Business Wire News

All dollar amounts expressed are in thousands of U.S. dollars unless otherwise indicated.


Q2 2022 Highlights

  • Revenues of $84.8 million, a 56% increase over Q2 2021; Revenues per pound sold1 of $11.69, a 44% increase over Q2 2021 mainly due to stronger vanadium prices
  • Net income of $18.0 million, a 113% increase over Q2 2021; Basic earnings per share of $0.28 in Q2 2022
  • Cash provided before non-cash working capital items of $25.4 million, a 57% increase over Q2 2021; Cash provided by operating activities of $2.9 million vs. $19.1 million in Q2 2021
  • Cash and restricted cash balance of $52.9 million and $23.4 million, respectively, exiting Q2 2022; Net working capital2 surplus of $129.0 million following an increase in vanadium inventory and amounts receivable balances
  • Total V2O5 equivalent sales of 3,291 tonnes, a 9% increase over Q2 2021
  • V2O5 production 3,084 tonnes (6.8 million lbs3) vs. 3,070 tonnes in Q2 2021
  • Operating costs of $50.7 million vs. $35.0 million in Q2 2021 and cash operating costs excluding royalties per pound1 of V2O5 equivalent sold of $4.23 vs. $3.39 in Q2 2021
  • 2022 Production, Cost and Capital Expenditures Guidance Update: The Company has revised its V2O5 equivalent production guidance to 11,000 – 12,000 tonnes from 11,600 – 12,400 tonnes; Cash operating cost excluding royalties1 guidance increased to $4.10 – 4.50 per lb sold from $3.90 – 4.30; Ilmenite concentration plant capital expenditure guidance lowered to $19.0 – 21.0 million from $29.0 – 30.0 million; Titanium dioxide (“TiO2”) processing plant capital expenditures guidance lower to $2.0 – 3.0 million from $9.0 – 10.0 million
  • On May 30, 2022, the Company announced that the TSX had accepted its notice of intention to make a normal course issuer bid (“NCIB”) to purchase for cancellation its common shares (“Common Shares”); On July 14, 2022, the Company announced it had implemented an automatic securities purchase plan under its previously announced NCIB
  • Published 2021 Sustainability Report entitled: “Continuous improvement for a greener future” detailing the Company's approach and progress towards integrating sustainability into all aspects of its business
  • On August 3, 2022, Largo Clean Energy (“LCE”) signed a non-binding memorandum of understanding (“MOU”) with Ansaldo Green Tech to negotiate the formation of a joint venture for the manufacturing and commercial deployment of vanadium redox flow batteries (“VRFB”) in the European, African, and Middle East power generation markets (see press release dated August 4, 2022)
  • Q2 2022 results conference call: Thursday, August 11th at 1:00 p.m. ET

Vanadium Market Update4

  • Demand in all of the Company’s key markets continued to remain strong in Q2 2022, which was reflected in a robust vanadium price during the period
  • The average benchmark price per lb of V2O in Europe was $11.08 in Q2 2022, an increase of 3% from the average of $10.72 seen in Q1 2022 and an increase of 35% from the average of $8.19 seen in Q2 2021; The average benchmark price per kg of ferrovanadium in Europe was $44.22, a decrease of 4% from the average of $46.17 seen in Q1 2022 and an increase of 24% from the average of $35.79 seen in Q2 2021
  • Vanadium prices have decreased since then and the average benchmark price per pound of V2O5 in Europe was $8.00 as of August 5, 2022

TORONTO--(BUSINESS WIRE)--$LGO #cleanenergy--Largo Inc. ("Largo" or the "Company") (TSX: LGO) (NASDAQ: LGO) today released financial and operating results for the three and six months ended June 30, 2022. The Company reported revenues of $84.8 million from vanadium pentoxide (“V2O5”) equivalent sales of 3,291 tonnes.

Paulo Misk, President and CEO of Largo, stated: “In the second quarter, Largo delivered strong revenue and net income growth following a favourable period of increased vanadium prices amid continued challenges in the macro environment. Due to operational impacts experienced to-date and expected continuing effects of global inflationary pressures, the Company has revised its production and cash cost guidance for 2022. We continue to actively address these challenges through additional operational improvements at our facility with an increased focus on cost management.” He continued: “The Company also remains focused on continuing the advancement of its ilmenite concentrate plant project, with construction expected to be completed in Q2 2023. While we have seen a recent correction in vanadium prices, in addition to persistent global logistical issues, we remain actively engaged with our customers to meet demand and deliver premium vanadium products.” He continued: “We are also pleased to have announced the recent signing of the non-binding MOU with Ansaldo Green Tech to negotiate the establishment of a joint venture for the purpose of the commercial deployment of Largo’s VCHARGE VRFB in the European, African, and Middle East power generation markets.”

Financial Results

Three months ended

Six months ended

(thousands of U.S. dollars, except for basic earnings (loss) per share and diluted earnings (loss) per share)

June 30, 2022

June 30, 2021

June 30, 2022

June 30, 2021

Revenues

84,804

 

54,292

 

127,492

 

94,093

 

Operating costs

(50,704

)

(34,966

)

(79,662

)

(63,138

)

Direct mine and production costs

(23,905

)

(19,599

)

(41,465

)

(35,143

)

Net income before tax

22,409

 

14,180

 

23,223

 

18,627

 

Income tax (expense)

(7,115

)

(2,138

)

(7,717

)

(2,459

)

Deferred income tax recovery (expense)

2,671

 

(3,597

)

505

 

(3,579

)

Net income (loss)

17,965

 

8,445

 

16,011

 

12,589

 

Basic earnings (loss) per share

0.28

 

0.13

 

0.25

 

0.20

 

Diluted earnings (loss) per share

0.28

 

0.13

 

0.25

 

0.20

 

 

 

 

33,908

 

 

Cash provided before non-cash working capital items

25,400

 

16,215

 

31,151

 

28,946

 

Net cash provided by (used in) operating activities

2,902

 

19,127

 

(1,148

)

20,838

 

Net cash (used in) provided by financing activities

(15,679

)

15,442

 

(15,294

)

(6,978

)

Net cash (used in) investing activities

(11,383

)

(5,194

)

(15,651

)

(14,269

)

Net change in cash

(25,516

)

31,976

 

(30,912

)

1,524

 

 

As at

 

June 30, 2022

December 31, 2021

Cash

52,878

83,790

Restricted cash

23,410

448

Working capital2

128,947

118,312

Maracás Menchen Mine Operational and Sales Results

 

Q2 2022

Q2 2021

 

 

 

Total Ore Mined (tonnes)

378,273

340,734

Ore Grade Mined - Effective Grade5 (%)

1.18

1.15

 

 

 

Concentrate Produced (tonnes)

124,317

98,372

Grade of Concentrate (%)

3.28

3.23

Global Recovery6 (%)

81.8

79.9

 

 

 

V2O5 Produced (Flake + Powder) (tonnes)

3,084

3,070

V2O5 produced (equivalent pounds3)

6,799,048

6,768,184

V2O5 Equivalent Sold (tonnes)

3,291

3,027

Produced V2O5 equivalent sold (tonnes)

2,783

2,820

Purchased V2O5 equivalent sold (tonnes)

508

207

 

 

 

Cash Operating Costs Excluding Royalties per pound ($/lb)1

4.23

3.39

Revenues per pound sold ($/lb)1

11.69

8.14

Q2 2022 Financial Highlights

  • The Company recognized revenues of $84.8 million from sales of 3,291 tonnes of V2O5 equivalent (Q2 2021 – 3,027 tonnes). This represents a 56% increase in revenues over Q2 2021 ($54.3 million) mainly due to higher vanadium prices realized during Q2 2022 over Q2 2021. Reconciliation of the Company’s revenues per pound sold1 and total quantities sold of each product are provided in the “Non-GAAP7 Measures” section of this press release.
  • Operating costs of $50.7 million in Q2 2022 (Q2 2021 – $35.0 million) include direct mine and production costs of $23.9 million (Q2 2021 – $19.6 million), conversion costs of $2.3 million (Q2 2021 – $2.4 million), product acquisition costs of $9.6 million (Q2 2021 – $3.7 million), royalties of $3.7 million (Q2 2021 – $2.4 million), distribution costs of $2.9 million (Q2 2021 – $1.3 million), inventory write-down of $2.6 million (Q2 2021 – $nil), depreciation and amortization of $5.5 million (Q2 2021 – $5.6 million) and iron ore costs of $0.2 million (Q2 2021 – net margin of $0.08 million). The increase in direct mine and production costs is primarily attributable to cost increases in critical consumables, including heavy fuel oil (“HFO”) and diesel, as well as production impacts from the de-ammoniator and kiln availability during the period.
  • Cash operating costs excluding royalties1 per pound were $4.23 per lb in Q2 2022, compared with $3.39 for Q2 2021. The increase seen in Q2 2022 compared with Q2 2021 is largely due to the reasons noted above for operating costs, including the impact of cost increases for critical consumables, including HFO and diesel. The residual impact of the abnormally elevated levels of rainfall experienced in Q4 2021 and the plant shutdowns for repairs and maintenance negatively impacted the operational performance and contributed to increased costs.
  • Professional, consulting and management fees were $6.4 million in Q2 2022, compared with $4.4 million in Q2 2021. The increase is primarily attributable to costs incurred in Q2 2022 in connection with LCE, which was not fully operational in Q2 2021 and costs related to Largo Physical Vanadium Corp. which was incorporated in 2022. In addition, the Company incurred increased compensation costs in Q2 2022 as a result of management turnover.
  • Other general and administrative expenses were $5.1 million in Q2 2022. This represents an increase of 122% from Q2 2021, which is primarily attributable to an increase in legal provisions of $2.8 million.

Additional Corporate Updates

  • Production: V2O5 production in April 2022 was 958 tonnes, with 1,168 tonnes produced in May and 958 tonnes produced in June, for a total of 3,084 tonnes of V2O5 produced in Q2 2022. The improvement in production levels in Q2 2022 was due to improved operational stability as well as the re-establishment of intermediate inventories after the abnormally elevated levels of rainfall experienced in Q4 2021. The global recovery6 achieved in Q2 2022 was 81.8%, an increase of 2.4% from the 79.9% achieved in Q2 2021 and 5.5% higher than the 77.5% achieved in Q1 2022. The global recovery6 in April 2022 was 78.5%, with 83.2% achieved in May and 83.2% achieved in June. In Q2 2022, 378,273 tonnes of ore were mined with an effective grade5 of 1.18% of V2O5. The ore mined in Q2 2022 was 11% higher than in Q2 2021. The Company produced 124,317 tonnes of concentrate with an effective grade5 of 3.28%. Subsequent to Q2 2022, production in July 2022 was 811 tonnes of V2O5, following a shutdown for the annual refractory refurbishment in the kiln and cooler.
  • Sales: In Q2 2022, the Company sold 3,291 tonnes of V2O5 equivalent (Q2 2021 – 3,027 tonnes), including 508 tonnes of purchased products (Q2 2021 – 208 tonnes). Produced V2O5 equivalent sold decreased, with 6.1 million lbs sold in Q2 2022, as compared with 6.2 million lbs sold in Q2 2021. The Company continued to experience logistical challenges and elevated transport costs but delivered on all its commercial commitments due to careful planning. As a result, the Company does not expect the logistics situation to improve until the end of 2022, at the earliest, at which point it anticipates reducing its inventory in transit through increased sales. Subsequent to Q2 2022, sales in July 2022 were 946 tonnes of V2O5 equivalent, including 159 tonnes of purchased products.
  • Largo Clean Energy: In early July 2022, LCE completed its previously announced strategic review of costing and pricing practices related to its VCHARGE product offering. The Company is satisfied with its review process and LCE continues to see an increase in prospective customer interest in its VCHARGE battery technology.
    • In Q2 2022, LCE achieved ISO 9001 certification of its Quality Management System ("QMS") and continues to pursue CE certification of its VCHARGE VRFB system.
    • In July 2022, LCE was awarded $4.2 million in future funding from the Department of Energy's (“DOE”) Advanced Manufacturing Office ("AMO") to develop and demonstrate efficient manufacturing processes that are capable of being readily scaled up to the high production volumes required to meet projected demands for grid-scale redox-flow batteries. LCE's total DOE budget is $6.0 million, for which the DOE will provide funding of $4.2 million. LCE expects to complete the DOE project in three years.
    • The Company’s Enel Green Power España (“EGPE”) contract remains a priority focus with notable progress being made in the face of continued supply chain obstacles, which has had a significant impact on the project delivery timelines. LCE currently projects the VCHARGE battery being commissioned for EGPE in mid-February 2023.
    • The Company also announces the resignation of Stephen Prince as President of LCE. Mr. Prince has decided to pursue other opportunities and the Company’s Board of Directors and management wish him well with his future endeavours.
  • Ilmenite Project: Construction of the Company’s ilmenite concentration plant commenced in April as part of its previously announced TiO2 pigment project. TiO2 content is expected to be sourced from vanadium ore produced from the Company’s existing operations, which is expected to contribute to the Company's “two-pillar” business strategy – one consists of being a tier one vanadium supplier strengthened by the expected production of ilmenite concentrate as a by-product and two as an emerging clean energy business advancing the deployment of VRFBs. The Company expects to begin the commissioning of its ilmenite concentration plant in Q2 2023.
  • Exploration: During Q2 2022, the Company continued working towards obtaining the necessary authorizations and environmental permits to conduct diamond drilling at a number of target areas, primarily in the South Block of the Maracás land package. Work also continues on geological modelling at the Novo Amparo Norte ("NAN") and São José deposits located north of the Campbell Pit. Completed models are expected in Q3 and Q4 2022. The Campbell Pit geological model was reviewed during Q2 2022 from which a short-term model was developed and completed by the end of July 2022. This model will be updated quarterly going forward. The Company is planning for approximately 2,000 metres of infill drilling in 2022 in the Campbell Pit, which is expected to be completed in Q3 2022. The goal of this drilling is to provide more detail to the operational planning in order to improve the mineralization contact.

2022 Guidance Update

The Company has revised its production, cash operating cost excluding royalties1 and a portion of its capital expenditures guidance for 2022. Due to operational impacts experienced to-date, the Company has adjusted its production guidance from 11,600 – 12,400 tonnes to 11,000 – 12,000 tonnes of V2O5 equivalent. As a result of anticipated global inflationary impacts on critical consumable costs, the Company has also increased its cash operating cost excluding royalties1 guidance from $3.90 – 4.30 per lb V2O5 sold to $4.10 – 4.50 per lb sold. Additionally, the Company has amended its ilmenite concentration plant capital expenditures guidance to reflect a revision in expected payment timing. The Company has also postponed its TiO2 processing plant capital expenditures guidance to account for delays associated with the project’s land acquisition, which has led to a delay in license permitting. The Company does not expect a delay in the commissioning of its ilmenite concentration plant but now expects the commissioning of its TiO2 plant to be delayed until the first half of 2025.

 

2022 Guidance

Revised 2022 Guidance

V2O5 Equivalent Production (tonnes)

11,600 – 12,400

11,000 – 12,000

Cash Operating Cost Guidance Excluding Royalties
($/lb sold)1

$3.90 – 4.30

$4.10 – 4.50

Ilmenite Concentration Plant Capital Expenditures

$29.0 – 30.0 million

$19.0 – 21.0 million

TiO2 Pigment Processing Plant Capital Expenditures

$9.0 – 10.0 million

$2.0 – 3.0 million

Q2 2022 Webcast and Conference Call Information

The Company will host a webcast and conference call on Thursday, August 11th at 1:00 p.m. ET, to discuss its second quarter 2022 results and progress.

Webcast and Conference Call Details:

Details of the webcast and conference call are listed below:

Date:

Thursday, August 11, 2022

Time:

1:00 p.m. ET

Webcast Registration Link:

https://app.webinar.net/32zNKw3K958

Dial-in Number:

Local: +1 (647) 484-0258

North American Toll Free: +1 (800)-289-0720

Conference ID:

8216195

Replay Number:

Local / International: + 1 (647) 436-0148

North American Toll Free: +1 (888) 203-1112

Replay Passcode: 8216195

Website:

To view press releases or any additional financial information, please visit the Investor Resources section of the Company’s website at: www.largoinc.com/investors/overview

A playback recording will be available on the Company's website for a period of 60-days following the conference call.

The information provided within this release should be read in conjunction with Largo's unaudited condensed interim consolidated financial statements for the three and six months ended June 30, 2022 and 2021, and its management's discussion and analysis for the three and six months ended June 30, 2022, which are available on our website at www.largoinc.com or on the Company’s respective profiles at www.sedar.com and www.sec.gov.

About Largo

Largo has a long and successful history as one of the world’s preferred vanadium companies through the supply of its VPURE™ and VPURE+™ products, which are sourced from one of the world's highest-grade vanadium deposits at the Company's Maracás Menchen Mine in Brazil. Aiming to enhance value creation at Largo, the Company is in the process of implementing a titanium dioxide pigment plant using feedstock sourced from its existing operations in addition to advancing its U.S.-based clean energy division with its VCHARGE vanadium batteries. Largo’s VCHARGE vanadium batteries contain a variety of innovations, enabling an efficient, safe and ESG-aligned long duration solution that is fully recyclable at the end of its 25+ year lifespan. Producing some of the world’s highest quality vanadium, Largo’s strategic business plan is based on two pillars: 1.) vanadium production from its operations in Brazil and 2.) energy storage business in the U.S. to support a low carbon future through its clean energy division.

Largo’s common shares trade on the Nasdaq Stock Market and on the Toronto Stock Exchange under the symbol "LGO". For more information, please visit www.largoinc.com.

Cautionary Note on Forward-looking Information:

This press release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable under applicable Canadian and United States securities legislation. Forward-looking statements can be identified by the use of forward-looking terminology such as "plans," "expects" or "does not expect," "is expected," "budget," "scheduled," "estimates," "forecasts," "intends," "anticipates" or "does not anticipate," or "believes," or variations of such words and phrases or statements that certain actions, events or results "may," "could," "would," "might" or "will be taken," "occur" or "be achieved." All information contained in this news release, other than statements of current and historical fact, is forward looking information. Forwardlooking information contained in this press release includes, but is not limited to, statements with respect to the timing and amount of estimated future production and sales; costs of future activities and operations, including, without limitation, the effect of inflation and exchange rates; production and sale of titanium dioxide pigment, expansion of vanadium production, and related impacts on cash flow; the successful vertical integration of the Company; timing and cost related to the build-out of the ilmenite plant and titanium dioxide pigment processing plant; the extent of capital and operating expenditures; the impact of global delays and related price increases on the Company’s global supply chain and future V2O5 equivalent sales; the completion by Largo Physical Vanadium Corp. of a qualifying transaction with Column Capital Corp. and listing of the resulting issuer on the TSX Venture Exchange; in respect of the MOU with Ansaldo Green Tech, the likelihood and ability of the parties to negotiate and enter into a definitive agreement or other relationship on terms acceptable to both parties and the potential market and other opportunities presented by a JV between the parties.

