COSTA MESA, Calif.--(BUSINESS WIRE)--#aerospace--D.A. Davidson & Co. announced today that it served as exclusive financial advisor to Oasis Materials Company LP , the leading provider of highly-engineered, precision ceramic thermal transition technologies, in its partnership with Fralock Holdings, LLC, a design, engineering and manufacturing company that develops advanced materials for critical applications.

Oasis Materials’ domain expertise and in-house engineering allow it to serve as a platform for a series of disruptive solutions across the aerospace & defense, semiconductor and healthcare markets. Founded in 2005, Oasis Materials occupies over 55,000 square feet throughout two facilities including its headquarters in Poway, Calif. and a Rocklin, Calif. operation.

“Oasis Materials is an innovative technology company with a strong portfolio of thermal management solutions and a sterling reputation. This acquisition will further enhance Fralock’s design, engineering and manufacturing capabilities as it relates to specialty ceramic components and thermal subassemblies,” said Paul Weisbrich, managing director and leader of Aerospace, Defense and Space investment banking at D.A. Davidson. “We wish the team the best of luck in their continued growth.”

Fralock Holdings’ applications are used in a variety of ways that impact our lives, serving OEM’s in the Aerospace, Life Science, Medical, Military, Oil & Gas, Satellite and Semiconductor Equipment Manufacturing markets. This acquisition will enable Fralock to incorporate Oasis Materials’ technology into its existing suite of products to offer a wider variety of solutions for customers seeking cost competitive ways to augment precision thermal transition management. The acquisition is part of a series of several recent acquisitions completed by Fralock Holdings as the company continues to focus on enhancing its capabilities and customer offerings.

This transaction highlights the continued success of D.A. Davidson’s Diversified Industrials practice, further demonstrating the firm's position as a leading advisor in this sector.

D.A. Davidson’s investment banking division is a leading full-service investment bank that offers comprehensive financial advisory and capital markets expertise. The group has extensive transaction experience serving middle market clients worldwide across five industry verticals: consumer, diversified industrials, financial institutions, real estate and technology.

Together with its European strategic partner, MCF Corporate Finance, D.A. Davidson originates and executes transatlantic M&A transactions under the common brand of D.A. Davidson MCF International.

About D.A. Davidson Companies:

D.A. Davidson Companies is an employee-owned financial services firm offering a range of financial services and advice to individuals, corporations, institutions, and municipalities nationwide. Founded in 1935 and headquartered in Montana, with corporate offices in Denver, Los Angeles, Portland and Seattle, the company has approximately 1,400 employees and offices in 27 states.

Subsidiaries include: D.A. Davidson & Co., the largest full-service investment firm headquartered in the Northwest, providing wealth management, investment banking, equity and fixed income capital markets services and advice; Davidson Investment Advisors, a professional asset management firm; D.A. Davidson Trust Company, a trust and wealth management company; and Davidson Fixed Income Management, a registered investment adviser providing fixed income portfolio and advisory services.

For more information, visit dadavidson.com.

Media Contact:
Emily Roy
Prosek for D.A. Davidson
(646) 818-9232
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HOUSTON--(BUSINESS WIRE)--Cactus, Inc. (NYSE: WHD) (“Cactus”) announced today the pricing of an underwritten secondary offering (the “Offering”) of 5,500,000 shares of its Class A common stock (“common stock”) by certain selling stockholders (the “Selling Stockholders”) for total gross proceeds of $173.3 million. In addition, the Selling Stockholders have granted the underwriters a 30-day option to purchase up to an additional 825,000 shares of common stock at the public offering price, less underwriting discounts and commissions. The Offering is expected to close on March 12, 2021, subject to customary closing conditions.

Cactus will not receive any of the proceeds from the sale of common stock in the Offering.

Citigroup and Credit Suisse are acting as joint book-running managers. BofA Securities and Morgan Stanley are also acting as joint book-running managers. Barclays, J.P. Morgan, Tudor, Pickering, Holt & Co., Johnson Rice & Company L.L.C. and Stephens Inc. are acting as co-managers for the Offering.

The securities are being offered and will be sold pursuant to an automatic shelf registration statement (including a prospectus) that was previously filed with the Securities and Exchange Commission (the “SEC”) and became effective upon filing. 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 offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction. The Offering is being made only by means of a prospectus and related prospectus supplement.

