TAMPA, Fla.--(BUSINESS WIRE)--Overseas Shipholding Group, Inc. (NYSE: OSG) (the “Company” or “OSG”) announced today that it plans to release second quarter results before market opens on Friday, August 6, 2021.

The Company will host a conference call to discuss its second quarter 2021 results at 9:30 a.m. Eastern Time (“ET”) on Friday, August 6, 2021.

To access the call, participants should dial (844) 850-0546 for domestic callers and (412) 317-5203 for international callers. Please dial in ten minutes prior to the start of the call.

A live webcast of the conference call will be available from the Investor Relations section of the Company’s website at www.osg.com.

An audio replay of the conference call will be available starting at 11:30 a.m. ET on Friday, August 6, 2021 by dialing (877) 344-7529 for domestic callers and (412) 317-0088 for international callers and entering Access Code 10158907.

About Overseas Shipholding Group, Inc

Overseas Shipholding Group, Inc. (NYSE: OSG) is a publicly traded company providing energy transportation services for crude oil and petroleum products in the U.S. Flag markets. OSG is a major operator of tankers and ATBs in the Jones Act industry. OSG’s 22 vessel U.S. Flag fleet consists of three crude oil tankers doing business in Alaska, two conventional ATB, two lightering ATBs, three shuttle tankers, ten MR tankers, and two non-Jones Act MR tankers that participate in the U.S. Maritime Security Program. OSG also currently owns and operates one Marshall Islands flagged MR tanker which trades internationally.

OSG is committed to setting high standards of excellence for its quality, safety and environmental programs. OSG is recognized as one of the world’s most customer-focused marine transportation companies and is headquartered in Tampa, FL. More information is available at www.osg.com.

Investor Relations & Media Contact:
Susan Allan, Overseas Shipholding Group, Inc.
(813) 209-0620
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Second Quarter 2021 and Recent Highlights

• Total customer count of 162,600 as of June 30, 2021, which includes approximately 33,500 SunStreet customers acquired on April 1, 2021, and approximately 12,700 added through organic growth during the second quarter;
• $629 million of cash and available liquidity as of June 30, 2021;
• Launched Green Financing Framework to guide the issuance of green financings; classified as Dark Green by leading provider of Second Opinions on green financings CICERO Shades of Green;
• Single customer economics as expressed through implied spread continues to increase; and
• Battery attachment rate increased faster than expected as customers are increasingly focused on resiliency and service.

HOUSTON--(BUSINESS WIRE)--Sunnova Energy International Inc. ("Sunnova") (NYSE: NOVA), one of the leading U.S. residential energy service providers, today announced financial results for the quarter ended June 30, 2021.

"The residential solar industry has entered a new phase of maturation and growth and with it a new value proposition for customers has emerged. Where it was once solely focused on the product and savings, the customer value proposition is now acutely focused on reliability and resiliency as well as savings," said William J. (John) Berger, Chief Executive Officer of Sunnova. "Customers are now expecting a long-term energy service offering that is fast and intelligent. To meet this need, we have dedicated resources to building out our end-to-end software platform, which contains capabilities such as quoting tools for dealers, predictive service analytics for customers, and grid services software for aggregation.

"Our field service technicians and customer care team are increasingly providing higher quality services at a quicker pace to our growing customer base. Service delivery must be quick, accurate, and predictive as new technologies such as batteries, load managers, electric vehicle chargers, and secondary generation enter the market. Service is becoming the crucial differentiator in the residential energy industry, and Sunnova continues to position itself as the industry leader for wireless power services."

Second Quarter 2021 Results

Revenue increased to $66.6 million, or by $23.8 million, for the three months ended June 30, 2021 compared to the three months ended June 30, 2020. Revenue increased to $107.8 million, or by $35.2 million, for the six months ended June 30, 2021 compared to the six months ended June 30, 2020. These increases were primarily the result of an increase in the number of solar energy systems in service and the April 2021 acquisition of SunStreet.

Total operating expense, net increased to $80.9 million, or by $33.0 million, for the three months ended June 30, 2021 compared to the three months ended June 30, 2020. Total operating expense, net increased to $145.5 million, or by $53.4 million for the six months ended June 30, 2021 compared to the six months ended June 30, 2020. These increases were primarily the result of an increase in the number of solar energy systems in service, the April 2021 acquisition of SunStreet, greater depreciation expense, and higher general and administrative expense.

Adjusted Operating Expense increased to $32.6 million, or by $7.8 million, for the three months ended June 30, 2021 compared to the three months ended June 30, 2020. Adjusted Operating Expense increased to $61.1 million, or by $12.7 million, for the six months ended June 30, 2021 compared to the six months ended June 30, 2020. These increases were primarily the result of an increase in the number of solar energy systems in service, the April 2021 acquisition of SunStreet, and higher general and administrative expense.

Sunnova incurred a net loss of $66.3 million for the three months ended June 30, 2021 compared to a net loss of $28.7 million for the three months ended June 30, 2020. This larger net loss was primarily the result of higher net interest expense, which was primarily due to increases in unrealized losses on interest rate swaps of $18.8 million and higher general and administrative expense.

Sunnova incurred a net loss of $90.3 million for the six months ended June 30, 2021 compared to a net loss of $105.7 million for the six months ended June 30, 2020. This lower net loss was primarily the result of lower net interest expense which was primarily due to a decrease in realized losses on interest rate swaps of $36.9 million due to the termination of certain debt facilities in 2020. This was partially offset by an increase in general and administrative expense.

Adjusted EBITDA was $30.1 million for the three months ended June 30, 2021 compared to $18.0 million for the three months ended June 30, 2020, an increase of $12.1 million. Adjusted EBITDA was $42.9 million for the six months ended June 30, 2021 compared to $24.2 million for the six months ended June 30, 2020, an increase of $18.7 million. These increases were the result of customer growth increasing at a faster rate than expenses.

Customer principal (net of amounts recorded in revenue) and interest payments received from solar loans increased to $15.8 million and $7.9 million, respectively, for the three months ended June 30, 2021, or by $8.2 million and $1.3 million, respectively, compared to the three months ended June 30, 2020. Customer principal (net of amounts recorded in revenue) and interest payments received from solar loans increased to $28.1 million and $15.0 million, respectively, for the six months ended June 30, 2021, or by $14.2 million and $4.0 million, respectively, compared to the six months ended June 30, 2020. These increases were the result of our larger customer loan portfolio.