The following are some of the assumptions upon which forward-looking information is based: that general business and economic conditions will not change in a material adverse manner; demand for, and stable or improving price of V2O5, other vanadium commodities, iron ore, ilmenite and titanium dioxide pigment; receipt of regulatory and governmental approvals, permits and renewals in a timely manner; that the Company will not experience any material accident, labour dispute, failure of plant or equipment or other material disruption, including, without limitation, the failure of key contractors to perform in the Company’s operations at the Maracás Menchen Mine or relating to Largo Clean Energy; the availability of financing for operations and development; the Company’s ability to procure equipment and operating supplies in sufficient quantities, at a reasonable price and on a timely basis; that the estimates of the resources and reserves at the Maracás Menchen Mine and the geological, operational and price assumptions on which these are based are within reasonable bounds of accuracy (including with respect to size, grade and recovery); the Company’s ability to attract and retain skilled personnel and directors; the ability of management to execute strategic goals; that we will be able to build, finance and operate our vanadium redox flow (“VRFB”) business; that we will be able to protect and develop our technology and maintain our intellectual property; that we will be able to market, sell and deliver our VCHARGE batteries on specification and at a competitive price; that the Company’s current plans for ilmenite, titanium dioxide pigment and VRFBs can be achieved; that we will be able to secure the required production resources to build our VCHARGE batteries; that VRFB technology will generally be adopted in the market; and in relation to the MOU with Ansaldo Green Tech, the ability of the parties to negotiate acceptable terms for any definitive agreement or relationship between the parties, market conditions generally and in the industries in which the parties operate or seek to operate.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to those risks described in the annual information form and Form 40-F annual report of Largo and in its public documents filed on www.sedar.com and www.sec.gov from time to time. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. Although management of Largo has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Largo does not undertake to update any forward-looking statements, except in accordance with applicable securities laws.


Contacts

Investor Relations
Alex Guthrie
Senior Manager, External Relations
+1.416.861.9778
This email address is being protected from spambots. You need JavaScript enabled to view it.


Read full story here

Staff, project partners and local officials participated in a ribbon-cutting ceremony at the Somerset, NJ, school yesterday

ROCKVILLE, Md.--(BUSINESS WIRE)--#cleanenergy--A New Jersey school that serves the needs of special education students has completed an infrastructure project that included a roof restoration, a newly paved parking lot and a solar installation on its rooftop and a solar carport. This multi-pronged project was made possible for The Center School through an innovative partnership with Standard Solar, a recognized leader in the ownership, development, operation and funding of commercial and community solar assets.


“The Center School wanted to reduce its carbon footprint and serve as a positive example of environmental stewardship to its students and the community, but its yearly budget was fully allocated, making it financially challenging to provide a new roof and pave the school’s parking lot,” explained Daryl Pilon, Director of Business Development, Standard Solar. “We were able to work with them to finance all the improvement projects they’d planned utilizing the solar project, which included adding solar to their roof and the parking lot.”

A Power Purchase Agreement (PPA) with Standard Solar covered the costs of the solar project, roof restoration and parking lot paving. The 611-kilowatt combination rooftop and carport project is projected to save the school a minimum of $30K annually. Standard Solar owns and will operate and maintain the solar rooftop and canopy system for the PPA term.

“We just celebrated our school’s 50th Anniversary this past school year, as the construction was being done,” stated Dr. Ronald P. Rinaldi, Executive Director, The Center School. “The timing of our initiative to teach positive environmental stewardship to our students and our community as we plan for another 50 years was perfect. In fact, our local township, the Franklin Township Environmental Commission, awarded our school the 2021 Environmental Stewardship Award for this project.”

“As a leader in our industry, it is vital that we support solar projects of all shapes and sizes and be creative with how we make projects a reality for our partners,” said Pilon. “We’re thrilled to partner with The Center School to finance the solar and infrastructure upgrades so they can generate power from a sustainable renewable energy source, and benefit from lower-cost, clean power for years to come.”

For 50 years, The Center School has served the needs of special education students in New Jersey.

About Standard Solar

Standard Solar is powering the nation’s energy transformation – channeling its project development capabilities, financial strength and technical expertise to deliver the benefits of solar, as well as solar + storage, to businesses, institutions, farms, governments, communities and utilities. Building on 18 years of sustainable growth and in-house funding and tax equity investment capital, Standard Solar is a national leader in the development, funding and long-term ownership and operation of commercial and community solar assets. Recognized as an established financial partner with immediate, deep resources, the company owns and operates more than 300 megawatts of solar across the United States. Standard Solar is based in Rockville, Md. Learn more at standardsolar.com, LinkedIn and Twitter: @StandardSolar. For project acquisition and development inquiries, contact Daryl Pilon, This email address is being protected from spambots. You need JavaScript enabled to view it. and on LinkedIn.


Contacts

Leah Wilkinson
Wilkinson + Associates
703-907-0010
This email address is being protected from spambots. You need JavaScript enabled to view it.

ST. LOUIS--(BUSINESS WIRE)--Western Metals Corporation (OTC: WTLC) (the “Company”), announced today that it has extended the expiration of its previously announced tender offer for all of the issued and outstanding shares of common stock without par value of the Company (“Shares”), other than the Shares owned by LOTO Energy II, LLC at a price of $0.44 per Share in cash. The tender offer is now scheduled to expire at 5:00 p.m., New York City time, on August 24, 2022, unless it is further extended.

The tender offer is being extended in order to allow additional time for shareholders to tender their Shares. All terms and conditions of the tender offer remain unchanged during the extension period. Shareholders who have already tendered their shares do not have to re-tender their shares or take any other action as a result of the extension. Complete terms and conditions of the tender offer are set forth in the Offer to Purchase, Letter of Transmittal and other related materials, which have been sent to the shareholders.

The transfer agent and the depositary for the Offer is Computershare Trust Company, N.A. The information agent for the tender offer is Georgeson LLC. Shareholders that have questions or need additional copies of the Offer to Purchase and the Letter of Transmittal should contact the information agent at its address and telephone number set forth below.

Georgeson

1290 Avenue of the Americas, 9th Floor
New York, NY 10104

Shareholders, Banks and Brokers
Call Toll Free:
866-695-6078

Notice to Shareholders

This announcement is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell Shares. The Offer is being made solely pursuant to the Offer to Purchase and the related Letter of Transmittal. Shareholders are urged to read the Offer to Purchase and the related Letter of Transmittal in their entirety, as they contain various terms of, and conditions to, the Offer.

About Western Metals Corporation

Western Metals Corporation is a California corporation that owns and operates two natural gas wells located in Solano County, California.

Forward-Looking Statements

Disclosures in this press release contain certain forward-looking statements within the meaning of the federal securities laws. Statements that do not relate strictly to historical or current facts are forward-looking. These statements contain words such as “possible,” “if,” “will” and “expect” and involve risks and uncertainties including, among others that our business plans may change as circumstances warrant. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company does not undertake any obligation to update or revise such forward-looking statements to reflect events or circumstances that occur, or which the Company becomes aware, after the date hereof.


Contacts

Georgeson LLC, Information Agent
Phone: (866) 695-6078
www.westernmetalscorp.com

OKLAHOMA CITY--(BUSINESS WIRE)--LSB Industries, Inc. (NYSE:LXU) (“LSB” or the “Company”) today announced that affiliates of Eldridge Industries LLC (the “Selling Stockholders”) intend to offer for sale an aggregate of 13,500,000 shares of the Company’s common stock pursuant to the Company’s automatic shelf registration statement (the “Offering”) filed with the Securities and Exchange Commission (the “SEC”). The Selling Stockholders intend to grant the underwriters a 30-day option to purchase up to an aggregate of 1,200,000 additional shares of the Company’s common stock. The Selling Stockholders will receive all of the net proceeds from this offering. No shares are being sold by the Company.


Subject to the completion of the Offering, the Company intends to repurchase from the underwriters 5,500,000 shares of the common stock being sold in the Offering (the “Share Repurchase”) at a price per share equal to the price per share paid by the underwriters to the Selling Stockholders in the Offering. The Company intends to fund the Share Repurchase with cash on hand. The closing of the Share Repurchase is conditioned on, and expected to occur simultaneously with, the closing of the Offering. The Offering is subject to market and other conditions, and there can be no assurance as to whether or when the Offering may be completed.

Goldman Sachs & Co. LLC and UBS Investment Bank will act as joint lead book-running managers for the Offering. Deutsche Bank Securities, Jefferies, Piper Sandler, RBC Capital Markets, BNP PARIBAS and Stifel will act as book-running managers for the Offering.

The Company has filed an automatic shelf registration statement (including a prospectus) relating to the Offering with the SEC on March 28, 2022 which became effective upon filing. Before you invest, you should read the prospectus in that registration statement, the accompanying prospectus supplement and other documents the Company has filed with the SEC for more complete information about the Company and the Offering. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov. When available, copies of the prospectus supplement and accompanying prospectus related to the Offering may also be obtained from Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or email: This email address is being protected from spambots. You need JavaScript enabled to view it.; UBS Securities LLC, Attn: Prospectus Department, 1285 Avenue of the Americas, New York, NY 10019, telephone: (888) 827-7275 or email: This email address is being protected from spambots. You need JavaScript enabled to view it..

The Offering will be made only by means of a prospectus supplement and the accompanying prospectus. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. Any offer to buy the securities may be withdrawn or revoked, without obligation or commitment of any kind, at any time prior to notice of its acceptance given after the effective date.

About LSB Industries, Inc.

LSB Industries, Inc., headquartered in Oklahoma City, Oklahoma, manufactures and sells chemical products for the agricultural, mining, and industrial markets. The Company owns and operates facilities in Cherokee, Alabama, El Dorado, Arkansas and Pryor, Oklahoma, and operates a facility for a global chemical company in Baytown, Texas. LSB’s products are sold through distributors and directly to end customers primarily throughout the United States. Committed to improving the world by setting goals that will reduce our environmental impact on the planet and improve the quality of life for all of its people, the Company is well positioned to play a key role in the reduction of global carbon emissions through its planned carbon capture and sequestration, and zero carbon ammonia strategies.

About Eldridge Industries LLC

Eldridge invests in businesses across the Insurance, Asset Management, Technology, Mobility, Sports & Gaming, Media, Real Estate, and Consumer landscapes. The firm seeks to build and grow businesses led by proven management teams that have demonstrated leadership and experience to scale an enterprise. Eldridge is headquartered in Greenwich, Connecticut, with additional offices in Beverly Hills, New York, and London. To learn more about Eldridge, please visit www.eldridge.com.

Forward-Looking Statements

This press release contains forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements, including statements about the completion, timing and size of the proposed Offering. Each forward-looking statement is subject to the inherent uncertainties in predicting future results and conditions and no assurance can be given that the Offering and Share Repurchase discussed above will be completed on the terms described or at all. Completion of the proposed Offering and Share Repurchase and the terms thereof are subject to numerous factors, many of which are beyond the control of LSB, including, without limitation, market conditions, failure of customary closing conditions and the risk factors and other matters set forth in the prospectus included in the registration statement, in the form last filed with the SEC. These forward-looking statements speak only as of the date of this press release and LSB undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


Contacts

Investor Contacts:
Cheryl Maguire, Executive Vice President & CFO
(405) 510-3524

Fred Buonocore, CFA, Vice President of Investor Relations
(405) 510-3550
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OKLAHOMA CITY--(BUSINESS WIRE)--LSB Industries, Inc. (NYSE:LXU) (“LSB” or the “Company”) today announced the pricing of the previously announced underwritten public offering (the “Offering”) by affiliates of Eldridge Industries LLC (the “Selling Stockholders”) of an aggregate of 13,500,000 shares of the Company’s common stock at a price to the public of $13.00 per share, pursuant to the Company’s automatic shelf registration statement filed with the Securities and Exchange Commission (the “SEC”). The Offering is expected to close on August 15, 2022, subject to customary closing conditions. The Selling Stockholders have granted the underwriters a 30-day option to purchase up to an aggregate of 1,200,000 additional shares of the Company’s common stock at the public offering price less underwriting discounts and commissions.


The Selling Stockholders will receive all of the net proceeds from this offering. No shares are being sold by the Company.

Subject to the completion of the Offering, the Company intends to repurchase from the underwriters 5,500,000 shares of the common stock being sold in the Offering (the “Share Repurchase”) at a price per share equal to the price per share paid by the underwriters to the Selling Stockholders in the Offering. The Company intends to fund the Share Repurchase with cash on hand. The closing of the Share Repurchase is conditioned on, and expected to occur simultaneously with, the closing of the Offering.

Goldman Sachs & Co. LLC and UBS Investment Bank are serving as joint lead book-running managers for the Offering. Deutsche Bank Securities, Jefferies, Piper Sandler, RBC Capital Markets, BNP PARIBAS and Stifel are also serving as book-running managers for the Offering.

The Company has filed an automatic shelf registration statement (including a prospectus) relating to the Offering with the SEC on March 28, 2022 which became effective upon filing. Before you invest, you should read the prospectus in that registration statement, the accompanying prospectus supplement and other documents the Company has filed with the SEC for more complete information about the Company and the Offering. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Copies of the prospectus supplement and accompanying prospectus related to the Offering may also be obtained from Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or email: This email address is being protected from spambots. You need JavaScript enabled to view it.; UBS Securities LLC, Attn: Prospectus Department, 1285 Avenue of the Americas, New York, NY 10019, telephone: (888) 827-7275 or email: This email address is being protected from spambots. You need JavaScript enabled to view it..

The Offering is being made only by means of a prospectus supplement and the accompanying prospectus. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. Any offer to buy the securities may be withdrawn or revoked, without obligation or commitment of any kind, at any time prior to notice of its acceptance given after the effective date.

About LSB Industries, Inc.

LSB Industries, Inc., headquartered in Oklahoma City, Oklahoma, manufactures and sells chemical products for the agricultural, mining, and industrial markets. The Company owns and operates facilities in Cherokee, Alabama, El Dorado, Arkansas and Pryor, Oklahoma, and operates a facility for a global chemical company in Baytown, Texas. LSB’s products are sold through distributors and directly to end customers primarily throughout the United States. Committed to improving the world by setting goals that will reduce our environmental impact on the planet and improve the quality of life for all of its people, the Company is well positioned to play a key role in the reduction of global carbon emissions through its planned carbon capture and sequestration, and zero carbon ammonia strategies.

About Eldridge Industries LLC

Eldridge invests in businesses across the Insurance, Asset Management, Technology, Mobility, Sports & Gaming, Media, Real Estate, and Consumer landscapes. The firm seeks to build and grow businesses led by proven management teams that have demonstrated leadership and experience to scale an enterprise. Eldridge is headquartered in Greenwich, Connecticut, with additional offices in Beverly Hills, New York, and London.

Forward-Looking Statements

This press release contains forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements, including statements about the completion and timing of the Offering. Each forward-looking statement is subject to the inherent uncertainties in predicting future results and conditions and no assurance can be given that the Offering and Share Repurchase discussed above will be completed on the terms described or at all. Completion of the Offering and Share Repurchase and the terms thereof are subject to numerous factors, many of which are beyond the control of LSB, including, without limitation, failure of customary closing conditions and the risk factors and other matters set forth in the prospectus included in the registration statement, in the form last filed with the SEC. These forward-looking statements speak only as of the date of this press release and LSB undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


Contacts

Investor Contacts:
Cheryl Maguire, Executive Vice President & CFO
(405) 510-3524

Fred Buonocore, CFA, Vice President of Investor Relations
(405) 510-3550
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Strong Performance Validates Zeno’s Offering, Underscores the Need for Tools to Help Deliver Capital Discipline Across the Energy Sector

AUSTIN, Texas--(BUSINESS WIRE)--#CapitalDiscipline--Zeno Technologies, a pioneer in helping businesses master the financial performance of their energy assets, has achieved significant traction following the company’s public launch in October 2021. In just nine months since emerging from stealth, Zeno won key client engagements and expanded its product offering to help energy businesses exert better capital discipline to deliver predictable returns to their investors.


“The energy industry used to be all about production volumes, but today it’s a value game. To succeed in the current climate where investors demand predictable, repeatable returns, energy companies need to exert strong capital discipline. This is holding true even with the renewed pressure to increase production,” said Sealy Laidlaw, CEO of Zeno. “Today producers simply can’t increase production without first convincing investors that they will continue to operate in a fiscally responsible manner. That’s where Zeno helps. We enable producers to master the financial performance of their energy assets to build investor trust and expand in a sustainable, profitable way.”

Building investor trust is a requirement of doing business in today’s dynamic energy market. With Zeno, operators now have the ability to surface critical data from across their organizations in real time to help them more accurately hone current performance, invest incremental capital, as well as acquire or divest assets at precisely the right time and price to maximize the financial upside of those assets. Zeno’s Energy OS brings a new financial discipline to bear and creates investor transparency that sets up energy businesses for success.

Customer Acquisition Momentum

Since emerging from stealth just nine months ago, Zeno steadily increased the pace of new customer acquisition. And while the increasing volume of recent sales is in itself an important growth metric, what’s even more impressive is that Zeno’s newest customers sought out Zeno to help them navigate very unique aspects of their business. Zeno’s newest customers include a privately held producer seeking to optimize the financial return on its investments, a pre-asset organization using Zeno to assess potential acquisition targets, and a leading operator in the Permian Basin and Eagle Ford Shale looking to make better-informed A&D decisions. Each customer has a different motivation to collaborate with Zeno, while the common thread throughout is the collective desire to bring greater financial visibility and discipline into their organizations.

Always Know Your Numbers

Zeno gives energy-focused organizations the ability to not just surface numbers, but to translate that data into actionable insight to drive their businesses forward. To achieve this, the company is refining its offering to help energy CFOs and other finance executives hone the financial performance of their energy businesses. Key product advancements include a new central command center for the platform that enables energy executives to see the key financial performance metrics that drive their businesses in real time, and to easily model different market and operational conditions without needing to rebuild analyses or revert to their functional teams for validation.

Business Insight Delivered Daily - For Free

Zeno recently expanded its offering to include The Daily Report, available free to organizations that want a quick, real-time snapshot of the most important numbers driving their business performance. Each daily report is compiled directly from the company’s own data sources and curated into a concise, self-branded report to give C-suite executives and other stakeholders a comprehensive view of the organization’s key revenue-driving metrics.

In aggregate, these key milestones serve as validation that Zeno built a solution whose time has come. Now more than ever, energy businesses need to know their numbers with a clarity and immediacy that only Zeno can deliver.

