SPACtrac Report – ISOS Acquisition Corp: Bowlero: Hits the Mark

Wednesday, November 17, 2021

ISOS Acquisition Corp: Bowlero: Hits the Mark

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

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

Refer to end of report for Analyst Certification & Disclosures

Strong quarterly results. Bowlero reported strong Q1 2022 results with total bowling center revenue of $176 million, making it the 4th highest grossing quarter in Bowlero’s history. Revenue topped the company’s target revenue of $167 million by 5%, a good start towards its FY 2022 revenue target of $817 million. Impressively, margins improved, with adj. EBITDA margin of 33.4% versus 17% in fiscal Q1 2020 (pre-pandemic). It is noteworthy that the 33.4% EBITDA margin meets the company’s Fiscal Year 2022 EBITDA margin goal of 33%.

Moving beyond the pandemic. Bowlero’s latest quarterly revenue topped Q1 fiscal 2020 (pre-pandemic) revenue by 22%. The revenue growth, coupled with improving margins, lead to adj. EBITDA growth of 140% compared with Q1 2020. In absolute terms, adj. EBITDA was $59 million in Q1 2022 versus $25 million in Q1 2020.

Roll-up continuation. In the quarter, Bowlero completed its acquisition of Bowl America, for roughly $44 million. By doing so, Bowlero added 17 bowling centers in the eastern United States. Additionally, the company added 5 other bowling centers in the quarter. The total outlay required for acquisitions in Q1 was roughly $79 million.

Right down the alley. The company beat its revenue expectations for the quarter across all three primary segments, Bowling & Shoe, Food & Beverage, and Amusement. Notably, the strong performance was in spite of historically soft seasonal lull. Moreover, the additions of nearly two dozen centers in the quarter sets up the company for attractive revenue growth for the balance of the year.

Compelling stock valuation. The implied post-merger EV/2022E EBITDA multiple for Bowlero is near 10.5x, near current levels. By comparison to a broad peer group comprised of industries such as Live Events, Leisure, Amusement, and Experiential, Bowlero shares may offer as much as 40%-60% upside. The average EV/2022E EBITDA multiple for the broad peer group is 14.1x, suggesting a $14 price target for Bowlero shares. On the other hand, when excluding the Amusement industry peer group (due to its lower growth rate compared to Bowlero), the blended multiple is 15.7x EV/2022E EBITDA, implying a $16 price target. Therefore, in taking into account both implied target multiples, a $15 price target appears reasonable.

Investment Summary

Bowlero, which plans to go public through the merger with ISOS Acquisition Corp., announced favorable fiscal first quarter results.  Q1 2022  total bowling center revenue was $176 million, making it the 4th highest grossing quarter in Bowlero’s history. Notably, this is seasonally one of the weakest quarters for the company, indicating that the fiscal year is off to a strong start. Revenue topped the company’s target revenue of $167 million by 5%, solid progress towards its FY 2022 revenue target of $817 million. Impressively, margins improved, with adj. EBITDA margin of 33.4% versus 17% in fiscal Q1 2020 (pre-pandemic). It is noteworthy that the 33.4% EBITDA margin meets the company’s Fiscal Year 2022 EBITDA margin goal of 33%. Figure #1 Fiscal Q1 illustrates the company’s strong performance with the year earlier quarter. 

Highlighting that the Covid pandemic appears largely behind the company, Bowlero’s latest quarterly revenue topped Q1 fiscal 2020 (pre-pandemic) revenue by 22%. The revenue growth, coupled with improving margins, lead to adj. EBITDA growth of 140% compared with Q1 2020. In absolute terms, adj. EBITDA was $59 million in Q1 2022 versus $25 million in Q1 2020.

Importantly, the company appears to be operating on all cylinders, beating revenue expectations across all three primary segments, Bowling & Shoe, Food & Beverage, and Amusement. Notably, the strong performance was in spite of historically soft seasonal lull. Moreover, the additions of nearly two dozen centers in the quarter sets up the company for attractive revenue growth for the balance of the year. In the quarter, Bowlero completed its acquisition of Bowl America, for roughly $44 million. By doing so, Bowlero added 17 bowling centers in the eastern United States. Additionally, the company added 5 other bowling centers in the quarter. The total outlay required for acquisitions in Q1 was roughly $79 million. 

In spite of the strong fundamentals, the ISOS shares have not reacted to the positive results. The implied post-merger EV/2022E EBITDA multiple for Bowlero is near 10.5x. As illustrated in Figure #2 Comparables, the ISOS shares trade at a steep discount to its peer gorup. By comparison to a broad peer group comprised of industries such as Live Events, Leisure, Amusement, and Experiential, Bowlero shares may offer as much as 40%-60% upside. The average EV/2022E EBITDA multiple for the broad peer group is 14.1x, suggesting a $14 price target for Bowlero shares. On the other hand, when excluding the Amusement industry peer group (due to its lower growth rate compared to Bowlero), the blended multiple is 15.7x EV/2022E EBITDA, implying a $16 price target. Therefore, in taking into account both implied target multiples, a $15 price target appears reasonable. 

Figure #1 Fiscal Q1

Figure #2 Comparables


GENERAL DISCLAIMERS

All statements or opinions contained herein that include the words “we”, “us”, or “our” are solely the responsibility of Noble Capital Markets, Inc.(“Noble”) and do not necessarily reflect statements or opinions expressed by any person or party affiliated with the company mentioned in this report. Any opinions expressed herein are subject to change without notice. All information provided herein is based on public and non-public information believed to be accurate and reliable, but is not necessarily complete and cannot be guaranteed. No judgment is hereby expressed or should be implied as to the suitability of any security described herein for any specific investor or any specific investment portfolio. The decision to undertake any investment regarding the security mentioned herein should be made by each reader of this publication based on its own appraisal of the implications and risks of such decision.

This publication is intended for information purposes only and shall not constitute an offer to buy/sell or the solicitation of an offer to buy/sell any security mentioned in this report, nor shall there be any sale of the security herein in any state or domicile in which said offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or domicile. This publication and all information, comments, statements or opinions contained or expressed herein are applicable only as of the date of this publication and subject to change without prior notice. Past performance is not indicative of future results.

Noble accepts no liability for loss arising from the use of the material in this report, except that this exclusion of liability does not apply to the extent that such liability arises under specific statutes or regulations applicable to Noble. This report is not to be relied upon as a substitute for the exercising of independent judgement. Noble may have published, and may in the future publish, other research reports that are inconsistent with, and reach different conclusions from, the information provided in this report. Noble is under no obligation to bring to the attention of any recipient of this report, any past or future reports. Investors should only consider this report as single factor in making an investment decision.

IMPORTANT DISCLOSURES

This publication is confidential for the information of the addressee only and may not be reproduced in whole or in part, copies circulated, or discussed to another party, without the written consent of Noble Capital Markets, Inc. (“Noble”). Noble seeks to update its research as appropriate, but may be unable to do so based upon various regulatory constraints. Research reports are not published at regular intervals; publication times and dates are based upon the analyst’s judgement. Noble professionals including traders, salespeople and investment bankers may provide written or oral market commentary, or discuss trading strategies to Noble clients and the Noble proprietary trading desk that reflect opinions that are contrary to the opinions expressed in this research report.

The majority of companies that Noble follows are emerging growth companies. Securities in these companies involve a higher degree of risk and more volatility than the securities of more established companies. The securities discussed in Noble research reports may not be suitable for some investors and as such, investors must take extra care and make their own determination of the appropriateness of an investment based upon risk tolerance, investment objectives and financial status.

Company Specific Disclosures

The following disclosures relate to relationships between Noble and the company (the “Company”) covered by the Noble Research Division and referred to in this research report.

Company Specific Disclosures

The following disclosures relate to relationships between Noble and the company (the “Company”) covered by the Noble Research Division and referred to in this research report.

The SPAC Company in this report is a participant in the Company Sponsored Research Program (CSRP); Noble receives compensation from the Company for such participation. No part of the CSRP compensation was, is, or will be directly or indirectly related to any specific recommendations or views expressed by the analyst in this research report.

Noble is not a market maker in any of the companies mentioned in this report. Noble intends to seek compensation for investment banking services and non-investment banking services (securities and non-securities related) with any or all of the companies mentioned in this report within the next 3 months

ANALYST CREDENTIALS, PROFESSIONAL DESIGNATIONS, AND EXPERIENCE

Director of Research. Senior Equity Analyst specializing in Media & Entertainment. 34 years of experience as an analyst. Member of the National Cable Television Society Foundation and the National Association of Broadcasters. BS in Management Science, Computer Science Certificate and MBA specializing in Finance from St. Louis University.
Named WSJ ‘Best on the Street’ Analyst six times.
FINRA licenses 7, 24, 66, 86, 87

WARNING

This report is intended to provide general securities advice, and does not purport to make any recommendation that any securities transaction is appropriate for any recipient particular investment objectives, financial situation or particular needs. Prior to making any investment decision, recipients should assess, or seek advice from their advisors, on whether any relevant part of this report is appropriate to their individual circumstances. If a recipient was referred to Noble Capital Markets, Inc. by an investment advisor, that advisor may receive a benefit in respect of transactions effected on the recipients behalf, details of which will be available on request in regard to a transaction that involves a personalized securities recommendation. Additional risks associated with the security mentioned in this report that might impede achievement of the target can be found in its initial report issued by Noble Capital Markets, Inc.. This report may not be reproduced, distributed or published for any purpose unless authorized by Noble Capital Markets, Inc.

RESEARCH ANALYST CERTIFICATION

Independence Of View
All views expressed in this report accurately reflect my personal views about the subject securities or issuers.

Receipt of Compensation
No part of my compensation was, is, or will be directly or indirectly related to any specific recommendations or views expressed in the public
appearance and/or research report.

Ownership and Material Conflicts of Interest
Neither I nor anybody in my household has a financial interest in the securities of the subject company or any other company mentioned in this report.

NOBLE RATINGS DEFINITIONS % OF SECURITIES COVERED % IB CLIENTS
Outperform: potential return is >15% above the current price 94% 33%
Market Perform: potential return is -15% to 15% of the current price 6% 2%
Underperform: potential return is >15% below the current price 0% 0%

NOTE: On August 20, 2018, Noble Capital Markets, Inc. changed the terminology of its ratings (as shown above) from “Buy” to “Outperform”, from “Hold” to “Market Perform” and from “Sell” to “Underperform.” The percentage relationships, as compared to current price (definitions), have remained the same.

Additional information is available upon request. Any recipient of this report that wishes further information regarding the subject company or the disclosure information mentioned herein, should contact Noble Capital Markets, Inc. by mail or phone.

Noble Capital Markets, Inc.
150 East Palmetto Park Rd., Suite 110
Boca Raton, FL 33432
561-994-1191

Noble Capital Markets, Inc. is a FINRA (Financial Industry Regulatory Authority) registered broker/dealer.
Noble Capital Markets, Inc. is an MSRB (Municipal Securities Rulemaking Board) registered broker/dealer.
Member – SIPC (Securities Investor Protection Corporation)

Report ID: 24264

QuoteMedia Inc. (QMCI) – More Fish Appear To Be Nibbling

Thursday, November 11, 2021

QuoteMedia Inc. (QMCI)
More Fish Appear To Be Nibbling

QuoteMedia, based in Fountain Hills, Arizona, provides cloud-based financial data, market news feeds, and financial software solutions.  Its customers include financial service companies, online brokerages, clearing firms, banks, media portals, public corporations and individual investors.  The company provides a single source solution providing products such as streaming quotes, charting, historical data, technical analysis, news and research.  Information can customized and provided to multiple platforms including terminals and mobile devices.

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

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

    Close enough. Total Q3 revenue increased a solid 21.6% to $3.819 million, compared with our $3.940 million estimate. Each of the company’s segments were a hair below our estimates, with its Individual Quotestream segment having the largest variance, with revenues of $0.571 million compared with our $0.625 million estimate. Adjusted EBITDA increased a strong 99% to $540,000, slightly below our estimate of $575,000.

    Gross margin expansion was deceiving.  Q3 gross margins were 46.8% compared with 45.7% in the year earlier quarter, but reflected non-recurring credits which benefited margins over 200 basis points. While gross margins should increase as revenues grow, margin expansion will be influenced by product mix. We assume base gross margins of 44% …



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. 

SPACtrac Report – Capstar Special Acquisition Corp: Updated Valuation Still Ready to Go

Published: Tuesday, November 11, 2021

Capstar Special Acquisition Corp: Updated Valuation Still Ready to Go

Gregory Aurand, Senior Research Analyst, Healthcare Services & Medical Devices, Noble Capital Markets, Inc.

Refer to end of report for Analyst Certification & Disclosures

Updated acquisition terms. Gelesis, Inc. will be brought public when they merge with publicly traded Capstar Special Acquisition Corp. (CPSR). The combination value was revised at the agreement of both companies. See Stock Overview and Valuation section in this report for updated details. The deal is expected to close late November or early December with an approximate $756 million enterprise value transaction.

No change in fundamentals. The revision in valuation consideration for the merged company does not change the fundamental projected outlook. Please see our initiation SPACtrac Report dated November 9, 2021.

An approved FDA product targeting a large population with global opportunities. The overweight and obese are at epidemic levels in the U.S. and are a growing crisis globally. Plenity is a novel FDA approved weight management aid that has an addressable market of 150 million in the U.S. alone. The initial focus will be the U.S. market but Plenity also has CE Mark enabling it to be marketed in Europe and other markets. In addition, the company has a strategic partnership to commercialize Plenity in China with potential milestones and royalties. Outside U.S. revenues are expected to contribute 30% of 2023 revenues.

Manufacturing coming on-line for full launch. Gelesis conducted a highly successful beta launch this past year. With lines of manufacturing coming on-line in late 2021 and 2022, the company is prepared to meet initial and future demand with scalable capacity. Given expected demand, the company looks to be EBITDA positive in 2023.

Valuation looks very attractive. At current levels, and based on the new enterprise value, shares trade about 1.7x Enterprise Value to 2023 guided Revenues, a substantial 50% discount to the Health & Wellness Consumer and DTC peers. If the shares were to trade in-line with the median of its peers, the revised target value would be $18 per share. As Gelesis is approaching the weight management market in a very different way, a case could be made for an expanded group of comparables that would suggest an even higher current valuation.

Stock Overview and Valuation

Given recent softness in the SPAC market seen by CPSR, and high redemptions in completed de-SPACs, both companies agreed to reduce the valuation and filed an amendment updating the terms.  The updated valuation reflects a lower total share count, lower enterprise value and a lower upfront percentage ownership by existing Gelesis shareholders. While upfront valuation is lower, existing Gelesis holders see an increase in earn-out shares.