Copies of the preliminary prospectus supplement and accompanying base prospectus and, when available, copies of the final prospectus supplement and accompanying base prospectus, related to the Offering may be obtained, free of charge, at the SEC’s website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement and accompanying base prospectus may be obtained from:

Citigroup Global Markets Inc.
Attention: Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, New York 11717
Telephone: (800) 831-9146

Credit Suisse Securities (USA) LLC
Attention: Prospectus Department
6933 Louis Stephens Drive
Morrisville, NC 27560
Telephone: (800) 221-1037
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About Cactus, Inc.

Cactus designs, manufactures, sells and rents a range of highly engineered wellhead and pressure control equipment. Its products are sold and rented principally for onshore unconventional oil and gas wells and are utilized during the drilling, completion and production phases of its customers’ wells. In addition, it provides field services for all its products and rental items to assist with the installation, maintenance and handling of the wellhead and pressure control equipment. Cactus operates service centers in the United States, which are strategically located in the key oil and gas producing regions, including the Permian, Marcellus, Utica, Haynesville, Eagle Ford, Bakken, and SCOOP/STACK, among other areas, and in Eastern Australia.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements contained in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, including statements regarding the size, timing or results of the Offering, represent Cactus’ expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Cactus’ control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, Cactus does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for Cactus to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the prospectus and related preliminary prospectus supplement filed with the SEC in connection with the Offering, Cactus’ Annual Report on Form 10-K for the year ended December 31, 2020 and its other filings with the SEC. These risk factors and other factors noted in Cactus’ SEC filings could cause its actual results to differ materially from those contained in any forward-looking statement.

Cactus, Inc.
John Fitzgerald, 713-904-4655
Director of Corporate Development and Investor Relations
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CALGARY, Alberta--(BUSINESS WIRE)--Blackline Safety Corp. (TSXV: BLN) today announced that 595,000 stock options were granted on March 9, 2021 to directors, advisor to the Board of Directors, officers and an employee of the company. The options were assigned an exercise price of $8.00 per share and are exercisable for a period of five years, subject to regulatory approval. These options are granted under Blackline's stock option plan as part of its annual compensation package.

About Blackline Safety: Blackline Safety is a global connected safety leader that helps to ensure every worker gets their job done and returns home safe each day. Blackline provides wearable safety technology, personal and area gas monitoring, cloud-connected software and data analytics to meet demanding safety challenges and increase productivity of organizations in more than 100 countries. Blackline Safety wearables provide a lifeline to tens of thousands of men and women, having reported over 140 billion data-points and initiated over five million emergency responses. Armed with cellular and satellite connectivity, we ensure that help is never too far away. For more information, visit www.BlacklineSafety.com and connect with us on Facebook, Twitter, LinkedIn and Instagram.

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

INVESTOR/ANALYST CONTACT
Cody Slater, CEO
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Telephone: +1 403 397 5300

MEDIA CONTACT
Heather Houston
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Telephone: +1 904 398 5222
Cell phone: +1 386 216 9472

Represents the industry’s first and only addressable power charge

HOUSTON--(BUSINESS WIRE)--Titan Division of Hunting Energy Services, a subsidiary of Hunting PLC, the international energy services company, today introduced its new PowerSet® Recon addressable power charge.

Enabled by Hunting’s ControlFire® Recon technology, PowerSet Recon is the industry’s only fully addressable power charge, which can be interrogated downhole with ControlFire software and at the surface with Hunting’s VeriFire® panel. Complete with a built-in initiation device that eliminates the need for plug switches and igniters, PowerSet Recon is available in sizes #10F (fast-burning) and #20, and is compatible with Hunting’s T-Set setting tools.

PowerSet Recon completes the first and only fully addressable plug-and-perf tool string. This advanced technology allows the user to read the PowerSet Recon resistance at any time, assuring all components are in place and in working order when running in hole.

PowerSet Recon charges are available through Hunting’s network of distribution centers strategically located in all the world’s oil-producing regions.

About Hunting
Hunting PLC is an international energy services provider to the world's leading upstream oil and gas companies. Established in 1874, it is a premium-listed public company traded on the London Stock Exchange. The Company maintains a corporate office in Houston and is headquartered in London. As well as the United Kingdom, the Company has operations in Canada, China, Indonesia, Kenya, Mexico, Netherlands, Norway, Saudi Arabia, Singapore, South Africa, United Arab Emirates and the United States of America.