Ready to know your numbers? Visit www.zenotech.io for more information about Zeno’s Energy OS. To sign-up for The Daily Report, visit https://zenotech.io/the-daily-report/. And be sure to follow us on LinkedIn to stay up to date on the latest company news.

About Zeno Technologies

Zeno Technologies is a pioneer in helping businesses master the financial performance of their energy assets. Zeno’s Energy OS is used by energy companies, investors and partners to drive financial performance by connecting organizations through data on a common platform, building real-time insights so their businesses can exert stronger capital discipline to better deliver the positive cash flows and predictable returns investors demand. Zeno is privately held and headquartered in Austin, TX. For more information, visit www.zenotech.io.


Contacts

John Snedigar
Faultline Communications
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408-705-7518

Leading smart contract network provider expands the reinvention of the finance ecosystem through IIoT data and state-of-the-art digital ledger technology

HOUSTON--(BUSINESS WIRE)--#IIoT--Data Gumbo, the leading smart contract solution provider, announced today the closing of $4M in Series C equity funding co-led by Saudi Aramco Energy Ventures, the venture subsidiary of Saudi Aramco, and Equinor Technology Ventures, the venture subsidiary of Equinor, Norway’s leading energy operator.


This funding round follows a year of impressive growth for Data Gumbo, which has introduced the first ever Smart Contract Marketplace housing over forty smart contract templates ready to be deployed for immediate reduction in transactional friction and grown to over 180 enterprises participating in Data Gumbo’s smart contract network.

“We have continued to lead the way in the adoption of smart contracts for industrial use,” said William Fox, Chief Executive Officer of Data Gumbo. “The partnership with Equinor and Saudi Aramco, and their associated supply chains and partnerships, will continue the momentum for the Data Gumbo’s smart contract network.”

By tapping into existing IIoT data sources to trigger confirmation and payment automation of contractual commercial terms, organizations are able to eliminate the time-consuming process of validating invoices and transactions and fully automating the procure-to-pay and order-to-cash processes.

IIoT data is used in more industries than energy and with the additional funding, Data Gumbo plans to expand its reach, helping any organization who captures field data today to streamline their back office processes and realize time and cost savings.

“While we started in energy, we already have value for bulk commodity haulage, trucking and shipping, with plans to parlay our momentum into other global industries,” comments Andrew Bruce, Founder of Data Gumbo. “Wherever two or more organizations share a contractual relationship that can be verified with a digital source of data, opportunities abound to realize efficiencies and cost savings utilizing our blockchain network.”

Investor Quotes:

“Distributed ledger technologies bring win-win efficiencies between industrial companies and their suppliers, and Data Gumbo is at the forefront of introducing this innovation,” said Frank Andrasco, Senior Investment Director, SAEV. “While they have started in the energy sector, Data Gumbo’s platform has broad industrial applicability.”

“Over the past two years, through our internal and external efforts, we have learned a great deal about how distributed ledger technology enables efficiencies and cost savings in our operations. We believe now is the time to put that knowledge to work by continuing to support the market leader in this space and to realize value by implementing their technology,” said Gareth Burns, VP Equinor Ventures.

About Saudi Aramco Energy Ventures

Saudi Aramco Energy Ventures LLC (SAEV) is the corporate venturing subsidiary of Saudi Aramco, the world’s leading fully integrated energy and petrochemical enterprise. Headquartered in Dhahran with offices in North America, Europe and Asia, SAEV’s mission is to invest globally in start-up and high growth companies with technologies of strategic importance to its parent. For more information, visit www.saev.com.

About Equinor Ventures

Equinor Ventures (EV) supports small and medium enterprises (SMEs) with exciting new technologies in oil and energy—and in turn, helping Equinor be the world’s most carbon-efficient oil and gas producer with a developing renewable business. For more information, visit www.equinor.com.

About Data Gumbo

Data Gumbo empowers enterprises and their business networks to transact securely, increasing operational efficiencies, accountability, transparency, and cash flow certainty. With a state-of-the-art distributed ledger technology, Data Gumbo’s smart contract platform utilizes real-time IoT sensor data, reducing friction to deliver streamlined operations and transactional certainty while maintaining security controls to protect our customers and their network. Learn more at www.datagumbo.com.


Contacts

Data Gumbo
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Heather O’Connor
Saudi Aramco Energy Ventures
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713-432-4184

Hasting Stewart
Equinor
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713-485-2743

Strive will mandate U.S. energy companies to reject shortsighted political agendas and to focus on long-term profitability, including through increased investment in oil and gas production

Strive unveiled model shareholder resolutions for the U.S. energy sector at the 2022 EnerCom Conference

COLUMBUS, Ohio--(BUSINESS WIRE)--Strive Asset Management (“Strive”) launches its flagship index fund, the Strive U.S. Energy ETF (NYSE: $DRLL), to unlock the potential of the U.S. energy sector by providing investors an opportunity to drive positive change at U.S. energy companies ahead of a potential bull market for U.S. energy stocks.


U.S. energy companies have been underinvesting in oil and gas production, due in part to the Environmental, Social, Governance (ESG) mandates imposed by large asset managers, which advance their favored agendas over the financial interests of all shareholders. As a result, U.S. energy companies are unable to adequately address the current energy crisis.

Strive believes that U.S. energy companies should capture the immense economic opportunity to meet global energy demands by producing more oil, gas, and other forms of energy while abandoning ESG-imposed constraints on the sector. Strive intends to use its shareholder engagement and proxy voting power to unlock the potential of the U.S. energy sector by delivering this “post-ESG” mandate to U.S. energy companies – rejecting shortsighted political agendas that have caused companies to underinvest in American oil, natural gas, and other promising forms of energy.

Strive expects U.S. energy stocks to appreciate multi-fold over the next 18-24 months, with the easing of lockdown policies in China and elsewhere, as well as supply shortages created by the EU ban on Russian oil expected to go into effect in December 2022, causing a dramatic supply-demand imbalance in global energy markets. Strive believes U.S. energy companies are poised to capitalize on this opportunity if they are unshackled from constraints imposed by ESG-linked asset managers.

As recently as 2013, the largest company in the world by market capitalization was Exxon, a U.S. energy company. Today, four of the five largest companies in the world are U.S. technology companies and the fifth is Saudi Aramco. Strive believes these recent trends can change to favor U.S. energy stocks again if investors support long-term investment in oil, gas, coal, and alternative energy projects that maximize shareholder value rather than advance political goals.

Strive’s co-founder and executive chairman, Vivek Ramaswamy, unveiled model shareholder resolutions for the U.S. energy sector yesterday at the 2022 EnerCom conference, one of the nation’s leading energy investment conferences.

“The largest U.S. asset managers have shackled U.S. energy companies with so-called ‘Scope 3 emissions caps’ and other destructive mandates that contributed to the American energy crisis today,” said Vivek Ramaswamy, executive chairman and co-founder of Strive Asset Management. “The right answer isn’t to complain about it, but to solve the problem. We’re proud to offer investors a new choice to align their voice and vote with how U.S. energy companies behave – by helping maximize long-run profits over short-run social fads.”

The Strive U.S. Energy ETF ($DRLL) seeks to track the total return performance, before fees and expenses, of a subset of the Solactive GBS United States 1000 Index (the “Index”) composed of U.S.-listed equities in the energy sector. The Solactive index exhibits 99.7% historical correlation1 with BlackRock’s U.S. Energy Index. The Index is represented by securities of companies in the energy industry or sector (oil, coal, and natural gas companies, as well as companies that produce renewable or alternative energy such as hydrogen, nuclear, solar, and wind power).

Investors can learn more at www.strivefunds.com.

About Strive Asset Management

Strive is an Ohio-based asset management firm whose mission is to restore the voices of everyday citizens in the American economy by leading companies to focus on excellence over politics. Strive will compete directly with the world’s largest asset managers by launching funds that advance Excellence Capitalism in boardrooms across corporate America. The company was co-founded by Vivek Ramaswamy and Anson Frericks in 2022. Learn more at www.strive.com.

IMPORTANT INFORMATION

Solactive AG ("Solactive") is the licensor of The Solactive United States Energy Regulated Capped Index (the "Index"). The financial instruments that are based on the Index are not sponsored, endorsed, promoted or sold by Solactive in any way and Solactive makes no express or implied representation, guarantee or assurance with regard to: (a) the advisability in investing in the financial instruments; (b) the quality, accuracy and/or completeness of the Index; and/or (c) the results obtained or to be obtained by any person or entity from the use of the Index. Solactive reserves the right to change the methods of calculation or publication with respect to the Index. Solactive shall not be liable for any damages suffered or incurred as a result of the use (or inability to use) of the Index.

Solactive United States Energy Regulated Capped Index (the "Index"), which measures the performance of the energy sector of the U.S. equity market as defined by Solactive AG (the "Index Provider" or "Solactive"). The Index includes large, and mid capitalization companies. The Index is a subset of a float-adjusted capitalization weighted index of equity securities comprising the 1,000 largest companies from the US stock market.

Investors should consider the investment objectives, risks, charges and expenses carefully before investing. For a prospectus or summary prospectus with this and other information about the Fund, please call 872-270-5406 or visit our website at www.strivefunds.com. Read the prospectus or summary prospectus carefully before investing.

Investments involve risk. Principal loss is possible. Energy Sector Risk. The market value of securities in the energy sector may decline for many reasons, including, among others, changes in energy prices, energy supply and demand, government regulations and energy conservation efforts. Non-Diversification Risk. Because the Fund is non-diversified, it may be more sensitive to economic, business, political or other changes affecting individual issuers or investments than a diversified fund, which may result in greater fluctuation in the value of the Fund’s Shares and greater risk of loss. Index Calculation Risk. The Index relies on various sources of information to assess the criteria of issuers included in the Index, including fundamental information that may be based on assumptions and estimates. New Fund Risk. The Fund is a recently organized management investment company with limited operating history. As a result, prospective investors have a limited track record or history on which to base their investment decision.

Quasar Distributors, LLC.

1 Correlation time period: 6/30/22-7/29/22


Contacts

Sam Marinelli
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DUBLIN--(BUSINESS WIRE)--The "Hydrographic Survey Equipment Market By Type, By Depth, By Platform, By Application, By End User: Global Opportunity Analysis and Industry Forecast, 2020-2030" report has been added to ResearchAndMarkets.com's offering.


The hydrographic survey equipment market was valued at 3.1 billion in 2020, and is estimated to reach $5.3 billion by 2030, growing at a CAGR of 5.73% from 2021 to 2030.

Asia Pacific dominated the hydrographic survey equipment market in terms of growth, followed by LAMEA, North America, and Europe. The U.S. dominated the market share in 2020, whereas China is expected to grow at a significant rate in the market during the forecast timeframe.

The Hydrographic Survey Equipment industry holds great potential in the near future due to the rise in the global maritime industry. The arrival of unmanned vehicles that can be remotely piloted and engagement of machine learning technologies to support complete autonomous operations notably impact the business dynamics.

In addition, the rise in awareness about global warming, rising ocean levels across the globe, and increasing carbon footprint has proliferated the need for hydrographic surveys in the research community to study the effect of such changes on ocean beds. Hydrographic surveys also allow researchers to gauge the quality of water and the impact of pollution on marine ecosystems. Initiatives are taken by nonprofit organizations coupled with environmentalists to support the business growth within the forecast period.

The growth of hydrographic survey equipment market is driven by factors such as introduction of unmanned survey vehicles, reduced cost of operation, and integration of various technologies to support a customer friendly approach. Technological advances, such as 3D and 4D technologies, being incorporated in bathymetric studies have made it possible for harbor owners and managers to get a better overall view of their areas. 4D technologies enhance predictive assessment for ports as they offer a more realistic insight of developments in the surrounding waters.

Key Market Segments

By End User

  • Commercial
  • Research
  • Defense

By Type

  • Sensing Systems
  • Positioning Systems
  • Optical System
  • Profilers
  • Software
  • Others

By Depth

  • Shallow Water
  • Deep Water

By Platform

  • Surface Vessels
  • USVs And UUVs
  • Aircraft

By Application

  • Port And Harbor Management
  • Offshore Oil And Gas Survey
  • Cable Or Pipeline Route Survey
  • Others
  • Hydrographic Or Bathymetry Survey

By Region

  • North America
  • U.S.
  • Canada
  • Mexico
  • Europe
  • Germany
  • France
  • Italy
  • Spain
  • Rest of Europe
  • Asia-Pacific
  • China
  • India
  • Japan
  • South Korea
  • Rest of Asia-Pacific
  • LAMEA
  • Latin America
  • Middle East
  • Africa

Key Market Players

  • KONSBERG GRUPPEN ASA
  • INC
  • Teledyne Technologies Inc.
  • Innomar Technologie GmbH
  • Edgetech
  • Sonardyne International Ltd.
  • Tritech International Ltd
  • Ixblue SAS
  • Syqwest Inc.
  • Valeport Ltd.
  • XYLEM

Key Topics Covered:

CHAPTER 1: INTRODUCTION

CHAPTER 2: EXECUTIVE SUMMARY

CHAPTER 3: MARKET OVERVIEW

CHAPTER 4: HYDROGRAPHIC SURVEY EQUIPMENT MARKET, BY TYPE

CHAPTER 5: HYDROGRAPHIC SURVEY EQUIPMENT MARKET, BY DEPTH

CHAPTER 6: HYDROGRAPHIC SURVEY EQUIPMENT MARKET, BY PLATFORM

CHAPTER 7: HYDROGRAPHIC SURVEY EQUIPMENT MARKET, BY APPLICATION

CHAPTER 8: HYDROGRAPHIC SURVEY EQUIPMENT MARKET, BY END USER

CHAPTER 9: HYDROGRAPHIC SURVEY EQUIPMENT MARKET, BY REGION

CHAPTER 10: COMPANY LANDSCAPE

CHAPTER 11: COMPANY PROFILES

For more information about this report visit https://www.researchandmarkets.com/r/d11h7b


Contacts

ResearchAndMarkets.com
Laura Wood, Senior Press Manager
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For U.S./CAN Toll Free Call 1-800-526-8630
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Through its partnership with the Green Hydrogen Organisation (GH2), Hy Stor Energy will also establish the first North American chapter for the Youth for Green Hydrogen

JACKSON, Miss.--(BUSINESS WIRE)--Hy Stor Energy LP (Hy Stor Energy), a company pioneering renewably produced green hydrogen and energy storage at scale in Mississippi, announced today it has partnered with the Green Hydrogen Organisation (GH2) to become the first pledge member in North America to advocate for the GH2 Green Hydrogen Standard across the continent and worldwide. By committing to this standard, which is the first of its kind globally, Hy Stor Energy will produce hydrogen with 100% or near 100% renewable energy with close to zero greenhouse gas emissions for its highly anticipated Mississippi Clean Hydrogen Hub and all future projects.


“The GH2 Standard provides certainty and transparency to investors and other stakeholders that green hydrogen is exactly that: hydrogen made with renewable electricity which conforms to the highest standards on emissions, ESG and the sustainable development goals,” said Malcolm Turnbull, chairman of GH2. “We are thrilled that Hy Stor Energy has pledged to advocate our standard across North America and has committed to ensuring its projects meet the standard.”

The goal of establishing a standard for green hydrogen production is to help rapidly decarbonize hard to abate sectors such as steel, cement, maritime shipping, and aviation to meet urgent net zero and decarbonization goals. Green hydrogen projects that meet the GH2 Standard will be licensed to use the label “GH2 Green Hydrogen” and will be eligible to obtain and trade GH2 certificates of origin for green hydrogen and derivatives such as green ammonia. Since most projects are still in the early design phase, like Hy Stor Energy’s Mississippi Clean Hydrogen Hub, the project will be independently evaluated in accordance with standard to identify any issues or concerns that might constitute a barrier to accreditation.

“The passage of the Inflation Reduction Act (IRA) is a paradigm shifting victory for energy innovation in this country. As the energy revolution continues to pick up pace, GSREIA commends Hy Stor Energy and the Green Hydrogen Organization for developing a gold star standard for green hydrogen. We at GSREIA will accept and uphold the definition and we urge its adoption in our Gulf Region and beyond,” said Stephen Wright, executive director of the Gulf States Renewable Energy Industry Association.

In addition to this announcement, Hy Stor Energy is also supporting the Youth for Green Hydrogen, an inclusive movement of young people working towards accelerating climate solutions and scale green hydrogen, to establish the group’s first North America Chapter. Together with Youth for Green Hydrogen and other organizations like universities and national labs, Hy Stor Energy is developing a positive, action-based path forward with educational and advocacy outcomes.

“We welcome our partnership with Hy Stor Energy to strengthen youth participation and partnerships in creating Green Hydrogen youth-led innovation and climate solutions in North America and around the world,” said co-founder of Youth For Green Hydrogen, Sailesh Singal.

While the hydrogen industry is growing in the U.S. because of the development of The Department of Energy’s H2Hub program and hydrogen tax credit, many companies in the U.S. are promoting the use of blue hydrogen rather than green and renewable hydrogen. To be fully committed to lowering harmful emissions, it’s critical that the hydrogen industry utilize the gold standard of production and not be contributing to additional carbon dioxide and methane in the atmosphere. This long-term investment in green hydrogen infrastructure has the added benefit of being utilized for decades – helping to reduce the risk of having stranded energy assets in the future. Hy Stor Energy is focused on the urgent need to commercialize, deploy, and scale green hydrogen as it is critical to meet decarbonization goals and mitigate climate change.

“Now that the Senate has passed the IRA, the largest climate investment legislation in U.S. history, there is no time to waste on enabling green hydrogen production and storage to better ensure clean, air, clean water, and public health in our communities for now and generations to come,” said Laura L. Luce, CEO of Hy Stor Energy. “Not only will this legislation accelerate clean energy manufacturing at pace and scale, but there is also monumental and impactful provisions and tax credits to boost the renewable hydrogen industry and drive its adoption across the country. At Hy Stor Energy, we are ready to scale green hydrogen in North America and be a leader in setting the gold standard for zero-carbon, zero-methane hydrogen. And by enabling the youth of the world to have a leading voice in this conversation, we will ensure a healthy framework for the green hydrogen economy including education, inspiration, support, and mentorship as well as further advocacy for diversity in STEM.”

Earlier this year, the Hy Stor Energy team attended the first GH2 Global Assembly in Barcelona where the company signed both the GH2 Green Hydrogen Standard and the Youth for Green Hydrogen Declaration. During this conference, Hy Stor chief operation officer, Claire Behar participated in a fireside chat with Mr. Turnbull where the two discussed the future of the green hydrogen industry.

For more information about Hy Stor Energy, please visit www.hystorenergy.com.