As indicated in Figure #1 below, the prior pro forma valuation translated into an 8% ownership of the new company for the PIPE investors. The PIPE investors include PIMCO, Pritzker Vlock Family Office, Chinese Medical Systems and co-founder PureTech Health. The $276 million held-in-trust provided from Capstar public holders translated into a 20% ownership and Capstar Sponsors would have owned about 4% of the company.  Gelesis shareholders had about 69% of the new company with 131.8 million shares and a $964 million enterprise value valuation. 

Figure #1 Prior pro forma valuation

Source: Company reports and Noble Research estimates

Figure #2 below shows the updated pro forma ownership with an enterprise value of $756 million.  The PIPE investors will now have a slightly increased 8% stake in the new company, the Capstar public holders with $276 million held-in-trust will have a 24% ownership, and Capstar Sponsors retain a 4% ownership.  Gelesis holders, given the lower number of stock consideration shares will now have an upfront 64% stake.

Figure #2 Revised pro forma valuation


Source: Company reports and Noble Research estimates

As part of the revised transaction, and substantially offsetting the lower upfront share valuation for Gelesis holders, the earn-out shares were increased (Figure #3). Rather than the prior 15 million shares in 5 million share earn-out increments issued to existing Gelesis shareholders when the stock price reaches $12.50, $15.00, and $17.50 per share, the new earn-out shares are equal installments of 7.83 million shares at the same stock price points for a total of 23.48 million shares.

Figure #3 Increased earn-out shares


Source: Company reports and Noble Research estimates

Total share consideration for the deal was formerly 146.8 million including the 15 million earn-out shares, and is now 134.48 million shares including the 23.48 million earn-out shares.

The newly formed company, as indicated in the previous report, is expected to be listed on the NYSE and trade under the ticker “GLS”.  Based on the new valuation consideration, there will be an estimated 111 million shares outstanding following the combination with CPSR.

The following Figure #4 provides an extensive list of health and wellness peer comparables, and an expanded list incorporating disruptive healthcare and consumer subscription companies.  The valuations provided for CPSR/Gelesis are based on the guided revenues and cash provided.  At current levels, shares trade about 1.7x Enterprise Value to 2023 guided Revenues, a substantial 50% discount to the median Health & Wellness Consumer and DTC peers (excluding INMD outlier). If the shares were to trade in-line with the median of its peers, the target value would be $18.00 per share.  If shares traded at the mean of its peers, the target value would be $23.00. As Gelesis is marketing to the weight management market in a very different and disruptive approach, a case could be made for using the expanded group of Disruptive Healthcare and Consumer Subscription comparables that would suggest an even higher current valuation.

Figure #4 Valuation comparables

GENERAL DISCLAIMERS

All statements or opinions contained herein that include the words “we”, “us”, or “our” are solely the responsibility of Noble Capital Markets, Inc.(“Noble”) and do not necessarily reflect statements or opinions expressed by any person or party affiliated with the company mentioned in this report. Any opinions expressed herein are subject to change without notice. All information provided herein is based on public and non-public information believed to be accurate and reliable, but is not necessarily complete and cannot be guaranteed. No judgment is hereby expressed or should be implied as to the suitability of any security described herein for any specific investor or any specific investment portfolio. The decision to undertake any investment regarding the security mentioned herein should be made by each reader of this publication based on its own appraisal of the implications and risks of such decision.

This publication is intended for information purposes only and shall not constitute an offer to buy/sell or the solicitation of an offer to buy/sell any security mentioned in this report, nor shall there be any sale of the security herein in any state or domicile in which said offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or domicile. This publication and all information, comments, statements or opinions contained or expressed herein are applicable only as of the date of this publication and subject to change without prior notice. Past performance is not indicative of future results.

Noble accepts no liability for loss arising from the use of the material in this report, except that this exclusion of liability does not apply to the extent that such liability arises under specific statutes or regulations applicable to Noble. This report is not to be relied upon as a substitute for the exercising of independent judgement. Noble may have published, and may in the future publish, other research reports that are inconsistent with, and reach different conclusions from, the information provided in this report. Noble is under no obligation to bring to the attention of any recipient of this report, any past or future reports. Investors should only consider this report as single factor in making an investment decision.

IMPORTANT DISCLOSURES

This publication is confidential for the information of the addressee only and may not be reproduced in whole or in part, copies circulated, or discussed to another party, without the written consent of Noble Capital Markets, Inc. (“Noble”). Noble seeks to update its research as appropriate, but may be unable to do so based upon various regulatory constraints. Research reports are not published at regular intervals; publication times and dates are based upon the analyst’s judgement. Noble professionals including traders, salespeople and investment bankers may provide written or oral market commentary, or discuss trading strategies to Noble clients and the Noble proprietary trading desk that reflect opinions that are contrary to the opinions expressed in this research report.

The majority of companies that Noble follows are emerging growth companies. Securities in these companies involve a higher degree of risk and more volatility than the securities of more established companies. The securities discussed in Noble research reports may not be suitable for some investors and as such, investors must take extra care and make their own determination of the appropriateness of an investment based upon risk tolerance, investment objectives and financial status.

Company Specific Disclosures

The following disclosures relate to relationships between Noble and the company (the “Company”) covered by the Noble Research Division and referred to in this research report.

Company Specific Disclosures

The following disclosures relate to relationships between Noble and the company (the “Company”) covered by the Noble Research Division and referred to in this research report.

The SPAC Company in this report is a participant in the Company Sponsored Research Program (CSRP); Noble receives compensation from the Company for such participation. No part of the CSRP compensation was, is, or will be directly or indirectly related to any specific recommendations or views expressed by the analyst in this research report.

Noble is not a market maker in any of the companies mentioned in this report. Noble intends to seek compensation for investment banking services and non-investment banking services (securities and non-securities related) with any or all of the companies mentioned in this report within the next 3 months

WARNING

This report is intended to provide general securities advice, and does not purport to make any recommendation that any securities transaction is appropriate for any recipient particular investment objectives, financial situation or particular needs. Prior to making any investment decision, recipients should assess, or seek advice from their advisors, on whether any relevant part of this report is appropriate to their individual circumstances. If a recipient was referred to Noble Capital Markets, Inc. by an investment advisor, that advisor may receive a benefit in respect of transactions effected on the recipients behalf, details of which will be available on request in regard to a transaction that involves a personalized securities recommendation. Additional risks associated with the security mentioned in this report that might impede achievement of the target can be found in its initial report issued by Noble Capital Markets, Inc.. This report may not be reproduced, distributed or published for any purpose unless authorized by Noble Capital Markets, Inc.

RESEARCH ANALYST CERTIFICATION

Independence Of View
All views expressed in this report accurately reflect my personal views about the subject securities or issuers.

Receipt of Compensation
No part of my compensation was, is, or will be directly or indirectly related to any specific recommendations or views expressed in the public
appearance and/or research report.

Ownership and Material Conflicts of Interest
Neither I nor anybody in my household has a financial interest in the securities of the subject company or any other company mentioned in this report.

NOBLE RATINGS DEFINITIONS % OF SECURITIES COVERED % IB CLIENTS
Outperform: potential return is >15% above the current price 95% 33%
Market Perform: potential return is -15% to 15% of the current price 5% 2%
Underperform: potential return is >15% below the current price 0% 0%

NOTE: On August 20, 2018, Noble Capital Markets, Inc. changed the terminology of its ratings (as shown above) from “Buy” to “Outperform”, from “Hold” to “Market Perform” and from “Sell” to “Underperform.” The percentage relationships, as compared to current price (definitions), have remained the same.

Additional information is available upon request. Any recipient of this report that wishes further information regarding the subject company or the disclosure information mentioned herein, should contact Noble Capital Markets, Inc. by mail or phone.

Noble Capital Markets, Inc.
150 East Palmetto Park Rd., Suite 110
Boca Raton, FL 33432
561-994-1191

Noble Capital Markets, Inc. is a FINRA (Financial Industry Regulatory Authority) registered broker/dealer.
Noble Capital Markets, Inc. is an MSRB (Municipal Securities Rulemaking Board) registered broker/dealer.
Member – SIPC (Securities Investor Protection Corporation)

Report ID: 24235

SPACtrac Report – Capstar Special Acquisition Corp: Updated Valuation; Still Ready to Go

Published: Tuesday, November 11, 2021

Capstar Special Acquisition Corp: Updated Valuation Still Ready to Go

Gregory Aurand, Senior Research Analyst, Healthcare Services & Medical Devices, Noble Capital Markets, Inc.

Refer to end of report for Analyst Certification & Disclosures

Updated acquisition terms. Gelesis, Inc. will be brought public when they merge with publicly traded Capstar Special Acquisition Corp. (CPSR). The combination value was revised at the agreement of both companies. See Stock Overview and Valuation section in this report for updated details. The deal is expected to close late November or early December with an approximate $756 million enterprise value transaction.

No change in fundamentals. The revision in valuation consideration for the merged company does not change the fundamental projected outlook. Please see our initiation SPACtrac Report dated November 9, 2021.

An approved FDA product targeting a large population with global opportunities. The overweight and obese are at epidemic levels in the U.S. and are a growing crisis globally. Plenity is a novel FDA approved weight management aid that has an addressable market of 150 million in the U.S. alone. The initial focus will be the U.S. market but Plenity also has CE Mark enabling it to be marketed in Europe and other markets. In addition, the company has a strategic partnership to commercialize Plenity in China with potential milestones and royalties. Outside U.S. revenues are expected to contribute 30% of 2023 revenues.

Manufacturing coming on-line for full launch. Gelesis conducted a highly successful beta launch this past year. With lines of manufacturing coming on-line in late 2021 and 2022, the company is prepared to meet initial and future demand with scalable capacity. Given expected demand, the company looks to be EBITDA positive in 2023.

Valuation looks very attractive. At current levels, and based on the new enterprise value, shares trade about 1.7x Enterprise Value to 2023 guided Revenues, a substantial 50% discount to the Health & Wellness Consumer and DTC peers. If the shares were to trade in-line with the median of its peers, the revised target value would be $18 per share. As Gelesis is approaching the weight management market in a very different way, a case could be made for an expanded group of comparables that would suggest an even higher current valuation.

Stock Overview and Valuation

Given recent softness in the SPAC market seen by CPSR, and high redemptions in completed de-SPACs, both companies agreed to reduce the valuation and filed an amendment updating the terms.  The updated valuation reflects a lower total share count, lower enterprise value and a lower upfront percentage ownership by existing Gelesis shareholders. While upfront valuation is lower, existing Gelesis holders see an increase in earn-out shares.

As indicated in Figure #1 below, the prior pro forma valuation translated into an 8% ownership of the new company for the PIPE investors. The PIPE investors include PIMCO, Pritzker Vlock Family Office, Chinese Medical Systems and co-founder PureTech Health. The $276 million held-in-trust provided from Capstar public holders translated into a 20% ownership and Capstar Sponsors would have owned about 4% of the company.  Gelesis shareholders had about 69% of the new company with 131.8 million shares and a $964 million enterprise value valuation. 

Figure #1 Prior pro forma valuation

Source: Company reports and Noble Research estimates

Figure #2 below shows the updated pro forma ownership with an enterprise value of $756 million.  The PIPE investors will now have a slightly increased 8% stake in the new company, the Capstar public holders with $276 million held-in-trust will have a 24% ownership, and Capstar Sponsors retain a 4% ownership.  Gelesis holders, given the lower number of stock consideration shares will now have an upfront 64% stake.

Figure #2 Revised pro forma valuation


Source: Company reports and Noble Research estimates

As part of the revised transaction, and substantially offsetting the lower upfront share valuation for Gelesis holders, the earn-out shares were increased (Figure #3). Rather than the prior 15 million shares in 5 million share earn-out increments issued to existing Gelesis shareholders when the stock price reaches $12.50, $15.00, and $17.50 per share, the new earn-out shares are equal installments of 7.83 million shares at the same stock price points for a total of 23.48 million shares.

Figure #3 Increased earn-out shares


Source: Company reports and Noble Research estimates

Total share consideration for the deal was formerly 146.8 million including the 15 million earn-out shares, and is now 134.48 million shares including the 23.48 million earn-out shares.

The newly formed company, as indicated in the previous report, is expected to be listed on the NYSE and trade under the ticker “GLS”.  Based on the new valuation consideration, there will be an estimated 111 million shares outstanding following the combination with CPSR.

The following Figure #4 provides an extensive list of health and wellness peer comparables, and an expanded list incorporating disruptive healthcare and consumer subscription companies.  The valuations provided for CPSR/Gelesis are based on the guided revenues and cash provided.  At current levels, shares trade about 1.7x Enterprise Value to 2023 guided Revenues, a substantial 50% discount to the median Health & Wellness Consumer and DTC peers (excluding INMD outlier). If the shares were to trade in-line with the median of its peers, the target value would be $18.00 per share.  If shares traded at the mean of its peers, the target value would be $23.00. As Gelesis is marketing to the weight management market in a very different and disruptive approach, a case could be made for using the expanded group of Disruptive Healthcare and Consumer Subscription comparables that would suggest an even higher current valuation.

Figure #4 Valuation comparables

GENERAL DISCLAIMERS

All statements or opinions contained herein that include the words “we”, “us”, or “our” are solely the responsibility of Noble Capital Markets, Inc.(“Noble”) and do not necessarily reflect statements or opinions expressed by any person or party affiliated with the company mentioned in this report. Any opinions expressed herein are subject to change without notice. All information provided herein is based on public and non-public information believed to be accurate and reliable, but is not necessarily complete and cannot be guaranteed. No judgment is hereby expressed or should be implied as to the suitability of any security described herein for any specific investor or any specific investment portfolio. The decision to undertake any investment regarding the security mentioned herein should be made by each reader of this publication based on its own appraisal of the implications and risks of such decision.

This publication is intended for information purposes only and shall not constitute an offer to buy/sell or the solicitation of an offer to buy/sell any security mentioned in this report, nor shall there be any sale of the security herein in any state or domicile in which said offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or domicile. This publication and all information, comments, statements or opinions contained or expressed herein are applicable only as of the date of this publication and subject to change without prior notice. Past performance is not indicative of future results.

Noble accepts no liability for loss arising from the use of the material in this report, except that this exclusion of liability does not apply to the extent that such liability arises under specific statutes or regulations applicable to Noble. This report is not to be relied upon as a substitute for the exercising of independent judgement. Noble may have published, and may in the future publish, other research reports that are inconsistent with, and reach different conclusions from, the information provided in this report. Noble is under no obligation to bring to the attention of any recipient of this report, any past or future reports. Investors should only consider this report as single factor in making an investment decision.