Net cash used in operating activities was $60.8 million for the three months ended June 30, 2021 compared to $24.8 million for the three months ended June 30, 2020. This increase was primarily the result of increases in purchases of inventory and prepaid inventory of $10.3 million, payments to dealers for exclusivity and other bonus arrangements of $4.9 million, and payments to installers and builders for homebuilder asset-development activities of $7.9 million.

Net cash used in the operating activities was $110.7 million for the six months ended June 30, 2021 compared to $82.9 million for the six months ended June 30, 2020. This increase was primarily the result of increases in purchases of inventory and prepaid inventory of $32.8 million, payments to dealers for exclusivity and other bonus arrangements of $3.2 million, and payments to installers and builders for homebuilder asset-development activities of $7.9 million.

Adjusted Operating Cash Flow was $10.0 million for the three months ended June 30, 2021 compared to $18.8 million for the three months ended June 30, 2020. This decrease was primarily the result of working capital changes primarily related to a change in the timing of insurance payments.

Adjusted Operating Cash Flow was $4.6 million for the six months ended June 30, 2021 compared to $(1.3) million for the six months ended June 30, 2020. This increase was primarily the result of customer growth increasing at a faster rate than expenses, which was partially offset by a change in the timing of insurance payments.

Liquidity & Capital Resources

As of June 30, 2021, Sunnova had total cash of $469.1 million, including restricted and unrestricted cash. An additional $160 million of qualified, unencumbered assets were available in Sunnova's tax equity and warehouse credit facilities as of June 30, 2021.

2021 Guidance

Management increases full-year 2021 guidance for customer principal payments received on solar loans, net of amounts recorded in revenue and Adjusted Operating Cash Flow.

• Customer additions of 55,000 - 58,000 (excluding legacy SunStreet customers) reaffirmed;
• Adjusted EBITDA of $80 million - $85 million reaffirmed;
• Customer principal payments received from solar loans, net of amounts recorded in revenue increases from $57 million - $63 million to $62 million - $68 million;
• Customer interest payments received from solar loans of $28 million - $34 million reaffirmed;
• Adjusted Operating Cash Flow increases from $20 million - $30 million to $35 million - $45 million; and
• Recurring Operating Cash Flow of $(5) million - $5 million reaffirmed.

Non-GAAP Financial Measures

We present our operating results in accordance with accounting principles generally accepted in the U.S. ("GAAP"). We believe certain financial measures, such as Adjusted EBITDA, Adjusted Operating Expense, Adjusted Operating Cash Flow, and Recurring Operating Cash Flow, which are non-GAAP measures, provide users of our financial statements with supplemental information that may be useful in evaluating our business. We use Adjusted EBITDA and Adjusted Operating Expense as performance measures, and believe investors and securities analysts also use Adjusted EBITDA and Adjusted Operating Expense in evaluating our performance. While Adjusted EBITDA effectively captures the operating performance of our leases and PPAs, it only reflects the service portion of the operating performance under our loan agreements. Therefore, we separately show customer P&I payments. Adjusted EBITDA is also used by our management for internal planning purposes, including our consolidated operating budget, and by our board of directors in setting performance-based compensation targets. We use Adjusted Operating Cash Flow and Recurring Operating Cash Flow as liquidity measures and believe Adjusted Operating Cash Flow and Recurring Operating Cash Flow are supplemental financial measures useful to management, analysts, investors, lenders and rating agencies as an indicator of our ability to internally fund origination activities, service or incur additional debt and service our contractual obligations. We believe investors and analysts will use Adjusted Operating Cash Flow and Recurring Operating Cash Flow to evaluate our liquidity and ability to service our contractual obligations. Further, we believe that Recurring Operating Cash Flow allows investors to analyze our ability to service the debt and customer obligations associated with our in-service assets. However, Adjusted Operating Cash Flow and Recurring Operating Cash Flow have limitations as analytical tools because they do not account for all future expenditures and financial obligations of the business or reflect unforeseen circumstances that may impact our future cash flows, all of which could have a material effect on our financial condition and results of operations. We believe that such non-GAAP measures, when read in conjunction with our operating results presented under GAAP, can be used both to better assess our business from period to period and to better assess our business against other companies in our industry, without regard to financing methods, historical cost basis or capital structure. Our calculation of these non-GAAP financial measures may differ from similarly-titled non-GAAP measures, if any, reported by other companies. In addition, other companies may not publish these or similar measures. Such non-GAAP measures should be considered as a supplement to, and not as a substitute for, financial measures prepared in accordance with GAAP. Sunnova is unable to reconcile projected Adjusted EBITDA, Adjusted Operating Expense, Adjusted Operating Cash Flow, and Recurring Operating Cash Flow to the most comparable financial measures calculated in accordance with GAAP because of fluctuations in interest rates and their impact on our unrealized and realized interest rate hedge gains or losses. Sunnova provides a range for the forecasts of Adjusted EBITDA, Adjusted Operating Expense, Adjusted Operating Cash Flow, and Recurring Operating Cash Flow to allow for the variability in the timing of cash receipts and disbursements, customer utilization of our assets, and the impact on the related reconciling items, many of which interplay with each other. Therefore, the reconciliation of projected Adjusted EBITDA, Adjusted Operating Expense, Adjusted Operating Cash Flow, and Recurring Operating Cash Flow to projected net income (loss), total operating expense, or net cash provided by (used in) operating activities, as the case may be, is not available without unreasonable effort.

Second Quarter 2021 Financial and Operational Results Conference Call Information

Sunnova is hosting a conference call for analysts and investors to discuss its second quarter 2021 results at 8:30 a.m. Eastern Time, on July 29, 2021. To register for this conference call, please use the link http://www.directeventreg.com/registration/event/5674287.

After registering, a confirmation will be sent through email, including dial-in details and unique conference call codes for entry. To ensure you are connected for the full call we suggest registering at a minimum 10 minutes before the start of the call. A replay will be available two hours after the call and can be accessed by dialing 800-585-8367, or for international callers, 416-621-4642. The conference ID for the live call and the replay is 5674287. The replay will be available until August 5, 2021.

Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the Investor Relations section of Sunnova’s website at www.sunnova.com.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally relate to future events or Sunnova’s future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates," "going to," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these words or other similar terms or expressions that concern Sunnova’s expectations, strategy, priorities, plans or intentions. Forward-looking statements in this release include, but are not limited to, statements regarding our level of growth, customer value propositions, technological developments, service levels, the ability to achieve our 2021 operational and financial targets, and references to Adjusted EBITDA, customer P&I payments from solar loans, Recurring Operating Cash Flow and Adjusted Operating Cash Flow. Sunnova’s expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including risks regarding our ability to forecast our business due to our limited operating history, the effects of the coronavirus pandemic on our business and operations, results of operations and financial position, our competition, changes in regulations applicable to our business, fluctuations in the solar and home-building markets, availability of capital, our ability to attract and retain dealers and customers and manage our dealer and strategic partner relationships, the ability to successfully integrate the SunStreet acquisition, the ability of Sunnova to implement its plans, forecasts and other expectations with respect to SunStreet's business and realize the expected benefits of the acquisition. The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in Sunnova’s filings with the Securities and Exchange Commission, including Sunnova’s annual report on Form 10-K for the year ended December 31, 2020, and subsequent quarterly reports on Form 10-Q. The forward-looking statements in this release are based on information available to Sunnova as of the date hereof, and Sunnova disclaims any obligation to update any forward-looking statements, except as required by law.

About Sunnova

Sunnova Energy International Inc. (NYSE: NOVA) is a leading residential solar and energy storage service provider with customers across the U.S. and its territories. Sunnova's goal is to be the source of clean, affordable and reliable energy with a simple mission: to power energy independence so that homeowners have the freedom to live life uninterrupted®.

(1) The consolidated assets as of June 30, 2021 and December 31, 2020 include $1,690,509 and $1,471,796, respectively, of assets of variable interest entities ("VIEs") that can only be used to settle obligations of the VIEs. These assets include cash of $20,400 and $13,407 as of June 30, 2021 and December 31, 2020, respectively; accounts receivable—trade, net of $5,304 and $2,953 as of June 30, 2021 and December 31, 2020, respectively; accounts receivable—other of $840 and $583 as of June 30, 2021 and December 31, 2020, respectively; other current assets of $156,307 and $182,646 as of June 30, 2021 and December 31, 2020, respectively; property and equipment, net of $1,485,775 and $1,257,953 as of June 30, 2021 and December 31, 2020, respectively; and other assets of $21,883 and $14,254 as of June 30, 2021 and December 31, 2020, respectively. The consolidated liabilities as of June 30, 2021 and December 31, 2020 include $38,682 and $32,345, respectively, of liabilities of VIEs whose creditors have no recourse to Sunnova Energy International Inc. These liabilities include accounts payable of $4,006 and $2,744 as of June 30, 2021 and December 31, 2020, respectively; accrued expenses of $92 and $827 as of June 30, 2021 and December 31, 2020, respectively; other current liabilities of $3,049 and $3,284 as of June 30, 2021 and December 31, 2020, respectively; and other long-term liabilities of $31,535 and $25,490 as of June 30, 2021 and December 31, 2020, respectively.

Investor Relations:
Rodney McMahan, Vice President Investor Relations
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877-770-5211

Media:
Alina Eprimian, Media Relations Manager
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• Recorded GAAP earnings were $0.18 per share for the second quarter of 2021, compared to losses of $3.73 per share for the same period in 2020.
• Non-GAAP core earnings were $0.27 per share for the second quarter of 2021, compared to $1.03 per share for the same period in 2020.
• 2021 EPS guidance adjusted for GAAP earnings to a range of $0.01 to $0.15 and reaffirmed non-GAAP core earnings of $0.95 to $1.05 per share.

SAN FRANCISCO--(BUSINESS WIRE)--PG&E Corporation (NYSE: PCG) recorded second-quarter 2021 income available for common shareholders of $397 million, or $0.18 per share, as reported in accordance with generally accepted accounting principles (GAAP). This compares with losses attributable to common shareholders of $1,972 million, or $3.73 per share, for the second quarter of 2020.

GAAP results include non-core items that management does not consider representative of ongoing earnings, which totaled $178 million after tax, or $0.08 per share, for the quarter. These results were primarily driven by costs related to the amortization of wildfire insurance fund contributions under Assembly Bill (AB) 1054, investigation remedies, PG&E Corporation’s and Pacific Gas and Electric Company’s (Utility) reorganization cases under Chapter 11 of the U.S. Bankruptcy Code (Chapter 11), 2019-2020 wildfire-related costs, and prior period net regulatory recoveries.

“Every day, we are doing the right work to reduce risk, improve our operations, and strengthen our financial health,” said Patti Poppe, CEO of PG&E Corporation. “Our five-year roadmap includes key system enhancements, safety improvements, and customer-oriented solutions that support PG&E’s triple-bottom-line focus on people, the planet, and California’s prosperity.”

Non-GAAP Core Earnings

PG&E Corporation’s non-GAAP core earnings, which exclude non-core items, were $575 million, or $0.27 per share, in the second quarter of 2021, compared with $542 million, or $1.03 per share, during the same period in 2020.

The decrease in quarter-over-quarter non-GAAP core earnings per share was primarily driven by the increase in shares outstanding, unrecoverable interest expense, the timing of taxes, and the timing of nuclear refueling outages, partially offset by the growth in rate base earnings and wildfire mitigation costs above authorized.

PG&E Corporation uses “non-GAAP core earnings,” which is a non-GAAP financial measure, in order to provide a measure that allows investors to compare the underlying financial performance of the business from one period to another, exclusive of non-core items. See the accompanying tables for a reconciliation of non-GAAP core earnings to consolidated earnings available for common shareholders.

2021 Guidance

PG&E Corporation is adjusting 2021 GAAP earnings guidance to a range of $0.01 to $0.15 per share, which includes non-core items. PG&E Corporation is adjusting 2021 non-core items guidance to a range of $1.9 billion to $2.0 billion after tax, reflecting bankruptcy and legal costs, the amortization of wildfire insurance fund contributions, 2019-2020 wildfire-related costs, investigation remedies, and prior period net regulatory recoveries, partially offset by the rate neutral securitization inception impact.

On a non-GAAP basis, the guidance range for projected 2021 core earnings is reaffirmed at $0.95 to $1.05 per share. Factors driving non-GAAP core earnings include net below the line and spend above authorized of up to $100 million after tax and unrecoverable interest expense of $300 million to $325 million after tax.

