Deficit

 

Stock

 

Total

Stockholders’
equity, December 31, 2020

 

23,447,317

 

$

227

 

5,553,696

 

$

56

 

$

247,025

 

$

(78,023

)

 

$

(34,006

)

 

$

135,279

Stock-based compensation

 

 

 

 

 

 

 

 

78

 

 

 

 

 

 

 

 

78

Options
exercised

 

185,782

 

 

2

 

 

 

 

 

390

 

 

 

 

 

 

 

 

392

Net income

 

 

 

 

 

 

 

 

 

 

323

 

 

 

 

 

 

323

Stockholders’
equity,

March 31, 2021

 

23,633,099

 

$

229

 

5,553,696

 

$

56

 

$

247,493

 

$

(77,700

)

 

$

(34,006

)

 

$

136,072

Stock-based compensation

 

 

 

 

 

 

 

 

84

 

 

 

 

 

 

 

 

84

Net income

 

 

 

 

 

 

 

 

 

 

2,257

 

 

 

 

 

 

2,257

Stockholders’ equity, June 30, 2021

 

23,633,099

 

$

229

 

5,553,696

 

$

56

 

$

247,577

 

$

(75,443

)

 

$

(34,006

)

 

$

138,413

 

 

 

Class A

 

Class B

 

 

 

 

 

 

 

 

 

 

Common Stock

 

Common Stock

 

Additional

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Paid-In

 

Accumulated

 

Treasury

 

 

 

 

Shares

 

Amount

 

Shares

 

Amount

 

Capital

 

Deficit

 

Stock

 

Total

Stockholders’
equity, December 31, 2021

 

23,922,974

 

$

232

 

5,553,696

 

$

56

 

$

248,438

 

$

(36,509

)

 

$

(34,006

)

 

$

178,211

Stock-based compensation

 

 

 

 

 

 

 

 

106

 

 

 

 

 

 

 

 

106

Options
exercised

 

40,913

 

 

 

 

 

 

 

94

 

 

 

 

 

 

 

 

94

Lapse of restricted shares

 

14,854

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

 

1,739

 

 

 

 

 

 

1,739

Stockholders’ equity,

March 31, 2022

 

23,978,741

 

$

232

 

5,553,696

 

$

56

 

$

248,638

 

$

(34,770

)

 

$

(34,006

)

 

$

180,150

Stock-based
compensation

 

 

 

 

 

 

 

 

68

 

 

 

 

 

 

 

 

68

Net income

 

 

 

 

 

 

 

 

 

 

9,117

 

 

 

 

 

 

9,117

Stockholders’
equity, June 30, 2022

 

23,978,741

 

$

232

 

5,553,696

 

$

56

 

$

248,706

 

$

(25,653

)

 

$

(34,006

)

 

$

189,335

 

 

Salem Media Group, Inc.

Supplemental Information

(in thousands)

 

Three Months Ended

 

Six Months Ended

June 30,

 

June 30,

2021

 

2022

 

2021

 

2022

(Unaudited)

Reconciliation of Total Operating Expenses to
Operating Expenses excluding Debt Modification Costs, Depreciation and
Amortization Expense, Changes in the Estimated Fair Value of Contingent
Earn-out Consideration, Impairments, Gains or Losses on the Disposition of
Assets and Stock-based Compensation Expense (Recurring Operating Expenses)

Operating Expenses

$

58,141

$

61,354

$

113,138

$

118,989

Less debt modification costs

 

 

 

 

 

(20)

 

 

 

 

 

(248)

Less depreciation and amortization expense

 

 

(3,286)

 

 

(3,190)

 

 

(6,456)

 

 

(6,466)

Less change in estimated fair value of contingent earn-out

consideration

5

Less impairment of indefinite-lived long-term assets other

than goodwill

 

 

 

 

(3,935)

 

 

 

 

(3,935)

Less impairment of goodwill

 

 

 

 

(127)

 

 

 

 

(127)

Less net gain (loss) on the disposition of assets

263

6,893

(55)

8,628

Less stock-based compensation expense

 

 

(84)

 

 

(68)

 

 

(162)

 

 

(174)

Total Recurring
Operating Expenses

$

55,034

$

60,907

$

106,465

$

116,672

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Net Broadcast Revenue to Same
Station Net Broadcast Revenue

Net broadcast revenue

 

$

46,783

 

$

52,452

 

$

90,831

 

$

100,884

Net broadcast revenue – acquisitions

(14)

(247)

Net broadcast revenue – dispositions

 

 

(96)

 

 

(56)

 

 

(113)

 

 

(49)

Net broadcast revenue – format change

(65)

(111)

Same Station net broadcast revenue

 

$

46,687

 

$

52,382

 

$

90,653

 

$

100,477

 

 

 

 

Reconciliation
of Broadcast Operating Expenses to Same Station Broadcast Operating Expenses

Broadcast operating expenses

 

$

36,162

 

$

42,489

 

$

69,505

 

$

80,610

Broadcast operating expenses – acquisitions

(63)

(1)

(279)

Broadcast operating expenses – dispositions

 

 

(81)

 

 

(24)

 

 

(214)

 

 

(48)

Broadcast operating expenses – format change

(131)

(132)

Same Station broadcast operating expenses

 

$

36,081

 

$

42,402

 

$

69,159

 

$

80,151

 

 

 

 

Reconciliation of SOI to Same Station SOI

 

 

 

 

 

 

 

 

 

 

 

 

Station Operating Income

$

10,621

$

9,963

$

21,326

 

$

20,274

Station operating (income) loss – acquisitions

 

 

 

 

49

 

 

1

 

 

32

Station operating (income) loss – dispositions

(15)

(32)

101

(1)

Station operating (income) loss – format change

 

 

 

 

 

66

 

 

21

Same Station – Station Operating Income

$

10,606

$

9,980

$

21,494

$

20,326

 

 

Salem Media Group, Inc.

Supplemental Information

(in thousands)

 

Three Months Ended

 

Six Months Ended

June 30,

 

June 30,

2021

 

2022

 

2021

 

2022

(Unaudited)

Calculation of Station Operating Income, Digital
Media Operating Income and Publishing Operating Income (Loss)

Net broadcast revenue

$

46,783

$

52,452

$

90,831

$

100,884

Less broadcast operating expenses

 

 

(36,162)

 

 

(42,489)

 

 

(69,505)

 

 

(80,610)

Station Operating Income

$

10,621

$

9,963

$

21,326

$

20,274

 

 

 

 

 

 

 

 

 

 

 

 

 

Net digital media revenue

$

10,339

$

10,804

$

19,958

$

21,104

Less digital media operating expenses

 

 

(8,338)

 

 

(8,273)

 

 

(17,011)

 

 

(16,746)

Digital Media Operating Income

$

2,001

$

2,531

$

2,947

$

4,358

 

 

 

 

 

 

 

 

 

 

 

 

 

Net publishing revenue

$

6,660

$

5,426

$

12,346

$

9,303

Less publishing operating expenses

 

 

(6,426)

 

 

(5,432)

 

 

(11,631)

 

 

(9,899)

Publishing Operating Income (Loss)

$

234

$

(6)

$

715

$

(596)

The company defines EBITDA (1) as net income before interest, taxes, depreciation, and amortization. The table below presents a reconciliation of EBITDA (1) to Net Income (Loss), the most directly comparable GAAP measure. EBITDA (1) is a non-GAAP financial performance measure that is not to be considered a substitute for or superior to the directly comparable measures reported in accordance with GAAP. The company defines Adjusted EBITDA (1) as EBITDA (1) before gains or losses on the disposition of assets, before debt modification costs, before changes in the estimated fair value of contingent earn-out consideration, before impairments, before net miscellaneous income and expenses, before (gain) loss on early retirement of long-term debt and before non-cash compensation expense. The table below presents a reconciliation of Adjusted EBITDA (1) to Net Income (Loss), the most directly comparable GAAP measure. Adjusted EBITDA (1) is a non-GAAP financial performance measure that is not to be considered a substitute for or superior to the directly comparable measures reported in accordance with GAAP.

 

Three Months Ended

June 30,

 

Six Months Ended

June 30,

2021

 

2022

 

2021

 

2022

 

(Unaudited)

Net income

$

2,257

 

$

9,117

 

$

2,580

 

$

10,856

 

Plus interest expense, net of capitalized interest

 

3,935

 

 

3,389

 

 

7,861

 

 

6,783

 

Plus benefit from income taxes

 

(488

)

 

(1,082

)

 

(358

)

 

(1,293

)

Plus depreciation and amortization

 

3,286

 

 

3,190

 

 

6,456

 

 

6,466

 

Less interest income

 

 

 

(149

)

 

(1

)

 

(149

)

EBITDA

$

8,990

 

$

14,465

 

$

16,538

 

$

22,663

 

Plus net (gain) loss on the disposition of assets

 

(263

)

 

(6,893

)

 

55

 

 

(8,628

)

Plus change in the estimated fair value of contingent earn-out consideration

 

 

 

 

 

 

 

(5

)

Plus debt modification costs

 

 

 

20

 

 

 

248

 

Plus impairment of indefinite-lived long-term assets other than goodwill

 

 

 

3,935

 

 

 

 

3,935

 

Plus impairment of goodwill

 

 

 

127

 

 

 

 

127

 

Plus net miscellaneous (income) and expenses

 

(63

)

 

1

 

 

(85

)

 

 

Plus (gain) loss on early retirement of long- term debt

 

 

 

(35

)

 

 

 

18

 

Plus non-cash stock-based compensation

 

84

 

 

68

 

 

162

 

 

174

 

Adjusted EBITDA

$

8,748

 

$

11,688

 

$

16,670

 

$

18,532

 

 

 

 

 

Outstanding at

 

 

Applicable

Selected Debt Data

 

June 30, 2022

 

 

Interest Rate

Senior Secured Notes due 2028 (1)

$

114,731,000

 

 

7.125

%

Senior Secured Notes due 2024 (2)

$

44,685,000

 

 

6.750

%

(1) $114.7 million notes with semi-annual interest payments at an annual rate of 7.125%.

(2) $44.7 million notes with semi-annual interest payments at an annual rate of 6.750%.

 

View source version on businesswire.com: https://www.businesswire.com/news/home/20220802006191/en/

Company Contact:
Evan D. Masyr
Executive Vice President and Chief Financial Officer
(805) 384-4512
evan@salemmedia.com

Source: Salem Media Group, Inc.

Released August
4, 2022

 


Release – Kratos Reports Second Quarter 2022 Financial Results



Kratos Reports Second Quarter 2022 Financial Results

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

SAN DIEGO, Aug. 04, 2022 (GLOBE NEWSWIRE) — Kratos Defense & Security Solutions, Inc. (Nasdaq:KTOS), a leading National Security Solutions provider, today reported its second quarter 2022 financial results. For the second quarter of 2022, Kratos reported Revenues of $224.2 million, Operating Loss of $1.9 million, Net Loss of $4.7 million, Adjusted EBITDA of $17.7 million and a book to bill ratio of 1.2 to 1.0.   Included in Net Loss is a $5.5 million litigation settlement related charge resulting from the resolution of a dispute with an international customer in our Unmanned Systems segment, which contractual arrangement was entered into in March 2011, prior to Kratos’ acquisition of CEi (Composite Engineering Inc.).

Second quarter 2022 Operating Loss includes non-cash stock compensation expense of $6.3 million, and Company-funded Research and Development expense of $9.2 million, reflecting significant ongoing development efforts being made, including in our Space and   Satellite business to develop our virtual, software-based OpenSpace ground station solution.

Kratos reported a second quarter 2022 GAAP loss per share of $0.04, which includes the $5.5 million litigation settlement related charge noted above, compared to Net Income of $1.1 million and GAAP EPS income of $0.01 for the second quarter of 2021. Adjusted EPS was $0.07 for the second quarter of 2022, compared to $0.06 for the second quarter of 2021. Kratos has approximately $235 million of net operating loss carryforwards, which are expected to substantially shield the Company from paying future cash income taxes.   

Second quarter 2022 Revenues of $224.2 million, which increased $19.1 million, or 9.3 percent, from second quarter 2021 Revenues of $205.1 million, were adversely impacted by continuing and increased supply chain disruptions and increased material costs, COVID-related employee absenteeism and increased challenges and costs associated with hiring, obtaining and retaining qualified employees, which resulted in approximately $14.5 million of second quarter 2022 revenues being deferred into future periods, with approximately $2.9 million of associated operating income, including increased inflationary costs.    Second quarter 2022 revenues include an aggregate contribution of $21.5 million from the recent acquisitions of Cosmic Advanced Engineered Solutions, Inc. (Cosmic AES), CTT, Inc., (CTT), and the Engineering Division of Southern Research (SRE), offset by reductions in our Training Solutions business of $8.6 million as compared to the second quarter 2021 revenues, including the previously reported loss of an international training services contract which accounted for approximately $4.5 million of the reduction as well as the completion of certain large training system programs. On a proforma basis, excluding the impact of the Training Solutions business, revenues grew organically 3.2% in the second quarter of 2022 as compared to the second quarter of 2021.

Second quarter 2022 Cash Flow Used in Operations was $21.6 million, with the use including increases in receivables of $27.1 million primarily related to future milestone and other contractual payments and an increase of inventory balances of $10.5 million, primarily in our Unmanned Systems, Microwave Products and C5ISR businesses in anticipation of expected significant ramps in production in the second half of the year and to increase stock inventory levels and advance buys in larger lot sizes to gain pricing benefits where possible, to mitigate the impact of supply chain disruptions and price increases. Free Cash Flow Used in Operations was $32.7 million, after funding $11.1 million of capital expenditures, including in our high growth Unmanned Systems, Space, Satellite and Cyber and Turbine Technologies business areas.