IMPORTANT DISCLOSURES

This publication is confidential for the information of the addressee only and may not be reproduced in whole or in part, copies circulated, or discussed to another party, without the written consent of Noble Capital Markets, Inc. (“Noble”). Noble seeks to update its research as appropriate, but may be unable to do so based upon various regulatory constraints. Research reports are not published at regular intervals; publication times and dates are based upon the analyst’s judgement. Noble professionals including traders, salespeople and investment bankers may provide written or oral market commentary, or discuss trading strategies to Noble clients and the Noble proprietary trading desk that reflect opinions that are contrary to the opinions expressed in this research report.

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Company Specific Disclosures

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NOBLE RATINGS DEFINITIONS % OF SECURITIES COVERED % IB CLIENTS
Outperform: potential return is >15% above the current price 95% 33%
Market Perform: potential return is -15% to 15% of the current price 5% 2%
Underperform: potential return is >15% below the current price 0% 0%

NOTE: On August 20, 2018, Noble Capital Markets, Inc. changed the terminology of its ratings (as shown above) from “Buy” to “Outperform”, from “Hold” to “Market Perform” and from “Sell” to “Underperform.” The percentage relationships, as compared to current price (definitions), have remained the same.

Additional information is available upon request. Any recipient of this report that wishes further information regarding the subject company or the disclosure information mentioned herein, should contact Noble Capital Markets, Inc. by mail or phone.

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Report ID: 24235

Release – QuoteMedia Announces 22 Revenue Growth for Q3 2021


QuoteMedia Announces 22% Revenue Growth for Q3 2021

 

PHOENIX, Nov. 10, 2021 (GLOBE NEWSWIRE) — QuoteMedia, Inc. (OTCQB: QMCI), a leading provider of market data and financial applications, announced financial results for the quarter ended September 30, 2021.

QuoteMedia provides banks, brokerage firms, private equity firms, financial planners and sophisticated investors with a more economical, higher quality alternative source of stock market data and related research information. We compete with several larger legacy organizations and a modest community of other smaller companies. QuoteMedia provides comprehensive market data services, including streaming data feeds, on-demand request-based data (XML/JSON), web content solutions (financial content for website integration) and applications such as Quotestream Professional desktop and mobile.

Highlights for Q3 2021 include the following:

  • Quarterly revenue increased to $3,818,713 in Q3 2021 from $3,140,358 in Q3 2020, a year over year increase of 22%.
  • Revenue for the nine-month period ended September 30, 2021 increased to $11,257,949 compared to $9,136,141 in same 2020 period, an increase of 23%.
  • Our net income for Q3 2021 was $154,931 compared to a net loss of $75,305 in Q3 2020.
  • Adjusted EBITDA for Q3 2021 was $539,534 compared to $271,091 in Q3 2020.

“We are very pleased with our performance”, said Robert J. Thompson, Chairman of the Board. “We experienced very strong revenue growth, both for the quarter and year to date, and we are expecting to finish the year strong. We are continuing to expand our product offerings, grow our market share and explore exciting new opportunities. This is an exciting time for our company, and the future certainly looks bright.”

QuoteMedia will host a conference call Wednesday, November 10, 2021 at 2:00 PM Eastern Time to discuss the Q3 2021 financial results and provide a business update.

Conference Call Details:

Date: November 10, 2021

Time: 2:00 PM Eastern

Dial-in number: 877?876?9176

Conference ID: QUOTEMEDIA

An audio rebroadcast of the call will be available later at: www.quotemedia.com

About QuoteMedia

QuoteMedia is a leading software developer and cloud-based syndicator of financial market information and streaming financial data solutions to media, corporations, online brokerages, and financial services companies. The Company licenses interactive stock research tools such as streaming real-time quotes, market research, news, charting, option chains, filings, corporate financials, insider reports, market indices, portfolio management systems, and data feeds. QuoteMedia provides industry leading market data solutions and financial services for companies such as the Nasdaq Stock Exchange, TMX Group (TSX Stock Exchange), Canadian Securities Exchange (CSE), London Stock Exchange Group, FIS, U.S. Bank, Broadridge Financial Systems, JPMorgan Chase, CI Financial, Canaccord Genuity Corp., Hilltop Securities, HD Vest, Stockhouse, Zacks Investment Research, General Electric, Boeing, Bombardier, Telus International, Business Wire, PR Newswire, FolioFN, Regal Securities, ChoiceTrade, Cetera Financial Group, Dynamic Trend, Inc., Qtrade Financial, CNW Group, IA Private Wealth, Ally Invest, Inc., Suncor, Virtual Brokers, Leede Jones Gable, Firstrade Securities, Charles Schwab, First Financial, Cirano, Equisolve, Stock-Trak, Mergent, Cision, Warrior Trading and others. Quotestream®, QMod™ and Quotestream Connect™ are trademarks of QuoteMedia. For more information, please visit www.quotemedia.com.

Statements about QuoteMedia’s future expectations, including future revenue, earnings, and transactions, as well as all other statements in this press release other than historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. QuoteMedia intends that such forward-looking statements be subject to the safe harbors created thereby. These statements involve risks and uncertainties that are identified from time to time in the Company’s SEC reports and filings and are subject to change at any time. QuoteMedia’s actual results and other corporate developments could differ materially from that which has been anticipated in such statements.

Below are the specific forward-looking statements included in this press release:

  • We experienced very strong revenue growth, both for the quarter and year to date, and we are expecting to finish the year strong. We are continuing to expand our product offerings, grow our market share and explore exciting new opportunities. This is an exciting time for our company, and the future certainly looks bright

QuoteMedia Investor Relations
Brendan Hopkins
Email: investors@quotemedia.com
Call: (407) 645-5295

Note 1 on Non-GAAP Financial Measures

We believe that Adjusted EBITDA, as a non-GAAP pro forma financial measure, provides meaningful information to investors in terms of enhancing their understanding of our operating performance and results, as it allows investors to more easily compare our financial performance on a consistent basis compared to the prior year periods. This non-GAAP financial measure also corresponds with the way we expect investment analysts to evaluate and compare our results. Any non-GAAP pro forma financial measures should be considered only as supplements to, and not as substitutes for or in isolation from, or superior to, our other measures of financial information prepared in accordance with GAAP, such as net income attributable to QuoteMedia, Inc.

We define and calculate Adjusted EBITDA as net income attributable to QuoteMedia, Inc., plus: 1) depreciation and amortization, 2) stock compensation expense, 3) interest expense, 4) foreign exchange loss (or minus a foreign exchange gain), and 5) income tax expense. We disclose Adjusted EBITDA because we believe it is a useful metric by which to compare the performance of our business from period to period. We understand that measures similar to Adjusted EBITDA are broadly used by analysts, rating agencies, investors and financial institutions in assessing our performance. Accordingly, we believe that the presentation of Adjusted EBITDA provides useful information to investors. The table below provides a reconciliation of Adjusted EBITDA to net income attributable to QuoteMedia, Inc., the most directly comparable GAAP financial measure.

Quotemedia, Inc. Adjusted EBITDA Reconciliations to Net Income (Loss)

Three-months ended September 30, Nine-months ended September 30,
2021 2020 2021 2020
Net income (loss) $ 154,931 $ (75,305 ) $ 98,393 $ (319,728 )
Depreciation and amortization 432,051 343,935 1,182,917 971,274
Stock-based compensation 6,939 6,939 20,817 30,933
Interest expense 101 701 1,560 3,419
Foreign exchange loss (gain) (55,278 ) (5,930 ) (77,606 ) (11,887 )
Income tax expense 790 751 2,403 2,216
PPP loan forgiveness (133,257 )
Adjusted EBITDA $ 539,534 $ 271,091 $ 1,095,227 $ 676,227

QuoteMedia Announces 22% Revenue Growth for Q3 2021


QuoteMedia Announces 22% Revenue Growth for Q3 2021

 

PHOENIX, Nov. 10, 2021 (GLOBE NEWSWIRE) — QuoteMedia, Inc. (OTCQB: QMCI), a leading provider of market data and financial applications, announced financial results for the quarter ended September 30, 2021.

QuoteMedia provides banks, brokerage firms, private equity firms, financial planners and sophisticated investors with a more economical, higher quality alternative source of stock market data and related research information. We compete with several larger legacy organizations and a modest community of other smaller companies. QuoteMedia provides comprehensive market data services, including streaming data feeds, on-demand request-based data (XML/JSON), web content solutions (financial content for website integration) and applications such as Quotestream Professional desktop and mobile.

Highlights for Q3 2021 include the following:

  • Quarterly revenue increased to $3,818,713 in Q3 2021 from $3,140,358 in Q3 2020, a year over year increase of 22%.
  • Revenue for the nine-month period ended September 30, 2021 increased to $11,257,949 compared to $9,136,141 in same 2020 period, an increase of 23%.
  • Our net income for Q3 2021 was $154,931 compared to a net loss of $75,305 in Q3 2020.
  • Adjusted EBITDA for Q3 2021 was $539,534 compared to $271,091 in Q3 2020.

“We are very pleased with our performance”, said Robert J. Thompson, Chairman of the Board. “We experienced very strong revenue growth, both for the quarter and year to date, and we are expecting to finish the year strong. We are continuing to expand our product offerings, grow our market share and explore exciting new opportunities. This is an exciting time for our company, and the future certainly looks bright.”

QuoteMedia will host a conference call Wednesday, November 10, 2021 at 2:00 PM Eastern Time to discuss the Q3 2021 financial results and provide a business update.

Conference Call Details:

Date: November 10, 2021

Time: 2:00 PM Eastern

Dial-in number: 877?876?9176

Conference ID: QUOTEMEDIA

An audio rebroadcast of the call will be available later at: www.quotemedia.com

About QuoteMedia

QuoteMedia is a leading software developer and cloud-based syndicator of financial market information and streaming financial data solutions to media, corporations, online brokerages, and financial services companies. The Company licenses interactive stock research tools such as streaming real-time quotes, market research, news, charting, option chains, filings, corporate financials, insider reports, market indices, portfolio management systems, and data feeds. QuoteMedia provides industry leading market data solutions and financial services for companies such as the Nasdaq Stock Exchange, TMX Group (TSX Stock Exchange), Canadian Securities Exchange (CSE), London Stock Exchange Group, FIS, U.S. Bank, Broadridge Financial Systems, JPMorgan Chase, CI Financial, Canaccord Genuity Corp., Hilltop Securities, HD Vest, Stockhouse, Zacks Investment Research, General Electric, Boeing, Bombardier, Telus International, Business Wire, PR Newswire, FolioFN, Regal Securities, ChoiceTrade, Cetera Financial Group, Dynamic Trend, Inc., Qtrade Financial, CNW Group, IA Private Wealth, Ally Invest, Inc., Suncor, Virtual Brokers, Leede Jones Gable, Firstrade Securities, Charles Schwab, First Financial, Cirano, Equisolve, Stock-Trak, Mergent, Cision, Warrior Trading and others. Quotestream®, QMod™ and Quotestream Connect™ are trademarks of QuoteMedia. For more information, please visit www.quotemedia.com.

Statements about QuoteMedia’s future expectations, including future revenue, earnings, and transactions, as well as all other statements in this press release other than historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. QuoteMedia intends that such forward-looking statements be subject to the safe harbors created thereby. These statements involve risks and uncertainties that are identified from time to time in the Company’s SEC reports and filings and are subject to change at any time. QuoteMedia’s actual results and other corporate developments could differ materially from that which has been anticipated in such statements.

Below are the specific forward-looking statements included in this press release:

  • We experienced very strong revenue growth, both for the quarter and year to date, and we are expecting to finish the year strong. We are continuing to expand our product offerings, grow our market share and explore exciting new opportunities. This is an exciting time for our company, and the future certainly looks bright

QuoteMedia Investor Relations
Brendan Hopkins
Email: investors@quotemedia.com
Call: (407) 645-5295

Note 1 on Non-GAAP Financial Measures

We believe that Adjusted EBITDA, as a non-GAAP pro forma financial measure, provides meaningful information to investors in terms of enhancing their understanding of our operating performance and results, as it allows investors to more easily compare our financial performance on a consistent basis compared to the prior year periods. This non-GAAP financial measure also corresponds with the way we expect investment analysts to evaluate and compare our results. Any non-GAAP pro forma financial measures should be considered only as supplements to, and not as substitutes for or in isolation from, or superior to, our other measures of financial information prepared in accordance with GAAP, such as net income attributable to QuoteMedia, Inc.

We define and calculate Adjusted EBITDA as net income attributable to QuoteMedia, Inc., plus: 1) depreciation and amortization, 2) stock compensation expense, 3) interest expense, 4) foreign exchange loss (or minus a foreign exchange gain), and 5) income tax expense. We disclose Adjusted EBITDA because we believe it is a useful metric by which to compare the performance of our business from period to period. We understand that measures similar to Adjusted EBITDA are broadly used by analysts, rating agencies, investors and financial institutions in assessing our performance. Accordingly, we believe that the presentation of Adjusted EBITDA provides useful information to investors. The table below provides a reconciliation of Adjusted EBITDA to net income attributable to QuoteMedia, Inc., the most directly comparable GAAP financial measure.

Quotemedia, Inc. Adjusted EBITDA Reconciliations to Net Income (Loss)

Three-months ended September 30, Nine-months ended September 30,
2021 2020 2021 2020
Net income (loss) $ 154,931 $ (75,305 ) $ 98,393 $ (319,728 )
Depreciation and amortization 432,051 343,935 1,182,917 971,274
Stock-based compensation 6,939 6,939 20,817 30,933
Interest expense 101 701 1,560 3,419
Foreign exchange loss (gain) (55,278 ) (5,930 ) (77,606 ) (11,887 )
Income tax expense 790 751 2,403 2,216
PPP loan forgiveness (133,257 )
Adjusted EBITDA $ 539,534 $ 271,091 $ 1,095,227 $ 676,227

SPACtrac Report – Capstar Special Acquisition Corp: Ready To Address An Unmet Need

Published: Tuesday, November 9, 2021

Capstar Special Acquisition Corp: Ready To Address An Unmet Need

Gregory Aurand, Senior Research Analyst, Healthcare Services & Medical Devices, Noble Capital Markets, Inc.

Refer to end of report for Analyst Certification & Disclosures

The Acquisition. Gelesis, Inc. will be brought public when they merge with publicly traded Capstar Special Acquisition Corp. (CPSR). The deal is expected to close late November or early December with a nearly $1 billion enterprise value transaction.

An approved FDA product targeting a large population. The overweight and obese are at epidemic levels in the U.S. and are a growing crisis globally. Plenity is a novel FDA approved weight management aid that has an addressable market of 150 million in the U.S. alone.