The company’s Hunting Energy Services Titan Division engineers and manufactures perforating systems, wireline selective firing systems, cased hole logging instruments, nuclear detectors, energetics, and associated wireline hardware and accessories.

Business Contact:
John Feuerstein, Hunting, 281-442-7382, This email address is being protected from spambots. You need JavaScript enabled to view it.

IRVINE, Calif.--(BUSINESS WIRE)--Smart Energy Water (SEW), a leading software technology provider in the Energy and Utility space, announced today a new alliance with Deloitte. The collaboration aims to enable exceptional customer service and digital experience for global energy, water, and gas providers.

Headquartered in California, SEW (Smart Energy Water) serves over 340+ Energy and Water service providers worldwide. The joint offerings will leverage AI, ML, and IoT technologies to build industry-leading Digital Customer Experience (CX) and Mobile Workforce Experience platforms to address the industry’s current and future needs. Together, this alliance will help achieve better business outcomes and improve operational efficiency for small and large utilities.

“We believe this global strategic alliance with Deloitte will significantly transform the industry and hold our commitment to serving our clients globally. Implementation of our joint digital CX and WX platforms will empower millions of customers with digital self-service capabilities to manage their energy and water use with interactive customer web and native mobile apps,” said Deepak Garg, Founder and CEO of SEW.

The alliance is driven by the large and growing market opportunity for digital self-service. Some initial areas of joint solution focus include Customer Experience, Workforce Engagement, Advanced Analytics, Data Science, Machine Learning (ML) and Artificial Intelligence (AI) to drive digital transformation in utilities and pave the way for continuous innovation.

“As Utility companies throughout North America and the rest of the world continue to expand their digital strategy focused on enhanced customer experience, our alliance with Smart Energy Water (SEW) with its strong digital capabilities coupled with Deloitte’s proven implementation expertise, allows us to jointly provide an offering that is not only unique, but also timely and reliable at this critical point in time,” said Bob Simpson, Managing Director, Power, Utilities & Renewables, Deloitte Consulting LLP.

Deloitte brings years of experience working with Electricity, Gas, and Water service providers, advising, and designing an integrated approach for clients that provides a wide range of services in their implementation journey.

About SEW (Smart Energy Water)

SEW, with its innovative and industry-leading cloud platforms, aims to deliver the best Digital Customer Experiences and Mobile Workforce Experience powered by AI, ML, and IoT Analytics to the global energy, water, and gas providers. We partner with businesses to deliver solutions that are easy-to-use, integrate seamlessly, and help build a strong technology foundation that allows energy, water, and gas providers to become future-ready, by harnessing the power of digital technologies. To learn more about Smart Energy Water, visit www.SEW.ai.

About Deloitte

Deloitte is a leading global provider of audit and assurance, consulting, financial advisory, risk advisory, tax and related services. Deloitte network of member firms in more than 150 countries and territories serves four out of five Fortune Global 500® companies. Learn how Deloitte’s more than 286,000 people make an impact that matters at www.deloitte.com.

Mashal Dhawan
Chief Marketing Officer
Smart Energy Water
909-217-3503
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Joint technology demonstrator showcases new solutions for retail, supply-chain and in-home devices.

VANCOUVER, British Columbia--(BUSINESS WIRE)--$YNV #Electrochromicdisplays--Ynvisible Interactive Inc. (the "Company" or "Ynvisible") (TSX-V: YNV, FSE: 1XNA, OTCQB: YNVYF) Creavis, the strategic innovation unit of Evonik Industries AG - an Essen, Germany headquartered global specialty chemicals group, and Epishine AB, a world technological leader for organic photovoltaic (OPV) light energy harvesting devices, announce the creation of a new joint demonstrator featuring TAeTTOOz® printed battery from Evonik, Epishine's solar cells, and Ynvisible's electrochromic display.

All technologies can be printed, and when they are assembled, they can create self-powered signage, functional packaging or device solutions. The joint demonstrator will be featured at LOPEC, TechBlick and on the partner's individual communications channels. Register here for Techblick

"Our new demonstrator is a clear evolution on our journey with Ynvisible, started in May 2020. We are demonstrating the potential use-cases and advantages of this combined solution – energy independence, scale-able manufacturing and design freedom," says Dr. Michael Korell, Head of New Growth Area Energy Storage.