Guidance is based on various assumptions and forecasts, including those relating to authorized revenues, future expenses, capital expenditures, rate base, equity issuances, rate neutral securitization, and certain other factors.

Supplemental Financial Information

In addition to the financial information accompanying this release, presentation slides have been furnished to the Securities and Exchange Commission (SEC) and are available on PG&E Corporation’s website at: http://investor.pgecorp.com/financials/quarterly-earnings-reports/default.aspx.

Earnings Conference Call

PG&E Corporation will also hold a conference call on July 29, 2021, at 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time) to discuss its second quarter 2021 results. The public can access the conference call through a simultaneous webcast. The link is provided below and will also be available from the PG&E Corporation website.

What: Second Quarter 2021 Earnings Call

When: Thursday, July 29, 2021 at 11:00 a.m. Eastern Time

Where: http://investor.pgecorp.com/news-events/events-and-presentations/default.aspx

A replay of the conference call will be archived through August 5, 2021 at http://investor.pgecorp.com/news-events/events-and-presentations/default.aspx.

Alternatively, a toll-free replay of the conference call may be accessed shortly after the live call through August 5, 2021, by dialing (800) 585-8367. International callers may dial (416) 621-4642. For both domestic and international callers, the confirmation code 8244484 will be required to access the replay.

Public Dissemination of Certain Information

PG&E Corporation and the Utility routinely provide links to the Utility’s principal regulatory proceedings with the CPUC and the Federal Energy Regulatory Commission (FERC) at http://investor.pgecorp.com, under the “Regulatory Filings” tab, so that such filings are available to investors upon filing with the relevant agency. PG&E Corporation and the Utility also routinely post, or provide direct links to, presentations, documents, and other information that may be of interest to investors at http://investor.pgecorp.com, under the “Chapter 11,” “Wildfire and Safety Updates” and “News & Events: Events & Presentations” tabs, respectively, in order to publicly disseminate such information. It is possible that any of these filings or information included therein could be deemed to be material information.

About PG&E Corporation

PG&E Corporation (NYSE: PCG) is a holding company headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. For more information, visit http://www.pgecorp.com. In this press release, they are together referred to as “PG&E.”

Forward-Looking Statements

This news release contains forward-looking statements that are not historical facts, including statements about the beliefs, expectations, estimates, future plans and strategies of PG&E Corporation and the Utility, including but not limited to earnings guidance for 2021. These statements are based on current expectations and assumptions, which management believes are reasonable, and on information currently available to management, but are necessarily subject to various risks and uncertainties. In addition to the risk that these assumptions prove to be inaccurate, factors that could cause actual results to differ materially from those contemplated by the forward-looking statements include factors disclosed in PG&E Corporation and the Utility’s joint annual report on Form 10-K for the year ended December 31, 2020, their most recent quarterly report on Form 10-Q for the quarter ended June 30, 2021, and other reports filed with the SEC, which are available on PG&E Corporation's website at www.pgecorp.com and on the SEC website at www.sec.gov. PG&E Corporation and PG&E undertake no obligation to publicly update or revise any forward-looking statements, whether due to new information, future events or otherwise, except to the extent required by law.

All amounts presented in the table above and footnotes below are tax adjusted at PG&E Corporation’s statutory tax rate of 27.98% for 2021 and 2020, except for certain costs that are not tax deductible. Amounts may not sum due to rounding.

All amounts presented in the table above and footnotes below are tax adjusted at PG&E Corporation’s statutory tax rate of 27.98% for 2021, except for certain costs that are not tax deductible. Amounts may not sum due to rounding.

Undefined, capitalized terms have the meanings set forth in the PG&E Corporation and the Utility’s joint quarterly report on Form 10-Q for the quarter ended June 30, 2021.

PG&E Corporation discloses historical financial results and provides guidance based on “non-GAAP core earnings” and “non-GAAP core EPS” in order to provide a measure that allows investors to compare the underlying financial performance of the business from one period to another, exclusive of non-core items.

“Non-GAAP core earnings” is a non-GAAP financial measure and is calculated as income available for common shareholders less non-core items. “Non-core items” include items that management does not consider representative of ongoing earnings and affect comparability of financial results between periods, consisting of the items listed in Exhibit A. “Non-GAAP core EPS,” also referred to as “non-GAAP core earnings per share,” is a non-GAAP financial measure and is calculated as non-GAAP core earnings divided by common shares outstanding (diluted). PG&E Corporation and the Utility use non-GAAP core earnings and non-GAAP core EPS to understand and compare operating results across reporting periods for various purposes including internal budgeting and forecasting, short- and long-term operating planning, and employee incentive compensation. PG&E Corporation and the Utility believe that non-GAAP core earnings and non-GAAP core EPS provide additional insight into the underlying trends of the business, allowing for a better comparison against historical results and expectations for future performance.

Investor Relations Contact: 415.972.7080
Media Inquiries Contact: 415.973.5930

MINNETONKA, Minn.--(BUSINESS WIRE)--Communications Systems, Inc. (NASDAQ: JCS) (“CSI” or the “Company”), formerly an IoT intelligent edge products and services company, today announced that at its Special Shareholder Meeting held today, July 28, 2021, CSI shareholders approved the sale of the Company’s Transition Networks and Net2Edge businesses, which comprise the Company’s Electronics & Software Segment assets, to Lantronix, Inc. (Nasdaq: LTRX) (“Lantronix”). This Special Shareholder Meeting was called by a notice and proxy statement first mailed or made available on June 15, 2021 to all shareholders of record as of June 11, 2021.

On April 29, 2021, CSI entered into a definitive securities purchase agreement with Lantronix to sell these businesses for a base price of $25.0 million to be paid at closing, subject to a working capital adjustment following the closing, plus up to an additional $7.0 million in earnout payments based on revenue milestones for the Transition Networks and Net2Edge businesses in the two 180-day periods after closing of the sale. As previously announced, the sale of these businesses required CSI shareholder approval and is also subject to customary closing conditions.