Manufacturing coming on-line for full launch. Gelesis conducted a highly successful beta launch this past year. With lines of manufacturing coming on-line in late 2021 and 2022, the company is prepared to meet initial and future demand with scalable capacity. Given expected demand, the company looks to be EBITDA positive in 2023.

Opportunities globally. The initial focus will be the U.S. market but Plenity also has CE Mark enabling it to be marketed in Europe and other markets. In addition, the company has a strategic partnership to commercialize Plenity in China with potential milestones and royalties. Outside U.S. revenues are expected to contribute 30% of 2023 revenues.

Valuation looks very attractive. At current levels, shares trade about 2.2x Enterprise Value to 2023 guided Revenues, a substantial discount to the Health & Wellness Consumer and DTC peers. If the shares were to trade in-line with the median of its peers, the target value would be $15 per share. As the company is approaching the weight management market in a non-traditional way, a case could be made for an expanded group of comparables that would suggest an even higher current valuation.

Investment Summary

The combination between Gelesis, Inc. and CPSR Gelesis Merger Sub, Inc., a wholly-owned subsidiary of Capstar Special Acquisition Corp. (NYSE:CPSR), a special purpose acquisition company, expected late November or early December, offers tremendous synergies.  Capstar has relationships with influencers to engage consumers and has brand building experience. Gelesis, Inc., a biotherapeutics company, has already obtained FDA clearance for its market-disruptive Plenity weight management product and will subsequently have greater resources and capabilities to fully launch and market Plenity, as well as fund pipeline developments in gastrointestinal (GI) chronic diseases and additional weight loss markets. 

Full launch coming. Plenity has been in beta test launch since last year but will be able to launch when the first full line of new manufacturing capacity comes on-line late 2021.  Capacity expansion is expected in the second and fourth quarters of 2022. 

The planned deal.  Anticipated to consummate late November or early December 2021, Gelesis, Inc. will become a publicly-traded company when the definitive business combination with CPSR Gelesis Merger Sub, Inc. closes.  Capstar Special Acquisition Corp. controls $276 million in trust and will also provide $90 million in PIPE funding from institutional investors. The new combination, with Gelesis as the surviving company, is expected to trade under the ticker “GLS”. CPSR will rename as Gelesis Holdings, Inc. The implied valuation upon closing, based on 131.8 million shares outstanding at $10, is $1,318 million, with an enterprise value of $964 million.

Stock valuation looks very attractive. At current levels, the combined company trades at 2.2x Enterprise Value to guided 2023 Revenues, a considerable discount to Health & Wellness Consumer and DTC comparables as described in the Stock Overview and Valuation section later in this report. Assuming that CPSR shares traded in line with this peer group, the shares would be valued at $15, based upon median (excluding one outlier) EV to 2023 Revenue multiples.  Based on the company’s establishment of consumer-direct marketing, an argument could be made to include a larger group of Disruptive Healthcare and Consumer Subscription comparables. Including this larger group, CPSR could see a higher current valuation.

Investment Highlights

  • Large addressable U.S. market opportunity.  Approximately 150M in the U.S. fall within the addressable market for Plenity. FDA approved for those with Body Mass Index (BMI) scaling from 25 to 40, Plenity has the broadest label of any weight management approach. The Plenity target population is those with BMI ranging from 25-35, considered overweight or slightly obese.
  • FDA cleared product for weight loss with ready to scale manufacturing. FDA clearance for Plenity, a proprietary biomimetic technology prescription product, has already been obtained and, as proof of concept, the company conducted a very successful beta launch.  An initial manufacturing line at 50% capacity is coming online in the fourth quarter, with additional capacity lines expected in Q2 2022 and Q4 2022.  Each full line can produce upward of 160,000 units (a 28-day supply) monthly.
  • Direct-to-patient. Although doctor-prescribed, the company expects to give consumers the option to access the product via a telehealth avenue or with in-person healthcare providers.  Importantly, the company expects to drive awareness and engagement through influence marketing partnerships, as well as patient access telehealth and lifestyle support platforms like Ro and Noom. A contract sales force will also market to practitioners.
  • Low-cost and quick fulfillment.  Prescribed Plenity is delivered to the member patient in about two days at a consumer/patient cost of $98/month, or about $1.75 meal, a substantially less expensive out-of-pocket alternative to other weight loss programs.
  • Pipeline opportunities.  The company has large adjacent market opportunities beyond adult weight loss.  Weight management in adolescents, weight management for people with diabetes or pre-diabetes, Functional Constipation, and Non-alcoholic fatty liver disease (NAFLD) are all in early studies or trials.
  • Solid patent protection. The company has a large patent estate covering composition, method of production and method of use, through at least 2035.

 

Investment Risks

  • Product real world experience may be different.  Plenity may not be accepted by consumers or may be ineffective. Trial results showed effectiveness, but patients were part of a controlled study that include exercise and a nutritional plan.  Real world experiences may be different.
  • Plenity is an FDA cleared product.  If there are greater side effects than seen in trials, the result might be possible lost revenue or recalled product.
  • Company is in the early days of expanding manufacturing. The company might experience manufacturing delays or hiccups, is not able to scale up manufacturing, or is not able to manufacture at expected cost levels.
  • Marketing and pipeline costs. Marketing the product through different avenues may increase costs or reduce profitability. Developing the pipeline will require greater resources and new funding sources may be needed.
  • Potential competition. Plenity is a novel product with strong patents. However, there is a risk that larger and better funded competitors might enter the weight management market.

Industry Overview

The U.S. weight loss and diet control market is vast and, prior to the Covid-19 pandemic, was estimated at a record $78 billion. Ranging from diet soft drinks and diet foods including frozen entrees, diet books, diet pills, fitness apps and online or home exercise programs, meal replacements and diet plans, commercial diet center chains, and health clubs to medical programs like bariatric surgery and therapeutics, the weight loss and diet market is expected to increase due to an increasing overweight and obese population. In 2016, more than 1.9 billion adults were overweight or obese, with more than a third considered obese. The global and U.S. markets are expected to expand as the number of overweight or obese adults increases (Figures #1 and #2).  

Figure #1 Globally 39% of Adults are Overweight or Obese


 


Figure #2 Adults Overweight or Obese in the U.S.

 

Overweight persons, as indicated in Figure #3 below, fall into a BMI range of 25 to 30. Above a 30 BMI, a person is considered obese.  The World Health Organization defines BMI as: “a simple index of weight-for-height that is commonly used to classify underweight, overweight and obesity in adults. It is defined as the weight in kilograms divided by the square of the height in meters (kg/m 2). For example, an adult who weighs 70kg and whose height is 1.75m will have a BMI of 22.9.”

Figure #3 Weight Classification

Source: Hannah Ritchie and Max Roser (2017) – “Obesity”. Published online at OurWorldInData.org. Retrieved from: ‘https://ourworldindata.org/obesity’ [Online Resource]

Over 37% of the U.S. population is considered obese with a BMI index above 30 (Figure #4).  This group, composed of obese and extremely obese, will likely have more co-morbidities like high blood pressure or diabetes, and might seek, in addition to dietary and behavior modification, more expensive and stringent weight loss programs including oral and injectable therapies as well as surgery. However, the downside for more stringent weight loss programs are potential adverse side effects from therapeutics, especially for those with other existing health conditions; hence only about 2% of the population use therapeutics.  Bariatric surgery also can present complications and risk.  Therapeutics and bariatric surgery are also a more expensive option and not viable for those merely overweight and needing to lose fewer pounds. As illustrated in Figure #5, Plenity addresses the needs of the overweight and mildly obese with a weight management aid that is not a drug, has side effects comparable to placebo, is not habit forming and has no duration limitations.

Figure #4 Estimated (Age-Adjusted) Percentage of US Adults with Overweight and Obesity by Sex

Source: 2013–2014 NHANES Data, NIH National Institute of Diabetes and Digestive and Kidney Diseases

Figure #5 Large unmet need

Source:  Company presentation

While the need for weight loss increases due to aging demographics, along with increasing co-morbidities like diabetes, the market is also changing as younger Millennials are expected to surpass the Baby Boomer generation over time. Millennials are much more social media and influencer conscious than the prior generation and perceive brick-and-mortar weight loss centers and gyms as expensive or too structured, and find meal replacements like nutrition bars, low calorie frozen meals, apps, other virtual options and home setups more viable and less expensive. Utilization of online technology like telehealth, apps and streaming services are expected to increase dramatically over time.

The coronavirus pandemic has caused consumers to accelerate their movement away from more traditional brick-and-mortar gyms and weight loss centers. Within the various weight loss management segments in 2020, health clubs and weight loss programs were negatively affected the most as consumers were unable or unwilling to access health centers, clinics and physician offices.  Prescription weight loss medications declined also due to limited access to doctors, clinics and hospitals during the pandemic.

As the following Figure #6 indicates, the pandemic has put a spotlight on weight loss as well as continued access to care.  Americans gained weight during the pandemic and over 50% want to reduce weight. Importantly, partly due to the pandemic as well as changing tastes and greater market acceptance of virtual and digital technologies, over 80% are likely to use telehealth to manage needs after the pandemic ends.

Figure #6 Pandemic Spotlight


Source: Company presentation

It is estimated that 80% of dieters are do-it-yourselfers, going it alone without behavior changes. Regardless, most diets fail, upwards of 95%. Diets typically fail because it’s usually based on deprivation and unnatural eating habits, making normal life difficult long-term.  On average, weight loss diets last four weeks for women and six weeks for men. Unfortunately, dieters subsequently go back to normal eating habits and new weight gain is the result. A more holistic wellness approach, incorporating psychological improvements as well as exercise increase the chances of long-term success. With this knowledge, the approach being taken to commercialize Plenity incorporates a holistic perspective, engaging patients as members to promote long-term satisfaction and results.

 

Gelesis Company Overview

Gelesis, a biotherapeutics compay was founded in 2006 by Yishai Zohar with PureTech Health (Nasdaq: PRTC; currently 19.2% Gelesis ownership), developing the macromolecular hydrogel and polymer research of co-inventor Alessandro Sannino, the Gelesis Lead Scientist. Gelesis’ focus is to transform weight management using its proprietary technology. Gelesis’ first commercial product, Plenity, is FDA cleared and CE Marked as an aid in weight management in adults with excess weight or obesity, BMI of 25 to 40 when used in conjunction with diet and exercise. Plenity has the broadest BMI range of any prescription weight-management aid to date. Utilizing its platform technology, the company also has potential therapies in development for Type 2 Diabetes, Non-alcoholic Fatty Liver Disease and Non-alcoholic Steatohepatitis (NAFLD/ NASH), and Functional Constipation (Figure #7).  In addition, the company also has a pre-clinical study (GS400) for IBD.

Figure #7 Gelesis pipeline


Source: Company presentation

Plenity works by making you feel more satisfied

The company believes one of the root causes of being overweight or obese is the modern Western diet with larger portions and increased calories.  Plenity is designed to help people manage their weight by feeling satisfied with smaller food portions. It is FDA-cleared for use in adults with a Body Mass Index (BMI) of 25-40 kg/m2  when used as part of a diet and exercise program. The product is a proprietary hydrogel that “mimics” the effect of eating raw vegetables (Figure #8).  It is taken orally as 3 capsules with 16 oz. of water twice a day, 20 minutes before lunch and dinner.  Within minutes of ingestion, the small gel pieces in the capsules expand, increasing volume. The gel pieces absorb water, filling the stomach to ~1/4 of the stomach’s volume. The particles create additional satiety mechanisms between meals and eventually degrade in the large intestine, allowing the water to be re-absorbed as the pieces are eliminated. 

 

Figure #8 How Plenity Works


Source: Company presentation

Plenity is shown to be efficacious

The GLOW (Gelesis Loss of Weight) study was a 24-week, randomized, double-blind, multi-center trial with 436 overweight or obese patients, with or without type 2 diabetes, in conjunction with prescribed reduced calories and exercise.  The trial co-primary endpoints were: 1) 35% or more of individuals taking Plenity achieved 5% or more weight loss, and 2) placebo-adjusted weight loss assessed as a super-majority margin of 3%, as well as superiority over placebo.  The trial exceeded the first endpoint with 59% of patients losing 5% or greater weight (Figure #9).  While not achieving the second endpoint of super-majority, the trial did achieve superiority over placebo (-6.4% vs. -4.4%, P=0.0007).   Importantly, 26% of adults were considered super-responders to Plenity, losing an average of 14% of their weight (30 lbs.).  In a post-hoc analysis, early weight loss predicted longer term benefit, with a weight loss of 3% or greater as early as after 8 weeks predicting meaningful weight loss at 6 months.

Figure #9 Plenity doubled the chance of 5% or greater weight loss

Source: Company presentation

Side effects are similar to placebo

In the GLOW study, overall adverse events in the Plenity arm was no different than the placebo group (71% in both), and most events were assessed as mild or moderate in both groups. There were no serious adverse events in the Plenity group, but there was one in the placebo group (Figure #10). An important consideration is there are no known interaction issues, nor is Plenity therapy limited to duration.  Consumer/patients can go on for a relatively short period of time or go off therapy temporarily as needed. Plenity is not a drug and is not habit forming.

Figure #10 Strong Safety Profile Similar to Placebo


Source: Company presentation

Full launch coming Q4 2021

Plenity, in its beta test (limited by supply) last year, grew consumer/patient membership to over 48,000, adding approximately 12,000 in only 6 weeks (Figure #11). A key component of the full-scale launch will be the focus on consumer ease, convenience and wellness support, particularly in the current Covid-19 environment.  Plenity’s unique efficacy, safety and tolerability profile allow Gelesis to bring it to market in a very different way. Telehealth, as well other access options like traditional health care interaction, not only focus on the convenience of being prescribed and receiving Plenity (Figure #12) but also keeping the member patient engaged longer-term.

 

Figure #11 Strong Beta Test Launch


Source: Company presentation

Figure #12 Access is Consumer Focused

Source: Company presentation

 The company developed partnerships (Figure #13) in mail order pharmacy and telehealth to make member patient access easy and, given the high failure rate in regular diets, help achieve improved weight management outcomes.  Ro is a well-recognized patient-centric national telehealth service offering end-to-end health care. The pharmacy GoGoMeds (Specialty Medical Drugstore, LLC) is an accredited and licensed pharmacy in all 50 states and the District of Columbia and currently has an exclusive arrangement to fulfill mail order prescriptions. To expand awareness and create a more holistic wellness approach and to keep members engaged and moving toward their goals, the company has partnerships to offer Plenity through lifestyle support programs like Noom and behavioral weight management programs like WW.  Not only will the member patient have easier access options to Plenity, but they will also be better supported to achieve their weight and wellness goals. 