"Epishine's light energy harvesting cells have unique efficiency at indoor light conditions and enable small connected electronics, like electronic shelf labels, without the burden of costly battery maintenance. This collaboration is also an important opportunity to highlight the unique material properties of our thin and flexible printed solar cell," says Jesper Nilsson, Head of Solutions, Epishine.

"Most active electronic devices need a visual interface and a power supply. Our joint demonstrator makes rechargeability, modularity and a dynamic user experience reality," says Michael Robinson, CEO of Ynvisible. "We're proud to showcase how our partners' technologies can come together to deliver holistic and value-added solutions – truly a Display PLUS."

Join us on Lopec, Techblick, and interactive co-hosted webinar

Ynvisible, Evonik, and Epishine will host a joint webinar on April 8th to delve deeper into the details of the Self-Powered Smart Signage Solution and provide a broader idea on what the three technologies will enable. Follow this link to participate in an interactive webinar.

Ynvisible will be exhibiting at TechBlick on March 10th and 11th using a virtual booth to showcase the joint demonstrator. Carolina Gioscio, Marketing Manager Sustainable Solutions at Evonik, is an invited speaker and will present more details related to the Self-Powered Smart Signage Solution on March 10, 5:10 pm CET.

About Evonik

Evonik is one of the world leaders in specialty chemicals. The company is active in more than 100 countries around the world and generated sales of €13.1 billion and an operating profit (adjusted EBITDA) of €2.15 billion in 2019. Evonik goes far beyond chemistry to create innovative, profitable and sustainable solutions for customers. More than 32,000 employees work together for a common purpose: We want to improve life today and tomorrow. Additional information on Evonik is available at https://corporate.evonik.com/en

About Epishine AB

Epishine's business is based on pioneering manufacturing breakthroughs within printed organic solar technology. The company has developed disruptive process steps that provide a unique scalability in terms of manufacturing plus industry-leading low light efficiency. Its roll-to-roll printed organic photocells are optimized for low light conditions and are easily integrated into wireless products. These photocells can be used instead of batteries, which would need to be replaced periodically. The company was founded back in 2016, and has just over 20 employees. Its headquarters in Linköping, Sweden. Additional information on Epishine AB is available at www.epishine.com

About Ynvisible Interactive Inc.

Ynvisible is a leading company in the emerging printed and flexible electronics sector. Given the cost and power-consumption advantages over conventional electronics, printed electronics are a key enabler of mass adoption of the Internet of Things ("IoT") and smart objects. Ynvisible has experience, know-how and intellectual property in the field of electrochromic materials, inks, and systems. Ynvisible's interactive printed graphics solutions solve the need for ultra-low power, mass deployable, & easy-to-use electronic displays and indicators for everyday smart objects, IoT devices, and ambient intelligence (intelligent surfaces). Ynvisible offers a mix of services, materials and technology to brand owners developing smart objects and IoT products. Additional information on Ynvisible Interactive Inc. is available at www.ynvisible.com

ON BEHALF OF THE BOARD OF DIRECTORS
"Micheal Robinson", CEO, Ynvisible Interactive Inc.

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

Forward-Looking Statements

This news release contains certain statements that may be deemed "forward-looking" statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although Ynvisible Interactive Inc. believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of Ynvisible Interactive Inc. management on the date the statements are made. Except as required by law, Ynvisible Interactive Inc. undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

For further information:
Elyssia Patterson
+1 778-683-4324
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WASHINGTON--(BUSINESS WIRE)--DC Green Bank is excited to announce the launch of a pre-development loan in DC to support customized design of sustainable improvements for commercial buildings, community-based nonprofit organization buildings, and multifamily or mixed-use properties. The product was developed by and will be offered in partnership with Inclusive Prosperity Capital, a mission-driven nonprofit investment fund specializing in clean energy, energy efficiency, and resiliency.

The pre-development loan, named Navigator, can be used to fund costs required to design high quality energy savings projects, including energy audits and benchmarking, design, engineering, bidding work, and other sustainable design costs. Navigator loans will range from $10,000 - $250,000 or more on a case-by-case basis and fill a critical gap in the District’s sustainable funding landscape, particularly for affordable housing development.