For the second quarter of 2022, Kratos’ Unmanned Systems Segment (KUS) generated Revenues of $56.4 million, as compared to $60.3 million in the second quarter of 2021. KUS Operating Loss was $5.0 million in the second quarter of 2022, which included the $5.5 million litigation settlement related charge discussed above. Excluding the impact of the litigation settlement related charge, Operating Income was $0.5 million, compared to $4.1 million in the second quarter of 2021, reflecting a less favorable mix of revenues, including an increase in development programs which typically generate lower margins, an increase in SG&A costs of approximately $0.9 million resulting primarily from increased headcount, an increase of R&D expenses of approximately $1.3 million and increases in supply chain and employee related costs.

Excluding the litigation settlement charge, KUS Adjusted EBITDA for the second quarter of 2022 was $2.9 million, compared to second quarter 2021 Adjusted EBITDA of $6.9 million, reflecting increases in certain development programs which typically generate lower margins and increases in SG&A, R&D, supply chain related and employee costs.
        

KUS’s book-to-bill ratio for the second quarter of 2022 was 0.5 to 1.0 and 1.1 to 1.0 for the last twelve months ended June 26, 2022, with bookings of $242.6 million for the twelve months ended June 26, 2022.   Total backlog for KUS at the end of the second quarter of 2022 was $203.3 million compared to $230.5 million at the end of the first quarter of 2022.

For the second quarter of 2022, Kratos’ Government Solutions Segment (KGS) reported Revenues of $167.8 million, compared to Revenues of $144.8 million in the second quarter of 2021. The increased revenues include the aggregate contribution of approximately $21.5 million from the recently acquired Cosmic AES, CTT and SRE, offset by a reduction of $8.6 million in our Training Solutions business, including the loss of an international training contract, continued and increased supply chain, COVID and employee sourcing and retention disruptions, which resulted in second quarter 2022 KGS revenues of approximately $13.9 million being deferred into future periods.    On a proforma basis, excluding the Training Solutions business, KGS revenues grew organically 7.7 percent or $10.2 million, from $132.3 million in the second quarter of 2021 to $142.5 million in the second quarter of 2022.

KGS reported operating income of $9.5 million in the second quarter of 2022, compared to $5.9 million in the second quarter of 2021, primarily reflecting a more favorable revenue mix, offset partially by increased costs related to the supply chain and employee base.  

Kratos’ Space, Satellite and Cyber business generated Revenues of $88.5 million in the second quarter of 2022, compared to $67.5 million in the second quarter of 2021. Excluding revenues generated of $15.0 million from the recent Cosmic AES acquisition, revenues for our Space, Satellite and Cyber business grew organically 8.9 percent in the second quarter of 2022.

Second quarter 2022 KGS Adjusted EBITDA was $14.8 million, compared to second quarter 2021 KGS Adjusted EBITDA of $10.7 million, reflecting a more favorable mix of revenues, including in our Space, Satellite and Cyber and Turbine Technologies businesses.

For the second quarter of 2022, KGS reported a book-to-bill ratio of 1.4 to 1.0, with a book to bill ratio of 1.2 to 1.0 for the twelve months ended June 26, 2022, and bookings of $713.9 million for the twelve months ended June 26, 2022.   Included in KGS is Kratos’ Space, Satellite and Cyber business, which reported a book to bill ratio of 1.7 to 1.0 for the second quarter of 2022, and a book to bill ratio of 1.2 to 1.0 for the twelve months ended June 26, 2022. Bookings for the Space, Satellite and Cyber business for the last twelve months ended June 26, 2022, were $371.1 million. KGS’s total backlog at the end of the second quarter of 2022 was $846.9 million, as compared to $751.6 million at the end of the first quarter of 2022.

For the second quarter of 2022, Kratos reported consolidated bookings of $261.0 million and a book-to-bill ratio of 1.2 to 1.0, with consolidated bookings of $956.5 million and a book-to-bill ratio of 1.1 to 1.0 for the last twelve months ended June 26, 2022. Backlog on June 26, 2022 was $1.05 billion, as compared to $982.1 million at March 27, 2022, and Kratos’ bid and proposal pipeline was $9.9 billion at June 26, 2022, as compared to $9.4 billion at March 27, 2022.   Backlog at June 26, 2022 was comprised of funded backlog of $713.6 million and unfunded backlog of $336.6 million.

Eric DeMarco, Kratos’ President and CEO, said, “Kratos’ second quarter execution was solid in a challenging environment, including revenues of $224 million, Adjusted EBITDA of $17.7 million, a 1.2 to 1.0 book to bill ratio and a current opportunity pipeline of over $9 billion. We have now received each of the three important, large new satellite related program awards we discussed in our Q1 2022 report, including contracts with Blue Halo and Intelsat, which we believe position Kratos for future organic growth and increased margins beginning in the second half of this year. We believe these awards are representative of the increasing customer acceptance of Kratos’ first to market, internally funded and developed, software-based OpenSpace virtualized family of products and we are now in pursuit of several additional, large, new satellite program opportunities.”

Mr. DeMarco, continued, “Since our last report to you, the Air Force announced to Congress that the Skyborg Vanguard program, which includes Kratos’ Valkyrie, is now planned to be a Program of Record in 2023 and transition to acquisition. Additionally, Kratos’ tactical drone business continues to progress, including recent successful flights at the Burns Flat, Oklahoma range and other locations, and we are expecting to receive certain new tactical drone related contract awards in the second half of this year, including as related to Valkyrie.   Also importantly, the Air Force recently announced that the Golden Horde Vanguard Program, which Kratos is also supporting, is now also slated to become a Program of Record in 2023, which includes networked, collaborative and autonomous munitions and drones.”     

Mr. DeMarco concluded, “Based on important recent events and communications, we continue to believe that the global security environment and requirement for affordable, reusable, disposable and attritable high performance jet drones has never been stronger and is increasing. We view Kratos’ family of Made in America, demonstrated low-cost, runway independent, Collaborative Combat Aircraft, that have been flying with manned fighter aircraft since 2015, and are not concepts, power points or video presentations that are years away from reality, along with active Kratos serial production lines that can provide Affordable Mass now, are important differentiators for our Country, our customers and our Company.”

Financial Guidance
Our third quarter and Fiscal Year 2022 financial guidance we are providing today includes our current forecasted business mix, and our assumptions related to the expected continuing impact of: employee absenteeism, employee sourcing, hiring and retention; manufacturing, production and supply chain disruptions; parts shortages and related significant cost and price increases, including for employees, materials and components; travel restrictions and other COVID-19 related items that have and continue to impact the industry and Kratos.   The growth expected in the fourth quarter of 2022 is largely driven by the forecasted execution and delivery schedules of 5 new programs, 4 of which have already been awarded: the three satellite program awards, GBSD and an expected Valkyrie award from a new customer.        

The revised full Fiscal Year 2022 financial guidance reflects the expected revenue growth, including the impact of the recent SRE acquisition, as well as expected organic revenue growth driven by our recent bookings and backlog. Since our contract mix is predominantly firm fixed price, we are contractually obligated to absorb the impact of significant inflationary factors until we are able to include our revised costs in new contracts or the exercise of contractual options, which is reflected in our revised Fiscal Year 2022 Adjusted EBITDA guidance.

$M

Q322

FY22

Revenues

$220 – $230

$890 – $930

R&D

$9 – $10

$35 – $38

Operating Income

$0 – $3

$13 – $18

Depreciation

$7

$24 – $25

Amortization

$3

$8 – $9

Stock Based Compensation

$6 – $7

$25 – $26

Adjusted EBITDA

$16 – $20

$80 – $85

Operating Cash Flow

 

$15 – $25

Capital Expenditures

 

$45 – $55

Free Cash Flow Use

 

($30 – $40)

 

Throughout the second quarter of 2022, we continued to experience the effects of COVID–19, including on our employees, consultants, vendors, suppliers, customers, etc. We have assumed that these COVID–19 related impacts to our business, which significantly impacted our fiscal first and second quarters of 2022 and continue to impact our third quarter, will continue at least through the end of calendar 2022. Our previous assumption was that COVID-19 related impacts would begin to subside beginning in the third fiscal quarter and continue to improve throughout the second half of our fiscal year 2022.

We currently estimate that COVID, supply chain, work force and inflation related issues, including the availability and increased costs of certain raw materials and related components and materials, a lack of capacity at mills supporting Kratos’ hardware programs, the availability and significant increased costs to obtain and the ability to retain an experienced skilled workforce will continue to impact our financial performance throughout 2022. We expect these issues to impact our third quarter 2022 Revenues by approximately $10 to $14 million and Adjusted EBITDA by approximately $3 to $5 million, respectively. We also currently estimate these issues to impact our full fiscal year 2022 Revenues by approximately $22 to $26 million and Adjusted EBITDA by approximately $10 to $13 million, respectively. We will provide future updates as appropriate.  

The forecasted financial trajectory in the second half of 2022 reflects the expected mix of revenues, including the expected timing of software product deliveries in our Space, Satellite and Cyber business, based upon the forecasted order flow and roll out of our new OpenSpace solution, and contract awards we have recently received or that we have been informed we will receive, with deliveries expected to occur predominantly in the fourth quarter of 2022 based upon current program execution plans.  

Forecasted third quarter 2022 and fiscal year 2022 Operating Income and Adjusted EBITDA also reflect the expected mix of development-type contracts and expected investments, including in our Space, Satellite and Cyber, Unmanned Systems, C5ISR, Turbine Technologies and Rocket System businesses, where we have received, have been informed that we will receive, or are pursuing or expect to receive several new contract awards.   Kratos’ fiscal year 2022 forecasted Revenues also include the final projected impact of the 2021 loss of a large international training contract, which contributed approximately $13.0 million to the Company’s fiscal year 2021 first and second quarter Revenues and include the estimated contribution from the recently closed CTT, Cosmic AES and SRE acquisitions.  

Management will discuss the Company’s second quarter 2022 financial results, as well as its third quarter and full year 2022 guidance on a conference call beginning at 2:00 p.m. Pacific (5:00 p.m. Eastern) today. The call will be available at www.kratosdefense.com. Participants may register for the call at 
https://register.vevent.com/register/BId7480930af214120a135751b6240fd74. While not required, it is recommended you join 10 minutes prior to the event start. Instructions are provided to ensure the necessary audio applications are downloaded and installed. Users can obtain these programs at no charge. For those who cannot access the live broadcast, a replay will be available on Kratos’ website.

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

Notice Regarding Forward-Looking Statements
This news release contains certain forward-looking statements that involve risks and uncertainties, including, without limitation, express or implied statements concerning the Company’s expectations regarding its future financial performance, including the Company’s expectations for its third quarter and full year 2022 revenues, R&D, operating income, depreciation, amortization, stock based compensation expense, and Adjusted EBITDA, and full year 2022 operating cash flow, capital expenditures and other investments, and free cash flow use, the Company’s future growth trajectory and ability to achieve improved revenue mix and profit in certain of its business segments and the expected timing of such improved revenue mix and profit, the Company’s expectation of ramp on projects and that investments in its business will result in an increase in the Company’s market share and total addressable market and position the Company for significant future organic growth, profitability, cash flow and an increase in shareholder value, the Company’s bid and proposal pipeline, demand for its products and services, including the Company’s alignment with today’s National Security requirements, ability to successfully compete in the tactical unmanned aerial system area and expected new customer awards, including the magnitude and timing of funding and the future opportunity associated with such awards, and expected contract awards related to the Company’s Skyborg Vanguard program, Golden Horde Vanguard program and other new tactical unmanned programs, performance of key contracts and programs, including the timing of production and demonstration related to certain of the Company’s contracts and product offerings, the impact of the Company’s restructuring efforts and cost reduction measures, including its ability to improve profitability and cash flow in certain business units as a result of these actions and to achieve financial leverage on fixed administrative costs, benefits to be realized from the Company’s net operating loss carry forwards, the availability and timing of government funding for the Company’s offerings, including the strength of the future funding environment, the short-term delays that may occur as a result of Continuing Resolutions or delays in DoD budget approvals, timing of LRIP and full rate production related to the Company’s unmanned aerial target system offerings, as well as the level of recurring revenues expected to be generated by these programs once they achieve full rate production, market and industry developments, and the current estimated impact of COVID-19 and employee absenteeism, supply chain disruptions, availability of an experienced skilled workforce, inflation and increased costs, and delays on our financial projections, industry, business and operations, including projected growth. Such statements are only predictions, and the Company’s actual results may differ materially from the results expressed or implied by these statements. 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 the Company undertakes no obligation to update or revise these statements, whether as a result of new information, future events or otherwise. Factors that may cause the Company’s results to differ include, but are not limited to: risks to our business and financial results related to the reductions and other spending constraints imposed on the U.S. Government and our other customers, including as a result of sequestration and extended continuing resolutions, the Federal budget deficit and Federal government shut-downs; risks of adverse regulatory action or litigation; risks associated with debt leverage and cost savings and cash flow improvements expected as a result of the refinancing of our Senior Notes; risks that our cost-cutting initiatives will not provide the anticipated benefits; risks that changes, cutbacks or delays in spending by the U.S. DoD may occur, which could cause delays or cancellations of key government contracts; risks of delays to or the cancellation of our projects as a result of protest actions submitted by our competitors; risks that changes may occur in Federal government (or other applicable) procurement laws, regulations, policies and budgets; risks of the availability of government funding for the Company’s products and services due to performance, cost growth, or other factors, changes in government and customer priorities and requirements (including cost-cutting initiatives, the potential deferral of awards, terminations or reduction of expenditures to respond to the priorities of Congress and the Administration, or budgetary cuts resulting from Congressional committee recommendations or automatic sequestration under the Budget Control Act of 2011, as amended); risks that the UAS and UGS markets do not experience significant growth; risks that products we have developed or will develop will become programs of record; risks that we cannot expand our customer base or that our products do not achieve broad acceptance which could impact our ability to achieve our anticipated level of growth; risks of increases in the Federal government initiatives related to in-sourcing; risks related to security breaches, including cyber security attacks and threats or other significant disruptions of our information systems, facilities and infrastructures; risks related to our compliance with applicable contracting and procurement laws, regulations and standards; risks related to the new DoD Cybersecurity Maturity Model Certification (CMMC); risks related to contract performance; risks related to failure of our products or services; risks associated with our subcontractors’ or suppliers’ failure to perform their contractual obligations, including the appearance of counterfeit or corrupt parts in our products; changes in the competitive environment (including as a result of bid protests); failure to successfully integrate acquired operations and competition in the marketplace, which could reduce revenues and profit margins; risks that potential future goodwill impairments will adversely affect our operating results; risks that anticipated tax benefits will not be realized in accordance with our expectations; risks that a change in ownership of our stock could cause further limitation to the future utilization of our net operating losses; risks that we may be required to record valuation allowances on our net operating losses which could adversely impact our profitability and financial condition; risks that the current economic environment will adversely impact our business; currently unforeseen risks associated with COVID-19 and risks related to natural disasters or severe weather. These and other risk factors are more fully discussed in the Company’s Annual Report on Form 10-K for the period ended December 26, 2021, and in our other filings made with the Securities and Exchange Commission.