About Hy Stor Energy

Hy Stor Energy is facilitating the transition to a fossil-free energy environment by developing and advancing renewable hydrogen at scale through the development, commercialization, and operation of renewable hydrogen hub projects. The company defines green hydrogen as only that which has produced from renewables -- as set forth by the Green Hydrogen Organisation. Large, fully integrated projects produce, store, and deliver 100% carbon-free, energy, providing customers with safe and reliable renewable energy on-demand. Developed as part of an integrated hub, these projects couple on-site renewable hydrogen production with integrated long-duration storage and distribution – using scale to reduce costs. Hy Stor Energy, led by energy storage industry and hydrogen technology veteran Laura L. Luce, has an innovative team with deep expertise and is positioned as a leader in the renewable hydrogen revolution. For more information, please visit www.hystorenergy.com.

About the Green Hydrogen Organisation (GH2)

The mission of the Green Hydrogen Organisation (GH2) is to dramatically accelerate the production and utilisation of green hydrogen across a range of sectors globally. It will push to rapidly decarbonise industries like steel, cement, fertilisers, shipping, and aviation that have so far made limited progress reducing their emissions. We bring together government, industry, and civil society to enable the rapid uptake of green hydrogen globally.

About Youth for Green Hydrogen

Youth for Green Hydrogen is a network of passionate young women and men working in the Green Hydrogen sector. Our vision is to increase the participation and amplify the leadership of young people working in Green Hydrogen by keeping Intergenerational partnerships at the centre of our approach.

Youth For Green Hydrogen is an inclusive movement of young people working towards creating solutions to end climate crisis and we firmly believe it is only through the green technology that the world can reduce the dependency on its existing consumption of fossil fuels. The usage of green technology while would be reached incrementally but the emergency of climate crisis calls every young person to take action in making our societies based on renewable energy sources, especially Green Hydrogen.

The group has been instrumental in developing the worlds’ first Youth Declaration on Green Hydrogen, which had been adopted by the world leaders in the GH2 Assembly in Barcelona and has mobilized young people from across 64 countries in accelerating climate solutions through Green Hydrogen technology.

Youth Declaration on GH2: https://www.y4gh2.org/wp-content/uploads/2022/06/Y4GH2-Declaration.pdf


Contacts

Hy Stor Energy Media Contact
Brad Carl
On behalf of Hy Stor Energy
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Conference Call on Tuesday, August 16, 2022 at 11:00am ET / 10:00am CT

TULSA, Okla.--(BUSINESS WIRE)--Empire Petroleum Corporation (NYSE American: EP) ("Empire" or the "Company"), an oil and gas company with current producing assets in Texas, Louisiana, North Dakota, Montana and New Mexico, today announced that the Company will hold a quarterly conference call to discuss its second quarter 2022 financial results on Tuesday, August 16, 2022 at 11:00am ET / 10:00am CT. The second quarter 2022 financial results press release will be issued premarket the morning of Tuesday, August 16, 2022.

Teleconference Date/Time

Tuesday, August 16, 2022 at 11:00am ET / 10:00am CT

Teleconference and Webcast Information

To participate, please call 1 (877) 270-2148 at least 10 minutes prior to the start of the call and ask to join the Empire Petroleum call.

A simultaneous webcast of the call may be accessed through the Company's website, www.empirepetrocorp.com or at https://event.choruscall.com/mediaframe/webcast.html?webcastid=dVBLCHYE

A replay of the call will be available at 1 (877) 344-7529, access code 867163, through August 23, 2022. The call will also be available for replay on the Company’s website, Events & Presentations - Empire Petroleum Corp for one year.

About Empire Petroleum

Empire Petroleum Corporation is a publicly traded, Tulsa-based oil and gas company with current producing assets in Texas, Louisiana, North Dakota, Montana and New Mexico. Management is focused on internal growth through optimization of existing assets and targeted acquisitions of proved developed assets with synergies with its existing portfolio of wells. More information about Empire can be found at www.empirepetrocorp.com.


Contacts

Empire Petroleum Corporation:
Tommy Pritchard, CEO
Mike Morrisett, President
539-444-8002
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Investor Relations:
Stephanie Prince
PCG Advisory
Ph: (646) 863-6341

Adjacent Market Business Segment Marks Quarterly Revenue Record

HOUSTON--(BUSINESS WIRE)--#energyexploration--Geospace Technologies (NASDAQ: GEOS) today announced results for the third quarter and nine-month period ended June 30, 2022. For the three-months ended June 30, 2022, Geospace Technologies (the “Company”) reported revenue of $20.7 million versus $23.1 million for the comparable year-ago quarter. Net loss for the three-months ended June 30, 2022 was $6.6 million, or $(0.51) per diluted share, compared to a net loss of $0.8 million, or ($0.06) per diluted share, for the quarter ended June 30, 2021.


For the nine-months ended June 30, 2022, the Company recorded revenue of $63.4 million compared to revenue of $75.4 million during the prior year period. Net loss for the nine-months ended June 30, 2022 was $14.8 million, or $(1.14) per diluted share, compared to a net loss of $9.0 million, or $(0.67) per diluted share for the prior year period.

Walter R. (“Rick”) Wheeler, President and CEO of the Company said, “Although the three- and nine-month periods ended June 30, 2022, experienced decreases in Oil and Gas Markets segment revenue from prior periods, we are nonetheless pleased that demand for our OBX ocean bottom nodes continued to climb. This led to the highest quarterly figure for rental revenue this fiscal year. Further evidence of this growing OBX demand came in our two recent news announcements of separate OBX rental contracts, valued at $4 million and $12 million. Moreover, the base value of signed OBX rental contracts so far in fiscal year 2022 now exceeds $24 million, compared to $8.2 million in fiscal year 2021. Our discussions and ongoing quoting activities with valued customers give us an increased level of confidence that demand for the OBX will remain strong.”

Wheeler continued, “Another noteworthy highlight of the quarter is the strong performance of our Adjacent Markets segment. Quarterly revenue from this collection of products reached an all-time high in the third quarter, setting a new segment record. Revenue growth in this segment has benefited from growing demand for our U.S.-manufactured water meter cables and connectors, driven by increased domestic infrastructure spending on smart city projects. Our presence in this market is poised to penetrate even deeper with the roll out to customers of our Aquana smart water valves and cloud control software, expected to occur before the end of the fiscal year. Additional factors contributing to solid Adjacent Markets segment revenue include our Exile electronic pre-press solutions. These computer-to-screen printers bring increased automation and time savings to the graphic arts screen print industry, helping these customers reduce labor and increase efficiencies. Our specialty contract manufacturing business is also seeing positive results, where more customers want increased domestic control of their manufacturing.”

“The past two years have been plagued by COVID-19, supply-chain issues, and geopolitical turmoil. While many derivative challenges of these issues remain, we are encouraged by the improved market conditions in both our Oil and Gas and Adjacent Market segments. Continued improvement in each of these divisions should lead to better performance in future quarters as well as overall improved liquidity. In closing, I would like to thank all our hard-working employees, valued clients, and trusted shareholders for their continued support.”

Adjacent Markets Segment

Revenue for the three-month period ending June 30, 2022 was $10.9 million, an increase of 16.7% when compared to the same three-month period of the prior fiscal year. Revenue for the nine-month period ended June 30, 2022 was $28.3 million an increase of 18.6% from the same prior year period. The increase in revenue for both periods is due to higher demand for the Company’s water meter connector and cable products, industrial sensor products, contract manufacturing, thermal imaging equipment and consumable film products. The Adjacent Markets segment contributed 52.9% of the Company’s total revenue for the three-month period ending June 30, 2022.

Oil and Gas Markets Segment

The Oil and Gas Markets segment produced revenue of $9.5 million for the three-months ended June 30, 2022. This compares with revenue of $12.6 million for the same period of the prior fiscal year, a decrease of 24.8%. For the nine-month period ended June 30, 2022, the segment contributed revenue of $34.3 million, a decrease 17.4% from the comparable prior period. The decrease in revenue for both periods is due to lower wireless product sales partially offset by higher utilization of the Company’s OBX rental fleet. The Company’s OBX rental fleet has been experiencing higher levels of quoting activities as well as additional contracts. The Company expects higher levels of utilization of the OBX rental fleet throughout the rest of fiscal year 2022.

Emerging Markets Segment

For the three- and nine-month periods ended June 30, 2022, the Company’s Emerging Market’s segment generated revenue of $0.1 million and $0.6 million respectively. For the similar periods from fiscal year 2021, the Emerging Market’s segment produced revenue of $1.1 million and $10 million, respectively. The decrease in revenue for the three months ended June 30, 2022 was primarily due to lower service revenue.

Balance Sheet and Liquidity

At June 30, 2022, Geospace had $9.1 million in cash, cash equivalents, and short-term investments. Additionally, the Company has additional liquidity from its credit facility with $8.5 million in available borrowing. The Company also owns unencumbered property and real estate in both domestic and international locations. The Company used $6.6 million of cash during the nine-month period ended June 30, 2022. Notable sources of cash included (i) $7.8 million in net proceeds from the sale of short-term investments and (ii) $5.9 million from the sale of used rental equipment. Notable uses of cash included $13.3 million used in operating activities and $4.1 million of investments for additions to the Company’s rental fleet.

Conference Call Information

Geospace Technologies will host a conference call to review its third quarter fiscal year 2022 financial results on August 10, 2022, at 10:00 a.m. Eastern Time (9 a.m. Central Time). Participants can access the call at 866-342-8591 (US) or 203-518-9713 (International). Please reference the conference ID: GEOSQ322 prior to the start of the conference call. A replay will be available for approximately 60 days and may be accessed through the Investor Relations tab of the Company’s website at www.geospace.com.

About Geospace Technologies

Geospace principally designs and manufactures seismic instruments and equipment. We market our seismic products to the oil and gas industry to locate, characterize and monitor hydrocarbon-producing reservoirs. We also market our seismic products to other industries for vibration monitoring, border and perimeter security and various geotechnical applications. We design and manufacture other products of a non-seismic nature, including water meter products, imaging equipment, offshore cables, remote shutoff water valves and Internet of Things (IoT) platform and provide contract manufacturing services.

Forward Looking Statements

This news release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements can be identified by terminology such as “may”, “will”, “should”, “could”,“intend”, “expect”, “plan”, “budget”, “forecast”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, “continue”, “evaluating” or similar words. Statements that contain these words should be read carefully because they discuss future expectations, contain projections of our future results of operations or of our financial position or state other forward-looking information. Examples of forward-looking statements include, statements regarding our expected operating results, the timing, adoption, results and success of our rollout of Aquana smart water valves and cloud based control platform, future demand for Quantum security solutions the adoption and sale of products in various geographic regions, potential tenders for permanent reservoir monitoring (PRM) systems, future demand for OBX systems, the adoption of Quantum’s SADAR® product monitoring of subsurface reservoirs, the completion of new orders for channels of our GCL system, the fulfillment of customer payment obligations, the impact of and the recovery from the impact of the coronavirus (COVID-19) pandemic, our ability to manage changes and the continued health or availability of management personnel, the impact of the current armed conflict between Russia and Ukraine, volatility and direction of oil prices, anticipated levels of capital expenditures and the sources of funding therefor, and our strategy for growth, product development, market position, financial results and the provision of accounting reserves. These forward-looking statements reflect our current judgment about future events and trends based on currently available information. However, there will likely be events in the future that we aren’t able to predict or control. The factors listed under the caption “Risk Factors” in our most recent Annual Report on Form 10-K which is on file with the Securities and Exchange Commission, as well as other cautionary language in such Annual Report, any subsequent Quarterly Report on Form 10-Q, or in our other periodic reports, provide examples of risks, uncertainties and events that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements. Such examples include, but are not limited to, the failure of the Quantum or OptoSeis® or Aquana technology transactions to yield positive operating results, decreases in commodity price levels and continued adverse impact of COVID-19, which could reduce demand for our products, the failure of our products to achieve market acceptance (despite substantial investment by us), our sensitivity to short term backlog, delayed or cancelled customer orders, product obsolescence resulting from poor industry conditions or new technologies, bad debt write-offs associated with customer accounts, inability to collect on promissory notes, lack of further orders for our OBX systems, failure of our Quantum products to be adopted by the border and security perimeter market or a decrease in such market due to governmental changes, and infringement or failure to protect intellectual property. The occurrence of the events described in these risk factors and elsewhere in our most recent Annual Report on Form 10-K or in our other periodic reports could have a material adverse effect on our business, results of operations and financial position, and actual events and results of operations may vary materially from our current expectations. We assume no obligation to revise or update any forward-looking statement, whether written or oral, that we may make from time to time, whether as a result of new information, future developments or otherwise, except as required by applicable securities laws and regulations.

GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(unaudited)

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

June 30, 2022

 

 

June 30, 2021

 

 

June 30, 2022

 

 

June 30, 2021

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

$

13,463

 

 

$

17,679

 

 

$

48,060

 

 

$

66,005

 

Rental

 

 

7,228

 

 

 

5,404

 

 

 

15,322

 

 

 

9,430

 

Total revenue

 

 

20,691

 

 

 

23,083

 

 

 

63,382

 

 

 

75,435

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

 

12,460

 

 

 

12,907

 

 

 

37,310

 

 

 

47,492

 

Rental

 

 

4,580

 

 

 

4,549

 

 

 

13,909

 

 

 

14,744

 

Total cost of revenue

 

 

17,040

 

 

 

17,456

 

 

 

51,219

 

 

 

62,236

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

3,651

 

 

 

5,627

 

 

 

12,163

 

 

 

13,199

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

 

6,373

 

 

 

5,243

 

 

 

18,108

 

 

 

16,075

 

Research and development

 

 

4,108

 

 

 

3,658

 

 

 

14,050

 

 

 

10,943

 

Change in estimated fair value of contingent consideration

 

 

(384

)

 

 

(795

)

 

 

(5,042

)

 

 

(1,713

)

Bad debt expense (recovery)

 

 

88

 

 

 

(40

)

 

 

116

 

 

 

(32

)

Total operating expenses

 

 

10,185

 

 

 

8,066

 

 

 

27,232

 

 

 

25,273

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

 

(6,534

)

 

 

(2,439

)

 

 

(15,069

)

 

 

(12,074

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(26

)

 

 

 

 

 

(26

)

 

 

 

Interest income

 

 

402

 

 

 

151

 

 

 

722

 

 

 

1,284

 

Gain (loss) on investments, net

 

 

(4

)

 

 

1,727

 

 

 

(22

)

 

 

1,996

 

Foreign exchange gains (losses), net

 

 

(341

)

 

 

(49

)

 

 

(230

)

 

 

64

 

Other, net

 

 

(3

)

 

 

(8

)

 

 

(21

)

 

 

(3

)

Total other income, net

 

 

28

 

 

 

1,821

 

 

 

423

 

 

 

3,341

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss before income taxes

 

 

(6,506

)

 

 

(618

)

 

 

(14,646

)

 

 

(8,733

)

Income tax expense

 

 

68

 

 

 

169

 

 

 

170

 

 

 

288

 

Net loss

 

$

(6,574

)

 

$

(787

)

 

$

(14,816

)

 

$

(9,021

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per common share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.51

)

 

$

(0.06

)

 

$

(1.14

)

 

$

(0.67

)

Diluted

 

$

(0.51

)

 

$

(0.06

)

 

$

(1.14

)

 

$

(0.67

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

13,013,616

 

 

 

13,353,254

 

 

 

12,977,146

 

 

 

13,464,177

 

Diluted

 

 

13,013,616

 

 

 

13,353,254

 

 

 

12,977,146

 

 

 

13,464,177

 

GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts)

(unaudited)

 

 

 

June 30, 2022

 

 

September 30, 2021

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

7,468

 

 

$

14,066

 

Short-term investments

 

 

1,598

 

 

 

9,496

 

Trade accounts and financing receivables, net

 

 

26,400

 

 

 

17,159

 

Unbilled receivables

 

 

 

 

 

1,051

 

Inventories, net

 

 

18,868

 

 

 

16,196

 

Prepaid expenses and other current assets

 

 

2,614

 

 

 

2,062

 

Total current assets

 

 

56,948

 

 

 

60,030

 

 

 

 

 

 

 

Non-current financing receivables

 

 

306

 

 

 

2,938

 

Non-current inventories, net

 

 

13,992

 

 

 

18,103

 

Rental equipment, net

 

 

30,910

 

 

 

38,905

 

Property, plant and equipment, net

 

 

27,835

 

 

 

29,983

 

Operating right-of-use assets

 

 

1,011

 

 

 

1,191

 

Goodwill

 

 

5,072

 

 

 

5,072

 

Other intangible assets, net

 

 

5,911

 

 

 

7,250

 

Other assets

 

 

411

 

 

 

457

 

Total assets

 

$

142,396

 

 

$

163,929

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable trade

 

$

4,163

 

 

$

6,391

 

Contingent consideration

 

 

168

 

 

 

807

 

Operating lease liabilities

 

 

237

 

 

 

225

 

Other current liabilities

 

 

7,744

 

 

 

7,799

 

Total current liabilities

 

 

12,312

 

 

 

15,222

 

 

 

 

 

 

 

Non-current contingent consideration

 

 

 

 

 

5,210

 

Non-current operating lease liabilities

 

 

836

 

 

 

1,009

 

Non-current other liabilities

 

 

16

 

 

 

31

 

Total liabilities

 

 

13,164

 

 

 

21,472

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, 1,000,000 shares authorized, no shares issued and outstanding

 

 

 

 

 

 

Common Stock, $.01 par value, 20,000,000 shares authorized; 13,861,233 and 13,738,971 shares issued, respectively; and 13,019,241 and 12,969,542 shares outstanding, respectively

 

 

139

 

 

 

137

 

Additional paid-in capital

 

 

94,276

 

 

 

92,935

 

Retained earnings

 

 

57,694

 

 

 

72,510

 

Accumulated other comprehensive loss

 

 

(15,377

)

 

 

(16,320

)

Treasury stock, at cost, 841,992 and 769,429 shares, respectively

 

 

(7,500

)

 

 

(6,805

)

Total stockholders’ equity

 

 

129,232

 

 

 

142,457

 

Total liabilities and stockholders’ equity

 

$

142,396

 

 

$

163,929

 

 

GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

 

 

Nine Months Ended

 

 

 

June 30, 2022

 

 

June 30, 2021

 

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$

(14,816

)

 

$

(9,021

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

Deferred income tax benefit

 

 

(12

)

 

 

(3

)

Rental equipment depreciation

 

 

10,500

 

 

 

11,332

 

Property, plant and equipment depreciation

 

 

3,112

 

 

 

2,956

 

Amortization

 

 

1,365

 

 

 

1,299

 

Accretion of discounts on short-term investments

 

 

89

 

 

 

45

 

Stock-based compensation expense

 

 

1,342

 

 

 

1,510

 

Bad debt expense (recovery)

 

 

116

 

 

 

(32

)

Inventory obsolescence expense

 

 

2,310

 

 

 

1,702

 

Change in estimated fair value of contingent consideration

 

 

(5,042

)

 

 