“Through our engagement with District residents, contractors, developers, property owners, engineers and beyond, we have identified pre-development loans as a crucial missing piece in the city’s clean energy puzzle,” said DC Green Bank CEO Eli Hopson. “We’re excited to be partnering with Inclusive Prosperity Capital to fill this financing gap and make sure that DC has investment offerings at each stage of the renewable energy and energy efficiency project lifecycle.”

The Navigator product provides an on-ramp for District building owners as they consider financing options to upgrade their energy systems, decrease their environmental footprint, save money, and meet DC’s emerging Building Energy Performance Standards (BEPS). With 75% of the District’s emissions emanating from the building sector, these standards are designed to help the city bring emissions down by 50% by 2032 and to achieve net-zero emissions by 2050. Navigator provides financial resources needed for building owners and operators, District contractors, and DC Green Bank to come together to think holistically about the evaluation and design phase of building projects.

“The Navigator loan allows building owners to access financing for early-stage audits, benchmarking, and design for clean energy projects, which can often be a challenge,” said Kerry O’Neill, CEO of Inclusive Prosperity Capital. “DC has a proven track record of leadership on climate and energy issues, and this collaboration with DC Green Bank has the potential to unlock millions of dollars to accelerate action and climate impact.”

The Navigator product is available now, and the DC Green Bank team is ready to initiate discussions to close the first round of deals. Additional information on the remainder of DC Green Bank’s loan and financing products can be found at https://dcgreenbank.com/products/.

_____________________________

About DC Green Bank

DC Green Bank was established by the District's Green Finance Authority Establishment Act of 2018. DC Green Bank develops innovative financial solutions to support District businesses, organizations, and residents in the journey to a cleaner future. DC Green Bank invests in solar energy systems, energy efficient buildings, green infrastructure, and transportation electrification in line with its values of Sustainability, Clean Economy, and Inclusive Prosperity.

About Inclusive Prosperity Capital (IPC)

Inclusive Prosperity Capital is a mission-drive nonprofit investment fund designed to deliver financing solutions to communities that need it most. IPC invests in clean energy and resilience in partnership with local initiatives and organizations to provide energy security, climate justice, and economic growth. Inclusive Prosperity Capital everyone should have access to the benefits of clean energy and resilience.

Gary Decker
External Relations Partner
DC Green Bank
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202-301-8306

Madeline Priest
Senior Manager, Market Development
Inclusive Prosperity Capital
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860-257-2891

DUBLIN--(BUSINESS WIRE)--The "Ship Building Global Market Report 2020-30: COVID-19 Growth and Change" report has been added to ResearchAndMarkets.com's offering.

The global ship building market is expected to decline from $162.52 billion in 2019 to $150.42 billion in 2020 at a compound annual growth rate (CAGR) of -7.44%. The decline is mainly due to the COVID-19 outbreak that has led to restrictive containment measures involving social distancing, remote working, and the closure of industries and other commercial activities resulting in operational challenges. The entire supply chain has been disrupted, impacting the market negatively. The market is then expected to recover and reach $161.83 billion in 2023 at a CAGR of 2.47%.

The ship building market consists of sales of ships and related services by entities (organizations, sole traders, and partnerships) that operate shipyards. Shipyards are fixed amenities with fabrication and drydocks equipment capable of building a ship, defined as watercraft typically suitable or intended for other than personal or recreational use. Only goods and services traded between entities or sold to end consumers are included.

In March 2019, Hyundai Heavy Industries (HHI) Group and Korea Development Bank (KDB) entered into a definitive agreement to acquire Daewoo Ship Building & Marine Engineering Co., Ltd (DSME). The acquisition is a part of their efforts to support the development of the ship building industry and assist in encouraging local employment and economy. KDB has transferred its shares to DSME against its equity stake in a new company named Korea Ship Building & Offshore Engineering (KSOE). KSOE will operate as a sub-holding company HHI and will control all the shipping activities of the group. Daewoo Ship Building & Marine Engineering Co., Ltd (DSME) is a South Korea-based company engaged in manufacturing commercial and naval ships.

The ship building market covered in this report is segmented by product into bulkers; tankers; containers; cruise and ferry; others and by application into passenger transportation; goods transportation.