With CSI shareholder approval of the sale, CSI expects the transaction with Lantronix to close on or about August 2, 2021. The Company also previously announced that CSI expects to declare a cash dividend of $3.50 per share to current shareholders or approximately $35.0 million from the net proceeds from the sale transaction and other available cash resources. The CSI board has not determined the exact timing of the cash dividend or set a record date for CSI shareholders entitled to the dividend. However, the CSI Board expects to make a final decision on the amount and timing of the dividend in due course following the closing of the transaction with Lantronix and CSI will issue a press release with this information at the appropriate time. Additionally, any net proceeds CSI receives from Lantronix from the earnout in connection with the sale transaction will be delivered to CSI shareholders through the contingent value rights (CVRs) to be issued in connection with the previously announced merger transaction with Pineapple Energy LLC (“Pineapple”), a growing U.S. operator and consolidator of residential solar, battery storage, and grid services solutions.

For more information about the previously announced CSI-Pineapple merger visit https://www.commsystems.com/investor-resources

Additional Legacy CSI Assets

Consistent with the announcement of the Pineapple merger transaction, CSI has been devoting its efforts to monetizing CSI’s assets for the benefit of our shareholders by actively pursuing the divestiture of substantially all our current operating and non-operating assets. Following the closing of the sale of the Electronics & Software Segment, CSI’s remaining legacy assets to be sold include the Services & Support Segment (JDL Technologies and Ecessa Corporation), which had revenues of $8.8 million in 2020, the Company’s headquarters building in Minnetonka, Minnesota, currently listed for $10.0 million, and real estate in Hector, Minnesota, currently listed for $975,000. As previously disclosed, in addition to any cash dividends paid prior to the CSI-Pineapple merger, CSI shareholders immediately prior to this merger (i) will receive a CVR that will entitle them to participate in distributions of the net proceeds from earnouts related to the Lantronix transaction and the sale of the remaining CSI legacy assets and (ii) will continue to own the same number of shares of CSI common stock immediately following the closing and therefore have an interest as shareholders in the post-merger CSI that will commence doing business as Pineapple Energy, with a business model focused on the rapidly growing home solar industry.

About Communications Systems, Inc.

Communications Systems, Inc. (Nasdaq: JCS), which has operated as an IoT intelligent edge products and services company, has announced its planned merger with Pineapple Energy. After the Pineapple merger, the Company will be positioned to grow organically and to acquire and grow leading local and regional solar, storage, and energy services companies nationwide. The vision is to power the energy transition through grass-roots growth of solar electricity paired with battery storage on consumers' homes.

Website Information

CSI routinely posts important information for investors on its website, www.commsystems.com, in the “Investor Resources” section. CSI uses this website as a means of disclosing material information in compliance with its disclosure obligations under SEC Regulation FD. Accordingly, investors should monitor the “Investor Resources” section of CSI’s website, in addition to following its press releases, SEC filings, future public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, CSI’s website is not incorporated by reference into, and is not a part of, this document.

Forward Looking Statements

This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding future financial performance, future growth and future acquisitions. These statements are based on Communications Systems’ current expectations or beliefs and are subject to uncertainty and changes in circumstances. There can be no guarantee that the proposed transactions described in this document will be completed, or that they will be completed as currently proposed, or at any particular time. Actual results may vary materially from those expressed or implied by the statements here due to changes in economic, business, competitive or regulatory factors, and other risks and uncertainties affecting the operation of Communications Systems’ business. These risks, uncertainties and contingencies are presented in the Company’s Annual Report on Form 10-K and, from time to time, in the Company’s other filings with the Securities and Exchange Commission. The information set forth herein should be read considering such risks. Further, investors should keep in mind that the Company’s financial results in any period may not be indicative of future results. Communications Systems is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether because of new information, future events, changes in assumptions or otherwise. In addition to these factors, there are a number of specific factors related to this transaction, including:

• conditions to the closing of the sale to Lantronix may not be satisfied or the sale may involve unexpected costs, liabilities or delays;
• up to $7.0 million of the purchase price is structured in the form of an earnout based on revenues generated by Lantronix in the 360 days following closing, and there is no guaranty that sufficient revenues will be recognized for the earnout to be paid to the Company;
• conditions to the closing of the previously announced CSI-Pineapple merger may not be satisfied or the merger may involve unexpected costs, liabilities or delays;
• related to the CSI-Pineapple announced merger, the Company’s ability to successfully sell its other legacy operating business assets and its real estate assets at a value close to their current fair market value and distribute these proceeds to its existing shareholder base;
• the fact that the continuing CSI-Pineapple entity will be entitled to retain ten percent of the net proceeds of CSI legacy assets that are sold after the effective date of the CSI-Pineapple closing;
• the occurrence of any other risks to consummation of the CSI-Pineapple merger, including the risk that the CSI-Pineapple merger will not be consummated within the expected time period or any event, change or other circumstances that could give rise to the termination of the CSI-Pineapple merger;
• risks that the Lantronix transaction and the CSI-Pineapple merger will disrupt current CSI plans and operations or that the business or stock price of CSI may suffer as a result of uncertainty surrounding the Lantronix transaction and the CSI-Pineapple merger;
• the outcome of any legal proceedings related to the sale to Lantronix or the CSI-Pineapple merger; and
• the fact that CSI cannot yet determine the exact amount and timing of any pre-CSI-Pineapple merger cash dividends or the value of the Contingent Value Rights that CSI intends to distribute to its shareholders immediately prior to the effective date of the CSI-Pineapple merger.

For Communications Systems, Inc.
Roger H. D. Lacey
Executive Chair and Interim Chief Executive Officer
+1 (952) 996-1674

Mark D. Fandrich
Chief Financial Officer
+1 (952) 582-6416
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The Equity Group Inc.
Lena Cati
Vice President
+1 (212) 836-9611
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PHOENIX, Ariz.--(BUSINESS WIRE)--#climatechange--Climate change is one of the largest challenges facing the world today and driving fossil fuel prices up. Finding immediate solutions is a global must. Suntria is proud to be part of the solution through providing residential solar and battery systems. Suntria’s mission is to empower homeowners to gain energy independence through its innovative energy systems.

With the unpredictable natural disasters that faced the Dallas/Ft. Worth area this past year and the anticipation of an equally harsh winter, now is the time to plan for your family. The severe winter that pushed the power grid to the brink of collapse and left nearly 5 million without electricity can and will happen again, but you can prepare now by taking yourself off the grid with solar energy from Suntria. Suntria is focused on making homes cost-efficient and independent from the increasingly unreliable power companies with the company’s number one priority being complete homeowner satisfaction.