(1,713

)

Gross profit from sale of used rental equipment

 

 

(10,801

)

 

 

(6,546

)

(Gain) loss on disposal of property, plant and equipment

 

 

(9

)

 

 

6

 

Realized loss (gain) on sale of investments, net

 

 

22

 

 

 

(1,996

)

Effects of changes in operating assets and liabilities:

 

 

 

 

 

 

Trade accounts and notes receivables

 

 

1,455

 

 

 

(4,621

)

Unbilled receivables

 

 

1,051

 

 

 

(1,561

)

Inventories

 

 

(1,705

)

 

 

(4,920

)

Other assets

 

 

(250

)

 

 

6,756

 

Accounts payable trade

 

 

(2,223

)

 

 

1,372

 

Other liabilities

 

 

215

 

 

 

(4,080

)

Net cash used in operating activities

 

 

(13,281

)

 

 

(7,515

)

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

Purchase of property, plant and equipment

 

 

(913

)

 

 

(2,451

)

Proceeds from the sale of property, plant and equipment

 

 

9

 

 

 

3

 

Investment in rental equipment

 

 

(4,121

)

 

 

(1,528

)

Proceeds from the sale of used rental equipment

 

 

5,929

 

 

 

9,994

 

Purchases of short-term investments

 

 

(450

)

 

 

(10,844

)

Proceeds from the sale of short-term investments

 

 

8,224

 

 

 

1,100

 

Proceeds from sale of investment in debt security

 

 

 

 

 

2,069

 

Net cash provided by (used in) investing activities

 

 

8,678

 

 

 

(1,657

)

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

Payments on contingent consideration

 

 

(807

)

 

 

 

Debt issuance costs

 

 

(211

)

 

 

 

Purchase of treasury stock

 

 

(695

)

 

 

(3,588

)

Net cash used in financing activities

 

 

(1,713

)

 

 

(3,588

)

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

(282

)

 

 

144

 

Decrease in cash, cash equivalents and restricted cash

 

 

(6,598

)

 

 

(12,616

)

Cash and cash equivalents, beginning of fiscal year

 

 

14,066

 

 

 

32,686

 

Cash, cash equivalents and restricted cash, end of fiscal period

 

$

7,468

 

 

$

20,070

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW INFORMATION:

 

 

 

 

 

 

Cash paid for income taxes

 

$

168

 

 

$

284

 

Issuance of notes receivable in connection with sale of used rental equipment

 

 

11,745

 

 

 

 

Inventory transferred to rental equipment

 

 

1,194

 

 

 

3,777

 

Inventory transferred to property, plant and equipment

 

 

172

 

 

 

 

GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

SUMMARY OF SEGMENT REVENUE AND OPERATING INCOME (LOSS)

(in thousands)

(unaudited)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

June 30, 2021

Oil and Gas Markets segment revenue:

 

 

 

 

 

 

 

Traditional seismic exploration product revenue

 

$

1,592

 

 

$

1,950

 

 

$

3,428

 

$

3,736

 

Wireless seismic exploration product revenue

 

 

7,233

 

 

 

9,628

 

 

 

29,467

 

 

36,137

 

Reservoir product revenue

 

 

692

 

 

 

1,071

 

 

 

1,422

 

 

1,671

 

 

 

 

9,517

 

 

 

12,649

 

 

 

34,317

 

 

41,544

 

 

 

 

 

 

 

 

 

Adjacent Markets segment revenue:

 

 

 

 

 

 

 

Industrial product revenue

 

 

7,465

 

 

 

6,451

 

 

 

18,471

 

 

15,835

 

Imaging product revenue

 

 

3,473

 

 

 

2,922

 

 

 

9,841

 

 

8,033

 

 

 

 

10,938

 

 

 

9,373

 

 

 

28,312

 

 

23,868

 

Emerging Markets segment revenue:

 

 

 

 

 

 

 

Border and perimeter security product revenue

 

 

135

 

 

 

1,061

 

 

 

571

 

 

10,023

 

 

 

 

 

 

 

 

 

Corporate

 

 

101

 

 

 

 

 

 

182

 

 

 

Total revenue

 

$

20,691

 

 

$

23,083

 

 

$

63,382

 

$

75,435

 

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

June 30, 2022

 

June 30, 2021

 

June 30, 2022

June 30, 2021

Operating income (loss):

 

 

 

 

 

 

 

Oil and Gas Markets segment

 

$

(3,695

)

 

$

(1,807

)

 

$

(6,209

)

$

(13,258

)

Adjacent Markets segment

 

 

1,841

 

 

 

1,997

 

 

 

4,341

 

 

4,819

 

Emerging Markets segment

 

 

(1,405

)

 

 

(4

)

 

 

(3,609

)

 

5,286

 

Corporate

 

 

(3,275

)

 

 

(2,625

)

 

 

(9,592

)

 

(8,921

)

Total operating loss

 

$

(6,534

)

 

$

(2,439

)

 

$

(15,069

)

$

(12,074

)

 

 


Contacts

Caroline Kempf, This email address is being protected from spambots. You need JavaScript enabled to view it., 321.341.9305

Chesapeake will offer flexible load to grid operator, bolstering grid reliability, and increasing the safety of its surrounding community

SAN FRANCISCO--(BUSINESS WIRE)--Voltus, Inc. ("Voltus"), the leading distributed energy resource (DER) software platform, today announced it has partnered with Chesapeake Energy Corporation (NASDAQ: CHK) to enroll 10 megawatts (MW) in the Southwest Power Pool (SPP) Operating Reserves (OR) market. SPP OR is a fast-response, ancillary services market that pays businesses like Chesapeake to reduce electricity consumption in response to a market signal, driving down electricity costs for neighboring communities, and supporting the reliability of the electric grid.


Voltus enrolled Chesapeake's Oklahoma City campus in the program in June with plans to ramp enrollment through the end of 2022. Voltus is installing its technology at the campus, enabling automated market participation while giving Chesapeake’s energy team visibility into their real-time electricity demand.

“Chesapeake is eager to contribute to the reliability of the electric grid and the safety of the surrounding community through this innovative program,” said Kent Hanebaum, Chesapeake's Director – Corporate Facilities.

“Voltus is giving customers in the region the opportunity to not only contribute toward a more flexible and resilient grid but tap into new revenue streams that support economic growth,” explains Gregg Dixon, Voltus CEO and Co-founder. “Voltus is leading the industry by turning SPP businesses into valuable operating reserves resources that can be harnessed in times of need."

Voltus has established a leadership position by enrolling thousands of megawatts of distributed energy resources in US and Canadian wholesale electricity markets with its marketplace software platform that automates the “machine to meter to market to money” challenges of DER and virtual power plant orchestration. The Voltus platform automates the real-time scheduling, bidding, dispatch, call center support, and settlement for every type of operating reserves DER, including energy storage, distributed generation, and demand response.

About Chesapeake Energy Corporation

Headquartered in Oklahoma City, Chesapeake Energy Corporation (NASDAQ:CHK) is powered by dedicated and innovative employees who are focused on discovering and responsibly developing our leading positions in top U.S. oil and gas plays. With a goal to achieve net-zero direct GHG emissions by 2035, Chesapeake is committed to safely answering the call for affordable, reliable, lower carbon energy.

About Voltus

Voltus is the leading software platform connecting distributed energy resources to electricity markets, delivering less expensive, more reliable, and more sustainable electricity. Our commercial and industrial customers and DER partners generate cash by allowing Voltus to maximize the value of their flexible load, distributed generation, energy storage, energy efficiency, and electric vehicle resources in these markets. To learn more, visit www.voltus.co.

On November 30, 2021, Broadscale Acquisition Corp. ("Broadscale") (Nasdaq: SCLE) entered into a definitive agreement for a business combination with Voltus. The combined company is expected to be listed on the Nasdaq upon completion of the transaction. The transaction is expected to occur in the third quarter of 2022 and is subject to approval by Broadscale's stockholders, the registration statement being declared effective by the SEC, and other customary closing conditions.

Forward-Looking Statements

This press release contains certain “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended, including certain financial forecasts and projections. All statements other than statements of historical fact contained in this press release, including statements as to future results of operations and financial position, revenue and other metrics, planned products and services, business strategy and plans, objectives of management for future operations of Voltus market size and growth opportunities, competitive position and technological and market trends, are forward-looking statements. Some of these forward-looking statements can be identified by the use of forward-looking words, including “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “plan,” “targets,” “projects,” “could,” “would,” “continue,” “forecast” or the negatives of these terms or variations of them or similar expressions. All forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. All forward-looking statements are based upon estimates, forecasts and assumptions that, while considered reasonable by Broadscale and its management, and Voltus and its management, as the case may be, are inherently uncertain and many factors may cause the actual results to differ materially from current expectations which include, but are not limited to: 1) the occurrence of any event, change or other circumstance that could give rise to the termination of the definitive merger agreement with respect to the business combination; 2) the outcome of any legal proceedings that may be instituted against Voltus, Broadscale, the combined company or others following the announcement of the business combination and any definitive agreements with respect thereto; 3) the inability to complete the business combination due to the failure to obtain approval of the stockholders of Broadscale or Voltus, or to satisfy other conditions to closing the business combination; 4) changes to the proposed structure of the business combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the business combination; 5) the ability to meet Nasdaq's listing standards following the consummation of the business combination; 6) the risk that the business combination disrupts current plans and operations of Voltus as a result of the announcement and consummation of the business combination; 7) the inability to recognize the anticipated benefits of the business combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; 8) costs related to the business combination; 9) changes in applicable laws or regulations; 10) the possibility that Voltus or the combined company may be adversely affected by other economic, business and/or competitive factors; 11) Voltus’s estimates of its financial performance; 12) the risk that the business combination may not be completed in a timely manner or at all, which may adversely affect the price of Broadscale’s securities; 13) the risk that the transaction may not be completed by Broadscale’s business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by Broadscale; 14) the impact of the novel coronavirus disease pandemic, including any mutations or variants thereof, and its effect on business and financial conditions; 15) inability to complete the PIPE investment in connection with the business combination; and 16) other risks and uncertainties set forth in the sections entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in Broadscale’s registration statement on Form S-4 (File No. 333-262287), filed with the SEC on January 21, 2022 and as amended by Amendment No. 1 filed on March 18, 2022, Amendment No. 2 filed on July 1, 2022 and Amendment No. 3 filed on July 13, 2022 (collectively, the “Registration Statement”), and other documents filed by Broadscale from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Neither Broadscale nor Voltus gives any assurance that either Broadscale or Voltus or the combined company will achieve its expected results. Neither Broadscale nor Voltus undertakes any duty to update these forward-looking statements, except as otherwise required by law.

Use of Projections

This press release may contain financial forecasts of Voltus. Neither Voltus’s independent auditors, nor the independent registered public accounting firm of Broadscale, audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this press release, and accordingly, neither of them expressed an opinion or provided any other form of assurance with respect thereto for the purpose of this press release. These projections should not be relied upon as being necessarily indicative of future results. The projected financial information contained in this press release constitutes forward-looking information. The assumptions and estimates underlying such projected financial information are inherently uncertain and are subject to a wide variety of significant business, economic, competitive and other risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. See “Forward-Looking Statements'' above. Actual results may differ materially from the results contemplated by the projected financial information contained in this press release, and the inclusion of such information in this press release should not be regarded as a representation by any person that the results reflected in such projections will be achieved.

Additional Information and Where to Find It

In connection with the proposed transaction, Broadscale has filed with the U.S. Securities and Exchange Commission the Registration Statement, which included a preliminary proxy statement and a preliminary prospectus. After the Registration Statement has been declared effective, Broadscale will mail a definitive proxy statement /prospectus relating to the proposed transaction to its stockholders as of the record date established for voting on the proposed transactions. Broadscale’s stockholders and other interested persons are urged to carefully read the Registration Statement, including the preliminary proxy statement / preliminary prospectus, and any amendments thereto, and, when available, the definitive proxy statement/prospectus and other documents filed in connection with the proposed transaction, as these materials contain, or will contain, important information about the proposed transaction and the parties to the proposed transaction.

Broadscale’s stockholders and other interested persons will be able to obtain free copies of the Registration Statement, the preliminary proxy statement / preliminary prospectus, the definitive proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC, without charge, when available, at the website maintained by the SEC at www.sec.gov.

The documents filed by Broadscale with the SEC also may be obtained free of charge at Broadscale’s website at https://www.broadscalespac.com or upon written request to 1845 Walnut Street, Suite 1111, Philadelphia, PA 19103.

NEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR DISAPPROVED THE TRANSACTIONS DESCRIBED IN THIS PRESS RELEASE, PASSED UPON THE MERITS OR FAIRNESS OF THE BUSINESS COMBINATION OR RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS PRESS RELEASE. ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.

Participants in the Solicitation

Broadscale and Voltus and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from Broadscale’s stockholders in connection with the proposed transactions. Broadscale’s stockholders and other interested persons may obtain, without charge, more detailed information regarding the directors and executive officers of Broadscale listed in the Registration Statement. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies from Broadscale’s stockholders in connection with the proposed business combination is set forth in the Registration Statement.

No Offer or Solicitation

This press release is not intended to and does not constitute an offer to sell or the solicitation of an offer to buy, sell or solicit any securities or any proxy, vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be deemed to be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.


Contacts

Investor Relations
J.B. Lowe
This email address is being protected from spambots. You need JavaScript enabled to view it.

Media
Mona Khaldi
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TORONTO--(BUSINESS WIRE)--Superior Plus Corp. (“Superior”) (TSX:SPB):


August 2022 Cash Dividend - $0.06 per share
Superior Plus Corp. (“Superior”) (TSX:SPB) today announced its cash dividend for the month of August 2022 of $0.06 per share payable on September 15, 2022. The record date is August 31, 2022, and the ex-dividend date will be August 30, 2022. Superior’s annualized cash dividend rate is currently $0.72 per share. This dividend is an eligible dividend for Canadian income tax purposes.

About the Corporation
Superior is a leading North American distributor and marketer of propane and distillates and related products and services, servicing approximately 890,000 customer locations in the U.S. and Canada.

For further information about Superior, please visit Superior’s website at: www.superiorplus.com or contact: Beth Summers, Executive Vice President and Chief Financial Officer, Tel: (416) 340-6015, or Rob Dorran, Vice President, Capital Markets, Tel: (416) 340-6003, E-mail: This email address is being protected from spambots. You need JavaScript enabled to view it., Toll-Free: 1-866-490-PLUS (7587).

Forward Looking Information
This news release contains certain forward-looking information and statements based on Superior’s current expectations, estimates, projections and assumptions in light of its experience and perception of historical trends. In this news release, such forward-looking information and statements can be identified by terminology such as “will”, "expects", "annualized", and similar expressions.

In particular, this news release contains forward-looking statements and information relating to future dividends, which may be declared on Superior’s common shares, the dividend payment, the tax treatment thereof, and the receipt of cash dividends. These forward-looking statements are being made by Superior based on certain assumptions that Superior has made in respect thereof as at the date of this news release regarding, among other things: the success of Superior’s operations; prevailing commodity prices, margins, volumes and exchange rates; that Superior’s future results of operations will be consistent with past performance and management expectations in relation thereto; the continued availability of capital at attractive prices to fund future capital requirements; future operating costs; that any required commercial agreements can be reached; that all required regulatory and environmental approvals can be obtained on the necessary terms promptly. These forward-looking statements are not guarantees of future performance and are subject to several known and unknown risks and uncertainties, including, but not limited to: the regulatory environment and decisions; non-performance of agreements in accordance with their terms; the impact of competitive entities and pricing; reliance on key industry partners and agreements; actions by governmental or regulatory authorities including changes in tax laws and treatment, or increased environmental regulation; adverse general economic and market conditions in Canada, North America and elsewhere; fluctuations in operating results; labour and material shortages; and certain other risks detailed from time to time in Superior’s public disclosure documents including, among other things, those detailed under the heading "Risk Factors" in Superior’s management's discussion and analysis and annual information form for the year ended December 31, 2021, which can be found at www.sedar.com.

Accordingly, readers are cautioned that events or circumstances could cause results to differ materially from those predicted, forecasted or projected. Such forward-looking statements are expressly qualified by the above statements. Superior does not undertake any obligation to publicly update or revise any forward looking statements or information contained herein, except as required by applicable laws.


Contacts

Beth Summers
Executive Vice President and Chief Financial Officer
Tel: (416) 340-6015

Rob Dorran
Vice President, Capital Markets
Tel: (416) 340-6003
E-mail: This email address is being protected from spambots. You need JavaScript enabled to view it.
Toll-Free: 1-866-490-PLUS (7587)

Captura Biopharma revolutionizes treatment for catastrophic emergency internal transuranic radiation contamination and heavy metal poisoning

  • Captura Biopharma, Inc. (“Captura Biopharma” or the “Company”) is developing oral chelators for the treatment of internal transuranic radionuclide contamination and heavy metal poisoning.
  • Captura Biopharma intends to capitalize on the growing need for a better way to treat transuranic nuclear contamination and heavy metal poisoning.
  • The Company’s novel oral chelator drug (C2E2), subject to approval by the relevant regulators, would be the first oral internal transuranic radiation contamination treatment: a tasteless oral powder which can be dissolved in water, stored on first response vehicles, at a hospital and in military packs and would be the first formulation for home storage and use.
  • Target markets: governments, commercial entities and non-governmental organizations.
  • Captura Biopharma’s management team has significant government contracting and pharmaceutical experience, led by CEO Michael Geranen and co-founder Anthony Soscia.

NEW YORK--(BUSINESS WIRE)--Captura Biopharma, an emerging biotechnology company developing and commercializing oral chelators to treat internal transuranic radionuclide contamination and heavy metal poisoning, and OceanTech Acquisitions I Corp. (“OceanTech”) (Nasdaq: OTEC/OTECU and OTECW), a special purpose acquisition company, today announced that they have entered into a definitive business combination agreement (the “Merger Agreement”) that will result in Captura Biopharma becoming a publicly listed company.


Upon closing of the transaction, OceanTech will be renamed Captura Biopharma Holdings, Inc. (the “Combined Company”), and it expects to remain listed on The Nasdaq Stock Market LLC.

Captura Biopharma Investment Highlights
Captura Biopharma is an emerging biotechnology company developing and commercializing oral chelators to treat internal transuranic radionuclide contamination and heavy metal poisoning.

A Stable, Easily Accessible Product for Transuranic Nuclear Contamination and Heavy Metal Poisoning is Needed: Captura Biopharma believes it is well positioned to serve this multi-billion-dollar market with an easily accessible, usable and affordable oral product.