Note Regarding Use of Non-GAAP Financial Measures and Other
Performance Metrics

This news release contains non-GAAP financial measures, including Adjusted earnings per share (computed using income from continuing operations before income taxes, excluding income (loss) from discontinued operations, excluding income (loss) attributable to non-controlling interest, excluding depreciation, amortization of intangible assets, amortization of capitalized contract and development costs, stock-based compensation expense, acquisition and restructuring related items and other, which includes, but is not limited to, legal related items and foreign transaction gains and losses, less the estimated impact to income taxes) and including Adjusted EBITDA (which includes net income (loss) attributable to noncontrolling interest and excludes, among other things, losses and gains from discontinued operations, acquisition and restructuring related items, stock compensation expense, foreign transaction gains and losses, and the associated margin rates). Additional non-GAAP financial measures include Free Cash Flow from Operations computed as Cash Flow from Operations less Capital Expenditures and Adjusted EBITDA related to our KUS and KGS businesses. Kratos believes this information is useful to investors because it provides a basis for measuring the Company’s available capital resources, the actual and forecasted operating performance of the Company’s business and the Company’s cash flow, excluding non-recurring items and non-cash items that would normally be included in the most directly comparable measures calculated and presented in accordance with GAAP. The Company’s management uses these non-GAAP financial measures, along with the most directly comparable GAAP financial measures, in evaluating the Company’s actual and forecasted operating performance, capital resources and cash flow. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP, and investors should carefully evaluate the Company’s financial results calculated in accordance with GAAP and reconciliations to those financial results. In addition, non-GAAP financial measures as reported by the Company may not be comparable to similarly titled amounts reported by other companies. As appropriate, the most directly comparable GAAP financial measures and information reconciling these non-GAAP financial measures to the Company’s financial results prepared in accordance with GAAP are included in this news release.

Another Performance Metric the Company believes is a key performance indicator in our industry is our Book to Bill Ratio as it provides investors with a measure of the amount of bookings or contract awards as compared to the amount of revenues that have been recorded during the period and provides an indicator of how much of the Company’s backlog is being burned or utilized in a certain period. The Book to Bill Ratio is computed as the number of bookings or contract awards in the period divided by the revenues recorded for the same period. The Company believes that the rolling or last twelve months’ Book to Bill Ratio is meaningful since the timing of quarter-to-quarter bookings can vary.

Press Contact:
Yolanda White
858-812-7302 Direct

Investor Information:
877-934-4687

investor@kratosdefense.com 

Kratos Defense & Security
Solutions, Inc.

 

 

Unaudited Condensed Consolidated
Statements of Operations

 

 

(in millions, except per share
data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

 

June 26,

 

June 27,

 

June 26,

 

June 27,

 

 

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service revenues

 

$

78.8

 

 

$

58.0

 

 

$

146.7

 

 

$

115.3

 

 

 

Product sales

 

 

145.4

 

 

 

147.1

 

 

 

273.7

 

 

 

284.0

 

 

 

Total revenues

 

 

224.2

 

 

 

205.1

 

 

 

420.4

 

 

 

399.3

 

 

 

Cost of service revenues

 

 

56.2

 

 

 

41.3

 

 

 

106.1

 

 

 

83.8

 

 

 

Cost of product sales

 

 

110.2

 

 

 

111.8

 

 

 

204.6

 

 

 

212.5

 

 

 

Total costs

 

 

166.4

 

 

 

153.1

 

 

 

310.7

 

 

 

296.3

 

 

 

Gross profit – service revenues

 

 

22.6

 

 

 

16.7

 

 

 

40.6

 

 

 

31.5

 

 

 

Gross profit – product sales

 

 

35.2

 

 

 

35.3

 

 

 

69.1

 

 

 

71.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     Total gross profit

 

 

57.8

 

 

 

52.0

 

 

 

109.7

 

 

 

103.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses

 

 

41.6

 

 

 

35.6

 

 

 

81.9

 

 

 

70.9

 

 

 

Acquisition and restructuring related items and other

 

 

6.0

 

 

 

0.3

 

 

 

6.6

 

 

 

0.5

 

 

 

Research and development expenses

 

 

9.2

 

 

 

10.2

 

 

 

18.4

 

 

 

18.2

 

 

 

Depreciation

 

 

1.3

 

 

 

1.4

 

 

 

2.6

 

 

 

2.6

 

 

 

Amortization of intangible assets

 

 

1.6

 

 

 

1.2

 

 

 

3.3

 

 

 

2.6

 

 

 

     Operating income (loss)

 

 

(1.9

)

 

 

3.3

 

 

 

(3.1

)

 

 

8.2

 

 

 

Interest expense, net

 

 

(2.9

)

 

 

(5.7

)

 

 

(8.8

)

 

 

(11.6

)

 

 

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

(13.0

)

 

 

 

 

 

Other income, net

 

 

 

 

 

 

 

 

0.1

 

 

 

0.2

 

 

 

Loss from continuing operations before income taxes

 

 

(4.8

)

 

 

(2.4

)

 

 

(24.8

)

 

 

(3.2

)

 

 

Provision (benefit) for income taxes from continuing operations

 

 

0.5

 

 

 

(3.6

)

 

 

(3.8

)

 

 

(6.3

)

 

 

Income (loss) from continuing operations

 

 

(5.3

)

 

 

1.2

 

 

 

(21.0

)

 

 

3.1

 

 

 

Income (loss) from discontinued operations, net of income taxes

 

 

0.9

 

 

 

(0.3

)

 

 

0.7

 

 

 

(0.3

)

 

 

     Net income (loss)

 

 

(4.4

)

 

 

0.9

 

 

 

(20.3

)

 

 

2.8

 

 

 

     Less: Net income (loss) attributable to noncontrolling interest

 

 

0.3

 

 

(0.2

)

 

 

0.3

 

 

 

(0.2

)

 

 

     Net income (loss) attributable to Kratos

 

$

(4.7

)

 

$

1.1

 

 

$

(20.6

)

 

$

3.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic income (loss) per common share attributable to Kratos:

 

 

 

 

 

 

 

 

 

 

     Income (loss) from continuing operations

 

$

(0.04

)

 

$

0.01

 

 

$

(0.17

)

 

$

0.02

 

 

 

     Income (loss) from discontinued operations

 

 

 

 

 

 

 

 

0.01

 

 

 

 

 

 

     Net income (loss)

 

 

(0.04

)

 

$

0.01

 

 

$

(0.16

)

 

$

0.02

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted income (loss) per common share attributable to Kratos:

 

 

 

 

 

 

 

 

 

 

     Income (loss) from continuing operations

 

$

(0.04

)

 

$

0.01

 

 

$

(0.17

)

 

$

0.02

 

 

 

     Income (loss) from discontinued operations

 

 

 

 

 

 

 

 

0.01

 

 

 

 

 

 

     Net income (loss)

 

$

(0.04

)

 

$

0.01

 

 

$

(0.16

)

 

$

0.02

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

     Basic weighted average common shares outstanding

 

 

126.4

 

 

 

124.7

 

 

 

126.2

 

 

 

124.4

 

 

 

     Diluted weighted average common shares outstanding

 

 

126.4

 

 

 

127.7

 

 

 

126.2

 

 

 

127.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA (1)

 

$

17.7

 

 

$

17.6

 

 

$

31.5

 

 

$

35.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unaudited Reconciliation of GAAP to Non-GAAP Measures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Note: (1) Adjusted EBITDA is a non-GAAP measure defined as GAAP net income (loss) attributable to Kratos adjusted for net income (loss)

 

 

 

 

attributable to noncontrolling interest, income (loss) from discontinued operations, net interest expense, provision (benefit) for income taxes, depreciation and

 

 

amortization expense of intangible assets, amortization of capitalized contract and development costs, stock-based compensation,

 

 

 

 

 

 

acquisition and restructuring related items and other, and foreign transaction gain (loss).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA as calculated by us may be calculated differently than Adjusted EBITDA for other companies. We have provided

 

 

 

 

 

 

Adjusted EBITDA because we believe it is a commonly used measure of financial performance in comparable companies and is provided to

 

 

 

 

help investors evaluate companies on a consistent basis, as well as to enhance understanding of our operating results. Adjusted EBITDA

 

 

 

 

should not be construed as either an alternative to net income or as an indicator of our operating performance or an alternative to cash flows

 

 

 

 

as a measure of liquidity. The adjustments to calculate this non-GAAP financial measure and the basis for such adjustments are outlined below.

 

 

 

 

Please refer to the following table below that reconciles GAAP net income (loss) to Adjusted EBITDA.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The adjustments to calculate this non-GAAP financial measure, and the basis for such adjustments, are outlined below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income and interest expense, net. The Company receives interest income on investments and incurs interest expense on loans, capital leases and

 

 

other financing arrangements, including the amortization of issue discounts and deferred financing costs. These amounts may vary from period to period

 

 

due to changes in cash and debt balances.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income taxes. The Company’s tax expense can fluctuate materially from period to period due to tax adjustments that may not be directly related to

 

 

 

 

underlying operating performance or to the current period of operations and may not necessarily reflect the impact of utilization of our NOLs.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation. The Company incurs depreciation expense (recorded in cost of revenues and in operating expenses) related to capital assets purchased,

 

 

 

 

leased or constructed to support the ongoing operations of the business. The assets are recorded at cost or fair value and are depreciated over the estimated

 

 

useful lives of individual assets.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of intangible assets. The Company incurs amortization of intangible expense related to acquisitions it has made. These intangible assets are

 

 

valued at the time of acquisition and are amortized over the estimated useful lives.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of capitalized contract and development
costs. 
The Company incurs amortization of previously capitalized software development and non-

 

 

 

recurring engineering costs related to certain targets in its Unmanned Systems and ballistic missile target businesses as these units are sold.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation expense. The Company incurs expense related to stock-based compensation included in its GAAP presentation of selling,

 

 

 

 

general and administrative expense. Although stock-based compensation is an expense of the Company and viewed as a form of compensation, these

 

 

 

 

expenses vary in amount from period to period, and are affected by market forces that are difficult to predict and are not within the control of management,

 

 

such as the market price and volatility of the Company’s shares, risk-free interest rates and the expected term and forfeiture rates of the awards.