 

Figure #13 Partnerships for patient access, awareness and wellness

Source: Company presentation

Commercializing and Marketing Plenity

Since the beta launch, Gelesis has utilized telehealth and social media marketing avenues to drive awareness but was limited by lack of manufacturing capacity from making a strong marketing push to the health care practitioner. With manufacturing capacity expansion, in addition to telehealth and social media, Gelesis has begun working with a contract sales force engaging large practice primary care, targeting 25-35,000 physicians in the U.S. These physicians will be able to directly treat the patient by writing a mail-order prescription or refer the patient to another specialist or telehealth service. 

Prescribed Plenity is delivered to the member patient in about two days at a cost of $98/month, or about $1.75 meal, a substantially less expensive out-of-pocket alternative to other weight loss programs. Not only is pricing transparent and relatively inexpensive for the member patient, practitioners will also find it easy to prescribe as health plan reimbursement is not needed. While potentially health plans may add Plenity to their wellness programs, Gelesis is focused on the cash-pay opportunity.

While the U.S. is the near-term focus, Plenity has CE Mark for commercialization in Europe and other global markets. Importantly, the company strategically partnered with China Medical Systems to commercialize Plenity in China. The partnership will contribute milestones as well as royalties in that market. Expectation is for global revenues to contribute 30% of mix in 2023.

Pipeline

The company believes the method of action underlying the Gelesis technology could be advantageous treating chronic metabolic and inflammation diseases by restoring healthy gut barrier and increase good bacteria.  High-fat diets, especially, may compromise the intestinal barrier. In pre-clinical studies, Gelesis hydrogel showed promise, appearing to restore gut function and the company continues to pursue this method of action.

The company has large adjacent market opportunities beyond adult weight loss (Figure #14). Weight management in adolescents, weight management for people with diabetes or pre-diabetes, Functional Constipation, and Non-alcoholic fatty liver disease (NAFLD) are all in early studies or trials. For weight loss in adolescents, the company is seeking Plenity label expansion and is seeking FDA input and review. The Phase II weight management study for diabetes and pre-diabetes expects data results late 2021. The pilot clinical study in Functional Constipation (formerly known as Chronic Idiopathic Constipation), initiated in 2020, expects top-line results to be available by Q2 2023. Phase II top-line results for NAFLD are expected Q4 2023.

Figure #14 Large addressable U.S. market opportunity pipeline


Source: Company presentation

 Financial Overview

The company has projected to reach EBITDA profitability in 2023 (Figure #15), based on a gross selling price of $98 per monthly (28 day) unit and a net selling price (after partner and other discounts) of $76 monthly, and reaching $442 million in 2023 revenues.  As the company builds and utilizes production capacity, efficiencies should drive gross margin to above 70% from the low 60’s anticipated in 2022. Of the expected revenue generation, 70% are expected U.S. revenues, with 30% international (Figure #16).  Based on an assumption of 6 months patient Rx subscription, each member patient would generate $456 during that time.  Excluding royalties and other sources of revenue from Noom and WW products offered by Gelesis, to reach the U.S. 2023 revenue target, the company would need to engage ~682,000 member patients or ~4.1 million units. To reach the international revenue projection, the company would need to reach ~300,000 patients or ~1.72 million units. The needed member patient numbers would be lower with additional sources of revenue. Of importance, the 2023 total patient engagement is below 0.5% of the eligible market.

Figure #15 EBITDA profitability expected 2023

Source: Company presentation

 

Figure #16 Projected 2023 revenue based on reaching <0.5% of eligible market

Source: Company presentation

Based on current and projected manufacturing capacity, Gelesis projects each manufacturing line capable of producing 160,000 monthly units.  A 50% capacity line is operational, and a full line at 100% capacity should be online by end of year 2021, with an additional line expected in the second quarter 2022. Based on this coming capacity and adjusting for downtime to convert the 50% line to 100%, the company will be able, by beginning of Q3 2022, to produce more than 400,000 units monthly, or a 4.8 million unit annual run rate at the end of 2022. The company also expects a third new line in Q4 2022, further expanding capability in 2023 to 6.7 million annual units (Figure #17).

Figure #17 Production is expected to meet demand


Source: Company presentation

 

Anticipating continued demand, Gelesis expects further line additions with an 18-24 month lead time for each line to become operational. For instance, a new line investment initiated in Q3 2022 would be projected to be operational by Q3 2024 or earlier. The company has sufficient expansion capabilities to construct 10 lines, which is 4x greater potential production than expected by the beginning of Q3 2022.


Management Overview

R. Steven Hicks:  A storied executive in media and broadcasting, in 2000 Mr. Hicks founded Capstar Partners, a private investment company with a private and public focus in the Consumer, Healthcare, Media and Hospitality sectors. In 1996, prior to Capstar Partners, where he currently serves as Executive Chairman, he founded Capstar Broadcasting Corporation. After taking Capstar Broadcasting public in 1998, the company was merged with Chancellor Media Corporation, forming AMFM, the nation’s largest operator of radio stations in the United States. He also co-founded SFX Broadcasting in 1993, establishing this company as one of the largest radio broadcasting operations in the United States before leaving in 1996 to build Capstar Broadcasting. Capstar Special Acquisition Corp. was incorporated in 2020, where Mr. Hicks currently serves as Chairman, Chief Executive Officer and Chief Financial Officer. Mr. Hicks received his Bachelor of Arts from the University of Texas at Austin and has served on the Board of the University of Texas Investment Management Company since 2009.

Rodrigo de la Torre: With more than 15 years of experience in multinational organization strategy, finance and business development, Mr. de la Torre currently serves as Lead Director at Capstar Special Acquisition Corp.  Since April 2019, he has been Head of Finance and Strategy at Taco Bell Global, and before that he was Global Director of Finance and Head of M&A at Pizza Hut International, all part of Yum! Brands.  Prior to Yum! Brands, Mr. de la Torre advised on high-profile consumer sector transactions while at Credit Suisse’s Consumer & Retail Investment Banking Group and M&A Strategy at Fonterra Co-operative. He received his Bachelor of Commerce with Honors in Economics and Finance from Victoria University of Wellington in New Zealand and received his Master of Business Administration from the Tuck School of Business at Dartmouth in 2010.

Kathryn Cavanaugh: Ms. Cavanaugh is a Director at Capstar Special Acquisition Corp. and has been, since 2019, Managing Partner at Capstar Ventures GP, LLC, a venture capital firm investing in consumer innovative companies. She has extensive experience in investing in early-stage consumer and retail sector companies, obtained during her tenure as Partner at Grace Beauty Capital. Prior to Grace Beauty Capital, she evaluated equity investments in the MedTech healthcare space at De Novo Ventures. As Senior Process Engineer at Merck & Co., she developed large scale manufacturing.  Ms. Cavanaugh obtained Bachelor of Science degrees in Chemical Engineering and Biochemistry from the University of Notre Dame, and a Master of Business Administration from Harvard Business School.

Clayton Christopher: Currently serving as Special Advisor at Capstar Special Acquisition Corp., Mr. Christopher is the co-founder and advisor to CAVU Venture Partners, an investment firm focused on best-in-class consumer brands. He has extensive consumer experience as 2010 co-founder and CEO at Deep Eddy Vodka, founder of Sweet Leaf Tea in 1998 until acquired by Nestle in 2011 and co-founder of Waterloo Sparkling Water in 2017.

Benjamin Hanson: With extensive healthcare strategic experience, Mr. Hanson serves as Board Advisor to Capstar Special Acquisition Corp.  He co-founded EQ Capital Strategies and is Managing Member, providing advisory services in healthcare, environmental and business service markets. Previous to this, he was Chief Administrative and Strategy Officer for Senior Care Centers, LLC,  and led the corporate development efforts at Harden Healthcare prior to its acquisition by Senior Care Centers, LLC.  Mr. Hanson graduated from the University of Texas at Austin with a double major in Plan II Honors and Government and has his law degree from the Dedman School of Law at Southern Methodist University.

Yishai Zohar: The Founder, Chief Executive Officer, and a member of the Board at Gelesis, Inc., Mr. Zohar has over 25 years’ experience developing healthcare innovation. The co-inventor and developer of PLENITY at Gelesis, Inc., prior to this he was Co-Founder of PureTech Health, leading the obesity/GI therapeutics effort.  Mr. Zohar has a Business Administration degree from the College of Management Academic Studies in Tel Aviv and was a Captain and air force pilot in the Israeli Defense Forces.

Alessandro Sannino: The co-inventor and Lead Project Scientist of the technology behind PLENITY at Gelesis, Inc., Dr. Sannino’s research has focused on macromolecular hydrogels and polymer microstructures.  He is adjunct faculty at MIT and is responsible for the Life Sciences Division of the Puglia District of Technology. An advisor to the NIH and the Italian Ministry of Health. He has published over 100 papers and received his PhD at University of Naples and University of Washington.

David Pass: Dr. Pass is Chief Operating and Commercial Officer at Gelesis, Inc. He has over 20 years experience in therapeutics, focusing on metabolics and diabetes.  Previously, he served as Vice President of Marketing at Boehringer Ingelheim for Diabetes and has extensive experience with Johnson & Johnson and Bristol-Myers Squibb.  Dr. Pass received his B.S. Pharmacy and Doctor of Pharmacy degrees from the Philadelphia College of Pharmacy and Science.

Harry L. Leider: Currently the Chief Medical Officer at Gelesis, Inc., Dr. Leider has over 25 years’ experience in healthcare.  Before joining Gelesis, Inc., Dr. Leider served as Chief Medical Officer and Group Vice President at Walgreens.  Prior to this, he was Chief Medical Officer and Senior Vice President of Ameritox, a specialty lab. He is a past-President and Board Chairman for the American Association of Physician Leadership. He has also been a faculty member of the Harvard Medical School and the Johns Hopkins Carey School of Business. He received his B.A. from Pennsylvania State University, and MD from the University of Pennsylvania, and his MBA from the Foster School of Business at the University of Washington.

Elaine Chiquette: Dr. Chiquette currently serves as Chief Scientific Officer at Gelesis, Inc.  She developed her extensive regulatory strategy experience while at Hoffman La Roche, Amylin Pharmaceuticals, Aegerion, and GI Dynamics. She completed her pharmacy degree at Laval University in Quebec and obtained a Pharm.D at University of Texas Health Science Center at San Antonio.  Her focus and interest has been on cardiometabolic disease therapeutics.

Elliot Maltz: As the Chief Financial Officer at Gelesis, Inc., Mr. Maltz has over 15 years’ experience in corporate finance and accounting with public and private companies, specializing in healthcare and manufacturing. Prior to Gelesis, Mr. Maltz held leadership positions at Deloitte & Touche LLP and Publicis Sapient Corp.  He received his education from Elon University.

 

Stock Overview and Valuation

As indicated in Figure #18, the common equity PIPE transaction will translate into a 7% ownership of the new company. The PIPE investors include PIMCO, Pritzker Vlock Family Office, Chinese Medical Systems and co-founder PureTech Health. The $276 million held-in-trust provided from Capstar translates into a 20% ownership and Capstar Founders will own 4% of the company.  Gelesis shareholders will end up with approximately 69% of the new company. The newly formed company, as indicated previously, is expected to be listed on the NYSE and trade under the ticker “GLS”.  There will be an estimated 131.8 million shares outstanding following the combination with CPSR. As part of the transaction, there will be 5 million share earn-out increments issued to existing Gelesis shareholders if the stock price reaches $12.50, $15.00, and $17.50 per share over a five-year period following the combination.  

Figure #18 Pro Forma Ownership


Source: Company presentation

 

Figure #19 provides an extensive list of health and wellness peer comparables.  The valuations provided for CPSR/Gelesis are based on the guided revenues and cash provided.  At current levels, shares trade about 2.2x Enterprise Value to 2023 guided Revenues, a substantial 40% discount to the median Health & Wellness Consumer and DTC peers (excluding INMD outlier). If the shares were to trade in-line with the median of its peers, the target value would be $15 per share.  At the mean, the target value would be $19 per share. As Gelesis is marketing to the weight management market in a very different and disruptive approach, a case could be made for using the expanded group of Disruptive Healthcare and Consumer Subscription comparables that would suggest an even higher current valuation.

 

Figure #19 Valuation Comparables


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Report ID: 24170

Release – QuoteMedia Q3 2021 Financial Results and Investors Conference Call November 10 2021


QuoteMedia Q3 2021 Financial Results and Investors’ Conference Call November 10, 2021

 

PHOENIX, Nov. 05, 2021 (GLOBE NEWSWIRE) — QuoteMedia, Inc. (OTCQB: QMCI), a leading provider of market data and financial applications, today announced that its earnings for its quarter ended September 30, 2021 will be released the morning of November 10, 2021. That same day, the company will host a conference call at 2:00 PM Eastern time to discuss the financial results and provide a business update.

Conference Call Details:

Date: November 10, 2021

Time: 2:00 PM Eastern

Dial-in numbers: 877-876-9176

Conference ID: QUOTEMEDIA

An audio rebroadcast of the call will be available later at: www.quotemedia.com

About QuoteMedia

QuoteMedia is a leading software developer and cloud-based syndicator of financial market information and streaming financial data solutions to media, corporations, online brokerages, and financial services companies. The Company licenses interactive stock research tools such as streaming real-time quotes, market research, news, charting, option chains, filings, corporate financials, insider reports, market indices, portfolio management systems, and data feeds. QuoteMedia provides data and services for companies such as the Nasdaq Stock Exchange, TMX Group (TSX Stock Exchange), Canadian Securities Exchange (CSE), London Stock Exchange Group, FIS, U.S. Bank, Broadridge Financial Systems, JPMorgan Chase, CI Financial, Canaccord Genuity Corp., Hilltop Securities, HD Vest, Stockhouse, Zacks Investment Research, General Electric, Boeing, Bombardier, Business Wire, PR Newswire, FolioFN, Regal Securities, ChoiceTrade, Cetera Financial Group, Dynamic Trend, Inc., Qtrade Financial, CNW Group, Industrial Alliance, Ally Invest, Inc., Suncor, Virtual Brokers, Equities.com, Leede Jones Gable, Firstrade Securities, Charles Schwab, First Financial, Cirano, Equisolve, Stock-Trak, Mergent, Cision, Warrior Trading and others. Quotestream®, QModTM and Quotestream ConnectTM are trademarks of QuoteMedia. For more information, please visit www.quotemedia.com..