  • With the risk of transuranic element contamination from nuclear sources rising, the current treatment remains inadequate, in short supply and logistically unable to accommodate a real time mass casualty situation. Currently, almost half of the U.S. population lives within 100 miles of a nuclear power plant.
  • The geopolitical risk with regard to potential nuclear accidents and intentional nuclear use is rising as a result of, among other things, Russia’s invasion of Ukraine and escalating tensions with Iran and North Korea.
  • Lead poisoning (with its detrimental neurological effects) impacts one-third of the world’s children. Lack of treatment resulting from COVID-related supply chain issues with the leading drug is expected to dramatically increase incidence.

Captura Biopharma Provides Right-Fit-Real-Time-Solution:

  • Current Situation:

1) The current therapy for internal transuranic radionuclide contamination is delivered as a potassium or sodium salt in an IV-administered, injected or inhaled drug, which requires trained medical personnel to prepare and deliver. Chance of survival depends on how quickly treatment is received as radioactive elements deposit into bone and tissue quickly after exposure.
2) Treatment effectiveness declines if received after 24 hours. Currently, the national stockpile has only enough drugs to treat a relatively small incident, is stored in multiple sites around the country and may take days or more to arrive where needed.

  • Captura Biopharma’s Solution:

1) Easy and rapid daily self-administration: Invented by an expert in chelation therapies for heavy metal poisoning, Captura Biopharma’s novel oral chelator drug (C2E2) is a tasteless oral powder which can be dissolved in water.
2) Highly scalable: Captura Biopharma believes the manufacturing is highly scalable and can reduce logistical and medical complexity compared to the currently available emergency countermeasures.
3) Shelf stable product: C2E2 can be stored on first response vehicles, at a hospital and in military packs, and is expected to be the first formulation for home storage and use. Captura Biopharma believes its solution will revolutionize the treatment for catastrophic emergency internal transuranic radiation contaminations.

Management Commentary
Michael Geranen, CEO and Founder of Captura Biopharma, stated, “We believe that our solution could revolutionize the treatment for heavy metal poisoning and catastrophic emergency internal transuranic radiation contamination by offering a unique, easy to administer oral therapy for heavy metal poisoning. This therapy is designed to be highly scalable and to reduce logistical and medical complexity compared to the currently available emergency countermeasures. We have worked hard to be able to offer a shelf stable product that can be stored and administered practically from any location (first response vehicles, hospitals and in military packs, but also at home) and with less complexity than an intravenously administered, injected or inhaled product. As we continue our journey, we believe the merger with OceanTech will provide us with greater opportunity to take advantage of improved access to capital markets and to finance our growth.”

Joseph Adir, CEO of OceanTech added, “Since our IPO, we have been searching for the right merger target which had the potential to offer our investors meaningful returns on their investments. Although our original search was focused on the leisure marine market, we realized that this segment did not offer the returns we were looking for, thus when the opportunity with Captura Biopharma was presented to our Board of Directors, it was unanimously approved. Captura Biopharma offers an innovative solution to a global threat currently not being addressed adequately; existing solutions are either slow or unable to deal with real-time global threats arising from nuclear accidents or from the accelerations of global tensions. We believe that through this business combination, OceanTech will become the accelerator in providing the much-needed solution to deal with potential major health threats to the global population. We are excited to partner with the team at Captura Biopharma and we believe this business combination will allow a well-capitalized platform to quickly scale its business in multiple markets.”

Transaction Terms & Financing
The Combined Company would have an approximate post-transaction equity market capitalization of $224.3 million assuming a $10.00 per share price and no redemptions by OceanTech stockholders.

The business combination (the “Business Combination”) has been approved by the boards of directors of both OceanTech and Captura Biopharma, and is expected to close in the fourth quarter of 2022, subject to review and approval by the U.S. Securities and Exchange Commission (“SEC”) of the registration statement on Form S-4 (the “Registration Statement”) to be filed with the SEC, regulatory and stockholder approvals and other customary closing conditions. Additional information about the proposed transaction, including a copy of the merger agreement, will be available in a Current Report on Form 8-K to be filed by OceanTech with the SEC and at www.sec.gov.

Advisors
Nelson Mullins Riley & Scarborough LLP is serving as legal advisor to OceanTech. Ellenoff Grossman & Schole LLP is serving as legal advisor to Captura Biopharma.

About OceanTech Acquisition I Corp.
OceanTech Acquisitions I Corp. is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. OceanTech is sponsored by OceanTech Acquisitions I Sponsors LLC, an affiliate of investor and entrepreneur Joseph Adir.

About Captura Biopharma
Captura Biopharma is an emerging biotechnology company developing and commercializing oral chelators to treat internal transuranic radionuclide contamination and heavy metal poisoning. Its leading candidate, C2E2, would be the world’s first oral treatment for internal transuranic radiation contamination. NIH and BARDA-funded efficacy studies in animal trials, pursuant to the FDA’s Animal Rule, have demonstrated the ability of C2E2 to chelate select heavy metals, notably americium and plutonium. Captura Biopharma believes that C2E2 may also have efficacy in treating exposure to certain other heavy metals, including lead and gadolinium.

Participants in Solicitation
OceanTech and Captura Biopharma and their respective directors and executive officers may be considered participants in the solicitation of proxies with respect to the proposed Business Combination under the rules of the SEC. Security holders may obtain more detailed information regarding the names, affiliations, and interests of certain of OceanTech’s executive officers and directors in the solicitation by reading OceanTech’s Form S-4 and other relevant materials filed with the SEC in connection with the Business Combination when they become available. Information about the directors and executive officers of OceanTech is set forth in OceanTech’s annual report for the year ended December 31, 2021 on Form 10-K (the “Form 10-K”), which was filed with the SEC on March 16, 2022. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the stockholders in connection with the proposed Business Combination will be set forth in the Form S-4 when it is filed with the SEC. These documents can be obtained free of charge at www.sec.gov.

Captura Biopharma and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of OceanTech in connection with the proposed Business Combination. A list of the names of such directors and executive officers and information regarding their interests in the proposed Business Combination will be included in Form S-4 filed in connection with the proposed Business Combination.

No Offer or Solicitation
This press release relates to a proposed business combination between OceanTech and Captura Biopharma and is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed Business Combination and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of OceanTech or Captura Biopharma, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.

Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements,” including with respect to the proposed Business Combination, within the meaning of the federal securities laws. Forward-looking statements may include, but are not limited to, statements with respect to Captura Biopharma’s products, the likelihood of regulatory approval of such products and their proposed uses; Captura Biopharma's growth prospects and Captura Biopharma's potential target markets, as well as the size of those markets; Captura Biopharma's projected financial and operational performance; new product and service offerings Captura Biopharma may introduce in the future; the potential business combination, including the implied enterprise value, the expected post-closing ownership structure and the likelihood and ability of the parties to successfully consummate the potential transaction; the anticipated effect of the announcement or pendency of the proposed business combination on OceanTech's or Captura Biopharma's business relationships, performance, and business generally; and other statements regarding OceanTech's and Captura Biopharma’s expectations, hopes, beliefs, intentions or strategies regarding the future.

In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intends," "outlook," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would," and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. You should carefully consider the risks and uncertainties described in the "Risk Factors" section of any proxy statement relating to the proposed business combination, which is expected to be filed by OceanTech with the SEC, other documents filed by OceanTech from time to time with SEC, and any risk factors made available to you in connection with OceanTech, Captura Biopharma and the transaction. These forward-looking statements involve a number of risks and uncertainties (some of which are beyond the control of OceanTech and Captura Biopharma), and other assumptions, that may cause the actual results or performance to be materially different from those expressed or implied by these forward-looking statements. No assurance can be given that the business combination discussed above will be completed on the terms described, or at all. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of OceanTech, including those set forth in the Risk Factors section of the Registration Statement and preliminary proxy statement for the proposed Business Combination. Copies of these documents are or will be available on the SEC’s website, www.sec.gov. OceanTech undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

In addition to factors previously disclosed in OceanTech’s reports filed with the SEC and those identified elsewhere in this communication, the following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (i) the risk that the transactions contemplated by the Merger Agreement may not be completed in a timely manner or at all, which may adversely affect the price of OceanTech’s securities; (ii) the risk that the transactions contemplated by the Merger Agreement may not be completed by OceanTech’s business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by OceanTech; (iii) the failure to satisfy the conditions to the consummation of the transactions contemplated by the Merger Agreement, including the adoption of the Merger Agreement by the stockholders of OceanTech, the satisfaction of the minimum cash amount following redemptions by OceanTech’s public stockholders, the completion of the merger with Capture Pharmaceuticals, Inc., and the receipt of certain governmental and regulatory approvals; (iv) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement; (v) the potential effect of the announcement or pendency of the transactions contemplated by the Merger Agreement on Captura Biopharma’s business relationships, performance and business generally; (vi) risks that the transactions contemplated by the Merger Agreement disrupt current plans and operations of Captura Biopharma; (vii) the outcome of any legal proceedings that may be instituted against Captura Biopharma or OceanTech related to the Merger Agreement or the transactions contemplated thereby; (viii) the risk that OceanTech will be unable to maintain the listing of OceanTech’s securities on Nasdaq Capital Market; (ix) the risk that the price of OceanTech’s securities, including following the Closing, may be volatile due to a variety of factors, including changes in the competitive and regulated industries in which Captura Biopharma operates, variations in performance across competitors, changes in laws and regulations affecting Captura Biopharma’s business and changes in the capital structure; (x) the inability to implement business plans, forecasts, and other expectations after the completion of the transactions contemplated by the Merger Agreement, and identify and realize additional opportunities; (xi) the risk of downturns and the possibility of rapid change in the highly competitive industry in which Captura Biopharma operates, and the risk of changes in applicable law, rules, regulations and regulatory guidance that could adversely impact Captura Biopharma’s operations or the SPAC market generally; (xii) the risk that Captura Biopharma and its current and future collaborators are unable to successfully develop and commercialize Captura Biopharma’s products or services, or experience significant delays in doing so, including as a result of potential delays in regulatory approval; (xiii) the risk that Captura Biopharma may not achieve or sustain profitability; (xiv) the risk that Captura Biopharma will need to raise additional capital to execute its business plan, which may not be available on acceptable terms or at all; (xv) the risk that Captura Biopharma experiences difficulties in managing its growth and expanding operations; and (xvi) the inability to complete a PIPE financing on attractive terms or at all.

Actual results, performance or achievements may differ materially, and potentially adversely, from any projections and forward-looking statements and the assumptions on which those forward-looking statements are based. There can be no assurance that the data contained herein is reflective of future performance to any degree. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance as projected financial information and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. All information set forth herein speaks only as of the date hereof in the case of information about OceanTech and Captura Biopharma or the date of such information in the case of information from persons other than OceanTech or Captura Biopharma, and we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication. Forecasts and estimates regarding Captura Biopharma’s industry and end markets are based on sources we believe to be reliable, however there can be no assurance these forecasts and estimates will prove accurate in whole or in part. Annualized, pro forma, projected, and estimated numbers are used for illustrative purpose only, are not forecasts and may not reflect actual results.

Additional Information about the Business Combination and Where to Find It
In connection with the proposed Business Combination, OceanTech intends to file the Registration Statement containing proxy materials in the form of a proxy statement with the SEC. The Form S-4 will include a proxy statement to be distributed to holders of OceanTech’s common stock in connection with OceanTech’s solicitation of proxies for the vote by OceanTech’s shareholders with respect to the proposed Business Combination and other matters as described in the Form S-4, as well as the prospectus relating to the offer of securities to be issued to Captura Biopharma’s stockholders in connection with the proposed Business Combination. After the Form S-4 has been filed and declared effective, OceanTech will mail a definitive proxy statement, when available, to its stockholders. Investors and security holders and other interested parties are urged to read the Form S-4, any amendments thereto and any other documents filed with the SEC carefully and in their entirety when they become available because they will contain important information about OceanTech, Captura Biopharma and the proposed Business Combination. Additionally, OceanTech will file other relevant materials with the SEC in connection with the Business Combination. Copies may be obtained free of charge at the SEC’s web site at www.sec.gov. Securityholders of OceanTech are urged to read the Form S-4 and the other relevant materials when they become available before making any voting decision with respect to the proposed Business Combination because they will contain important information about the Business Combination and the parties to the Business Combination.


Contacts

Investor Relations
Lena Cati
The Equity Group, Inc.
(212) 836-9611
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AUSTIN, Texas--(BUSINESS WIRE)--Hyliion Holdings Corp. (NYSE: HYLN) (“Hyliion”), a leader in electrified powertrain solutions for Class 8 semi-trucks, today reported its second-quarter 2022 financial results.


Key Business Highlights

  • Increased order backlog to 200 Hypertruck ERX™ production slots, plus nearly 2,000 units in reservations to date
  • Reached new milestone in Hypertruck ERX development with start of on-road testing of design verification vehicles
  • Completed first freight delivery with Hypertruck ERX in partnership with GreenPath Logistics for one of the nation’s largest retailers
  • Generated $0.2 million in revenue from Hybrid sales with approximately $1.5 million in backlog
  • Confirmed Hypertruck ERX would qualify for tax incentive of 30%, up to $40,000, as part of the newly proposed Inflation Reduction Act
  • Closed quarter with over $500 million on balance sheet
  • Company reiterates full-year 2022 revenue expectations of between $2.0 million and $3.0 million; lowers range for full-year operating expenses to between $130 million and $140 million

Executive Commentary

“The transportation and energy markets are changing rapidly, and despite persistent macroeconomic headwinds, Hyliion remains poised to revolutionize the market for Class 8 semi-trucks,” said Thomas Healy, Hyliion’s founder and chief executive officer. “We are turning industry interest in our technology into orders and are highly encouraged by the potential for further adoption of our technology. Moreover, we remain on schedule with our development and design verification timeline, including on-road testing. Importantly, we recently achieved a significant milestone in our Hypertruck ERX development by completing our first delivery of freight for one of the nation’s largest retailers. This was in partnership with GreenPath Logistics, a Hypertruck ERX Innovation Council member and customer of both our Hybrid and Hypertruck ERX powertrain solutions.”

“In the second quarter, as previously announced, we formalized what has been a successful and productive partnership with Cummins to optimize the Cummins natural gas engine as the generator for the Hypertruck ERX powertrain. Working together, we will pursue key environmental certifications for the natural gas engine that serves as a range-extender by providing onboard power generation to recharge the Hypertruck ERX’s batteries.”

The Hypertruck ERX offers 75 miles of electric range, which qualifies for credits under the California Air Resources Board’s anticipated zero-emission vehicle mandates and can achieve up to 1,000 miles of full range through the generator, eliminating the range anxiety associated with competing solutions.

Hypertruck ERX Orders and Reservations Update

The Company secured additional orders for Hypertruck ERX production slots from multiple fleets, bringing the total number of orders to 200. The Company has also received reservations totaling nearly 2,000 units to date. These orders and reservations remain subject to the finalization of commercial terms.

As previously announced, both NFI Industries and Holcim each placed 10-unit orders for Hypertruck ERX production slots. In addition to being a founding member of Hyliion’s Hypertruck Innovation Council, NFI is a fully integrated North American supply-chain solutions provider with a 90-year history and a fleet of more than 4,500 trucks. The order followed a recent Ride and Drive event at Hyliion’s Austin headquarters to evaluate the potential role of the Hypertruck ERX in support of NFI’s goal of zero-emissions goods movement. Holcim, a global leader in innovative and sustainable building solutions, will seek to replace existing diesel-fueled trucks in its Texas and Oklahoma operations.

Last month, Hyliion secured orders for an additional 10 units of the Hypertruck ERX from Ruan, a Hypertruck Innovation Council member. With nearly 4,000 trucks and 300 operating locations nationwide, Ruan is one of the top 10 privately-owned transportation and logistics companies in the country.

Hypertruck ERX Development

In the second quarter, the Company continued the design-verification phase of its Hypertruck ERX development with the start of on-road testing. Hyliion remains on schedule to complete design verification, including initial controlled fleet trials and the start of winter testing, by the end of this year. This marks the third consecutive quarter that the Company has met the commercialization goals laid out on its fourth quarter 2021 earnings call. Hyliion’s multi-phase development program includes the accumulation of up to one million test miles. Concurrently, the Company is pursuing final regulatory approvals with a goal of starting formal production late next year. Hyliion continues to work closely with its suppliers to secure delivery of components necessary to reach its development and commercial milestones.

Hypertruck ERX Government Credits

The recently proposed federal Inflation Reduction Act includes a provision for a 30% tax credit, up to $40,000 for technologies that reduce greenhouse gas (GHG) emissions. Under the current draft, the Hypertruck ERX would qualify for the tax credit. Such a reduction in up-front costs would lower barriers to entry to electrification for current diesel users and allow for an easier transition to cleaner technology. The Company will continue to work with elected officials in support of the bill becoming law.

Hybrid Update

In the second quarter, Hyliion continued to install and deliver its Hybrid powertrain systems. Due to persistent shortages and extended lead times for commercial trucks, the Company continues to experience delays in customer truck availability, which has affected installation and delivery timing. The Company currently has a backlog for the Hybrid system of approximately $1.5 million. In the balance of 2022, the Company will continue to upfit customer trucks with Hybrid product. Hyliion is also exploring the sale of full trucks with installed Hybrid systems to customers as an additional path to market.

Financial Highlights and Operating Expense Guidance

In the second quarter, the Company recorded $0.2 million in revenue. The Company’s second-quarter operating expenses totaled $32.2 million, driven primarily by R&D. Hyliion ended the quarter with over $500 million of capital available on its balance sheet, which is sufficient to fund its current commercialization plans for the Hybrid and Hypertruck ERX powertrains. This includes cash and cash equivalents of $199.9 million, short-term investments of $188.9 million, and long-term investments of $111.3 million.

For the full-year 2022, Hyliion expects revenue in the range of $2 million to $3 million from Hybrid sales and the potential sale of full trucks with Hybrid systems. The Company lowered its operating expense guidance to the range of $130 million to $140 million, driven primarily by timing of research and development costs to support commercialization of the Hypertruck ERX with no expected impact to the commercialization milestones we have laid out.

Upcoming Events

Hyliion will be hosting a virtual ride and drive event for the investment community on September 13th that will be broadcast from its headquarters in Austin, TX.

The Company recently launched an educational video series on its investor relations website and further updates will be published in the coming weeks.

Second Quarter 2022 Conference Call

Hyliion will host a conference call and accompanying webcast at 11:00 a.m. EST / 10:00 a.m. CST on Wednesday, August 10 to discuss its financials, business results, and outlook. The live webcast of the call, as well as an archived replay following, will be available online on the Investor Relations section of Hyliion’s website. Those wishing to participate can access the call using the links below:

Conference Call Online Registration: https://conferencingportals.com/event/vjUOPPlo

Webcast: https://investors.hyliion.com/events-and-presentations/default.aspx

Second-quarter 2022 financial results for Hyliion Holdings Corp. will also be filed with the SEC on Form 10-Q.