 

 

 

 

Management believes that exclusion of these expenses allows comparison of operating results to those of other companies that disclose non-GAAP

 

 

 

 

financial measures that exclude stock-based compensation.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign transaction (gain) loss. The Company incurs transaction gains and losses related to transactions with foreign customers in currencies other than

 

 

 

the U.S. dollar. In addition, certain intercompany transactions can give rise to realized and unrealized foreign currency gains and losses.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition and transaction related items. The Company incurs transaction related costs, such as legal and accounting fees and other expenses, related to

 

 

acquisitions and divestiture activities. Management believes these items are outside the normal operations of the Company’s business and are not

 

 

 

 

indicative of ongoing operating results.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restructuring costs. The Company incurs restructuring costs for cost reduction actions which include employee termination costs,

 

 

 

 

 

 

facility shut-down related costs and remaining lease commitment costs for excess or exited facilities. Management believes that these costs are not

 

 

 

 

indicative of ongoing operating results as they are either non-recurring and/or not expected when full capacity and volumes are achieved.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Legal related items. The Company incurs costs related to pending legal settlements and other legal related matters. Management believes

 

 

 

 

these items are outside the normal operations of the Company’s business and are not indicative of ongoing operating results.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA is a non-GAAP financial measure and should not be considered in isolation or as a substitute for financial information provided in

 

 

 

 

accordance with GAAP. This non-GAAP financial measure may not be computed in the same manner as similarly titled measures used by other

 

 

 

 

companies. The Company expects to continue to incur expenses similar to the Adjusted EBITDA financial adjustments described above, and investors

 

 

 

 

should not infer from the Company’s presentation of this non-GAAP financial measure that these costs are unusual, infrequent, or non-recurring.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Net income (loss) attributable to Kratos to Adjusted EBITDA is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

 

June 26,

 

June 27,

 

June 26,

 

June 27,

 

 

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to Kratos

 

$

(4.7

)

 

$

1.1

 

 

$

(20.6

)

 

$

3.0

 

 

 

Loss (income) from discontinued operations, net of income taxes

 

 

(0.9

)

 

 

0.3

 

 

 

(0.7

)

 

 

0.3

 

 

 

Interest expense, net

 

 

2.9

 

 

 

5.7

 

 

 

8.8

 

 

 

11.6

 

 

 

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

13.0

 

 

 

 

 

 

Provision (benefit) for income taxes from continuing operations

 

 

0.5

 

 

 

(3.6

)

 

 

(3.8

)

 

 

(6.3

)

 

 

Depreciation (including cost of service revenues and product sales)

 

 

5.3

 

 

 

5.8

 

 

 

10.6

 

 

 

10.7

 

 

 

Stock-based compensation

 

 

6.3

 

 

 

6.6

 

 

 

13.3

 

 

 

12.8

 

 

 

Foreign transaction loss

 

 

0.1

 

 

 

0.1

 

 

 

0.1

 

 

 

0.2

 

 

 

Amortization of intangible assets

 

 

1.6

 

 

 

1.2

 

 

 

3.3

 

 

 

2.6

 

 

 

Amortization of capitalized contract and development costs

 

 

0.3

 

 

 

0.3

 

 

 

0.6

 

 

 

0.5

 

 

 

Acquisition and restructuring related items and other

 

 

6.0

 

 

 

0.3

 

 

 

6.6

 

 

 

0.5

 

 

 

Plus: Net income (loss) attributable to noncontrolling interest

 

 

0.3

 

 

 

(0.2

)

 

 

0.3

 

 

 

(0.2

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

17.7

 

 

$

17.6

 

 

$

31.5

 

 

$

35.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of acquisition and restructuring related items and other included in Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

 

June 26,

 

June 27,

 

June 26,

 

June 27,

 

 

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

 

 

Acquisition and transaction related items

 

$

0.1

 

 

$

0.1

 

 

$

0.4

 

 

$

0.3

 

 

 

Restructuring costs

 

 

0.2

 

 

 

0.2

 

 

 

0.3

 

 

 

0.2

 

 

 

Legal related items

 

 

5.7

 

 

 

 

 

 

5.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

6.0

 

 

$

0.3

 

 

$

6.6

 

 

$

0.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Kratos Defense & Security
Solutions, Inc.

 

 

Unaudited Segment Data

 

 

(in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

 

June 26,

 

June 27,

 

June 26,

 

June 27,

 

 

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

Unmanned Systems

 

$

56.4

 

 

$

60.3

 

 

$

109.0

 

 

$

116.2

 

 

 

Kratos Government Solutions

 

 

167.8

 

 

 

144.8

 

 

 

311.4

 

 

 

283.1

 

 

 

Total revenues

 

$

224.2

 

 

$

205.1

 

 

$

420.4

 

 

$

399.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

 

 

 

 

 

 

 

 

 

Unmanned Systems

 

$

(5.0

)

 

$

4.1

 

 

$

(4.5

)

 

$

8.3

 

 

 

Kratos Government Solutions

 

 

9.5

 

 

 

5.9

 

 

 

15.1

 

 

 

13.0

 

 

 

Unallocated corporate expense, net

 

 

(6.4

)

 

 

(6.7

)

 

 

(13.7

)

 

 

(13.1

)

 

 

Total operating income (loss)

 

$

(1.9

)

 

$

3.3

 

 

$

(3.1

)

 

$

8.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Note: Unallocated corporate expense, net includes costs for certain stock-based compensation programs (including stock-based compensation costs for stock options, employee stock purchase plan and restricted stock units), the effects of items not considered part of management’s evaluation of segment operating performance, and acquisition and restructuring related items, corporate costs not allocated to the segments, legal related items, and other miscellaneous corporate activities.

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Segment Operating Income (Loss) to Adjusted EBITDA is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

 

June 26,

 

June 27,

 

June 26,

 

June 27,

 

 

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

 

 

Unmanned Systems

 

 

 

 

 

 

 

 

 

 

   Operating income (loss)

 

$

(5.0

)

 

$

4.1

 

 

$

(4.5

)

 

$

8.3

 

 

 

   Other income

 

 

 

 

 

 

 

 

0.1

 

 

 

0.1

 

 

 

   Depreciation

 

 

1.7

 

 

 

2.2

 

 

 

3.3

 

 

 

3.8

 

 

 

   Amortization of intangible assets

 

 

0.2

 

 

 

0.3

 

 

 

0.5

 

 

 

0.6

 

 

 

   Amortization of capitalized contract and development costs

 

 

0.3

 

 

 

0.3

 

 

 

0.6

 

 

 

0.5

 

 

 

   Acquisition and restructuring related items and other

 

 

5.7

 

 

 

 

 

 

5.9

 

 

 

 

 

 

      Adjusted EBITDA

 

$

2.9

 

 

$

6.9

 

 

$

5.9

 

 

$

13.3

 

 

 

  % of revenue

 

 

5.1

%

 

 

11.4

%

 

 

5.4

%

 

 

11.4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Kratos Government Solutions

 

 

 

 

 

 

 

 

 

 

   Operating income

 

$

9.5

 

 

$

5.9

 

 

$

15.1

 

 

$

13.0

 

 

 

   Other income

 

 

0.1

 

 

 

0.1

 

 

 

0.1

 

 

 

0.3

 

 

 

   Depreciation

 

 

3.6

 

 

 

3.6

 

 

 

7.3

 

 

 

6.9

 

 

 

   Amortization of intangible assets

 

 

1.4

 

 

 

0.9

 

 

 

2.8

 

 

 

2.0

 

 

 

   Acquisition and restructuring related items and other

 

 

0.2

 

 

 

0.2

 

 

 

0.3

 

 

 

0.2

 

 

 

      Adjusted EBITDA

 

$

14.8

 

 

$

10.7

 

 

$

25.6

 

 

$

22.4

 

 

 

  % of revenue

 

 

8.8

%

 

 

7.4

%

 

 

8.2

%

 

 

7.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

     Total Adjusted EBITDA

 

$

17.7

 

 

$

17.6

 

 

$

31.5

 

 

$

35.7

 

 

 

  % of revenue

 

 

7.9

%

 

 

8.6

%

 

 

7.5

%

 

 

8.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Kratos Defense & Security
Solutions, Inc.

 

 

Unaudited Condensed Consolidated
Balance Sheets

 

 

(in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 26,

 

December 26,

 

 

 

 

 

 

 

 

 

2022

 

 

 

2021

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

$

142.4

 

 

$

349.4

 

 

 

Accounts receivable, net

 

 

 

 

 

 

315.0

 

 

 

284.7

 

 

 

Inventoried costs

 

 

 

 

 

 

118.2

 

 

 

91.7

 

 

 

Prepaid expenses

 

 

 

 

 

 

12.2

 

 

 

9.8

 

 

 

Other current assets

 

 

 

 

 

 

36.5

 

 

 

22.5

 

 

 

Total current assets

 

 

 

 

 

 

624.3

 

 

 

758.1

 

 

 

Property, plant and equipment, net

 

 

 

 

 

 

212.2

 

 

 

168.3

 

 

 

Operating lease right-of-use assets

 

 

 

 

 

 

38.1

 

 

 

38.5

 

 

 

Goodwill

 

 

 

 

 

 

551.9

 

 

 

493.9

 

 

 

Intangible assets, net

 

 

 

 

 

 

64.9

 

 

 

43.2

 

 

 

Other assets

 

 

 

 

 

 

91.9

 

 

 

87.5

 

 

 

Total assets

 

 

 

 

 

$

1,583.3

 

 

$

1,589.5

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

 

 

 

$

58.2

 

 

$

50.4

 

 

 

Accrued expenses

 

 

 

 

 

 

36.0

 

 

 

27.2

 

 

 

Accrued compensation

 

 

 

 

 

 

50.1

 

 

 

47.3

 

 

 

Accrued interest

 

 

 

 

 

 

0.3

 

 

 

1.5

 

 

 

Billings in excess of costs and earnings on uncompleted contracts

 

 

 

 

 

 

59.2

 

 

 

58.1

 

 

 

Current portion of operating lease liabilities

 

 

 

 

 

 

10.6

 

 

 

10.1

 

 

 

Other current liabilities

 

 

 

 

 

 

12.5

 

 

 

25.7

 

 

 

Other current liabilities of discontinued operations

 

 

 

 

 

 

0.9

 

 

 

0.8

 

 

 

Total current liabilities

 

 

 

 

 

 

227.8

 

 

 

221.1

 

 

 

Long-term debt

 

 

 

 

 

 

293.8

 

 

 

296.7

 

 

 

Operating lease liabilities, net of current portion

 

 

 

 

 

 

31.5

 

 

 

32.7

 

 

 

Other long-term liabilities

 

 

 

 

 

 

82.9

 

 

 

76.2

 

 

 

Other long-term liabilities of discontinued operations

 

 

 

 

 

 

1.4

 

 

 

2.5

 

 

 

Total liabilities

 

 

 

 

 

 

637.4

 

 

 

629.2

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

Redeemable noncontrolling interest

 

 

 

 

 

 

7.8

 

 

 

15.2

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

 

 

Additional paid-in capital

 

 

 

 

 

 

1,593.1

 

 

 

1,578.9

 

 

 

Accumulated other comprehensive loss

 

 

 

 

 

 

 

 

 

0.6

 

 

 

Accumulated deficit

 

 

 

 

 

 

(655.0

)

 

 

(634.4

)

 

 

Total Kratos stockholders’ equity

 

 

 

 

 

 

938.1

 

 

 

945.1

 

 

 

Total liabilities and stockholders’ equity

 

 

 

 

 

$

1,583.3

 

 

$

1,589.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Kratos Defense & Security
Solutions, Inc.

 

 

Unaudited Condensed Consolidated
Statements of Cash Flows

 

 

(in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

 

 

 

 

 

 

 

 

June 26,

 

June 27,

 

 

 

 

 

 

 

 

 

2022

 

 

 

2021

 

 

 

Operating activities:

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

 

 

 

 

$

(20.3

)

 

$

2.8

 

 

 

Less: income (loss) from discontinued operations

 

 

 

 

 

 

0.7

 

 

 

(0.3

)

 

 

Income (loss) from continuing operations

 

 

 

 

 

 

(21.0

)

 

 

3.1

 

 

 

Adjustments to reconcile income (loss) from continuing operations to net cash provided by (used in) operating activities from continuing operations:

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

 

 

 

 

13.9

 

 

 

13.3

 

 

 

Amortization of lease right-of-use assets

 

 

 

 

 

 

5.3

 

 

 

4.5

 

 

 

Deferred income taxes

 

 

 

 

 

 

0.4

 

 

 

(0.9

)

 

 

Stock-based compensation

 

 

 

 

 

 

13.3

 

 

 

12.8

 

 

 

Litigation related charges

 

 

 

 

 

 

5.5

 

 

 

 

 

 

Amortization of deferred financing costs

 

 

 

 

 

 

0.4

 

 

 

0.5

 

 

 

Loss on extinguishment of debt

 

 

 

 

 

 

13.0

 

 

 

 

 

 

Provision for (recovery of) doubtful accounts

 

 

 

 

 

 

 

 

 

(0.2

)

 

 

Changes in assets and liabilities, net of acquisitions:

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

 

 

 

 

0.3

 

 

 

15.5

 

 

 

Unbilled receivables

 

 

 

 

 

 

(15.3

)

 

 

(7.9

)

 

 

Inventoried costs

 

 

 

 

 

 

(25.8

)

 

 

(6.8

)

 

 

Prepaid expenses and other assets

 

 

 

 

 

 

(13.2

)

 

 

(2.2

)

 

 

Operating lease liabilities

 

 

 

 

 

 

(5.5

)

 

 

(4.5

)

 

 

Accounts payable

 

 

 

 

 

 

5.6

 

 

 

5.8

 

 

 

Accrued compensation

 

 

 

 

 

 

(1.3

)

 

 

(1.8

)

 

 

Accrued expenses

 

 

 

 

 

 

7.7

 

 

 

(7.5

)

 

 

Accrued interest

 

 

 

 

 

 

(1.1

)

 

 

 

 

 

Billings in excess of costs and earnings on uncompleted contracts

 

 

 

 

 

 

1.3

 

 

 

9.6

 

 

 

Income tax receivable and payable

 

 

 

 

 

 

(6.2

)

 

 

(6.1

)

 

 

Other liabilities

 

 

 

 

 

 

(6.8

)

 

 

(5.2

)

 

 

Net cash provided by (used in) operating activities from continuing operations

 

 

 

 

 

 

(29.5

)

 

 

22.0

 

 

 

Investing activities:

 

 

 

 

 

 

 

 

 

 

Cash paid for acquisitions, net of cash acquired

 

 

 

 

 

 

(131.9

)

 

 

(6.2

)

 

 

Capital expenditures

 

 

 

 

 

 

(21.9

)

 

 

(20.5

)

 

 

 Proceeds from sale of assets

 

 

 

 

 

 

0.1

 

 

 

 

 

 

Net cash used in investing activities from continuing operations

 

 

 

 

 

 

(153.7

)

 

 

(26.7

)

 

 

Financing activities:

 

 

 

 

 

 

 

 

 

 

Proceeds from the issuance of long-term debt

 

 

 

 

 

 

200.0

 

 

 

 

 

 

Repayment of debt

 

 

 

 

 

 

(309.8

)

 

 

 

 

 

Debt issuance costs

 

 

 

 

 

 

(3.2

)

 

 

 

 

 

Credit agreement borrowings

 

 

 

 

 

 

100.0

 

 

 

 

 

 

Payment under finance leases

 

 

 

 

 

 

(0.6

)

 

 

(0.4

)

 

 

Payments of employee taxes withheld from share-based awards

 

 

 

 

 

 

(11.5

)

 

 

(8.5

)

 

 

Proceeds from shares issued under equity plans

 

 

 

 

 

 

2.9

 

 

 

2.5

 

 

 

Net cash used in financing activities from continuing operations

 

 

 

 

 

 

(22.2

)

 

 

(6.4

)

 

 

Net cash flows from continuing operations

 

 

 

 

 

 

(205.4

)

 

 

(11.1

)

 

 

   Net operating cash flows of discontinued operations

 

 

 

 

 

 

(0.4

)

 

 

(0.8

)

 

 

Effect of exchange rate changes on cash and cash equivalents

 

 

 

 

 

 

(1.2

)

 

 

(0.3

)

 

 

Net decrease in cash, cash equivalents and restricted cash

 

 

 

 

 

 

(207.0

)

 

 

(12.2

)

 

 

Cash, cash equivalents and restricted cash at beginning of period

 

 

 

 

 

 

349.4

 

 

 

381.5

 

 

 

Cash, cash equivalents and restricted cash at end of period

 

 

 

 

 

$

142.4

 

 

$

369.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Kratos Defense & Security
Solutions, Inc.