QuoteMedia Investor Relations
Brendan Hopkins
Email: investors@quotemedia.com
Call: (407) 645-5295

QuoteMedia Q3 2021 Financial Results and Investors’ Conference Call November 10, 2021


QuoteMedia Q3 2021 Financial Results and Investors’ Conference Call November 10, 2021

 

PHOENIX, Nov. 05, 2021 (GLOBE NEWSWIRE) — QuoteMedia, Inc. (OTCQB: QMCI), a leading provider of market data and financial applications, today announced that its earnings for its quarter ended September 30, 2021 will be released the morning of November 10, 2021. That same day, the company will host a conference call at 2:00 PM Eastern time to discuss the financial results and provide a business update.

Conference Call Details:

Date: November 10, 2021

Time: 2:00 PM Eastern

Dial-in numbers: 877-876-9176

Conference ID: QUOTEMEDIA

An audio rebroadcast of the call will be available later at: www.quotemedia.com

About QuoteMedia

QuoteMedia is a leading software developer and cloud-based syndicator of financial market information and streaming financial data solutions to media, corporations, online brokerages, and financial services companies. The Company licenses interactive stock research tools such as streaming real-time quotes, market research, news, charting, option chains, filings, corporate financials, insider reports, market indices, portfolio management systems, and data feeds. QuoteMedia provides data and services for companies such as the Nasdaq Stock Exchange, TMX Group (TSX Stock Exchange), Canadian Securities Exchange (CSE), London Stock Exchange Group, FIS, U.S. Bank, Broadridge Financial Systems, JPMorgan Chase, CI Financial, Canaccord Genuity Corp., Hilltop Securities, HD Vest, Stockhouse, Zacks Investment Research, General Electric, Boeing, Bombardier, Business Wire, PR Newswire, FolioFN, Regal Securities, ChoiceTrade, Cetera Financial Group, Dynamic Trend, Inc., Qtrade Financial, CNW Group, Industrial Alliance, Ally Invest, Inc., Suncor, Virtual Brokers, Equities.com, Leede Jones Gable, Firstrade Securities, Charles Schwab, First Financial, Cirano, Equisolve, Stock-Trak, Mergent, Cision, Warrior Trading and others. Quotestream®, QModTM and Quotestream ConnectTM are trademarks of QuoteMedia. For more information, please visit www.quotemedia.com..

QuoteMedia Investor Relations
Brendan Hopkins
Email: investors@quotemedia.com
Call: (407) 645-5295

SPACtrac Report – ISOS Acquisition Corp: Why This SPAC May Be Different

Published: Wednesday, October 6, 2021

Updated: Friday, October 8, 2021

ISOS Acquisition Corp: Why This SPAC May Be Different

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

Refer to end of report for Analyst Certification & Disclosures

The Deal. Bowlero, the largest bowling operator and the owner of the Professional Bowlers Association (PBA), will be brought public through a merger with publicly traded, Isos Acquisition Corp., (ISOS). The transaction values Bowlero at $2.6 billion enterprise value and is expected to close late October, early November 2021.

A growth oriented business that generates significant cash flow. Bowling has enjoyed a renaissance since 2010 with same store revenue growth and with high margins, save 2020 due to the pandemic. The company recently reported strong revenue growth that is above pre-Covid levels, which implies that the industry should enjoy continued favorable growth.

Attractive roll-up opportunity. Based on Bowlero’s data, the company controls only 8% of the bowling centers in the United States. There are roughly 3,700 bowling centers in the United States, which are largely mom and pop owned, offering attractive acquisition prospects.

Financial flexibility. Following the merger the company is expected to have over $250 million in cash and reasonable debt levels, estimated to be below 3 times net debt to EBITDA. Furthermore, Bowlero management anticipates high free cash flow conversion near 45%, which implies strong free cash flow generation of over $120 million.

Compelling stock valuation relative to peers. Near current levels, the ISOS shares trade at an implied 9.2 times Enterprise Value to Bowlero’s 2022 EBITDA, well below its peers. Should the shares trade in line with its peers, the target price would be $15. Management provides a strong case that the shares could trade higher, which is detailed later in this report.

Investment Summary

The planned merger between Bowlero and Special Acquisition Corporation, ISOS, appears to be different than many SPACs based on many attributes. Bowlero participates in one of the largest recreational sports in the United States, bowling. Roughly 67 million people bowl each year, far more than the 23 million that golf. Bowlero is an established, growth oriented company that generates sizable cash flow and free cash flow. It owns and operates bowling centers, which have organic growth prospects through multiple revenue streams including increased attendance, event rental, food and beverage, and amusement revenue. With the recent acquisition of Professional Bowlers Association (PBA), the company has significant growth opportunities from media rights and sponsorships. A hidden gem growth opportunity may come from gaming and international expansion, which would offer enhanced revenue and cash flow growth prospects.

There is an attractive roll-up strategy. Bowlero owns 321 bowling centers, only 8% of the roughly 3,700 centers in the United States, mostly owned by mom and pop businesses. It is unrivaled in size, owning 8 times as many bowling centers relative to its closest competitor with 44. Following the merger, the company will have a sizable war chest of $259 million it could use for growth capital to build additional centers, renovate and upgrade existing centers or to seek acquisitions. And, Bowlero and ISOS management appear uniquely capable of growing this business based on its operational successes, a seasoned and experienced management team, and sophisticated software and back office tools to scale its operations and run the centers efficiently.

First, the deal. Bowlero entered into a definitive agreement for a business combination to go public with Isos Acquisition Corporation (NYSE: ISOS.U). Isos is a special purpose acquisition company, controlling $450 million in PIPE funding secured from institutional investors and $255 million in its trust. Following the transaction, the combined company will continue as 'Bowlero', and its common stock and warrants will be listed on NYSE under the ticker "BOWL" and "BOWL WS", respectively.

The transaction is expected to close late October or early November 2021. Upon completion of the agreement, ISOS will merge with Bowlero resulting in newly issued convertible preferred and common stock to be received by ISOS current shareholders. In return, the $450 million in PIPE funding will be divided into $345 million in cash and $105 million of Atairos' existing equity in Bowlero, a current significant holder of the company. Additionally, the $255 million in the trust will contribute to fuel Bowlero's growth in the future. The convertible preferred stock will bear a 5.5% dividend and conversion price of $13.00 apiece, mandatorily converted into common stock after two years if the price reaches at least $16.90. The transaction will leave Bowlero with significant cash in hand to repurchase a portion of its existing shares, fund future operations, and continue its growth strategy. The implied enterprise value upon completion on a pro forma basis is worth $2.6 billion.

Stock valuation appears compelling. Near current levels, the ISOS shares (the publicly traded SPAC) trades at 10.9 times Enterprise Value to the company’s fiscal end July 30, 2022 EBITDA guide of $285 million. As described in the Stock Valuation section later in this report, the shares trade at a sizable discount to its peers, which currently trade on average at 14.0 timesAssuming that the ISOS shares traded in line with its peer set, the shares would trade at $15, based upon average EV to EBITDA multiples. The Enterprise Value calculation assumes $205.7 million fully diluted shares outstanding. Notably, management provides a compelling argument that the shares should trade at a premium to its peer set (described later in this report), which supports a higher price target. 

Investment Highlights

  • Bowling industry renaissance. The industry is growing. The $11.2 billion global industry in 2020, up from $4 billion in 2014, is enjoying a renaissance due to upgraded centers that may offer parties and event rental, enhanced food menu items, drinks and specialty cocktails, arcades, billiards, sports bars, and pro shops, in addition to bowling. The US market alone is estimated to be a sizable $3.8 billion in 2020 and is growing. 
  • Favorable industry attributes. Bowling centers are a cash based business, with low inventory, relatively low capital expenditures, and carry very high margins. Among the Free Standing Entertainment Complexes (FECs), bowling centers are among the very few with organic revenue growth, estimated to be roughly 3% per year.
  • Significant cash flow business. Bowlero’s cash flow margins are a healthy 32% and free cash flow conversion rates are expected to be a strong 45% in 2022, significantly higher than other Family Entertainment Centers (FECs), theaters and casual dining businesses.  
  • Compelling roll-up strategy. Based on Bowlero’s data, the company controls only 8% of the bowling centers in the United States. While there are over 11,000 bowling alleys in the US, there are roughly 3,400 bowling centers, largely mom and pop owned, which offers attractive acquisition prospects. 
  • International growth prospects. The international bowling market is larger than the US market, with particular attractive growth in Asia, arising from increased disposable income, acceptance of western culture, and a growing young population seeking different forms of entertainment. 
  • Gaming opportunities. The innovative space in gaming and sports betting could offer enhanced revenue growth in the future. Recently the company has partnered with Skillz (NASDAQ: SKLZ), to connect with gamers across platforms and Bettorview, a sports betting marketing solution company. Approximately 20% of Bowlero’s bowling centers are located in legal online betting States. Furthermore, the increasing demand for PBA viewership can open additional doors for partnerships and sponsors on Bowlero’s media segment.
  • Expanding Profitability Organically. Bowlero reported better than expected Adjusted EBITDA for its FY2021 of $105 million compared to its previous $92 million estimate. Management attributed the upside surprise to operational efficiencies and reduced capital expenditures. As a result of better efficiency, management guided an upward revision for its CY2022 Adjusted EBITDA forecast of 4% or $10 million to a total of $285 million. 
  • Compelling stock valuation relative to its peer set.

 

Investment Risks

  • Government mandates. Bowlero has benefited from a secular shift in consumer spending toward experiential, in person gathering recreation through bowling. Government action to mitigate Covid, or other pandemics, that may limit gathering may have an adverse effect on attendance and may shift consumer interest in gathering in person for recreational sports. 
  • Shift in consumer taste. Bowling has benefited from in person social gathering. Shifts in consumer interest toward online gaming and/or other venues that offer online participation could adversely affect the growth of the bowling industry. While bowling is attractive to members of the entire family and all age groups, the industry is subject to competition from other recreational activities. 
  • Potential competition. While there is a high barrier to entry in building bowling centers, there is a risk that competitors may become more aggressive in building bowling centers within the company’s current markets that may adversely affect the attractive returns that the company achieves with its centers. 

Industry Overview

The golden era of the bowling industry was in the late 1950s to the late 1970s, as automatic pinsetters were introduced and as the general population of the United States grew following World War II. The sport was considered a largely blue collar recreation as leagues were formed through associations and, typically, around business affiliations. Many of the bowling centers focused on league play due to the consistency of the revenue stream and as the league players tended to spend more money. During this period, league play accounted for over 70% of a bowling center revenue. The industry gained prominence in the 1960s through large sponsorships and tournaments, with large tournament prizes in the six figures. 

Bowling lost its prominence in the 1980s through 2000s as the population shifted from working class to white collar. Leagues were more difficult to form as the population found less time to commit to league play. 

Since 2010, the U.S. bowling industry rebounded as bowling centers upgraded facilities to attract a younger demographic (predominately 20 to 35 year olds). The upgrades included cosmetic enhancements and branding to the building, including large HD video walls, specialized lighting, and soft lounge seats. In addition, many bowling centers expanded and upgraded food menu items, offered specialty drinks and cocktails, arcades (as seen below), billiards, sports bars, and special events. As a result, bowling center revenue became more than just shoe rental and bowling. From 2012 to 2019, the industry enjoyed a renaissance with revenue growth at a compound annual growth rate of 3.3%, as illustrated in Figure #1 Bowling Industry Revenue below.   


Pictured above is an example of the arcades that many bowling alleys installed.

The strong revenue growth is notable and reflects a significant increase in the number of people bowling. It is estimated that roughly 67 million people bowled at least once in the past year, a significant increase from 45 million in 2017. To put the 67 million bowlers in perspective, it places bowling as the number one recreational, participant sport in the U.S., ranking higher than Basketball (30.3 million), Baseball/Softball (29.3 million) and Golf (27 million). Importantly, bowling is not limited by physical ability or age, which may define some sports, such as tennis or golf. 

In 2021, the bowling industry in the US is estimated to be $3.9 billion, a 1.5% increase from the prior year, reflecting a tepid recovery from the Covid impacted revenue decline in 2020. The revenue decline in 2020 reflected limited access to the bowling centers due to stay at home mandates and limited ability to gather. As a result, industry revenues in 2020 declined from an estimated $4.44 billion in 2019 to $3.83 billion. The rebound in revenues in 2021 reflect opening of economies and access to bowling centers. Bowling leagues, which require a large number of people to participate in a league, have been slower to recover to date, but have demonstrated improving sequential monthly trends. Notably, Bowlero has demonstrated a strong revenue rebound, described later in this report, as attendance of its centers has significantly improved.  

Figure #1  Bowling Industry Revenue


Source: Statista

Aside from the impact of the Covid pandemic in 2020, bowling center revenue has been relatively consistent and predictable, with attractive organic annual revenue growth in the 3% to 5% range. Figure #2 Revenue Per Bowling Center illustrates that revenue per center increased between 2010 and 2019 at a Compound Annual Growth Rate of 4.7%. In addition, the industry has significant operating margins, estimated to be between 25% to 35%. 

Figure #2 Revenue Per Bowling Center

Source: Kentley Insights as of January 2021



Company Overview

The first Bowlero center was founded as Bowlmor Lanes in Greenwich Village, NYC in 1938. Tom Shannon, founder and current CEO of Bowlero, purchased Bowlmor Lanes in 1997. Mr. Shannon envisioned a different experience for the customers and did away with league play. The bowling center was refurbished with artistic design, added the fine dining menu items, arcade and entertainment games and an expanded bar with specialty cocktails. The company no longer accepted league play to cultivated an upscale, younger client base. The move significantly increased revenues and profitability.

Building upon the success of Bowlmor, the company sought acquisition fueled growth and to prove the concept in other parts of the country. In 2013, Bowlmor Lanes agreed to acquire AMF Bowling Worldwide. As a result, Bowlmor became one of the largest bowling center operators with over 270 operating centers at the time. As Figure #3 Company Timeline highlights, just a year later, Bowlmor purchased Brunswick Bowling. Bowlmor Lanes officially rebranded itself to become Bowlero Corp in 2018. Moreover, the company purchased the PBA in 2019, in efforts to diversify its revenue stream into the media and gaming industries. 

While the company initially did not accepted league play at some of its centers, it has developed a more nuanced strategy depending upon the type of center and where it is located. Currently, Bowlero operates 321 bowling centers and serves over 26 million customers every year in North America. The company will debut in the public markets following the SPAC merger in late October or early November.

Figure #3 Company Timeline

Source: Company presentation

Bowlero has two operating segments, 1) Leisure, which includes recreational, league, or event bowling, and 2) Media, which includes its ownership of the Professional Bowlers Association (PBA), its digital and linear television media rights, esports, gaming, programming and, sportsbetting.