Preparing now is vital, and Suntria is here to help. Suntria offers a turnkey experience to the homeowner from the on-set of the process. From its complimentary in-home estimate to the final step of the installation of your solar system, your project manager, otherwise known as your “Suntria Prodigy”, is there for the homeowner every step of the process. Suntria’s Made-In-The-USA solar panels are installed by its own team of fully licensed electrical technicians – no third-party installers.

All products offered by Suntria are the latest in technology, from its cutting edge-batteries that provide power even during an outage, to microinverters that convert the power of the sun into energy, to its proprietary software. Finally, all your energy usage and system status can be fully monitored from the palm of your hand, anywhere, with Suntria’s solar monitoring mobile app. Suntria constantly strives to innovate and provide its homeowners the latest technology in their energy independence transition.

With Suntria, you can have peace of mind knowing your energy independence is protected with a 25-year manufacturer warranty that covers parts. Also offered is Suntria’s 30-year insurance plan that is the industry leader. What does that mean to the homeowner? It means Suntria builds a 30-year relationship with its homeowners and why so many people trust Suntria as they know their investment is protected. Suntria has also earned the highest credentials that the industry has to offer, including NABCEP and SEIA Certifications.

“No matter which way you look at it, the power outage in Dallas is a massive failure for the grid,” states Deborah Casper, Chief Financial Officer of Suntria. “Homeowners should not have to worry that the energy they want and need will not be there. Going solar is the practical and safest way to assure you and your family’s safety. In addition to this assurance, it is cost effective and the customer has the benefit of watching the value of your home go up and your utility bill go down, and the tax credits offered will save you even more money.”

To get started on your own energy independence program, reach out to Suntria today at 1-877-SUN-NOW-1 or schedule your appointment at suntria.com

About Suntria

Founded over 17 years ago, Suntria is a high-tech company revolutionizing the home energy market. Suntria believes in empowering people through innovative energy systems with trust, quality, transparency, and complete homeowner satisfaction. Proudly having installed and maintained over 17,000 solar systems, Suntria is building an experience that is paving the way for environmentally and financially conscious homeowners to rethink about the benefits of solar power.

For additional information go to suntria.com or call 1-877-SUN-NOW-1 to schedule your free estimate.

Barbara Carrera Holland
CH Media
(602) 810.1924
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ALEXANDRIA, Va.--(BUSINESS WIRE)--VSE Corporation (NASDAQ: VSEC), a leading provider of aftermarket distribution and maintenance, repair and overhaul (MRO) services for land, sea and air transportation assets supporting government and commercial markets, announced that the Company's Board of Directors has declared a regular quarterly cash dividend of $0.09 per share of VSE common stock. The dividend is payable on November 17, 2021 to stockholders of record at the close of business on November 3, 2021.

ABOUT VSE CORPORATION
VSE is a leading provider of aftermarket distribution and repair services for land, sea and air transportation assets supporting government and commercial markets. Core services include maintenance, repair and overhaul (MRO) services, parts distribution, supply chain management and logistics, engineering support, and consulting and training services for global commercial, federal, military and defense customers. VSE also provides information technology and energy consulting services. For additional information regarding VSE’s products and services, visit www.vsecorp.com.

FORWARD-LOOKING STATEMENTS
This press release contains certain forward-looking statements. These forward-looking statements, which are included in accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, may involve known and unknown risks, uncertainties and other factors that may cause VSE’s actual results to vary materially from those indicated or anticipated by such statements. Many factors could cause actual results and performance to be materially different from any future results or performance, including, among others, the risk factors described in our reports filed or expected to be filed with the SEC. Any forward-looking statement or statement of belief speaks only as of the date of this press release. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.

INVESTOR RELATIONS CONTACT: Noel Ryan | 720.778.2415 | This email address is being protected from spambots. You need JavaScript enabled to view it.

The deployment will provide an opportunity for cutting-edge research on the interplay of sustainability, rider behavior, and autonomous vehicles

BOSTON--(BUSINESS WIRE)--#AV--Optimus Ride, a leading autonomous shuttle company, today announced it will receive up to $4.3 million from the U.S. Department of Energy (DOE) to launch the first autonomous vehicle (AV) system at Clemson University, marking one of the largest autonomous shuttle deployments in the U.S. Optimus Ride was selected based on the environmental benefits its electric autonomous shuttles can deliver on a large scale and its contributions to reducing carbon dioxide (CO2) emissions. In support of the Biden-Harris Administration's goal of a net-zero emissions economy by 2050, this deployment is the sole AV project in the DOE’s $60 million effort to fund 24 research and development projects that are decarbonizing the transportation sector and reducing CO2 emissions from passenger cars and light- and heavy-duty trucks.

The DOE funds will enable Optimus Ride to bring its convenient, cost effective, and sustainable autonomous mobility services to Clemson University students, faculty, staff, and visitors. The project presents a unique opportunity for data collection, research, and development to further advance autonomous vehicle technology and adoption. Optimus Ride will partner with Clemson University, University of California, Berkeley, and Argonne National Laboratory to analyze rider behavior and adoption and examine the potential sustainability impact electric AV shuttles can have when deployed at scale. Optimus Ride will also analyze its routes, vehicle performance, sustainability benchmarks, and other data to continue to refine its mobility service and further advance its autonomous vehicle technology.

“College campuses offer a unique opportunity to reduce the environmental impact of transportation and increase the widespread adoption of autonomous vehicles,” said Sean Harrington, CEO of Optimus Ride. “Our vehicles have proven to be more energy efficient than traditional, human-driven, fossil-fueled shuttles, and we’re excited to verify and deliver the many benefits AVs have to offer to campuses like Clemson’s and beyond.”

Clemson’s 1,400 acre campus welcomes more than 25,000 students annually, making it an optimal testing environment to study the real-life situations, use cases, and passenger behavior that are hard to replicate on a test track. The university will benefit from convenient and efficient transportation with the goal of becoming the model for other campuses and master planned communities to pursue autonomous vehicle adoption.

Transportation accounts for approximately 30 percent of total U.S. energy needs and generates the largest share of the country’s greenhouse gas emissions. The DOE funded projects address the largest contributors to transportation sector emissions: passenger cars, light-duty trucks, which account for nearly 60 percent of emissions, and medium- and heavy-duty trucks, which account for nearly 25 percent.

More information on Optimus Ride’s autonomous, electric mobility service can be found at optimusride.com.