Stringent environmental regulations are expected to hinder the growth of the ship building market. This is because of the pollution derived from maritime shipping activities that affect air and water quality, and marine and estuarine biodiversity. For instance, the companies dealing in ship building in Finland have to follow all the rules under The Environmental Protection Act, a Finnish law (86/2000) created by the Ministry of Environment. Similarly, in Spain, the ship building companies are required to follow the Act of Air Quality and Protection of the Atmosphere. This scenario is likely to act as a major challenge for the ship building market's growth.

The use of 3D printing technology in ship building is a leading trend being observed in the ship building market in recent years. 3D printing, also known as additive manufacturing, is gaining popularity in every sector connected to manufacturing and engineering, including ship building. The companies operating in the ship building market are collaborating with other players in the industry to adopt advanced manufacturing technologies including 3D printing to enhance their manufacturing capabilities. For instance, in November 2018, Huntington Ingalls Industries, a US-based ship building company, and 3D Systems collaborated to develop additive manufacturing technologies to facilitate the adoption of metal 3D printing in the ship building industry.

The increasing seaborne trade is predicted to contribute to the growth of the ship building market. The rising population, surging purchasing power of consumers, and improving standards of living are increasing the demand for consumer goods leading to high production and rapid industrialization. According to the United Nations Conference on Trade and Development (UNCTAD), international seaborne trade volume increased from 10.7 billion tons in 2017 to 11.0 billion tons in 2018 and is projected to expand at an average annual growth rate of 3.5% during 2019-2024. The manufacturing of eco-friendly and advanced ships is supported by the increasing requirement for efficient and cost-effective transport alternatives for the movement of goods. According to Alliance Experts, transport by sea allows shipping large volumes with lesser cost than that through road, rail, and air transport. This scenario is expected to drive the demand for the ship building market.

Key Topics Covered:

• Ship Building Market Characteristics
• Ship Building Market Size and Growth
• Ship Building Market Segmentation
• Ship Building Market Regional and Country Analysis
• Ship Building Market Competitive Landscape and Company Profiles
• Key Mergers and Acquisitions in the Ship Building Market
• Ship Building Market Trends and Strategies
• Ship Building Market Future Outlook and Potential Analysis

Companies Mentioned

• Hyundai Heavy Industries
• Daewoo Ship Building & Marine Engineering Co Ltd
• Mitsubishi Heavy Industries
• Samsung Heavy Industries
• BAE Systems Plc
• Sumitomo Heavy Industries Ltd
• Damen Shipyards Group
• Fincantieri Spa
• General Dynamics Corp
• Huntington Ingalls Industries Inc.
• Hyundai Heavy Industries Holdings Co. Ltd.
• Oshima Ship Building Co. Ltd.

For more information about this report visit https://www.researchandmarkets.com/r/hic0xm

About ResearchAndMarkets.com

ResearchAndMarkets.com is the world's leading source for international market research reports and market data. We provide you with the latest data on international and regional markets, key industries, the top companies, new products and the latest trends.

ResearchAndMarkets.com
Laura Wood, Senior Press Manager
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Daphne H. Foster to Retire August 31, 2021; Gregory B. Hanson, Global’s Treasurer Since 2014, Promoted to CFO Effective September 1, 2021

WALTHAM, Mass.--(BUSINESS WIRE)--Global Partners LP (NYSE: GLP) today announced that Daphne H. Foster has notified the Board of Directors that she plans to retire as Chief Financial Officer and step down as a member of the board effective August 31, 2021, after more than 14 years with the Partnership. Gregory B. Hanson, Global’s Treasurer since 2014, will succeed Foster as CFO effective September 1, 2021.

“Daphne has played an integral role in advancing Global’s strategic goals over the past 14 years,” said Eric Slifka, the Partnership’s President and Chief Executive Officer. “She has strengthened the organization by investing in people and new processes, guided a number of successful financings and financial transactions, and helped lead us to a strong financial position. I thank Daphne for her innumerable contributions and wish her well in retirement.”

“I also want to congratulate Greg on his appointment as CFO. He has done an exceptional job in managing our treasury department and has established strong relationships with our banking group. Greg’s in-depth understanding of the business and ability to lead make him the ideal candidate to oversee the finance function. I look forward to working with Greg in his new role as we continue to focus on delivering outstanding results for our unitholders, our employees, our customers and our guests,” said Slifka.