 

 

Unaudited Non-GAAP Measures

 

 

Computation of Adjusted Earnings
Per Share

 

 

(in millions, except per share
data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted income from continuing operations and adjusted income from continuing operations per diluted common share (Adjusted EPS) are non-GAAP

 

 

 

 

measures for reporting financial performance and exclude the impact of certain items and, therefore, have not been calculated in accordance with GAAP. Management

 

 

believes that exclusion of these items assists in providing a more complete understanding of the Company’s underlying continuing operations results and trends and allows

 

for comparability with our peer company index and industry. The Company uses these measures along with the corresponding GAAP financial measures

 

 

 

to manage the Company’s business and to evaluate its performance compared to prior periods and the marketplace. The Company defines adjusted

 

 

 

 

income from continuing operations before amortization of intangible assets, depreciation, stock-based compensation, foreign transaction gain/loss, and

 

 

 

acquisition and restructuring related items and other. The estimated impact to income taxes includes the impact to the effective tax rate, current tax provision and

 

 

deferred tax provision, and excludes the impact of discrete items, including transaction related expenses and release of valuation allowance, or benefit related to the add-backs.*

 

Adjusted EPS reflects adjusted income on a per share basis using weighted average diluted shares outstanding.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table reconciles the most directly comparable GAAP financial measures to the non-GAAP financial measures.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

 

June 26,

 

June 27,

 

June 26,

 

June 27,

 

 

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

 

 

Net income (loss) attributable to Kratos

 

$

(4.7

)

 

$

1.1

 

 

$

(20.6

)

 

$

3.0

 

 

 

Less: GAAP provision (benefit) for income taxes

 

 

0.5

 

 

 

(3.6

)

 

 

(3.8

)

 

 

(6.3

)

 

 

Less: Net (income) loss attributable to noncontrolling interest

 

 

0.3

 

 

 

(0.2

)

 

 

0.3

 

 

 

(0.2

)

 

 

Less: Income (loss) from discontinued operations, net of income taxes

 

 

(0.9

)

 

 

0.3

 

 

 

(0.7

)

 

 

0.3

 

 

 

Loss from continuing operations before taxes

 

 

(4.8

)

 

 

(2.4

)

$

 

(24.8

)

 

 

(3.2

)

 

 

Add: Amortization of intangible assets

 

 

1.6

 

 

 

1.2

 

 

 

3.3

 

 

 

2.6

 

 

 

Add: Amortization of capitalized contract and development costs

 

 

0.3

 

 

 

0.3

 

 

 

0.6

 

 

 

0.5

 

 

 

Add: Depreciation

 

 

5.3

 

 

 

5.8

 

 

 

10.6

 

 

 

10.7

 

 

 

Add: Stock-based compensation

 

 

6.3

 

 

 

6.6

 

 

 

13.3

 

 

 

12.8

 

 

 

Add: Loss on extinguishment of debt

 

 

 

 

 

 

 

 

13.0

 

 

 

 

 

 

Add: Foreign transaction loss

 

 

0.1

 

 

 

0.1

 

 

 

0.1

 

 

 

0.2

 

 

 

Add: Acquisition and restructuring related items and other

 

 

6.0

 

 

 

0.3

 

 

 

6.6

 

 

 

0.5

 

 

 

   Non-GAAP Adjusted income from continuing
operations before income taxes

 

 

14.8

 

 

 

11.9

 

 

 

22.7

 

 

 

24.1

 

 

 

Income taxes on Non-GAAP measure Adjusted income from continuing operations*

 

 

5.4

 

 

 

4.3

 

 

 

8.2

 

 

 

8.8

 

 

 

   Non-GAAP Adjusted net income

 

$

9.4

 

 

$

7.6

 

 

$

14.5

 

 

$

15.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per common share

 

$

(0.04

)

 

$

0.01

 

 

$

(0.16

)

 

$

0.02

 

 

 

Less: GAAP provision (benefit) for income taxes

 

 

 

 

 

(0.03

)

 

 

(0.03

)

 

 

(0.05

)

 

 

Less: Net income (loss) attributable to noncontrolling interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Less: Loss (income) from discontinued operations, net of income taxes

 

 

 

 

 

 

 

 

(0.01

)

 

 

 

 

 

Add: Amortization of intangible assets

 

 

0.01

 

 

 

0.01

 

 

 

0.03

 

 

 

0.02

 

 

 

Add: Amortization of capitalized contract and development costs

 

 

 

 

 

 

 

 

 

 

 

0.01

 

 

 

Add: Depreciation

 

 

0.04

 

 

 

0.05

 

 

 

0.08

 

 

 

0.08

 

 

 

Add: Stock-based compensation

 

 

0.05

 

 

 

0.05

 

 

 

0.11

 

 

 

0.10

 

 

 

Add: Loss on extinguishment of debt

 

 

 

 

 

 

 

 

0.10

 

 

 

 

 

 

Add: Foreign transaction loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Add: Acquisition and restructuring related items and other

 

 

0.05

 

 

 

 

 

 

0.05

 

 

 

0.01

 

 

 

Income taxes on Non-GAAP measure Adjusted income from continuing operations*

 

 

(0.04

)

 

 

(0.03

)

 

 

(0.06

)

 

 

(0.07

)

 

 

Adjusted income from continuing operations per diluted
common share

 

$

0.07

 

 

$

0.06

 

 

$

0.11

 

 

$

0.12

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average diluted common shares outstanding

 

 

126.4

 

 

 

127.7

 

 

 

126.2

 

 

 

127.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*The impact to income taxes is calculated by recasting income before income taxes to include the add-backs involved in determining Adjusted income from continuing

 

operations before income taxes and recalculating the income tax provision (benefit), including current and deferred income taxes, using the Adjusted income from continuing

operations before income taxes. The recalculation also adjusts for any discrete tax expense, including transaction related expenses and the release of valuation allowance, or

benefit related to the add-backs.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Primary Logo

Source: Kratos Defense & Security Solutions, Inc.

 



Release – Motorsport Games to Participate in the Cannacord Genuity 42nd Annual Growth Conference



Motorsport Games to Participate in the Cannacord Genuity 42nd Annual Growth Conference

Research, News, and Market Data on Motorsport Games

MIAMI, Aug. 04, 2022 (GLOBE NEWSWIRE) — Motorsport Games Inc. (NASDAQ: MSGM) (“Motorsport Games”), a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world, today announced that management will participate in the Cannacord Genuity 42nd Annual Growth Conference on Thursday, August 11, 2022.

Dmitry Kozko, Chief Executive Officer of Motorsport Games, will present at 2:00 p.m. ET on August 11. Participants may access a live webcast of the presentation on the Motorsport Games Investor Relations site at https://ir.motorsportgames.com/ under “News & Events.” A replay will be archived online for one year.

About Motorsport Games:

Motorsport Games, a Motorsport Network company, is a leading racing game developer, publisher and esports ecosystem provider of official motorsport racing series throughout the world. Motorsport Games combines innovative and engaging video games with exciting esports competitions and content for racing fans and gamers around the globe. The Company is the officially licensed video game developer and publisher for iconic motorsport racing series across PC, PlayStation, Xbox, Nintendo Switch and mobile, including NASCAR, INDYCAR, 24 Hours of Le Mans and the British Touring Car Championship (“BTCC”). Motorsport Games is an award-winning esports partner of choice for 24 Hours of Le Mans, Formula E, BTCC, the FIA World Rallycross Championship and the eNASCAR Heat Pro League, among others. For more information about Motorsport Games visit: www.motorsportgames.com.

Website and Social Media Disclosure:

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

Websites

Social Media

motorsportgames.com

Twitter: @msportgames &
@
traxiongg

traxion.gg

Instagram: msportgames & traxiongg

motorsport.com

Facebook: Motorsport Games & traxiongg

 

LinkedIn: Motorsport Games

 

Twitch: traxiongg

 

Reddit: traxiongg

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

Investors:

investors@motorsportgames.com

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/cc1b965d-b8ea-4765-a2a9-000448983826

 


Entravision Communications (EVC) – Demonstrating Good Operating Momentum

Thursday, August 04, 2022

Entravision Communications (EVC)
Demonstrating Good Operating Momentum

Entravision Communications Corporation is a diversified Spanish-language media company utilizing a combination of television and radio operations to reach Hispanic consumers across the United States, as well as the border markets of Mexico. Entravision owns and/or operates 53 primary television stations and is the largest affiliate group of both the top-ranked Univision television network and Univision’s TeleFutura network, with television stations in 20 of the nation’s top 50 Hispanic markets. The Company also operates one of the nation’s largest groups of primarily Spanish-language radio stations, consisting of 48 owned and operated radio stations.

Michael Kupinski, Director of Research, Noble Capital Markets, Inc.

Patrick McCann, Research Associate, Noble Capital Markets, Inc.

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

A solid Q2. The company met our upwardly revised Q2 expectations with strong 24% revenue growth and 26% adj. EBITDA growth. The adj. EBITDA growth was notable given that it was achieved in spite of the absence of $5.4 million in revenue from three TV station affiliations that it no longer has. 

Digital continues its impressive growth. Digital revenues increased a strong 35% in Q2. While the company is comping against its previous acquisitions, it is expecting to reflect favorable double digit revenue growth. Management indicated that Digital is pacing up 24% in Q3, well above industry averages near 8%. …

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

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

Release – Seanergy Maritime Reports Record Financial Results for the Second Quarter and Six Months Ended June 30, 2022 and Declares Dividend of $0.025 Per Share



Seanergy Maritime Reports Record Financial Results for the Second Quarter and Six Months Ended June 30, 2022 and Declares Dividend of $0.025 Per Share

Research, News, and Market Data on Seanergy Maritime

August 04, 2022 09:00 ET | Source: Seanergy
Maritime Holdings Corp.

Highlights of the Second Quarter of 2022:

  • Net
    revenues: $32.8 million in Q2 2022, as compared to $27.8 million in Q2
    2021, up 18%
  • Net
    Income: $5.9 million in Q2 2022, as compared to $2.0 million in Q2 2021,
    up 203%
  • Adjusted
    Net Income
    1: $7.1million in Q2 2022, as compared to
    $2.5 million in Q2 2021, up 187%
  • EBITDA1:
    $16.1 million in Q2 2022, as compared to $10.8 million in Q2 2021, up 50%
  • Adjusted
    EBITDA
    1: $17.3 million in Q2 2022, as compared to
    $11.3 million in Q2 2021, up 53%
  • Earnings
    per share (“EPS”) (basic & diluted): $0.03
  • Adjusted
    EPS
    1 (basic & diluted): $0.04

Highlights
of First Six Months of 2022:

  • Net
    revenues: $62.5 million in 6M 2022, as compared to $48.2 million in 6M
    2021, up 30%
  • Net
    Income: $9.6 million in 6M 2022, as compared to $0.6 million in 6M 2021,
    up 1,401%
  • Adjusted
    Net Income
    1: $14.8 million in 6M 2022, as compared to
    $2.6 million in 6M 2021, up 476%
  • EBITDA1:
    $28.9 million in 6M 2022, as compared to $17.3 million in 6M 2021, up 67%
  • Adjusted
    EBITDA
    1: $34.1 million in 6M 2022, as compared to
    $19.2 million in 6M 2021, up 77%
  • Earnings
    per share (“EPS”) (basic & diluted): $0.06 & $0.05, respectively
  • Adjusted
    EPS
    1 (basic & diluted): $0.09 &
    $0.08, respectively

First
Half of 2022 and Other Developments:

  • Spin-off
    of United Maritime Corporation (“United”) and distribution of United’s
    common shares to Seanergy’s shareholders
  • Quarterly
    dividend of $0.025 per share for Q2 2022, payable on or about October 11,
    2022 to all common shareholders of record as of September 25, 2022
  • Total
    cash dividends of $0.10 per common share to the Company’s shareholders in
    2022 to date plus the distribution of United’s shares
  • Additional
    repurchase plan of up to $5.0 million, on top of the $26.7 million
    buybacks completed in Q4 2021 / Q1 2022
  • Delivery
    of the recently acquired Capesize vessel and commencement of period
    employment
  • New
    financing and refinancing transactions totaling $80.3 million with
    improved pricing and overall loan terms
  • $28.0
    million commitment letter from a prominent European lender for the
    refinancing of the last balloon remaining for 2022
  • No
    remaining loan maturities until Q4 2023

1 Adjusted EPS, Adjusted Net Income, EBITDA and Adjusted EBITDA are non-GAAP measures. Please see the reconciliation below of Adjusted EPS, Adjusted Net Income, EBITDA and Adjusted EBITDA to net income, the most directly comparable U.S. GAAP measure.