About Optimus Ride

Optimus Ride is an autonomous shuttle company on a mission to drive the future of transportation. The company develops autonomous vehicle technology and mobility services for residential communities, corporate and academic campuses, and mixed use developments. Its convenient, sustainable rides connect people in and around their communities, when and where they need it. Optimus Ride’s team of technology and mobility experts partner with community and transit teams to deliver end-to-end mobility solutions that unlock operational efficiencies and create amazing rider experiences. To learn more about how Optimus Ride is bringing the promise and benefits of autonomous, electric shuttles to the real world, visit www.optimusride.com.

Optimus Ride Media Contact:
Meredith Chiricosta
BIGfish Communications for Optimus Ride
617-713-3800
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• H&P's North America Solutions segment exited the third quarter of fiscal year 2021 with 121 active rigs, up over 10% during the quarter

• The Company ended the quarter with $558 million in cash and short-term investments and no amounts drawn on its $750 million revolving credit facility culminating in approximately $1.3 billion in available liquidity

• Quarterly North America Solutions operating gross margins⁽¹⁾ increased $11 million to $75 million sequentially, as revenues increased by $31 million to $281 million and expenses increased by $20 million to $206 million

• The Company reported a fiscal third quarter net loss of $(0.52) per diluted share; including select items⁽²⁾ of $0.05 per diluted share

• Deployment of our drilling automation technologies and utilization of new commercial models kept pace with the increase in rig activity with roughly 25% of our active FlexRig® fleet utilizing AutoSlide®, and over 30% of the fleet contracted with some form of performance-based contract

• H&P continues to invest in new and diversified technologies for long-term sustainability through geothermal opportunities as well as power management applications on the rig site

• On June 2, 2021, the Board of Directors of the Company declared a quarterly cash dividend of $0.25 per share, payable on August 31, 2021, to stockholders of record at the close of business on August 17, 2021

TULSA, Okla.--(BUSINESS WIRE)--Helmerich & Payne, Inc. (NYSE: HP) reported a net loss of $56 million, or $(0.52) per diluted share, from operating revenues of $332 million for the quarter ended June 30, 2021, compared to a net loss of $121 million, or $(1.13) per diluted share, on revenues of $296 million for the quarter ended March 31, 2021. The net losses per diluted share for the third and second quarters of fiscal year 2021 include $0.05 and $(0.53), respectively, of after-tax gains and losses comprised of select items⁽²⁾. For the third quarter of fiscal year 2021, select items⁽²⁾ were comprised of:

• $0.08 of after-tax gains pertaining to a non-cash fair market adjustment to our equity investment, income tax adjustments related to certain discrete tax items, and discontinued operations related to adjustments resulting from currency fluctuations
• $(0.03) of after-tax losses pertaining to a non-cash impairment for fair market adjustments to decommissioned rigs that are held for sale, restructuring charges, and changes in the fair values of certain contingent liabilities

Net cash provided by operating activities was $31 million for the third quarter of fiscal year 2021 compared to net cash provided by operating activities of $78 million in the prior quarter, which benefited from a large income tax refund.

President and CEO John Lindsay commented, "The rig count and market share gains we have secured since the industry lows almost a year ago is a testament to H&P's position as the leading drilling solutions provider. While we have experienced moderation in this upward trajectory, we still expect activity and pricing to continue to increase over the next quarter as the availability of super-spec rigs tightens. We remain optimistic that current crude oil prices will translate into even higher activity and pricing levels in the fourth calendar quarter leading into 2022.

"We continue to affect change in the industry through the use of new commercial models and digital technology solutions. There is a growing appreciation for the value proposition H&P provides, and more customers are partnering with us to achieve better drilling outcomes. When utilized on a FlexRig® platform, H&P's digital technology and automation solutions are able to enhance drilling outcomes both in terms of efficiency gains and wellbore quality, resulting in improved long-term well economics and returns. This outcome-based approach delivers more predictive, consistent and superior well results over an entire drilling program, lowering overall well costs and downhole risks, and greatly reducing the potential for costly outliers. Minimizing downhole variation with the appropriate planning, technology and execution can produce positive economic results in a drilling program.

"The methods, the equipment, the technology and the risk profile in the drilling of unconventional oil and gas wells has evolved significantly over the past few decades; however, the legacy dayrate model has not. This has resulted in an unsustainable allocation of the economic benefits that have been accruing over the past several years through the drilling of more efficient and better-quality wells. Consequently, the pricing model for providing better drilling outcomes needs to evolve. H&P's new commercial models aim to better align us with our customer's goals and allow us to share in the value-added outcomes we help create."

Senior Vice President and CFO Mark Smith also commented, "The Company's solid financial position and strong financial stewardship remain resolute, giving us plenty of flexibility in our capital allocation strategy to take advantage of additional investment opportunities in the future should they arise and to maintain our steadfast commitment of returning cash to shareholders.

"We have continued to make investments, and explore future investments, in geothermal companies targeting the ambitious goal of affordable, reliable, and clean energy on a global scale. At present, we have a robust set of geothermal investment opportunities across a diverse technological and drilling spectrum. These opportunities not only include providing our drilling and technology solutions, but also direct investments into companies working toward accessing geothermal heat to create low-carbon and scalable base load power generation in an economically viable manner. Additionally, we continue to invest resources and work with our customers to provide customized power management solutions at the rig site that result in improved environmental and economic outcomes.

"Within the constructs of a smaller industry going forward, reducing our operating cost structure remains a high priority for the Company and steps have been underway to make this happen. Recent actions will result in an estimated annualized savings of $7 million with that full benefit captured in calendar 2022. Further, we have many other ongoing initiatives that will result in additional cost savings, that will be recognized incrementally over the next several quarters. Over time we expect these cost saving measures to culminate into meaningful, long-term improvements in our cost structure."

John Lindsay concluded, “The strength of our people, financial position, and drilling solutions will continue to provide us an edge in this improving market. Our track record of forming new and cementing existing partnerships with customers that manifest from our commitment to mutual long-term success."

Operating Segment Results for the Third Quarter of Fiscal Year 2021

North America Solutions:

This segment had an operating loss of $43.7 million compared to an operating loss of $109.8 million during the previous quarter. The decrease in the operating loss was primarily due to the prior quarter being adversely impacted by impairments related to fair market adjustments to decommissioned rigs that are held for sale and restructuring charges. Absent the select items⁽²⁾ for the quarters, this segment's operating loss declined by $13.9 million on a sequential basis, due mainly to a higher level of rig activity.