Leisure

Its Leisure segment is further segmented into revenue streams including Bowling and Shoe Rental, Food & Beverage, and Other. Bowling and Shoe Rental account for roughly 54% of total revenues, followed by Food & Beverage at 32%. Labor costs are the vast majority of expenses at 69% of total expenses. The segments contribution margins are a healthy 32% as Figure #4 Leisure Segment illustrates. The segment is expected to benefit from strong revenue growth from the depths of the pandemic as consumers seek in person recreation. As illustrated below, the company managed through the crisis surprisingly well in spite of government stay at home mandates and bowling center closures. The company decreased expenses, $33 million of permanent annualized savings, and $145 million in temporary savings, and reduced capital expenditures by $58 million. The segment data is illustrative and do not fully reflect the recent increased management guide in total company revenues and EBITDA. Management increased full year 2022 EBITDA guidance by $10 million and it is likely that the full $10 million increase is in the Leisure segment. As such, Leisure EBITDA should be adjusted upward accordingly. 


Figure #4 Leisure Segment

Source: Company investor presentation.

Revenue growth is also expected to be fueled by the prospect of upgrading existing bowling facilities to the new state of the art models or to build new centers. The company has had an enviable track record for revenue and EBITDA growth through facility upgrades and new builds as the following Figure #5 Attractive Returns  illustrates. 

Figure #5 Attractive Returns


Source: Company investor presentation


Media

The company’s acquisition of the Professional Bowlers Association (PBA) in September 2019 was is the linchpin to this business segment. With the acquisition, the company received the media rights with Fox Sports for televised bowling tournaments. In addition, the company has a relationship with Fox Bet sportsbook and is in discussions with additional sports betting partners. Finally, the company has media projects in programming, esports, gaming and in-center gaming experiences. Strike! is the company’s partnership with Skillz for a branded esports game. PBA Bowling Challenge is a 3D bowling mobile game available on iOS and Android devices. And, PBA Pro Bowling is the officially licensed PBA’s console game available on PlayStation, Xbox, Nintendo Switch an Steam. Finally, PBA Global Rumble is an international bowling tournament which offers attractive competition for a prize fund of $50,000. 

Management plans to grow this division through linear and digital media rights, both domestically and internationally. In addition, it plans to grow the number of PBA sponsors and launch new original programming. Plus, its gaming and esports opportunities appear to offer a flywheel revenue opportunity to fuel expansion into global markets and to broaden its audience reach. As Figure #6 Media Segment illustrates, the division is relatively small, but offers dynamic growth opportunities. 

Figure #6 Media Segment

Given the significant scale of operating over 300 bowling centers, the company in 2021 launched a software platform to optimize its operations, called Quantitative Management Solutions, or QMS. This Software as a Service (SaaS) platform was developed in-house to utilize its data to provide areas of opportunity to drive performance and efficiencies. While the software was developed for the company’s use, there appears to be an opportunity to provide the software to other businesses. As Figure #7 QMS Addressable Market illustrates, the company believes that there are potentially 10 million client businesses that can utilize QMS. 


Figure #7 QMS Addressable Market


Source: Company Investor Presentation

As demonstrated, there are multiple revenue streams to drive the company’s growth. Some of the key operational metrics to drive revenue growth include the following

  • Take advantage of a unique portfolio of assets in the most popular markets in the US.
  • Invest in branding and exceptional customer experience.
  • Achieve optimal operating efficiency through technological advancements.
  • Build on a proven track of performance gains.
  • Explore opportunities in highly profitable industries like gaming and media.
  • High Free Cash Flow generation to reinvest across the projects.
  • Global expansion through a combination of acquisitions and licensing

Acquisition fueled growth opportunity

While its businesses offer attractive organic growth opportunities, the company is presented with a roll-up opportunity to continue its acquisition fueled growth. As Figure #8 Market Landscape illustrates, the company is by far the leader in its space owning roughly 8% of the total bowling centers in the United States. Notably, there are a sizable pool of potential acquisition targets, largely controlled by mom and pop businesses that may not have updated or converted the centers. Such targets offer the opportunity for enhanced revenue and cash flow growth.  


Figure #8 Market Landscape


Source: Company investor presentation

About Isos. Isos completed a $225 million IPO in March 2021, when it was listed on the NYSE exchange. Isos is a blank check company formed to effect a merger, share exchange, share purchase, or similar business combination with one or more businesses. On July 1st, 2021, the company agreed to combine with Bowlero Corp contributing roughly $309 million in cash and $95 million of the proceeds upon preferred stock issuance, and $211 million cash to balance sheet and debt/preferred paydown, all in exchange for a 14.5% direct interest in the firm. PIPE investors will retain roughly 14.3% of the resulting company in exchange for the contributions. The cash will be used to repurchase common stock and to fund future growth opportunities.

Financial Overview

As Figure #9 Balance Sheet illustrates, as of June 27, 2021, the Bowlero had $187.1 million in cash and $885 million in debt. Upon the closing of the merger with ISOS, the company is expected to receive an influx of cash of $211 million, of which $139 million will be used for preferred equity pay down and the remaining $72 million to add to cash and/or to pare down existing debt. There will be an issuance of roughly $200 million in convertible preferred.

As such, proforma net debt and preferred is estimated to be $1.085 billion, with cash estimated to be roughly $259 million, which may be used to fuel its growth plans. These estimates are based on the company’s presentation, but are updated for the June 27th financial numbers. Based on the company’s proforma fiscal 2022 cash flow of $285 million, debt levels appear to be a reasonable 3.8 times estimated cash flow. Given the company’s anticipate large cash position of $259 million, net debt is anticipated to be $826 million, or a modest 2.9 times estimated 2022 cash flow. 


Figure #9 Balance Sheet

Notably, the company is expected to generate a significant amount of free cash flow. As Figure #10 Cash Flow illustrates, the company’s EBITDA margins and free cash flow conversion is among the top of its peers including Theaters, Family Entertainment Centers (FECs), and Casual Dining restaurants. Free cash flow conversion rates that were achieved in calendar year 2019 of roughly 68%. 




Figure #10 Cash Flow

Source: Investor presentation

Management provided guidance that conversion rates in fiscal 2022 will be lower given that it expects to increase cap ex to enhance revenue at some of its existing facilities through upgrades. As Figure #11 Free Cash Flow highlights, free cash flow conversion is expected to be roughly 45% in fiscal 2022. As such, the company would be expected to generate roughly $128 million in free cash flow, still meaningful to be used for debt reduction, to invest in revenue growth and to seek acquisition fueled growth. 

Figure #11 Free Cash Flow

Source: Company Investor Presentation

Recent Results and Outlook

On September 21, the company reported fiscal fourth quarter end June 30, 2021 results that indicated that the company is on a fast track toward recovery. In fact, fiscal Q4 revenues increased to $155 million, which was above the pre pandemic levels of fiscal Q4 2019 at $151 million. Given management’s permanent cost reductions during the pandemic, gross profit was well above 2019 levels as well, $106 million versus $96 million as Figure #12 Fiscal Q4 Results illustrate. Notably, the results beat the company’s revenue guide ($395 million versus $386 million), with all product lines exceeding expectations. Given the earlier cost cuts, the company significantly improved EBITDA, up 82% above the comparable pre-pandemic Covid quarter. Adjusted EBITDA was better than management guidance as well, ($105 million versus $92 million). 

Figure #12 Fiscal Q4 Results

Given the favorable operating momentum, the company raised fiscal 2022 revenue and EBITDA guidance. The increased guidance reflects the fact that the most recent results, while exceeding pre-pandemic levels, still do not reflect a full recovery in its event and league businesses, which continue to recover. In addition, the company is expected to benefit from its previous operating efficiencies. Figure #13 Revenue Outlook reflects the updated management guidance. 


Figure #13 Revenue Guidance


Source: ISOS’ Investor Presentation

The following Figure #14 Adjusted EBITDA Outlook illustrates management’s expectations of expanding EBITDA margins from a combination of cost-saving initiatives and revenue growth. Management expects to reach 32% EBITDA margins in calendar year 2022. The company anticipates robust revenue growth of 8.4% during the period contemplated between FY’18 and FY’23. Additionally, cost-saving initiatives and sales expansion should contribute to a strong 11.7% EBITDA growth during the same period. Figure #15 Increased EBITDA Guidance, highlights the anticipated increase in cash flow from various sources. 

Figure #14 Adjusted EBITDA Outlook

Source: Company Investor Presentation

Figure #15 Increased EBITDA Guidance

 

Source: ISOS’ Investor Presentation

What is important in the revenue and EBITDA guidance is that which is not in the guidance and provides significant upside to the outlook. Importantly, the company has not factored in any benefit from the prospect of an acceleration in center conversions, new builds or acquisitions. Certainly, following the merger, the company will have significant financial flexibility to do that. Furthermore, the guidance does not include the prospect to monetize its vast real estate portfolio, or to seek domestic or international licensing for its bowling centers. Finally, the guidance does not include in-center gaming expansion and development of sports betting, at-home gaming options, and international gaming tournaments, or additional clients for its QMS platform. 

Management Overview

George Barrios: Mr. Barrios is a renowned c-suite executive with broad experience in the entertainment sector currently serving as Co-Chief Executive Officer for Isos. He previously served as Co-President and Board Member of WWE. Mr. Barrios joined WWE in 2008 filling in as its Chief Strategy and Financial Officer. Notably, Institutional Investor ranked Mr. Barrios among the Top 3 CFOs in the Media Sector. Prior to that, he held various leadership positions at media giants like the New York Times, Praxair, Time Warner, and HBO. He is educated at the University of Connecticut School of Business where he earned his MBA.

Michelle Wilson: Ms. Wilson currently serves as Co-Chief Executive Officer for Isos. She is a distinguished executive in the sports and entertainment industries. In 2018, Forbes Magazine named Ms. Wilson one of the 10 Most Powerful Women in Sports. Prior to Isos, she filled in as Co-President and Board Member of WWE, she joined the company in 2009 holding the title of Chief Revenue and Marketing Officer. Previously she worked as Chief Marketing Officer of the United States Tennis Association, she also held brand management positions for the NBA and Nabisco. She earned her MBA from Harvard Business School.

Tom Shannon: Mr. Shannon is the CEO and Chairman of Bowlero Corporation. He founded the company back in 1997 when he acquired Bowlmor Lanes in New York City. The known success story behind his upscale bowling model at Bowlmor was set as a referent for the company’s business strategy. Mr. Shannon received his MBA from the University of Virginia Darden School of Business and his undergraduate degree from American University.

Brett Parker: Mr. Parker serves as Chief Financial Officer and Vice Chairman of Bowlero Corporation. Before Bowlero, he held the title of Chief Financial Officer and President of Bowlmor Lanes from 2001 to 2013. He was a key piece in Bowlmor and AMF Bowling Worldwide merger, resulting in Bowlero Corp. Mr. Parker also held positions at SL New Media, Credit Suisse, and Citi Group. He earned his Bachelor’s degree at Cornell University. 

Stock Overview and Valuation:

Figure #16 Pro-forma Ownership illustrates the stock ownership of the merged company. The $255 million provided by ISOS in the SPAC trust will effectively translate into a 14.5% ownership stake in BOWL. Moreover, the $250 million from PIPE investors will effectively purchase a 14.3% stake in the newly formed company.  Lastly, ISOS sponsors will own 2.3%, while BOWL's management will be granted an extra 0.8% in stock bonuses. The shares will be listed on the NYSE exchange under the ticker "BOWL". There are estimated to be 175 million shares outstanding following the merger with ISOS, which assumes no conversion of convertible preferred equity. 

Figure #16  Pro-forma Ownership


Source: ISOS’ Investor Presentation

There are estimated to be 230 million fully diluted shares outstanding based on conversion of the convertible preferred. Figure #17 Fully Diluted Shares outlines the shares outstanding at various conversion prices. 


Figure #17 Fully Diluted Shares


The following Figure #18 Peer Comparables highlights the company’s industry peers. The peer group consists of four different sectors that the company competes: Experiential, Amusement, Dining & Leisure, and Live Events/Sports. As illustrated, the Bowlero shares trade at a discount when compared to its competitors. The valuations are based on management’s guidance of $285 million in EBITDA and proforma expectations of cash and debt outlined earlier in this report. Near current levels, the ISOS shares trade at an implied 9.2 times EV to 2022 EBITDA, or near a 60% discount to its industry averages. If the shares were to trade in line with its peers, the shares would trade at $14.50 or nearly 45% above current levels. 

Figure #18 Peer Comparables


Source: Noble Research

The company provided reasons that the shares should even trade at a premium to its peer set. As Figure #19  Experiential Peer Set Metrics illustrates, the company is expected to grow revenues, cash flow and have better margins than this peer group. Bowlero’s revenue growth is expected to increase at a Compound Annual Growth Rate (CAGR) from 2019 to 2022 at 7.7%, above the average 5.1% for its peer set. Furthermore, the company’s EBITDA growth is greater (11.7% versus 10.4%) and its margins are higher (32.1% versus 19.4%). 

Figure #19 Experiential Peer Set Metrics

Notably, the Experiential peer group trades at higher multiples, with EV to 2022 EBITDA at roughly 17.2 times. This would imply a price target for the Bowlero shares near $18.50. This price target would assume an enterprise valuation calculation that would use 219.3 million shares outstanding as depicted in Figure #17 Fully Diluted Shares. The only sector comp that would not offer as much upside would be the Amusement comparables, with the average Amusement company trading at a little over 10 times Enterprise Value to 2022 EBITDA. 

As Figure #20 Amusement Comparable illustrates, Amusement companies are well below the expected Bowlero revenue and EBITDA growth rates. Based on estimates, Bowler is expected to grow revenues at 7.7% CAGR versus the Amusement industry average of 1.4%. Bowlero’s EBITDA CAGR is 11.7% versus the Amusement industry average of just 4.0%. As such, it would appear that Bowlero would be deserving of a higher multiple. 

Figure #20 Amusement Comparable  


Based on the peer group set, it would seem to be fair to put a target EV to EBITDA multiple for the Bowlero shares in a range between 14 (the average for the entire group) to 17 (the blended average without the Amusement group). The multiple would imply a price target for the Bowlero shares between $15 and $18.


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Report ID: 24038

Release – TAAL Announces 2021 Second-Quarter Revenue of $6.7 Million and Adjusted EBITDA of $629000


TAAL Announces 2021 Second-Quarter Revenue of $6.7 Million, and Adjusted EBITDA of $629,000

 

TORONTOAug. 23, 2021 /CNW/ – TAAL Distributed Information Technologies Inc. (CSE: TAAL) (FWB: 9SQ1) (OTC: TAALF) (“TAAL” or the “Company”), a vertically integrated blockchain infrastructure and service provider for enterprise, announced today its financial results for the three and six months ended June 30, 2021. These filings are available for review on the Company’s SEDAR profile at www.sedar.com  and on the Company’s website at www.taal.com. All financial information in this press release is reported in Canadian dollars unless otherwise indicated.