ATHENS, Greece, Aug. 04, 2022 (GLOBE NEWSWIRE) — Seanergy Maritime Holdings Corp. (“Seanergy” or the “Company”) (NASDAQ: 
SHIP), announced today its financial results for the second quarter and six months ended June 30, 2022. The Company also declared a quarterly dividend of $0.025 per common share for the second quarter of 2022.

For the quarter ended June 30, 2022, the Company generated Net Revenues of $32.8 million, a 18% increase compared to the second quarter of 2021. Adjusted EBITDA for the quarter was $17.3 million, a 53% increase compared to $11.3 million in the same period of 2021. Net Income and Adjusted Net Income for the quarter were $5.9 million and $7.1 million a 203% and 187% increase respectively, compared to Net Income of $2.0 million and Adjusted Net Income of $2.5 million in the second quarter of 2021. The daily Time Charter Equivalent (“TCE rate”1) of the fleet for the second quarter of 2022 was $23,251, marking a 16% increase compared to $20,095 for the same period of 2021.

For the six-month period ended June 30, 2022, Net Revenues were $62.5 million, increased by 30% when compared to $48.2 million in same period of 2021. Adjusted EBITDA for the first six months of 2022 was $34.1 million, a 77% increase compared to $19.2 million in the same period of 2021. The daily TCE of the fleet for the first six months of 2022 was $21,207 compared to $18,327 in the first six months of 2021. The average daily OPEX was $6,510 compared to $5,766 of the respective period of 2021.

Cash, cash-equivalents and restricted cash, as of June 30, 2022, stood at $41.4 million. Shareholders’ equity at the end of the second quarter was $233.7 million. Long-term debt (senior loans, convertible note and other financial liabilities) net of deferred charges stood at $257.6 million, while the book value of our fleet stood at $455.0 million.

1 TCE rate is a non-GAAP measure. Please see the reconciliation below of TCE rate to net revenues from vessels, the most directly comparable U.S. GAAP measure.

Stamatis
Tsantanis, the Company’s Chairman & Chief Executive Officer, stated:

“Seanergy reported record financial results for the second quarter and the first half of the year. Based on the sustained profitability of Seanergy, we are declaring a quarterly dividend of $0.025 per share for Q2 2022, which represents approximately 63% of our adjusted net income for the period. Over the last three quarters, we will have distributed approximately $18.0 million or $0.10 per share to our shareholders.

“Concerning our results for the second quarter of 2022, our daily TCE was $23,251, marking an increase of 16% compared to the TCE of the second quarter of 2021. The TCE for the first 6 months of 2022 was $21,207 per day as compared to a daily TCE of approximately $18,327 in the first half of 2021. Most importantly, the TCE of our fleet outperformed the Baltic Capesize Index (“BCI”) average in the first six months of 2022 by 17%. Our guidance for the third quarter is $23,650 per day.

“Adjusted EBITDA for the second quarter and first half of 2022 was $17.3 million and $34.1 million, respectively, marking a 53% and a 77% increase versus the respective periods of 2021. Net income for the quarter was approximately $5.9 million, while that of the first half was $9.6 million.

“We also recently completed the spin-off of United, which commenced trading on the NASDAQ Capital Market on July 6, 2022, under the ticker “USEA”. The distribution of all of United’s common shares to our shareholders represents a significant return of value.

“Lastly, concerning our shareholder rewards plan, following the successful execution of two buyback plans of shares and equity-linked instruments totaling $26.7 million, our Board of Directors authorized an additional share repurchase plan of $5 million. Including the aforementioned dividend payments, a total of $44.7 million of the Company’s cash has been allocated to activities which directly reward our shareholders since the fourth quarter of 2021.

“In the second quarter, we concluded the acquisition of another quality Japanese Capesize vessel, replacing the M/V Gloriuship that was spun out to United. The new acquisition, renamed M/V Honorship, was delivered to us in June and immediately commenced its period employment for approximately 2 years with NYK Line.

“On the financing front, in 2022 to-date, we have successfully concluded new financings and refinancings of $80.3 million while obtaining a commitment letter from a prominent European lender for the last remaining loan maturity in 2022. In addition to the replacement of legacy debt at considerably improved terms, one of our new facilities includes a significant sustainability-linked element. This is aligned with our intention to incorporate our ESG agenda in every aspect of our corporation.

“Concerning our fleet developments, we have now successfully completed installations of ballast water treatment systems on 100% of our fleet and have upgraded various vessels by installing Energy Saving Devices. In most cases, these projects are accompanied by agreements with our charterers to increase the daily hire rate, reflecting the improved performance of the underlying vessels, as well as to extend the respective time-charter periods. As a result, we believe our fleet is optimally positioned commercially and operationally.

“Looking ahead, considering the favorable demand and vessel-supply fundamentals of our sector, we are optimistic about the prospects of the Capesize market for the coming years.”

Company
Fleet:

Vessel
Name

Capacity (DWT)

Year Built

Yard

Scrubber Fitted

Employment Type

FFA conversion option(18)

Minimum T/C expiration

Maximum T/C expiration(19)

Patriotship

181,709

2010

Imabari

Yes

T/C – fixed rate(1)

06/2022

12/2022

Dukeship

181,453

2010

Sasebo

T/C Index Linked(2)

Yes

01/2022

06/2023

Worldship

181,415

2012

Koyo – Imabari

Yes

T/C – fixed rate(3)

09/2022

01/2023

Hellasship

181,325

2012

Imabari

T/C Index Linked(4)

12/2023

04/2024

Honorship

180,242

2010

Imabari

T/C Index Linked(5)

Yes

02/2024

06/2024

Fellowship

179,701

2010

Daewoo

T/C Index Linked(6)

Yes

06/2024

10/2024

Championship

179,238

2011

Sungdong SB

Yes

T/C Index Linked(7)

Yes

11/2023

11/2023

Partnership

179,213

2012

Hyundai

Yes

T/C Index Linked(8)

Yes

10/2022

11/2023

Knightship

178,978

2010

Hyundai

Yes

T/C Index Linked(9)

05/2023

11/2023

Lordship

178,838

2010

Hyundai

Yes

T/C Index Linked(10)

Yes

05/2022

09/2022

Goodship

177,536

2005

Mitsui

T/C Index Linked(11)

Yes

08/2022

11/2022

Friendship

176,952

2009

Namura

T/C Index Linked(12)

12/2023

03/2024

Tradership

176,925

2006

Namura

T/C Index Linked(13)

Yes

06/2023

10/2023

Flagship

176,387

2013

Mitsui

T/C Index Linked(14)

Yes

05/2026

05/2026

Geniuship

170,057

2010

Sungdong SB

T/C Index Linked(15)

Yes

01/2023

05/2023

Premiership

170,024

2010

Sungdong SB

Yes

T/C Index Linked(16)

11/2022

05/2023

Squireship

170,018

2010

Sungdong SB

Yes

T/C Index Linked(17)

12/2022

06/2023

Total/Average age

3,020,012

12.1

 

 

 

 

 

 

 

(1)

Chartered by a European cargo operator and delivered to the charterer on June 7, 2021 for a period of about 12 to about 18 months. The daily charter hire is fixed at $31,000.

 

 

(2)

Chartered by NYK and delivered to the charterer on December 1, 2021 for a period of about 13 to about 18 months. The daily charter hire is based on the BCI.

 

 

(3)

Chartered by a U.S. commodity trading company and delivered to the charterer on September 2, 2021 for a period of about 12 to about 16 months. The daily charter hire is fixed at $31,750.

 

 

(4)

Chartered by NYK and delivered to the charterer on May 10, 2021 for an initial period of minimum 11 to maximum 15 months, which was further extended until minimum December 2023 to maximum March 2024. The daily charter hire is based on the BCI.

 

 

(5)

Chartered by NYK and delivered to the charterer on June 30, 2022 for a period of about 20 to about 24 months. The daily charter hire is based on the BCI.

 

 

(6)

Chartered by Anglo American, a leading global mining company, and delivered to the charterer on June 18, 2021 for an initial period of minimum 12 to about 15 months, which was further extended for a period of minimum 20 to about 24 months starting as of October 2022. The daily charter hire is based on the BCI.

 

 

(7)

Chartered by Cargill and delivered to the charterer on November 7, 2018 for a period of employment of 60 months, with an additional period of about 16 to about 18 months. The daily charter hire is based on the BCI plus a net daily scrubber premium of $1,740.

 

 

(8)

Chartered by a major European utility and energy company and delivered to the charterer on September 11, 2019 for an initial period of minimum 33 to maximum 37, ending in October 2022. Pursuant to a charterer’s option the time-charter (“T/C”) was extended for a further 11 to 13 months. According to the terms of the agreement, the charterer has an additional 11 to 13 months optional period. The daily charter hire is based on the BCI.

 

 

(9)

Chartered by Glencore and delivered to the charterer on May 15, 2020 for a period of about 36 to about 42 months with two optional periods of 11 to 13 months. The daily charter hire is based on the BCI.

 

 

(10)

Chartered by a major European utility and energy company and delivered on August 4, 2019 for a period of minimum 33 to maximum 37 months with an optional period of about 11 to maximum 13 months. The daily charter hire is based on the BCI.

 

 

(11)

Chartered by an international commodities trader and delivered to the charterer on November 12, 2021 for a period of about 9 to about 12 months. The daily charter hire is based on the BCI.

 

 

(12)

Chartered by NYK and delivered to the charterer on July 29, 2021 for an initial period of minimum 17 to maximum 24 months, which was extended until minimum December 2023 to maximum March 2024. The daily charter hire is based on the BCI.

 

 

(13)

Chartered by a major European operator and delivered to the charterer on July 26, 2022 for a period of about 11 to about 15 months. The daily charter hire is based on the BCI.

 

 

(14)

Chartered by Cargill. The vessel was delivered to the charterer on May 10, 2021 for a period of 60 months. The daily charter hire is based at a premium over the BCI minus $1,325 per day.

 

 

(15)

Chartered by NYK and delivered to the charterer on February 6, 2022 for a period of about 11 to about 15. The daily charter hire is based on the BCI.

 

 

(16)

 Chartered by Glencore and delivered to the charterer on November 29, 2019 for a period of minimum 36 to maximum 42 months with two optional periods of minimum 11 to maximum 13 months. The daily charter hire is based on the BCI plus a net daily scrubber premium of $2,055.

 

 

(17)

 Chartered by Glencore and delivered to the charterer on December 19, 2019 for a period of minimum 36 to maximum 42 months with two optional periods of minimum 11 to maximum 13 months. The daily charter hire is based on the BCI plus a net daily scrubber premium of $2,055.

 

 

(18)

The Company has the option to convert the index-linked rate to a fixed one for a period ranging between 2 and 12 months, based on the prevailing Capesize FFA Rate for the selected period.

 

 

(19)

The latest redelivery date does not include any additional optional period.


Fleet Data:

(U.S. Dollars in thousands)

 

Q2 2022

Q2 2021

6M 2022

6M 2021

Ownership days (1)

 

1,551

 

1,164

 

3,081

 

2,155

Operating days (2)

 

1,341

 

1,122

 

2,823

 

2,055

Fleet utilization (3)

 

86.5%

 

96.4%

 

91.6%

 

95.4%

TCE rate (4)

$23,251

$20,095

$21,207

$18,327

Daily Vessel Operating Expenses (5)

$6,575

$5,908

$6,510

$5,766

 

(1)

Ownership days are the total number of calendar days in a period during which the vessels in a fleet have been owned or chartered in. Ownership days are an indicator of the size of the Company’s fleet over a period and affect both the amount of revenues and the amount of expenses that the Company recorded during a period.

 

 

(2)

Operating days are the number of available days in a period less the aggregate number of days that the vessels are off-hire due to unforeseen circumstances. Operating days includes the days that our vessels are in ballast voyages without having finalized agreements for their next employment.

 

 

(3)

Fleet utilization is the percentage of time that the vessels are generating revenue and is determined by dividing operating days by ownership days for the relevant period.

 

 

(4)

TCE rate is defined as the Company’s net revenue less voyage expenses during a period divided by the number of the Company’s operating days during the period. Voyage expenses include port charges, bunker (fuel oil and diesel oil) expenses, canal charges and other commissions. The Company includes the TCE rate, a non-GAAP measure, as it believes it provides additional meaningful information in conjunction with net revenues from vessels, the most directly comparable U.S. GAAP measure, and because it assists the Company’s management in making decisions regarding the deployment and use of our vessels and because the Company believes that it provides useful information to investors regarding our financial performance. The Company’s calculation of TCE rate may not be comparable to that reported by other companies. The following table reconciles the Company’s net revenues from vessels to the TCE rate.

 

(In thousands of U.S. Dollars,
except operating days and TCE rate)

 

Q2 2022

Q2 2021

6M 2022

6M 2021

Net revenues from vessels

 

32,847

 

27,832

 

62,513

 

48,230

Less: Voyage expenses

 

1,667

 

5,285

 

2,646

 

10,567

Time charter equivalent revenues

 

31,180

 

22,547

 

59,867

 

37,663

Operating
days

 

1,341

 

1,122

 

2,823

 

2,055

TCE rate

$23,251

$20,095

$21,207

$18,327

 

(5)

Vessel operating expenses include crew costs, provisions, deck and engine stores, lubricants, insurance, maintenance and repairs. Daily Vessel Operating Expenses are calculated by dividing vessel operating expenses, excluding pre delivery costs, by ownership days for the relevant time periods. The Company’s calculation of daily vessel operating expenses may not be comparable to that reported by other companies. The following table reconciles the Company’s vessel operating expenses to daily vessel operating expenses.