About Hyliion

Hyliion’s mission is to reduce the carbon intensity and greenhouse gas (GHG) emissions of Class 8 semi-trucks by being a leading provider of electrified powertrain solutions. Hyliion offers fleets efficient and practical systems to decrease fuel and operating expenses while seamlessly integrating with their existing fleet operations. Headquartered in Austin, Texas, Hyliion designs, develops, and sells electrified powertrain solutions that can be installed on most major Class 8 semi-trucks, and leverages advanced software algorithms and data analytics to improve overall efficiencies. Hyliion’s goal is to transform the commercial transportation industry’s environmental impact at scale. For more information, visit www.hyliion.com.

Forward Looking Statements

The information in this press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding Hyliion and its future financial and operational performance, as well as its strategy, future operations, estimated financial position, estimated revenues, and losses, projected costs, prospects, plans and objectives of management are forward looking statements. When used in this press release, including any oral statements made in connection therewith, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Hyliion expressly disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements herein, to reflect events or circumstances after the date of this press release. Hyliion cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Hyliion. These risks include, but are not limited to, our status as an early stage company with a history of losses, and our expectation of incurring significant expenses and continuing losses for the foreseeable future; our ability to develop to develop key commercial relationships with suppliers and customers; our ability to retain the services of Thomas Healy, our Chief Executive Officer; our ability to disrupt the powertrain market; the effects of our dynamic and proprietary solutions on commercial truck customers; the ability to accelerate the commercialization of the Hypertruck ERX; our ability to meet 2022 and future product milestones; the impact of COVID-19 on long-term objectives; the ability of our solutions to reduce carbon intensity and greenhouse gas emissions, and the other risks and uncertainties described under the heading “Risk Factors” in our other SEC filings including in our Annual Report (See item 1A. Risk Factors) on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 24, 2022 for the year ended December 31, 2021. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could different materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact Hyliion’s operations and projections can be found in its filings with the SEC. Hyliion’s SEC Filings are available publicly on the SEC’s website at www.sec.gov, and readers are urged to carefully review and consider the various disclosures made in such filings.

HYLIION HOLDINGS CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollar amounts in thousands, except share and per share data)

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

Revenues

 

 

 

 

 

 

 

Product sales and other

$

172

 

 

$

 

 

$

512

 

 

$

 

Total revenues

 

172

 

 

 

 

 

 

512

 

 

 

 

Cost of revenues

 

 

 

 

 

 

 

Product sales and other

 

2,145

 

 

 

 

 

 

4,244

 

 

 

 

Total cost of revenues

 

2,145

 

 

 

 

 

 

4,244

 

 

 

 

Gross loss

 

(1,973

)

 

 

 

 

 

(3,732

)

 

 

 

Operating expenses

 

 

 

 

 

 

 

Research and development

 

(20,057

)

 

 

(13,389

)

 

 

(35,865

)

 

 

(22,721

)

Selling, general and administrative

 

(12,167

)

 

 

(10,052

)

 

 

(21,991

)

 

 

(17,451

)

Total operating expenses

 

(32,224

)

 

 

(23,441

)

 

 

(57,856

)

 

 

(40,172

)

Loss from operations

 

(34,197

)

 

 

(23,441

)

 

 

(61,588

)

 

 

(40,172

)

Interest income

 

855

 

 

 

197

 

 

 

1,140

 

 

 

366

 

Loss on disposal of assets

 

(133

)

 

 

 

 

 

(135

)

 

 

 

Net loss

$

(33,475

)

 

$

(23,244

)

 

$

(60,583

)

 

$

(39,806

)

 

 

 

 

 

 

 

 

Net loss per share, basic and diluted

$

(0.19

)

 

$

(0.13

)

 

$

(0.35

)

 

$

(0.23

)

 

 

 

 

 

 

 

 

Weighted-average shares outstanding, basic and diluted

 

173,897,517

 

 

 

172,260,525

 

 

 

173,741,910

 

 

 

171,260,671

 

HYLIION HOLDINGS CORP.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollar amounts in thousands, except share data)

 

 

June 30,
2022

 

December 31,
2021

 

(Unaudited)

 

 

Assets

 

 

 

Current assets

 

 

 

Cash and cash equivalents

$

199,933

 

$

258,445

Accounts receivable

 

114

 

 

70

Inventory

 

176

 

 

114

Prepaid expenses and other current assets

 

8,364

 

 

9,068

Short-term investments

 

188,868

 

 

118,787

Total current assets

 

397,455

 

 

386,484

 

 

 

 

Property and equipment, net

 

2,220

 

 

2,235

Operating lease right-of-use assets

 

7,101

 

 

7,734

Intangible assets, net

 

186

 

 

235

Other assets

 

1,743

 

 

1,535

Long-term investments

 

111,299

 

 

180,217

Total assets

$

520,004

 

$

578,440

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

Current liabilities

 

 

 

Accounts payable

$

2,705

 

$

7,455

Current portion of operating lease liabilities

 

273

 

 

21

Accrued expenses and other current liabilities

 

11,177

 

 

7,759

Total current liabilities

 

14,155

 

 

15,235

 

 

 

 

Operating lease liabilities, net of current portion

 

7,814

 

 

8,623

Other liabilities

 

1,295

 

 

667

Total liabilities

 

23,264

 

 

24,525

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

Stockholders’ equity

 

 

 

Common stock, $0.0001 par value; 250,000,000 shares authorized; 173,998,968 and 173,468,979 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively

 

17

 

 

17

Additional paid-in capital

 

378,203

 

 

374,795

Retained earnings

 

118,520

 

 

179,103

Total stockholders’ equity

 

496,740

 

 

553,915

Total liabilities and stockholders’ equity

$

520,004

 

$

578,440

HYLIION HOLDINGS CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollar amounts in thousands)

 

 

Six Months Ended June 30,

 

 

2022

 

 

 

2021

 

Cash flows from operating activities

 

 

 

Net loss

$

(60,583

)

 

$

(39,806

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

Depreciation and amortization

 

554

 

 

 

414

 

Amortization and accretion of investments

 

1,043

 

 

 

847

 

Noncash lease expense

 

613

 

 

 

518

 

Inventory write-down

 

3,313

 

 

 

 

Loss on disposal of assets

 

135

 

 

 

 

Share-based compensation

 

3,485

 

 

 

3,427

 

Changes in operating assets and liabilities:

 

 

 

Accounts receivable

 

(44

)

 

 

 

Inventory

 

(3,375

)

 

 

 

Prepaid expenses and other assets

 

595

 

 

 

4,939

 

Accounts payable

 

(4,794

)

 

 

5,940

 

Accrued expenses and other liabilities

 

4,024

 

 

 

(182

)

Operating lease liabilities

 

(537

)

 

 

(256

)

Net cash used in operating activities

 

(55,571

)

 

 

(24,159

)

 

 

 

 

Cash flows from investing activities

 

 

 

Purchase of property and equipment

 

(559

)

 

 

(965

)

Payments for security deposit, net

 

 

 

 

(57

)

Purchase of investments

 

(106,797

)

 

 

(239,021

)

Proceeds from sale and maturity of investments

 

104,492

 

 

 

176,358

 

Net cash used in investing activities

 

(2,864

)

 

 

(63,685

)

 

 

 

 

Cash flows from financing activities

 

 

 

Proceeds from exercise of stock warrants, net of issuance costs

 

 

 

 

16,257

 

Payments for Paycheck Protection Program loan

 

 

 

 

(908

)

Proceeds from exercise of common stock options

 

54

 

 

 

502

 

Taxes paid related to net share settlement of equity awards

 

(131

)

 

 

 

Net cash (used in) provided by financing activities

 

(77

)

 

 

15,851

 

 

 

 

 

Net decrease in cash and cash equivalents and restricted cash

 

(58,512

)

 

 

(71,993

)

Cash and cash equivalents and restricted cash, beginning of period

 

259,110

 

 

 

389,705

 

Cash and cash equivalents and restricted cash, end of period

$

200,598

 

 

$

317,712

 

 

 

 

 

Supplemental disclosure of noncash investing information:

 

 

 

Acquisitions of property and equipment included in accounts payable and other

$

66

 

 

$

268

 


Contacts

Hyliion Holdings Corp.
Ryann Malone
This email address is being protected from spambots. You need JavaScript enabled to view it.
(833) 495-4466

Sharon Merrill Associates, Inc.
Nicholas Manganaro
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(617) 542-5300

DURHAM, N.C.--(BUSINESS WIRE)--Wolfspeed, Inc. (NYSE: WOLF), the global leader in Silicon Carbide technology, will conduct a conference call and audio webcast to discuss its fourth quarter and full year fiscal 2022 results and first quarter fiscal 2023 business outlook on August 17, 2022, at 5:00 p.m. Eastern Time.


After the close of the market on August 17, and prior to the conference call, Wolfspeed will issue a copy of the earnings press release via Business Wire. The press release may also be viewed on Wolfspeed’s website at http://www.wolfspeed.com/.

To listen to a live webcast of the call, simply go to Events & Presentations - Wolfspeed, Inc. and follow the login instructions. The recorded webcast will also be available at the site for replay.

About Wolfspeed:

Wolfspeed (NYSE: WOLF) leads the market in the worldwide adoption of Silicon Carbide and GaN technologies. We provide industry-leading solutions for efficient energy consumption and a sustainable future. Wolfspeed’s product families include Silicon Carbide materials, power devices and RF devices targeted for various applications such as electric vehicles, fast charging, 5G, renewable energy and storage, and aerospace and defense. We unleash the power of possibilities through hard work, collaboration and a passion for innovation. Learn more at www.wolfspeed.com.

Wolfspeed® is a registered trademark of Wolfspeed, Inc.

Category: Investors


Contacts

Tyler Gronbach
Vice President, Investor Relations
Phone: 919-407-4820
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HOUSTON--(BUSINESS WIRE)--Tidewater Inc. (NYSE: TDW) (the “Company” or “Tidewater”) today announced the commencement of a registered underwritten public offering of up to 3,520,000 shares of its common stock. In addition, the Company intends to grant the underwriter a 30-day option to purchase up to an additional 528,000 shares of its common stock. The Company intends to use the net proceeds from the offering (before expenses) to repurchase from Banyan Overseas Limited (“Banyan”) a number of warrants exercisable for shares of the Company’s common stock (“Warrants”) equal to the number of shares of the Company’s common stock sold in the offering (including any shares sold pursuant to the underwriter’s option to purchase additional shares of the Company’s common stock). The Warrants were issued to Banyan in connection with the Company’s acquisition of all of the issued and outstanding shares of Swire Pacific Offshore Holdings Limited (now known as Tidewater Pacific Offshore Holdings Limited) from Banyan.


Morgan Stanley is acting as the sole underwriter for the offering. The offering is subject to market and other customary closing conditions, and there can be no assurance as to whether or when the offering may be completed.

The shares of common stock described above are being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-234686), including a base prospectus, which was previously filed by the Company with the Securities and Exchange Commission (“SEC”) and declared effective on July 20, 2021. A preliminary prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. When available, copies of the preliminary prospectus supplement and the accompanying prospectus may also be obtained by contacting: Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, Second Floor, New York, New York 10014.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Tidewater

Tidewater owns and operates one of the largest fleets of offshore support vessels in the industry, with more than 65 years of experience supporting offshore energy exploration, production, generation and offshore wind activities worldwide.

Forward-Looking Statements

In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, Tidewater notes that certain statements set forth in this press release contain certain forward-looking statements which reflect our current view with respect to future events and future financial performance. Forward-looking statements are all statements other than statements of historical fact, which can generally be identified by the use of such terminology as “may,” “can,” “potential,” “expect,” “project,” “target,” “anticipate,” “estimate,” “forecast,” “believe,” “think,” “could,” “continue,” “intend,” “seek,” “plan,” and similar expressions, and are not guarantees or assurances of future performance or events. Such statements include, but are not limited to, statements relating to the timing, size and completion of our proposed offering and our intended use of proceeds. All such forward-looking statements are subject to risks and uncertainties, many of which are beyond the control of the Company, and our future results of operations could differ materially from our historical results or current expectations reflected by such forward-looking statements. Investors should carefully consider the risk factors described in detail in the Company’s most recent Form 10-K, most recent Form 10-Q, and in similar sections of other filings made by the Company with the SEC from time to time. The Company’s filings can be obtained free of charge on the SEC’s website at www.sec.gov. Except to the extent required by law, the Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this press release to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any statement is based. Forward-looking statements and written and oral forward-looking statements attributable to the Company or its representatives after the date of this release are qualified in their entirety by the cautionary statements contained in this paragraph and in other reports filed by the Company with the SEC.


Contacts

Tidewater Inc.
West Gotcher
Vice President,
Finance and Investor Relations
+1.713.470.5285

  • Term sheet agreed for $31 million Senior Term Loan Facility with Roynat & EDC
  • Core RNG expansion projects fully funded (near-term growth to 480,000 GJ of RNG annually)
  • Upcoming catalysts and milestones for H2 2022 include construction of FVB & GrowTEC RNG Expansion Projects

VANCOUVER, British Columbia--(BUSINESS WIRE)--$EVGIF #EVERGEN--EverGen Infrastructure Corp. (“EverGen” or the “Company”) (TSXV: EVGN) (OTCQB: EVGIF), is pleased to announce that it has signed a term sheet with its existing lender, Roynat Capital (a subsidiary of Scotiabank) and Export Development Canada (“EDC”) for a $31 million syndicated senior term loan (the “Facility”) to support the upgrade and construction of its Renewable Natural Gas (“RNG”) facilities at Fraser Valley Biogas (“FVB”) and Net Zero Waste Abbotsford (“NZWA”), respectively.


"The Facility is an integral component to EverGen’s capital structure as we embark on our planned upgrade and expansion projects, and we are very pleased to have the support of high quality debt partners in Roynat and EDC,” said Chase Edgelow, CEO of EverGen. "This Facility ensures our near-term Core RNG Expansion projects are fully funded to deliver 480,000 GJ of RNG annually and compliments our strong balance sheet, positive cash flow & anticipated grant funding available to EverGen. This incremental liquidity and financial flexibility is fundamental as we continue to expand our RNG infrastructure platform across Canada. This milestone builds upon our team’s recent execution success including the addition of our Alberta and Ontario projects (GrowTEC and Project Radius) – delivering accretive growth to our shareholders."

The proposed Facility is a five-year senior term loan with a 10-year amortization period and interest only payments for the first 12 months. The Facility is secured by certain assets of the Company and includes customary terms and conditions. The Facility will bear interest at a rate of 30-day Banker’s Acceptance + 3.5 to 4.5% based on certain covenants. The Facility remains subject to the successful completion of due diligence.

Once approved, $15 million will be available to finance the Fraser Valley Biogas RNG Expansion Project and an additional $16 million will become available to EverGen to support the Net Zero Abbotsford RNG Expansion Project.

Core RNG Expansion Project Updates:

Fraser Valley Biogas RNG Expansion Project (BC)

FVB is the original producing RNG project in Western Canada and the first project to produce RNG into FortisBC’s network. The facility combines anaerobic digestion and biogas upgrading to produce RNG, primarily by converting agricultural waste from local dairy farms.

The FVB facility is currently undergoing a capital expansion project to add additional RNG production capacity that is expected to double the capacity of the facility and increase RNG production to ~160,000 GJ per year. Capital costs for this project are anticipated to be $13-15m, with construction beginning in late Q3 2022 and with anticipated completion in Q1 2023. These upgrades, coupled with a new off-take contract that is in late-stage negotiations, will provide a significant uplift to EverGen’s RNG production capabilities to ~120,000 GJ per year, with the ramp-up to full capacity of ~160,000 GJ per year expected to begin in mid-2023, following amendments to existing permits.

Net Zero Waste Abbotsford RNG Expansion Project (BC)

NZWA is an organic waste conversion facility in British Columbia that primarily processes inbound organics, yard waste and biosolids for a contracted tipping fee, and produces high-quality organic compost and soils for farmers, gardeners, and developers.

The capital expansion project at NZWA will add anaerobic digestion capabilities to produce biogas, which will then be upgraded to RNG to feed into FortisBC’s gas network under an existing 20-year off-take agreement. The expansion is expected to increase the facility’s inbound organics throughput to ~135,000 tonnes of feedstock per year and is designed to produce ~180,000 GJ of RNG per year.

Capital costs for this project are anticipated to be $32-35m. Construction of the upgrade will begin upon receipt of building and regulatory approvals, for which applications were submitted earlier this year. The region has experienced delays in regulatory approvals as a result of ongoing COVID implications and the flooding event in late-2021. EverGen’s dedicated project team has been making progress working to expedite approvals and is awaiting feedback. At this stage, the project is anticipated to break ground in approximately 12 months, followed by a 6-8 month construction window.

GrowTEC RNG Expansion Project (Alberta)

GrowTEC, is an operating farm scale biogas facility consisting of an anaerobic digester, which has been converting biodegradable waste into biogas and generating renewable power for over seven years. EverGen and GrowTEC will be completing additions to the facility this year to process the biogas and upgrade it to RNG, which will be tied into the local pipeline network. GrowTEC has an offtake agreement with FortisBC and will contribute to FortisBC’s target to have at least 15% of its gas supply carbon neutral by 2030.

The first phase of development will deliver 80,000 GJ of RNG annually and is anticipated to be complete and producing gas into FortisBC’s network at the end of 2022. EverGen’s GrowTEC project team is working to accelerate the second phase of expansion, which is expected to add an additional 60,000 GJ of RNG per year, for a total of 140,000 GJ of RNG production per year from the facility.

Core Development Project Updates:

Project Radius (Ontario)

Project Radius, located in southern Ontario, is a late-development-stage portfolio of three large scale, on-farm RNG projects, collectively capable of producing ~1.7 million GJ per year of RNG that will contribute to the reduction of emissions from agricultural operations in southern Ontario. Each of the three projects is expected to produce ~550,000 GJ per year with construction on the initial project expected to commence in the next 12 months.

RSU Grant

Pursuant to the Company’s Equity Plan, on August 2, 2022, the Company granted 20,000 restricted share units (RSUs) to a director of the Company.

About EverGen Infrastructure Corp.

EverGen, Canada’s Renewable Natural Gas Infrastructure Platform, is combating climate change and helping communities contribute to a sustainable future. Headquartered on the West Coast of Canada, EverGen is an established independent renewable energy producer which acquires, develops, builds, owns and operates a portfolio of Renewable Natural Gas, waste to energy, and related infrastructure projects. EverGen is focused on Canada, with continued growth expected across other regions in North America and beyond.

For more information about EverGen Infrastructure Corp. and our projects, please visit www.evergeninfra.com.