Second Quarter Highlights

  • As of June 30, 2021, TAAL held approximately 100,900 BitcoinSV (“BSV”) in treasury
  • Gross revenues of $6.7 million for the second quarter ended June 30, 2021, represented an increase of almost 7 times compared to Q1 2021
  • Adjusted EBITDA* for the quarter was $629,000. Net loss for the period was $10.1 million, largely due to the loss on the revaluation of digital assets.
  • TAAL purchased 3,000 Bitmain S19j Pro Blockchain computers due for delivery in Q1, 2022
  • WhatsOnChain continues to deliver on its promise to be the world’s BSV block explorer and data provider, attracting 33.5 million web and API requests in June, and 40 million API requests in July.

Subsequent to the Quarter

The Company has upgraded its previously announced purchase of 1,000 Bitmain S19J hashing machines to 900 S19J  Pro model.  The machines will provide the same amount of hashing power while requiring less electricity and space to host.  The additional investment is approximately $1 million.

The BitcoinSV blockchain has seen an increase in large blocks routinely being processed.  These larger blocks are resulting in higher transaction fees in addition to the block subsidy reward of 6.25 BSV per block.  In July TAAL earned 371 BSV from transaction processing fees and 737 so far in August.  This is compared to 105 and 138 BSV in fees for May and June respectively.

August has been a month of new records for TAAL and the BSV blockchain.  First TAAL successfully mined 3, 1 GB blocks setting a new block size record.  More recently, there was a block of 1.2GB, and for the first time ever transaction fees exceeded block subsidy reward.  The excitement continued with the first ever 2GB Block, earning 10 BSV in fees, in addition to the 6.25 BSV reward subsidy. Scaling the network with bigger blocks that hold more transactions and data supports TAAL’s long-term view that transaction processing fees will generate far more income that block rewards.  TAAL is developing tools and services that help developers and enterprise access the power of Bitcoin.

On the strength of increasing numbers of large blocks successfully mined on the BSV network, the Bitcoin Association has issued an advisory, supported by TAAL, for miners to increase the hard cap settings on Bitcoin SV to 2GB, as of August 13, 2021. This network scaling with bigger blocks that hold more transactions and data supports increased transaction capacity while maintaining low transaction fees to facilitate use and utility. 

Stefan Matthews, TAAL Executive Chairman and Chief Executive Officer said, “The solid results that we report today for Q2 2021 reflect the success of our team through several strategic initiatives. The first half of 2021 saw growth of our processing power as we prepare for higher transaction volumes on BitcoinSV.  Bigger blocks, more transactions, and more data on chain are all strong indications of BSV adoption.  TAAL is well positioned to accelerate our strategy to grow BSV application development as well as enterprise demand.”

CoinGeek Conference

The CoinGeek conference is returning to New York City,  from October 5th to 7th to showcase the latest developments on the BSV Blockchain. The BSV Blockchain is revolutionizing the world through its data management solutions because of its scalability, stability, security, and safe instant transactions. There are amazing solutions built on top of the BSV Blockchain that allow Supply Chain Management, Health Care, Global FinTech, Marketing, and many other industries to transform the way they do business. It’s about time you knew about them.  TAAL encourages attendance at this conference, hosted by CoinGeek for those interested in finding out more about it see the link below.

Join TAAL live or virtually at CoinGeek New York to learn more.

About TAAL Distributed Information Technologies Inc. 
TAAL Distributed Information Technologies Inc. delivers value-added blockchain services, providing professional-grade, highly scalable blockchain infrastructure and transactional platforms to support businesses building solutions and applications upon the BitcoinSV platform, and developing, operating, and managing distributed computing systems for enterprise users. 
Visit TAAL online at www.taal.com

The CSE, nor its Regulation Services Provider, accepts no responsibility for the adequacy or accuracy of this release. 

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION 
Certain statements included in this news release constitute “forward-looking information” as defined under applicable Canadian securities legislation. The words “will”, “intends”, “expects” and similar expressions are intended to identify forward-looking information, although not all forward-looking information will contain these identifying words. Specific forward-looking information contained in this news release includes but is not limited to statements regarding: the expected delivery of newly purchased computers; BSV transaction volumes and the anticipated acceleration of TAAL strategy to grow BSV application development and enterprise demand. These statements are based on factors and assumptions related to historical trends, current conditions and expected future developments. Since forward-looking information relates to future events and conditions, by its very nature it requires making assumptions and involves inherent risks and uncertainties. TAAL cautions that although it is believed that the assumptions are reasonable in the circumstances, these risks and uncertainties give rise to the possibility that actual results may differ materially from expectations. Material risk factors include the future acceptance of Bitcoin SV and other digital assets and risks related to information processing using those platforms, the ability for TAAL to leverage intellectual property into viable income streams and other risks set out in TAAL’s Annual Information Form dated April 30, 2021, under the heading “Risk Factors” and elsewhere in TAAL’s continuous disclosure filings available on SEDAR at www.sedar.com. Given these risks, undue reliance should not be placed on the forward-looking information contained herein. Other than as required by law, TAAL undertakes no obligation to update any forward-looking information to reflect new information, subsequent or otherwise. 

* NON-IFRS FINANCIAL MEASURES

The terms “EBITDA” (net income or loss excluding net finance income or expense, income tax or recovery, depreciation, and amortization) and “Adjusted EBITDA” (which is calculated by the Company by adjusting EBITDA to exclude share-based payments, fair value loss or gain on
re-measurement of digital assets, gain (loss) on foreign exchange, and costs associated with one time transactions) are not recognized measures nor do they have standardized meanings under International Financial Reporting Standards (“IFRS”). There is no standardized measure of “EBITDA” or “Adjusted EBITDA” under IFRS and consequently, TAAL’s method of calculating this measure may differ from methods used by other companies and therefore may not be comparable to similar measures presented by other companies. A reconciliation of “Adjusted EBITDA” to Net Loss can be found in the MD&A. 

SOURCE Taal Distributed Information Technologies Inc.

For further information: Matt Whitcomb, Investor Relations, matthew@taal.com or 604-260-6142; Stefan Matthews, CEO & Executive Chairman, info@taal.com; Chris Naprawa, President, chris@taal.com

TAAL Announces 2021 Second-Quarter Revenue of $6.7 Million, and Adjusted EBITDA of $629,000


TAAL Announces 2021 Second-Quarter Revenue of $6.7 Million, and Adjusted EBITDA of $629,000

 

TORONTOAug. 23, 2021 /CNW/ – TAAL Distributed Information Technologies Inc. (CSE: TAAL) (FWB: 9SQ1) (OTC: TAALF) (“TAAL” or the “Company”), a vertically integrated blockchain infrastructure and service provider for enterprise, announced today its financial results for the three and six months ended June 30, 2021. These filings are available for review on the Company’s SEDAR profile at www.sedar.com  and on the Company’s website at www.taal.com. All financial information in this press release is reported in Canadian dollars unless otherwise indicated.

Second Quarter Highlights

  • As of June 30, 2021, TAAL held approximately 100,900 BitcoinSV (“BSV”) in treasury
  • Gross revenues of $6.7 million for the second quarter ended June 30, 2021, represented an increase of almost 7 times compared to Q1 2021
  • Adjusted EBITDA* for the quarter was $629,000. Net loss for the period was $10.1 million, largely due to the loss on the revaluation of digital assets.
  • TAAL purchased 3,000 Bitmain S19j Pro Blockchain computers due for delivery in Q1, 2022
  • WhatsOnChain continues to deliver on its promise to be the world’s BSV block explorer and data provider, attracting 33.5 million web and API requests in June, and 40 million API requests in July.

Subsequent to the Quarter

The Company has upgraded its previously announced purchase of 1,000 Bitmain S19J hashing machines to 900 S19J  Pro model.  The machines will provide the same amount of hashing power while requiring less electricity and space to host.  The additional investment is approximately $1 million.

The BitcoinSV blockchain has seen an increase in large blocks routinely being processed.  These larger blocks are resulting in higher transaction fees in addition to the block subsidy reward of 6.25 BSV per block.  In July TAAL earned 371 BSV from transaction processing fees and 737 so far in August.  This is compared to 105 and 138 BSV in fees for May and June respectively.

August has been a month of new records for TAAL and the BSV blockchain.  First TAAL successfully mined 3, 1 GB blocks setting a new block size record.  More recently, there was a block of 1.2GB, and for the first time ever transaction fees exceeded block subsidy reward.  The excitement continued with the first ever 2GB Block, earning 10 BSV in fees, in addition to the 6.25 BSV reward subsidy. Scaling the network with bigger blocks that hold more transactions and data supports TAAL’s long-term view that transaction processing fees will generate far more income that block rewards.  TAAL is developing tools and services that help developers and enterprise access the power of Bitcoin.

On the strength of increasing numbers of large blocks successfully mined on the BSV network, the Bitcoin Association has issued an advisory, supported by TAAL, for miners to increase the hard cap settings on Bitcoin SV to 2GB, as of August 13, 2021. This network scaling with bigger blocks that hold more transactions and data supports increased transaction capacity while maintaining low transaction fees to facilitate use and utility. 

Stefan Matthews, TAAL Executive Chairman and Chief Executive Officer said, “The solid results that we report today for Q2 2021 reflect the success of our team through several strategic initiatives. The first half of 2021 saw growth of our processing power as we prepare for higher transaction volumes on BitcoinSV.  Bigger blocks, more transactions, and more data on chain are all strong indications of BSV adoption.  TAAL is well positioned to accelerate our strategy to grow BSV application development as well as enterprise demand.”

CoinGeek Conference

The CoinGeek conference is returning to New York City,  from October 5th to 7th to showcase the latest developments on the BSV Blockchain. The BSV Blockchain is revolutionizing the world through its data management solutions because of its scalability, stability, security, and safe instant transactions. There are amazing solutions built on top of the BSV Blockchain that allow Supply Chain Management, Health Care, Global FinTech, Marketing, and many other industries to transform the way they do business. It’s about time you knew about them.  TAAL encourages attendance at this conference, hosted by CoinGeek for those interested in finding out more about it see the link below.

Join TAAL live or virtually at CoinGeek New York to learn more.

About TAAL Distributed Information Technologies Inc. 
TAAL Distributed Information Technologies Inc. delivers value-added blockchain services, providing professional-grade, highly scalable blockchain infrastructure and transactional platforms to support businesses building solutions and applications upon the BitcoinSV platform, and developing, operating, and managing distributed computing systems for enterprise users. 
Visit TAAL online at www.taal.com

The CSE, nor its Regulation Services Provider, accepts no responsibility for the adequacy or accuracy of this release. 

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION 
Certain statements included in this news release constitute “forward-looking information” as defined under applicable Canadian securities legislation. The words “will”, “intends”, “expects” and similar expressions are intended to identify forward-looking information, although not all forward-looking information will contain these identifying words. Specific forward-looking information contained in this news release includes but is not limited to statements regarding: the expected delivery of newly purchased computers; BSV transaction volumes and the anticipated acceleration of TAAL strategy to grow BSV application development and enterprise demand. These statements are based on factors and assumptions related to historical trends, current conditions and expected future developments. Since forward-looking information relates to future events and conditions, by its very nature it requires making assumptions and involves inherent risks and uncertainties. TAAL cautions that although it is believed that the assumptions are reasonable in the circumstances, these risks and uncertainties give rise to the possibility that actual results may differ materially from expectations. Material risk factors include the future acceptance of Bitcoin SV and other digital assets and risks related to information processing using those platforms, the ability for TAAL to leverage intellectual property into viable income streams and other risks set out in TAAL’s Annual Information Form dated April 30, 2021, under the heading “Risk Factors” and elsewhere in TAAL’s continuous disclosure filings available on SEDAR at www.sedar.com. Given these risks, undue reliance should not be placed on the forward-looking information contained herein. Other than as required by law, TAAL undertakes no obligation to update any forward-looking information to reflect new information, subsequent or otherwise. 

* NON-IFRS FINANCIAL MEASURES

The terms “EBITDA” (net income or loss excluding net finance income or expense, income tax or recovery, depreciation, and amortization) and “Adjusted EBITDA” (which is calculated by the Company by adjusting EBITDA to exclude share-based payments, fair value loss or gain on
re-measurement of digital assets, gain (loss) on foreign exchange, and costs associated with one time transactions) are not recognized measures nor do they have standardized meanings under International Financial Reporting Standards (“IFRS”). There is no standardized measure of “EBITDA” or “Adjusted EBITDA” under IFRS and consequently, TAAL’s method of calculating this measure may differ from methods used by other companies and therefore may not be comparable to similar measures presented by other companies. A reconciliation of “Adjusted EBITDA” to Net Loss can be found in the MD&A. 

SOURCE Taal Distributed Information Technologies Inc.

For further information: Matt Whitcomb, Investor Relations, matthew@taal.com or 604-260-6142; Stefan Matthews, CEO & Executive Chairman, info@taal.com; Chris Naprawa, President, chris@taal.com

QuoteMedia (QMCI) – A Slow Walk Toward Margin Improvement

Friday, August 13, 2021

QuoteMedia (QMCI)
A Slow Walk Toward Margin Improvement

QuoteMedia, based in Fountain Hills, Arizona, provides cloud-based financial data, market news feeds, and financial software solutions.  Its customers include financial service companies, online brokerages, clearing firms, banks, media portals, public corporations and individual investors.  The company provides a single source solution providing products such as streaming quotes, charting, historical data, technical analysis, news and research.  Information can customized and provided to multiple platforms including terminals and mobile devices.

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

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

    Mixed Q2 results: Revenues were modestly better than expected by 1.9%, $3.833 million, up 26.5% from the year earlier quarter, versus our estimate of $3.760 million. The largest upside revenue variance was due to better than expected Interactive Content & Data revenue, $1.607 million versus our $1.565 million estimate. While adjusted EBITDA increased 45.7% to $311,000, it was 22% below our expectation of $399,000.

    Still waiting: While the acceleration in revenue growth is encouraging, we are still awaiting the prospect of improving gross and adjusted EBITDA margins.  Unfortunately, the growth in revenues have come at a cost, as gross margins have declined from a high of 51% for the full year 2019 to 46% in 2020 to 42.8% in the latest quarter. Q2 gross margins were relatively flat to Q1 at 43%. Management …



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.