 

(In thousands of U.S. Dollars,
except ownership days and Daily Vessel Operating Expenses)

 

Q2 2022

Q2 2021

6M 2022

6M 2021

Vessel operating expenses

 

10,529

 

8,879

 

20,441

 

14,428

Less: Pre-delivery expenses

 

331

 

2,002

 

384

 

2,002

Vessel operating expenses before pre-delivery expenses

 

10,198

 

6,877

 

20,057

 

12,426

Ownership
days

 

1,551

 

1,164

 

3,081

 

2,155

Daily Vessel Operating Expenses

$6,575

$5,908

$6,510

$5,766


Net Income to EBITDA and Adjusted
EBITDA Reconciliation:

(In thousands of U.S. Dollars)

 

Q2 2022

 

Q2 2021

6M 2022

 

6M 2021

Net income

5,935

 

1,961

9,606

 

640

Add: Net interest and finance cost

3,163

 

4,277

6,013

 

8,307

Add: Depreciation and amortization

7,034

 

4,520

13,299

 

8,337

Add: Taxes

(28

)

(28

)

EBITDA

16,104

 

10,758

28,890

 

17,284

Add: Stock based compensation

1,163

 

528

3,842

 

1,931

Add: Loss on extinguishment of debt

6

 

1,285

 

Less: Loss on forward freight agreements, net

36

 

72

 

Adjusted EBITDA

17,309

 

11,286

34,089

 

19,215

Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) represents the sum of net income / (loss), net interest and finance costs, depreciation and amortization and, if any, income taxes during a period. EBITDA is not a recognized measurement under U.S. GAAP. Adjusted EBITDA represents EBITDA adjusted to exclude stock-based compensation, loss on forward freight agreements, net, and loss on extinguishment of debt, which the Company believes are not indicative of the ongoing performance of its core operations.

EBITDA and adjusted EBITDA are presented as we believe that these measures are useful to investors as a widely used means of evaluating operating profitability. EBITDA and adjusted EBITDA as presented here may not be comparable to similarly titled measures presented by other companies. These non-GAAP measures should not be considered in isolation from, as a substitute for, or superior to, financial measures prepared in accordance with U.S. GAAP.

Adjusted
Net income Reconciliation and calculation of Adjusted Net Income Per Share

(In thousands of U.S. Dollars)

 

Q2 2022

Q2 2021

6M 2022

6M 2021

Net income

5,935

1,961

9,606

640

Add: Stock based compensation

1,163

528

3,842

1,931

Add: Loss on extinguishment of debt

6

1,285

Less: Loss on forward freight agreements, net

36

72

Adjusted net income

7,140

2,489

14,805

2,571

Adjusted net income per common share, basic

0.04

0.02

0.09

0.02

Adjusted net income per common share, diluted

0.04

0.02

0.08

0.02

Weighted average number of common shares outstanding, basic

172,559,248

160,171,874

172,437,211

137,590,311

Weighted average number of common shares outstanding, diluted

177,368,289

165,864,695

178,074,877

143,292,880

To derive Adjusted Net Income/(Loss) and Adjusted Earnings/(Loss) Per Share from Net Income/(Loss), we exclude non-cash items, as provided in the table above. We believe that Adjusted Net Income/(Loss) and Adjusted Earnings/(Loss) Per Share assist our management and investors by increasing the comparability of our performance from period to period since each such measure eliminates the effects of such non-cash items as gain/(loss) on extinguishment of debt and other items which may vary from year to year, for reasons unrelated to overall operating performance. In addition, we believe that the presentation of the respective measure provides investors with supplemental data relating to our results of operations, and therefore, with a more complete understanding of factors affecting our business than with GAAP measures alone. Our method of computing Adjusted Net Income/(Loss) and Adjusted Earnings/(Loss) Per Share may not necessarily be comparable to other similarly titled captions of other companies due to differences in methods of calculation.

Interest
and Finance Costs to Cash Interest and Finance Costs Reconciliation:

(In thousands of U.S. Dollars)

 

Q2 2022

Q2 2021

6M 2022

6M 2021

Interest and finance costs, net

(3,163

)

(4,277

)

(6,013

)

(8,307

)

Add: Amortization of deferred finance charges and other discounts

617

 

1,068

 

1,275

 

1,876

 

Add: Amortization of convertible note beneficial conversion feature

 

680

 

 

1,238

 

Cash interest and finance costs

(2,546

)

(2,529

)

(4,738

)

(5,193

)


Third Quarter 2022 TCE Guidance:

As of the date hereof, approximately 62% of the Company fleet’s expected operating days in the third quarter of 2022 have been fixed at an estimated TCE of approximately $26,600. Assuming that for the remaining operating days of our index-linked T/Cs, the respective vessels’ TCE will be equal to the average Forward Freight Agreement (“FFA”) rate of $19,865 per day (based on the FFA curve of August 1, 2022), our estimated TCE for the third quarter of 2022 will be approximately $23,6501. Our TCE guidance for the third quarter of 2022 includes certain conversions (three vessels) of index-linked charters to fixed, which were concluded in previous quarters as part of our freight hedging strategy. The following table provides the break-down:

 

Operating Days

TCE

TCE – fixed rate (index-linked conversion)

281

$33,839

TCE – fixed rate

183

$29,992

TCE – index-linked unhedged

1,102

$19,998

Total / Average

1,566

$23,650

1 This guidance is based on certain assumptions and there can be no assurance that these TCE estimates, or projected utilization will be realized. TCE estimates include certain floating (index) to fixed rate conversions concluded in previous periods. For vessels on index-linked T/Cs, the TCE realized will vary with the underlying index, and for the purposes of this guidance, the TCE assumed for the remaining operating days of the quarter for an index-linked T/C is equal to the average FFA rate of $19,865. Spot estimates are provided using the load-to-discharge method of accounting. Over the duration of the voyage (discharge-to-discharge) there is no difference in the total revenues and costs to be recognized. The rates quoted are for days currently contracted. Increased ballast days at the end of the quarter will reduce the additional revenues that can be booked based on the accounting cut-offs and therefore the resulting TCE will be reduced accordingly.

Second
Quarter and Recent Developments:

Dividend Distribution and
Declaration of Q2 Dividend

On July 14, 2022, the Company paid the previously-announced quarterly dividend of $0.025 per share, for the first quarter of 2022. Committed to its dividend strategy, the Company also declared a cash dividend of $0.025 per share for the second quarter of 2022 payable on or about October 11, 2022 to the shareholders of record as of September 25, 2022.

Additional Share Buyback Plan

In June 2022, the Board of Directors of the Company authorized an additional share repurchase plan, under which the Company may repurchase up to $5.0 million of its outstanding common shares, convertible note or warrants. Since the fourth quarter of 2021 to date, the Company has repurchased $26.7 million of outstanding common shares, convertible notes and warrants reducing its financial leverage and preventing a potential dilution.

Vessel acquisitions and commercial
updates

M/V
Honorship

In June 2022, the Company took delivery of the 180,242 dwt Capesize bulk carrier, built in 2010 in Japan, which was renamed M/V Honorship. The M/V Honorship was fixed on a time charter with NYK Line, a leading Japanese shipping company and existing charterer of the Company. The T/C commenced on June 30, 2022 and will have a term of about 20 to about 24 months. The gross daily rate of the T/C is based at a premium over the BCI.

M/V
Partnership

Following the completion of her recent drydock, the charterer agreed to exercise the optional period extending the T/C until October 2022 at a higher rate based at a premium over the BCI and at an increased scrubber profit sharing scheme. In addition, the T/C provides for one more optional extension period of 11-13 months at charterer’s option.

Financing Updates

During the first half of 2022, the Company has successfully concluded new financings and refinancings of $80.3 million, out of which $59.0 million were concluded in the second quarter of 2022. Furthermore, the Company has received a commitment letter for a loan facility of up to $28.0 million, which will be concluded within Q3 2022.

Piraeus
Bank S.A

On June 22, 2022, the Company entered into an up to $38.0 million sustainability-linked loan facility to (i) refinance the existing facility of $14.9 million secured by the M/V Worldship and (ii) partially fund the acquisition cost of the M/V Honorship. The facility has a term of five years while the interest rate is 3.0% plus LIBOR per annum and can be further reduced based on certain emission reduction thresholds.

Alpha
Bank S.A.

On June 21, 2022, the Company entered into a credit facility for an amount of up to $21.0 million secured by the M/V Dukeship. The facility has a term of four years and the interest rate is 2.95% plus SOFR per annum.

Danish
Ship Finance Commitment Letter

In July 2022, the Company obtained a commitment letter from Danish Ship Finance A/S for a loan facility of up to $28.0 million, in order to refinance an existing facility of $24.8 million secured by the M/Vs Premiership & Fellowship. The interest rate will be 2.5% plus SOFR per annum and the term of the loan will be five years. The facility will be repaid through six quarterly instalments of $1.6 million followed by 14 quarterly instalments of $1.04 million and a balloon of $4.1 million payable together with the last instalment. The existing facility that is intended to be refinanced includes a balloon payment of $23.6 million to be paid during the fourth quarter of 2022. The transaction is subject to completion of definitive documentation.

Spin-Off and distribution of
United’s shares

In July 2022, the Company completed the spin-off of its wholly-owned subsidiary, United Maritime Corporation which commenced trading on the Nasdaq Capital Market on July 6, 2022 under the symbol “USEA”. The Company’s shareholders on record as of June 28, 2022, received one United common share for every 118 Seanergy common shares. Following the spin-off, the M/V Gloriuship was substituted by the younger M/V Honorship, positively affecting the Company’s average fleet and overall operating margin.

Nasdaq Notice

The Company received written notification from The Nasdaq Stock Market (“Nasdaq”) dated August 1, 2022, indicating that because the closing bid price of the Company’s common stock for 30 consecutive business days, from June 16, 2022, to July 29, 2022, was below the minimum $1.00 per share bid price requirement for continued listing on the Nasdaq Capital Market, the Company is not in compliance with Nasdaq Listing Rule 5550(a)(2). Pursuant to the Nasdaq Listing Rule 5810(c)(3)(A), the applicable grace period to regain compliance is 180 days, or until January 30, 2023. The Company can cure this deficiency if the closing bid price of its common stock is $1.00 per share or higher for at least ten consecutive business days during the grace period.

Conference Call:

The Company’s management will host a conference call to discuss financial results today, Thursday, August 4, 2022 at 10:00 a.m. Eastern Time.

Slides and Audio Webcast:

There will be a live, and then archived, webcast of the conference call and accompanying slides available through the Company’s website. To listen to the archived audio file, visit our website, following Webcast &
Presentations
. Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast, following this link.

Conference Call Details:

Participants have the option to register for the call using the following link. You can use any number from the list or add your phone number and let the system call you right away.

 

Seanergy
Maritime Holdings Corp.

Unaudited Condensed Consolidated Balance Sheets
(In
thousands of U.S. Dollars)

 

 

June 30,
2022

 

 

December 31,
2021*

 

ASSETS

 

 

 

 

 

 

Cash and cash equivalents, restricted cash and term deposits

 

41,357

 

 

47,126

 

Vessels, net

 

455,020

 

 

426,062

 

Other assets

 

22,546

 

 

14,023

 

TOTAL ASSETS

 

518,923

 

 

487,211

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

Long-term debt and other financial liabilities

 

247,373

 

 

215,174

 

Convertible notes

 

10,245

 

 

7,573

 

Other liabilities

 

27,636

 

 

19,988

 

Stockholders’ equity1

 

233,669

 

 

244,476

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

518,923

 

 

487,211

 

* Derived from the audited consolidated financial statements as of the period as of that date

 

Seanergy
Maritime Holdings Corp.

Unaudited Condensed Consolidated Statements of Operations
(In
thousands of U.S. Dollars, except for share and per share data, unless
otherwise stated)

 

 

Three months ended
June 30,

 

Six months ended
June 30,

 

 

 

 

2022

 

2021

 

2022

 

 

2021

 

 

Vessel revenue, net

 

32,847

 

27,832

 

62,513

 

 

48,230

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

Voyage expenses

 

(1,667

)

(5,285

)

(2,646

)

 

(10,567

)

 

Vessel operating expenses

 

(10,529

)

(8,879

)

(20,441

)

 

(14,428

)

 

Management fees

 

(377

)

(348

)

(753

)

 

(629

)

 

General and administrative expenses

 

(4,205

)

(2,566

)

(8,520

)

 

(5,296

)

 

Depreciation and amortization

 

(7,034

)

(4,520

)

(13,299

)

 

(8,337

)

 

Loss on forward freight agreements, net

 

(36

)

 

(72

)

 

 

 

Operating income

 

8,999

 

6,234

 

16,782

 

 

8,973

 

 

Other income / (expenses):

 

 

 

 

 

 

 

 

 

 

 

Interest and finance costs, net1

 

(3,163

)

(4,277

)

(6,013

)

 

(8,307

)

 

Loss on extinguishment of debt

 

(6

)

 

(1,285

)

 

 

 

Other, net

 

105

 

4

 

122

 

 

(26

)

 

Total other expenses, net:

 

(3,064

)

(4,273

)

(7,176

)

 

(8,333

)

 

Net income

 

5,935

 

1,961

 

9,606

 

 

640

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per common share, basic

 

0.03

 

0.01

 

0.06

 

 

0.01

 

 

Net income per common share, diluted

 

0.03

 

0.01

 

0.05

 

 

0.01

 

 

Weighted average number of common shares outstanding, basic

 

172,559,248

 

160,171,874

 

172,437,211

 

 

137,590,311

 

 

Weighted average number of common shares outstanding, diluted

 

177,368,289

 

165,864,695

 

178,074,877

 

 

143,292,880

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 On January 1, 2022, we adopted ASU 2020-06, eliminating the beneficial conversion feature model in ASC 470-20. The adoption of ASU 2020-06 resulted in an increase of the Convertible notes, a reduction of the Accumulated deficit and a reduction of Additional paid-in capital.