Cautionary Statements Regarding Forward Looking Information

This news release contains forward-looking statements and/or forward-looking information (collectively, “forward looking statements”) within the meaning of applicable securities laws. When used in this release, such words as “would”, “will”, “anticipates”, believes”, “explores” and similar expressions, as they relate to EverGen, or its management, are intended to identify such forward-looking statements. Such forward-looking statements reflect the current views of EverGen with respect to future events, and are subject to certain risks, uncertainties and assumptions. Many factors could cause EverGen's actual results, performance or achievements to be materially different from any expected future results, performance or achievement that may be expressed or implied by such forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what benefits EverGen will derive therefrom. These forward-looking statements are subject to numerous risks and uncertainties, including but not limited to: the impact of general economic conditions in Canada, including the ongoing COVID19 pandemic; industry conditions including changes in laws and regulations and/or adoption of new environmental laws and regulations and changes in how they are interpreted and enforced, in Canada; volatility of prices for energy commodities; change in demand for clean energy to be offered by EverGen; competition; lack of availability of qualified personnel; obtaining required approvals of regulatory authorities, in Canada; ability to access sufficient capital from internal and external sources; optimization and expansion of organic waste processing facilities and RNG feedstock; the realization of cost savings through synergies and efficiencies expected to be realized from the Company’s completed acquisitions; the sufficiency of EverGen’s liquidity to fund operations and to comply with covenants under its credit facility; continued growth through strategic acquisitions and consolidation opportunities; continued growth of the feedstock opportunity from municipal and commercial sources, and the factors discussed under “Risk Factors” in the Company’s Annual Information Form dated January 31, 2022, many of which are beyond the control of EverGen.

Forward-looking statements included in this news release should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such forward looking statements.

The forward-looking statements contained in this release are made as of the date of this release, and except as may be expressly be required by law, EverGen disclaims any intent, obligation or undertaking to publicly release any updates or revisions to any forward-looking statements contained herein whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction.


Contacts

EverGen Investor Contact
Kelly Castledine
416-576-8158
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EverGen Media Contact
Katie Reiach
604-614-5283
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  • Total operating expenses were $19.1 million, an increase of $12.5 million from a year ago, reflecting an increase in headcount to support battery cell and AI software development and costs associated with being a public company
  • Financial guidance for 2022 is unchanged from our guidance issued with our first quarter results, with cash used in operations and capital expenditures expected to range between $95 million and $115 million 
  • Construction of our second cell manufacturing facility, located in SES Korea, is on track and expected to be ready to use by October 2022
  • Planning underway for second annual Battery World to be held before 2022 year-end

BOSTON--(BUSINESS WIRE)--SES AI Corporation (NYSE: SES) (the “Company,” “SES,” “we” or “us”), a global leader in the development and manufacturing of high-performance lithium-metal (Li-Metal) rechargeable batteries for electric vehicles (EVs) and other applications announced today financial results for the second quarter ended June 30, 2022.


SES reported an operating loss for the quarter of $19.1 million, an increase of $12.5 million from last year, reflecting general and administrative expenses of $11.9 million and research and development expenses of $7.2 million. This higher level of spending reflects an increase in headcount and related personnel cost to support battery cell and AI software development as well as an increase in spending related to being a public company.

SES recognized a non-cash gain on the change in fair value of its Sponsor Earn-out liability of $29.0 million during the three months ended June 30, 2022. Certain tranches of SES’s Sponsor Earn-out shares are accounted for as a derivative liability measured at fair value based on the price of SES’s common stock at the end of the quarter. The Company ended the quarter with cash and cash equivalents of $405 million, which it expects to use to support the continued development of all aspects of its Li-Metal battery technology and AI-powered safety software platform Avatar.

“We believe that the need for more energy dense batteries that can improve range and reduce cost has never been greater and supports our belief that Li-Metal is the next big thing in batteries,” said Founder and CEO, Qichao Hu. “We continue to work closely with our automotive partners to improve the performance of our cells and to bring down manufacturing costs. We intend to provide more details on these and other initiatives at our second annual Battery World later this year.”

Outlook

SES is targeting the following milestones by mid-2023, which are unchanged from the Company’s guidance issued with its first quarter results:

  • Deliver and optimize “A-sample” batteries for our three JDA partners
  • Begin to transition from “A-sample” batteries to “B-sample” batteries
  • Continue to establish supply chains for key materials

All aspects of the Company’s 2022 financial guidance issued with its first quarter results are also unchanged. To execute on its plan, SES estimates that in 2022, capital expenditures will range from $25 million to $35 million, and cash used in operations will be between $70 million and $80 million. As a result, use of cash for the year is expected to range between $95 million and $115 million.

SES Korea

Construction of the Company’s second cell manufacturing facility, located in SES Korea, is on track and expected to be ready to use by October 2022. The structure of the building is complete and manufacturing lines are being installed. This facility will support at least one of the Company’s JDA partners and will have the capability to produce its large-format 50Ah and 100Ah cells.

Second Annual Battery World to Be Held Before Year-End

Following on the high-level of investor interest at SES’s first Battery World Event in November of last year, planning is underway for the second annual Battery World which is expected to be held before 2022 year-end. At the event, SES plans to provide updates on the performance of its large-format (50Ah to 100Ah) Apollo cells, and Avatar, its AI-powered safety software for monitoring battery health and intends to demonstrate Apollo cells being used in a non-automotive application. Additional information on the timing of this event is expected to be provided in the next few months.

Webcast and Conference Call

SES will host a conference call at 5:00 p.m. EDT today, August 9, 2022. Participating on the call will be Qichao Hu, Chief Executive Officer, and Jing Nealis, Chief Financial Officer.

Interested investors and other parties can listen to a webcast of the live conference call through SES’s Investor Relations website by clicking here.

The conference call can also be accessed live over the phone by dialing the following numbers:

 

United States (Toll Free):

 

1 (844) 200 6205

International:

 

1 (929) 526 1599

 

 

 

Access Code:

 

483310

A recording of the conference call will be available shortly after the completion of the call at investors.ses.ai.

About SES

SES is a global leader in development and production of high-performance Li-Metal rechargeable batteries for electric vehicles (EVs) and other applications. Founded in 2012, SES is an integrated Li-Metal battery manufacturer with strong capabilities in material, cell, module, AI-powered safety algorithms and recycling. Formerly known as Solid Energy Systems, SES is headquartered in Boston and has operations in Singapore, Shanghai, and Seoul. To learn more about SES, please visit: ses.ai/investors/

SES may use its website as a distribution channel of material company information. Financial and other important information regarding SES is routinely posted on and accessible through the Company’s website at www.ses.ai. Accordingly, investors should monitor this channel, in addition to following SES’s press releases, Securities and Exchange Commission filings and public conference calls and webcasts.

Forward-looking statements

All statements other than statements of historical facts contained in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements relating to expectations for future financial performance, business strategies or expectations for our business. These statements are based on the beliefs and assumptions of the management of SES. Although SES believes that its plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, it cannot provide insurance that it will achieve or realize these plans, intentions or expectations. These statements constitute projections, forecasts and forward-looking statements, and are not guarantees of performance. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this press release, words such as “anticipate”, “believe”, “can”, “continue”, “could”, “estimate”, “expect”, “forecast”, “intend”, “may”, “might”, “plan”, “possible”, “potential”, “predict”, “project”, “seek”, “should”, “strive”, “target”, “will”, “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

You should not place undue reliance on these forward-looking statements. Should one or more of a number of known and unknown risks and uncertainties materialize, or should any of our assumptions prove incorrect, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include, but are not limited to the following risks: changes in domestic and foreign business, market, financial, political and legal conditions, including but not limited to the ongoing conflict between Russia and Ukraine; risks relating to the uncertainty of the projected financial information with respect to SES; risks related to the development and commercialization of SES’s battery technology and the timing and achievement of expected business milestones; the effects of competition on SES’s business; the ability of SES to issue equity or equity-linked securities or obtain debt financing in the future; the ability of SES to integrate its products into electric vehicles (“EVs”); the risk that delays in the pre-manufacturing development of SES’s battery cells could adversely affect SES’s business and prospects; potential supply chain difficulties; risks resulting from SES’s joint development agreements and other strategic alliances, if such alliances are unsuccessful; the quickly evolving battery market; SES’s ability to accurately estimate future supply and demand for its batteries; SES’s ability to develop new products on an ongoing basis in a timely manner; product liability and other potential litigation, regulation and legal compliance; SES’s ability to effectively manage its growth; SES’s ability to attract, train and retain highly skilled employees and key personnel; the willingness of vehicle operators and consumers to adopt EVs; developments in alternative technology or other fossil fuel alternatives; SES’s ability to meet certain motor vehicle standards; a potential shortage of metals required for manufacturing batteries; risks related to SES’s intellectual property; risks related to SES’s business operations outside the United States, including in China and South Korea; the uncertainty in global economic conditions and risks relating to health epidemics, including the COVID-19 pandemic and any operational interruptions; SES has identified material weaknesses in its internal control over financial reporting and may identify material weaknesses in the future or otherwise fail to maintain an effective system of internal controls; compliance with certain health and safety laws; changes in U.S. and foreign tax laws; and the other risks described in “Part I, Item 1A. Risk Factors” in our annual report on Form 10-K for the fiscal year ended December 31, 2021 filed with the Securities and Exchange Commission (“SEC”) on March 31, 2022 and other documents filed from time to time with the SEC. There may be additional risks that SES presently knows and/or believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect SES’s expectations, plans or forecasts of future events and views only as of the date of this press release. SES anticipates that subsequent events and developments will cause its assessments to change. However, while SES may elect to update these forward-looking statements at some point in the future, SES specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing SES’s assessments as of any date subsequent to the date of this press release. 

SES AI Corporation

Condensed Consolidated Balance Sheet(1)

(Unaudited)

 

 

 

 

 

 

(in thousands, except share and per share amounts)

June 30, 2022

    

December 31, 2021

Assets

 

  

 

 

  

Current Assets

 

  

 

 

  

Cash and cash equivalents

$

 404,607

 

 

$

 160,497

 

Receivable from related party

 

 5,388

 

 

 

 7,910

 

Prepaid expenses and other current assets

 

 5,872

 

 

 

 1,563

 

Total current assets

 

 415,867

 

 

 

 169,970

 

Property and equipment, net

 

 20,917

 

 

 

 12,494

 

Intangible assets, net

 

 1,536

 

 

 

 1,626

 

Right-of-use assets, net

 

 10,829

 

 

 

 —

 

Other assets

 

 4,452

 

 

 

 9,263

 

Total assets

$

 453,601

 

 

$

 193,353

 

Liabilities, Redeemable Convertible Preferred Stock and Stockholders’ Equity

 

  

 

 

  

Current Liabilities

 

  

 

 

  

Accounts payable

$

 7,357

 

 

$

 4,712

 

Operating lease liabilities, current

 

 1,633

 

 

 

 —

 

Accrued expenses and other current liabilities

 

 6,122

 

 

 

 6,273

 

Total current liabilities

 

 15,112

 

 

 

 10,985

 

Sponsor Earn-Out liability

 

 15,123

 

 

 

 —

 

Operating lease liabilities, non-current

 

 9,831

 

 

 

 —

 

Other liabilities

 

 1,732

 

 

 

 749

 

Total liabilities

 

 41,798

 

 

 

 11,734

 

Commitments and contingencies (Note 8)

 

  

 

 

  

Redeemable Convertible Preferred Stock, $0.000001 par value – none authorized, issued and outstanding as of June 30, 2022; 213,960,286 shares authorized, issued and outstanding as of December 31, 2021 (aggregate liquidation preference of $271,148 as of December 31, 2021)

 

 —

 

 

 

 269,941

 

Stockholders’ Equity

 

  

 

 

  

Preferred stock, $0.0001 par value; 20,000,000 shares authorized, none issued and outstanding as of June 30, 2022; none authorized, issued and outstanding as of December 31, 2021

 

 —

 

 

 

 —

 

Common stock:
Class A shares, $0.0001 par value, 2,100,000,000 shares authorized as of June 30, 2022; 304,349,384 shares and 22,261,480 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively;
Class B shares, $0.0001 par value, 200,000,000 authorized as of June 30, 2022; 43,881,251 shares and 39,881,455 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively

 

 34

 

 

 

 6

 

Additional paid-in capital

 

 524,981

 

 

 

 5,598

 

Accumulated other comprehensive (loss) income

 

 (901

)

 

 

 367

 

Accumulated deficit

 

 (112,311

)

 

 

 (94,293

)

Total stockholders' equity

 

 411,803

 

 

 

 (88,322

)

Total liabilities, redeemable convertible preferred stock, and stockholders' equity

$

 453,601

 

 

$

 193,353

 

SES AI Corporation

Condensed Consolidated Statements of Operations and Comprehensive Loss(1)

 (Unaudited)

 

Three Months Ended June 30, 

 

Six Months Ended June 30, 

(in thousands, except share and per share amounts)

2022

 

    

2021

 

    

2022

 

    

2021

 

Operating expenses:

 

  

 

 

  

 

 

  

 

 

 

Research and development

$

 7,192

 

 

$

 3,508

 

 

$

 11,259

 

 

$

 6,491

 

General and administrative

 

 11,867

 

 

 

 3,049

 

 

 

 26,997

 

 

 

 4,505

 

Total operating expenses

 

 19,059

 

 

 

 6,557

 

 

 

 38,256

 

 

 

 10,996

 

Loss from operations

 

 (19,059

)

 

 

 (6,557

)

 

 

 (38,256

)

 

 

 (10,996

)

Other income (expense):

 

  

 

 

  

 

 

  

 

 

 

Gain on change of fair value of Sponsor Earn-Out liability, net

 

 28,958

 

 

 

 —

 

 

 

 21,270

 

 

 

 —

 

Interest income

 

 465

 

 

 

 1

 

 

 

 488

 

 

 

 3

 

Other income (expense), net

 

 (1,171

)

 

 

 (54

)

 

 

 (1,331

)

 

 

788

 

Total other income (expense), net

 

 28,252

 

 

 

 (53

)

 

 

 20,427

 

 

 

 791

 

Income (loss) before income taxes

 

 9,193

 

 

 

 (6,610

)

 

 

 (17,829

)

 

 

 (10,205

)

Provision for income taxes

 

 (178

)

 

 

 (19

)

 

 

 (189

)

 

 

 (19

)

Net income (loss)

 

 9,015

 

 

 

 (6,629

)

 

 

 (18,018

)

 

 

 (10,224

)

Other comprehensive income (loss):

 

  

 

 

  

 

 

  

 

 

 

Foreign currency translation adjustment

 

 (1,377

)

 

 

 85

 

 

 

 (1,268

)

 

 

 71

 

Total comprehensive income (loss)

$

 7,638

 

 

$

 (6,544

)

 

$

 (19,286

)

 

$

 (10,153

)

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share attributable to common stockholders:

 

 

 

 

 

 

 

 

 

 

 

Basic

$

 0.03

 

 

$

 (0.11

)

 

$

 (0.07

)

 

$

 (0.17

)

Diluted

 

 0.03

 

 

 (0.11

)

 

 

 (0.07

)

 

 

 (0.17

)

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 310,255,853

 

 

 

 60,781,975

 

 

 

 264,969,675

 

 

 

 60,781,975

 

SES AI Corporation

Condensed Consolidated Statements of Cash Flows(1)

 (Unaudited)

 

Six Months Ended June 30, 

(in thousands)

2022

    

2021

Cash Flows From Operating Activities

 

  

 

 

 

Net loss

$

 (18,018)

 

$

(10,224)

Adjustments to reconcile net loss to net cash used in operating activities:

 

  

 

 

 

Gain on change of fair value of Sponsor Earn-Out liability

 

 (21,270)

 

 

Stock-based compensation

 

 8,733

 

 

186

Depreciation and amortization

 

 986

 

 

882

Other

 

 (584)

 

 

PPP note forgiveness

 

 —

 

 

(840)

Changes in operating assets and liabilities:

 

  

 

 

 

Receivable from related party

 

 2,522

 

 

(5,041)

Prepaid expenses and other assets

 

 (4,119)

 

 

16

Accounts payable

 

 2,317

 

 

26

Accrued expenses and other liabilities

 

 1,278

 

 

(146)

Net cash used in operating activities

 

 (28,155)

 

 

(15,141)

Cash Flows From Investing Activities

 

  

 

 

 

Purchases of property and equipment

 

 (10,041)

 

 

(3,038)

Purchase of short-term investments

 

 —

 

 

(150,810)

Maturities of short-term investments

 

 —

 

 

13,101

Net cash used in investing activities

 

 (10,041)

 

 

(140,747)

Cash Flows From Financing Activities

 

  

 

 

 

Proceeds from Business Combination and PIPE Financing, net of issuance costs

 

 282,940

 

 

Proceeds from stock option exercises

 

 42

 

 

Proceeds from issuance of Series D and D plus redeemable convertible preferred stock, net of issuance costs

 

 —

 

 

187,897

Net cash provided by financing activities

 

 282,982

 

 

187,897

Effect of exchange rates on cash

 

 (676)

 

 

72

Net increase in cash, cash equivalents and restricted cash

 

 244,110

 

 

32,081

Cash, cash equivalents and restricted cash at beginning of period (Note 4)

 

 161,044

 

 

2,728

Cash, cash equivalents and restricted cash at end of period (Note 4)

$

 405,154

 

$

34,809

 

 

 

 

 

 

Supplemental Non-Cash Information:

 

  

 

 

 

Conversion of Redeemable Convertible Preferred Stock to shares of Class A Common Stock

$

 (269,941)

 

$

Release of accrued transaction costs related to Business Combination and PIPE Financing

$

 6,174

 

$

Accounts payable and accrued expenses related to purchases of property and equipment

$

 964

 

$

110

Liabilities of Ivanhoe acquired in the Business Combination

$

 (387)

 

$

Deferred offering costs included in accounts payable and accrued expenses and other liabilities

$

 —

 

$

1,366

(1) The business combination between SES AI Corporation’s (“SES”) predecessor, SES Holdings Pte. Ltd. (“Old SES”), and Ivanhoe Capital Acquisition Corp. (“Ivanhoe”), which closed on February 3, 2022 (the “Closing”), is accounted for as a reverse recapitalization under U.S. GAAP. Under this method of accounting, Ivanhoe has been treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the financial statements of SES represent a continuation of the financial statements of Old SES with the business combination being treated as the equivalent of Old SES issuing shares for the net assets of Ivanhoe, accompanied by a recapitalization. The net assets of Ivanhoe are stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Closing are those of Old SES. As a result, the unaudited condensed consolidated financial statements reflect (i) the historical operating results of Old SES prior to the Closing; (ii) the combined results of SES and Old SES following the Closing; (iii) the assets and liabilities of Old SES at their historical cost; and (iv) share and per share amounts prior to the Closing have been retroactively converted using the exchange ratio for the business combination. See our Form 10-Q for the three and six months ended June 30, 2022 for additional information.


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