Operating gross margins⁽¹⁾ increased by $10.9 million to $75.0 million as both revenues and expenses increased sequentially. Operating results were still negatively impacted by the costs associated with reactivating rigs; $5.9 million in the third fiscal quarter compared to $9.7 million in the second fiscal quarter.

International Solutions:

This segment had an operating loss of $3.5 million compared to an operating loss of $3.5 million during the previous quarter. Operating gross margins⁽¹⁾ improved slightly to a negative $1.4 million from a negative $1.9 million in the previous quarter. Current quarter results included a $0.6 million foreign currency loss primarily related to our South American operations compared to a $2.4 million foreign currency loss in the second quarter of fiscal year 2021.

Offshore Gulf of Mexico:

This segment had operating income of $5.7 million compared to operating income of $3.0 million during the previous quarter. Operating gross margins⁽¹⁾ for the quarter were $9.2 million compared to $6.2 million in the prior quarter.

Operational Outlook for the Fourth Quarter of Fiscal Year 2021

North America Solutions:

• We expect North America Solutions operating gross margins⁽¹⁾ to be between $72-$82 million
• We expect to exit the quarter at between 127-132 contracted rigs

International Solutions:

• We expect International Solutions operating gross margins⁽¹⁾ to be relatively flat between $(2)-$0 million, exclusive of any foreign exchange gains or losses

Offshore Gulf of Mexico:

• We expect Offshore Gulf of Mexico operating gross margins⁽¹⁾ to be between $7-$9 million

Other Estimates for Fiscal Year 2021

• Gross capital expenditures are now expected to at the lower end of our previous guidance range of $85 to $105 million range. Ongoing asset sales include reimbursements for lost and damaged tubulars and sales of other used drilling equipment that offset a portion of the gross capital expenditures and are still expected to total approximately $25 million in fiscal year 2021. Note the sale of the offshore platform rig during the first quarter of fiscal year 2021 is excluded from this number.
• Depreciation and amortization expenses are still expected to be approximately $425 million
• Research and development expenses for fiscal year 2021 are now expected to be roughly $20 to 25 million
• Selling, general and administrative expenses for fiscal year 2021 are still expected to be approximately $160 million

Select Items Included in Net Income per Diluted Share

Third quarter of fiscal year 2021 net loss of $(0.52) per diluted share included $0.05 in after-tax gains comprised of the following:

• $0.01 of non-cash after-tax gains from discontinued operations related to adjustments resulting from currency fluctuations
• $0.02 of non-cash after-tax gains related to fair market value adjustments to equity investments
• $0.05 of income tax adjustments related to certain discrete tax items
• $(0.01) of non-cash after-tax losses for impairments related to fair market value adjustments to decommissioned rigs that are held for sale
• $(0.01) of after-tax losses related to restructuring charges

• $(0.01) of after-tax losses related to the change in the fair values of certain contingent liabilities

Second quarter of fiscal year 2021 net loss of $(1.13) per diluted share included $(0.53) in after-tax losses comprised of the following:

• $0.02 of non-cash after-tax gains related to fair market value adjustments to equity investments
• $0.02 of non-cash after-tax gains from discontinued operations related to adjustments resulting from currency fluctuations
• $(0.01) of after-tax losses related to restructuring charges

• $(0.17) of after-tax losses pertaining to the sale of excess drilling equipment and spares
• $(0.39) of non-cash after-tax losses for impairments related to fair market value adjustments to decommissioned rigs that are held for sale

Conference Call

A conference call will be held on Thursday, July 29, 2021, at 11:00 a.m. (ET) with John Lindsay, President and CEO, Mark Smith, Senior Vice President and CFO, and Dave Wilson, Vice President of Investor Relations, to discuss the Company’s third quarter fiscal year 2021 results. Dial-in information for the conference call is (877) 876-9176 for domestic callers or (785) 424-1670 for international callers. The call access code is ‘Helmerich’. You may also listen to the conference call that will be broadcast live over the internet by logging on to the Company’s website at http://www.helmerichpayne.com and accessing the corresponding link through the investor relations section by clicking on “Investors” and then clicking on “News and Events - Events & Presentations” to find the event and the link to the webcast.

About Helmerich & Payne, Inc.

Founded in 1920, Helmerich & Payne, Inc. (H&P) (NYSE: HP) is committed to delivering industry leading levels of drilling productivity and reliability. H&P operates with the highest level of integrity, safety and innovation to deliver superior results for its customers and returns for shareholders. Through its subsidiaries, the Company designs, fabricates and operates high-performance drilling rigs in conventional and unconventional plays around the world. H&P also develops and implements advanced automation, directional drilling and survey management technologies. At June 30, 2021, H&P's fleet included 242 land rigs in the U.S., 32 international land rigs and seven offshore platform rigs. For more information, see H&P online at www.helmerichpayne.com.

Forward-Looking Statements

This release includes “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, and such statements are based on current expectations and assumptions that are subject to risks and uncertainties. All statements other than statements of historical facts included in this release, including, without limitation, statements regarding the registrant’s future financial position, operations outlook, business strategy, dividends, budgets, projected costs and plans and objectives of management for future operations are forward-looking statements. For information regarding risks and uncertainties associated with the Company’s business, please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s SEC filings, including but not limited to its annual report on Form 10‑K and quarterly reports on Form 10‑Q. As a result of these factors, Helmerich & Payne, Inc.’s actual results may differ materially from those indicated or implied by such forward-looking statements. We undertake no duty to update or revise our forward-looking statements based on changes in internal estimates, expectations or otherwise, except as required by law.

We use our Investor Relations website as a channel of distribution for material company information. Such information is routinely posted and accessible on our Investor Relations website at www.helmerichpayne.com.

Note Regarding Trademarks. Helmerich & Payne, Inc. owns or has rights to the use of trademarks, service marks and trade names that it uses in conjunction with the operation of its business. Some of the trademarks that appear in this release or otherwise used by H&P include FlexRig and AutoSlide, which may be registered or trademarked in the U.S. and other jurisdictions.

(1) Operating gross margin is defined as operating revenues less direct operating expenses.

(2) See the corresponding section of this release for details regarding the select items. The Company believes identifying and excluding select items is useful in assessing and understanding current operational performance, especially in making comparisons over time involving previous and subsequent periods and/or forecasting future periods results. Select items are excluded as they are deemed to be outside of the Company's core business operations.