Seanergy
Maritime Holdings Corp.

Unaudited Condensed Consolidated Cash Flow Data
(In
thousands of U.S. Dollars, except for share and per share data, unless
otherwise stated)

 

 

Six months ended
June 30,

 

 

 

 

2022

 

2021

 

 

Net cash provided by operating activities

 

18,939

 

15,037

 

 

 

 

 

 

 

 

 

Vessels acquisitions and improvements

 

(37,246

)

(117,058

)

 

Term deposits

 

1,500

 

(1,000

)

 

Other fixed assets, net

 

(69

)

 

 

Net cash used in investing activities

 

(35,815

)

(118,058

)

 

 

 

 

 

 

 

 

Proceeds from long-term debt and other financial liabilities

 

80,300

 

104,350

 

 

Repayments of long-term debt and other financial liabilities

 

(47,910

)

(66,722

)

 

Repayments of convertible notes

 

(10,000

)

 

 

Payments of financing and stock issuance costs

 

(937

)

(1,096

)

 

Dividend paid

 

(8,916

)

 

 

Proceeds from issuance of common stock and warrants, net of underwriters fees and commissions

 

70

 

98,232

 

 

Net cash provided by financing activities

 

12,607

 

134,764

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW INFORMATION

 

 

 

 

 

 

Cash paid during the period for interest

 

4,798

 

5,160

 

 

 

 

 

 

 

 

 

Noncash investing activities

 

 

 

 

 

 

Vessels acquisitions and improvements

 

3,518

 

(884

)

 

 

 

 

 

 

 

 

Noncash financing activities

 

 

 

 

 

 

Dividends declared but not paid

 

4,460

 

 

 

Units issued for repayment of subordinated long term-debt

 

 

3,000

 

 

Repayment of subordinated long term-debt by issuance of units

 

 

(3,000

)

 

 

About
Seanergy Maritime Holdings Corp.

Seanergy Maritime Holdings Corp. is the only pure-play Capesize ship-owner publicly listed in the U.S. Seanergy provides marine dry bulk transportation services through a modern fleet of Capesize vessels. The Company’s operating fleet consists of 17 Capesize vessels with an average age of approximately 12.1 years and an aggregate cargo carrying capacity of approximately 3,020,012 dwt.

The Company is incorporated in the Marshall Islands and has executive offices in Glyfada, Greece. The Company’s common shares trade on the Nasdaq Capital Market under the symbol “SHIP.

Please visit our company website at: 
www.seanergymaritime.com.

Forward-Looking
Statements

This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events. Words such as “may”, “should”, “expects”, “intends”, “plans”, “believes”, “anticipates”, “hopes”, “estimates” and variations of such words and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks and are based upon a number of assumptions and estimates, which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of the Company. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the Company’s operating or financial results; the Company’s liquidity, including its ability to service its indebtedness; competitive factors in the market in which the Company operates; shipping industry trends, including charter rates, vessel values and factors affecting vessel supply and demand; future, pending or recent acquisitions and dispositions, business strategy, areas of possible expansion or contraction, and expected capital spending or operating expenses; risks associated with operations outside the United States; broader market impacts arising from war (or threatened war) or international hostilities, such as between Russia and Ukraine; risks associated with the length and severity of the ongoing novel coronavirus (COVID-19) outbreak, including its effects on demand for dry bulk products and the transportation thereof; and other factors listed from time to time in the Company’s filings with the SEC, including its most recent annual report on Form 20-F. The Company’s filings can be obtained free of charge on the SEC’s website at www.sec.gov. Except to the extent required by law, the Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.

For
further information please contact:

Seanergy Investor Relations
Tel: +30 213 0181 522
E-mail: ir@seanergy.gr

Capital Link, Inc.
Paul Lampoutis
230 Park Avenue Suite 1540
New York, NY 10169
Tel: (212) 661-7566
E-mail: seanergy@capitallink.com


DLH Holdings (DLHC) – A Future Looking Brighter

Thursday, August 04, 2022

DLH Holdings (DLHC)
A Future Looking Brighter

DLH delivers improved health and readiness solutions for federal programs through research, development, and innovative care processes. The Company’s experts in public health, performance evaluation, and health operations solve the complex problems faced by civilian and military customers alike, leveraging digital transformation, artificial intelligence, advanced analytics, cloud-based applications, telehealth systems, and more. With over 2,300 employees dedicated to the idea that “Your Mission is Our Passion,” DLH brings a unique combination of government sector experience, proven methodology, and unwavering commitment to public health to improve the lives of millions. For more information, visit www.DLHcorp.com.

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

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

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

3Q Results. Ex FEMA revenue totaled $71.6 million, up 16.2% from $61.6 million in 3Q21. Ex FEMA, DLH would have reported net income of $3.1 million, or $0.22 per share compared to $2.9 million, or $0.21 per diluted share last year. Ex FEMA EBITDA would be at $8.4 million versus $7.0 million the previous year. We had projected revenue of $67 million, EPS of $0.23, and EBITDA of $7 million.

Base Business Continues to Thrive. DLH continues to have growth in the base business. Revenue segments increased for the Company, like the Company’s VA ($33.3 million from $27.5 million) and HHS ($27.7 million from $23.2 million) business. This is further indication of a rise in demand for DLH’s services….

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

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

New Senate Cryptocurrency Bill Leans Toward CFTC to Regulate Bitcoin and Ether



Image Credit: Senator Stabenow (Flickr)


Who will Regulate Cryptocurrencies? The Senate May Have a Favorite

One ongoing cloud over cryptocurrency exchanges, crypto creators, and even the NFT market is the uncertainty of future regulations. Regulation, while seen as restrictive, would also mean acceptance of the asset class. Acceptance coupled with a more certain playing field would benefit all stakeholders, from the crypto investor to the business that allows purchases in crypto, all the way through to the blockchain companies that are necessary for its digital existence.

SEC vs CFTC

Crypto interests have had a favorite among two potential oversight bodies, the Securities and Exchange Commission (SEC), versus the Commodities Futures Trading Commission (CFTC). And the stakeholders have been vocal to lawmakers in Washington as to the preference.

The SEC Chair Gary Gensler once taught cryptocurrency at MIT, a top school helping to design and study the future of crypto. However, this is not the regulator most crypto interests would prefer. Instead, they prefer oversight from the CFTC. The CFTC Chairman Rostin Behnam is advocating his agency provide the biggest role in cryptocurrency regulation. In a speech last month, he said federal and state regulators sharing responsibility in a “patchwork blanket” approach “is increasingly proving inadequate” as the crypto market rapidly evolves. Lawmakers in the Senate must have been listening.

Senate Crypto Bill

Under a new bipartisan bill from Sens. Debbie Stabenow (Mich) and John Boozman (Ark), the CFTC would take the lead role in overseeing the two largest cryptocurrencies and the platforms where they are traded under the bill. Oversight of the remaining cryptocurrencies would be divided between the CFTC and the SEC – the methodology to be used in determining who has higher jurisdiction is not yet fully specified.

The two agencies have been positioning for more authority over digital assets. As the assets are still very new to the world, there has certainly been confusion in Washington over how to classify and regulate cryptocurrencies and its digital ecosystem. While lawmakers looked to the regulators for guidance, in the end, the official determination is the responsibility of lawmakers. The major goal of the Stabenow/Boozman bill is to provide some clarity by deeming as commodities both bitcoin (BTC.X) and ethereum (ETH.X), which account for roughly two-thirds of the cryptocurrency outstanding.

If passed by the Senate and House and signed into law, both bitcoin and ethereum would primarily fall under the CFTC, which already oversees futures markets for both. Online platforms that allow investors to trade the coins, such as Coinbase (COIN), would be required to register with the agency.

Two other members of the panel, Sens. Cory Booker (D-N.J.) and John Thune (R-S.D.), are co-sponsoring the measure. Stabenow, said the committee could mark up the bill as soon as September.

The bill comes after another introduced by Sens. Cynthia M. Lummis (Wyo) and Kirsten Gillibrand (N.Y.) in June unveiled what they announced as a comprehensive plan to regulate the industry. Their proposal outlines primary responsibility for the industry to the CFTC, but unlike the bill from Stabenow and Boozman, it would make it optional for crypto exchanges to register with the agency.

 

Related News

This week Gary Gensler who Chairs the SEC, is facing massive criticism after being accused of being complicit in criminal activities “perpetuated by Citadel Securities & Citadel Market Maker. He is being accused of “obstruction of justice due to his lack of enforcement of the laws pertaining to naked short selling and lack of competent oversight of the market makers activities,” according to the petitions home page. The petition also demands, “Mr. Gensler needs to step down as the chairman, and a thorough, detailed, forensic analysis and investigation into Citadel Securities and Citadel Market Maker. This cannot go unpunished.”

 

Take Away

Both Senate bills would allow the CFTC to assess fees on crypto industry players to fund an expanded agency budget. The agency, roughly a sixth the size of the SEC, is already tasked with overseeing a section of financial markets, from grain and oil futures to more complex products.

The SEC has been seen as regulating without proper authority. Agencies can not overstep the powers granted to them by Congress. Members of the Senate, to their credit, have been looking to determine how best to develop oversight between these two agencies and the others that are also impacted.

Paul Hoffman

Managing Editor, Channelchek

Suggested Content



SEC Nearly Doubles Size of Enforcement’s Crypto Assets and Cyber Unit



New Measures to Limit Government Officials Trading




SEC Pokes Fun at Investors, Draws Controversy



Powell’s Economic Soft Landing Requires More Room to Change his Mind


Sources

https://www.stabenow.senate.gov/news/stabenow-boozman-booker-and-thune-introduce-legislation-to-regulate-digital-commodities

https://www.change.org/p/retail-investors-fire-gary-gensler-as-sec-chairman-for-obstruction-of-justice

https://www.cryptotimes.io/sec-chair-gary-gensler-accused-in-citadel-market-maker-manipulation/

https://cointelegraph.com/news/senators-stabenow-boozman-introduce-crypto-bill-that-extends-cftc-s-regulatory-powers

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Axcella Therapeutics (AXLA) – Phase 2a Data In Long COVID-19 Shows Improvements In Fatigue and Function

Wednesday, August 03, 2022

Axcella Therapeutics (AXLA)
Phase 2a Data In Long COVID-19 Shows Improvements In Fatigue and Function

Axcella is a clinical-stage biotechnology company pioneering a new approach to treat complex diseases using compositions of endogenous metabolic modulators (EMMs). The company’s product candidates are comprised of EMMs and derivatives that are engineered in distinct combinations and ratios to restore cellular homeostasis in multiple key biological pathways and improve cellular energetic efficiency. Axcella’s pipeline includes lead therapeutic candidates in Phase 2 development for the treatment of Long COVID and non-alcoholic steatohepatitis (NASH), and the reduction in risk of overt hepatic encephalopathy (OHE) recurrence. The company’s unique model allows for the evaluation of its EMM compositions through non-IND clinical studies or IND clinical trials. For more information, please visit www.axcellatx.com.

Robert LeBoyer, Vice President, Research Analyst, Life Sciences , Noble Capital Markets, Inc.

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

Phase 2a Trial In Long COVID-19 Shows Benefits.  Accella announced preliminary results from its Phase 2a trial testing AXA1125 in Long Covid-19.  After previous AXA1125 data had shown effects on mitochondrial function, inflammation, and bioenergetics, the Phase 2a trial was designed to test AXA1125 in treating symptoms of fatigue and mental fatigue that follow COVID-19 infection.

Patients had improvements in their fatigue scores.  The trial was a double-blind, placebo-controlled trial that enrolled 41 patients with Long COVID-19.  Patients were randomized to receive either 67.8 grams per day of AXA1125 (n=21) or placebo (n=20) for 28 days.  Trial endpoints included validated clinical fatigue measurements such as the Chalder Fatigue Questionnaire (CHQ-11), 6-minute walk test (6MWT), and other biomarkers….

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

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

Great Lakes Dredge & Dock (GLDD) – When It Rains…..

Wednesday, August 03, 2022

Great Lakes Dredge & Dock (GLDD)
When It Rains…..

Great Lakes Dredge & Dock Corporation is the largest provider of dredging services in the United States. In addition, Great Lakes is fully engaged in expanding its core business into the rapidly developing offshore wind energy industry. The Company has a long history of performing significant international projects. The Company employs experienced civil, ocean and mechanical engineering staff in its estimating, production and project management functions. In its over 131-year history, the Company has never failed to complete a marine project. Great Lakes owns and operates the largest and most diverse fleet in the U.S. dredging industry, comprised of approximately 200 specialized vessels. Great Lakes has a disciplined training program for engineers that ensures experienced-based performance as they advance through Company operations. The Company’s Incident-and Injury-Free® (IIF®) safety management program is integrated into all aspects of the Company’s culture. The Company’s commitment to the IIF® culture promotes a work environment where employee safety is paramount.

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

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

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

2Q22 Operating Results. Revenue of $149.3 million fell short of our $185 million estimate and consensus $181 million. Gross margin declined to 7.0% versus our 21.6% expectation. Adjusted EBITDA for the quarter was $10.15 million versus our $35.8 million estimate. The Company reported a loss of $4.0 million, or $0.06 per share, for the quarter, compared to our estimate of net income of $15.4 million, or $0.23 per share.

It Pours. Just about anything that could go wrong during the quarter did: supply chain delays which impacted ship availability, inflationary pressures, which impacted margins on previously won business, adverse weather conditions, with three times as many weather days during the quarter during the same period in 2021, and atypical dredging project challenges at three projects.

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

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