Hanson has more than 20 years of finance experience. Prior to joining Global in 2013, Hanson served as a Senior Vice President at G.E. Financial Services and RBS Citizens Financial Group. Before that, he was a Vice President for Merrill Lynch Capital and a Principal for Bank of America. Hanson received a bachelor’s degree from Colby College and an M.B.A. from Babson College’s Franklin W. Olin School of Business.

About Global Partners LP

With approximately 1,550 locations primarily in the Northeast, Global Partners is one of the region’s largest independent owners, suppliers and operators of gasoline stations and convenience stores. Global Partners also owns, controls or has access to one of the largest terminal networks in New England and New York, through which it distributes gasoline, distillates, residual oil and renewable fuels to wholesalers, retailers and commercial customers. In addition, Global Partners engages in the transportation of petroleum products and renewable fuels by rail from the mid-continental U.S. and Canada. Global Partners LP, a master limited partnership, trades on the New York Stock Exchange under the ticker symbol “GLP.” For additional information, visit www.globalp.com.

Forward-looking Statements

Certain statements and information in this press release may constitute “forward-looking statements.” The words “believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,” “should,” “would,” “could” or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on Global Partners’ current expectations and beliefs concerning future developments and their potential effect on the Partnership. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting the Partnership will be those that it anticipates. All comments concerning the Partnership’s expectations for future revenues and operating results and otherwise are based on forecasts for its existing operations and do not include the potential impact of any future acquisitions. Forward-looking statements involve significant risks and uncertainties (some of which are beyond the Partnership’s control) including, without limitation, the impact and duration of the COVID-19 pandemic, uncertainty around the timing of an economic recovery in the United States which will impact the demand for the products we sell and the services we provide, uncertainty around the impact of the COVID-19 pandemic to our counterparties and our customers and their corresponding ability to perform their obligations and/or utilize the products we sell and/or services we provide, uncertainty around the impact and duration of federal, state and municipal regulations related to the COVID-19 pandemic, and assumptions that could cause actual results to differ materially from the Partnership’s historical experience and present expectations or projections. For additional information regarding known material factors that could cause actual results to differ from the Partnership’s projected results, please see Global Partners’ filings with the SEC, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date thereof. The Partnership undertakes no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

Daphne H. Foster
Chief Financial Officer
Global Partners LP
(781) 894-8800

Edward J. Faneuil
Executive Vice President, General Counsel and Secretary
Global Partners LP
(781) 894-8800

Final article in series explores data-driven solutions that incite consumers to reduce carbon footprints, with commentary from National Grid, Iberdrola

MOUNTAIN VIEW, Calif.--(BUSINESS WIRE)--The Wall Street Journal and Bidgely have published the fourth and final article in its recently released series highlighting the collective action required by utilities and energy consumers to reduce carbon footprints and achieve nationwide decarbonization goals. Supported by insights from National Grid, Iberdrola and the Smart Energy Consumer Collaborative, the article, Going Green, One Data Point at a Time, points to data-driven solutions like carbon footprint tracking to provide tangible and frictionless guidance for consumers to make smarter energy decisions. Using insights gleaned from smart meter data, utilities can pair measurable, real-time energy consumption with personalized guidance as a way to educate consumers on their impact on the environment and motivate change.

Utilities are recognized in the article for their ability to engage consumers en masse and are seeking tools to help create a personalized journey for developing sustainable habits, regardless of a consumer’s circumstances or starting point. Bidgely CTO Vivek Garud explains, “It doesn’t matter who you are. We believe you can always do something better in order to reduce your carbon footprint—and by virtue of that, the footprint of the whole human race. Our vision is to get to a place where you have a much smaller ecological footprint for every home, every business on the planet, and we want to be one of the tools to take the world to this goal.”

The article references how the Biden administration has provided the legislative framework for a carbon-free power sector by 2035 but notes the critical need for utilities to effectively engage with customers to make better choices for the environment to achieve such goals. The article also explores how utilities today are creating personalized energy plans to help customers select programs that best suit their energy needs as well as reduce carbon emissions. From granular customer-level data, utilities are developing tools that reach a broader range of customers with the ability to empower communities of people toward more energy-conscious lifestyles.

To learn more about the role of data analytics in creating a carbon-free future, read Going Green, One Data Point at a Time in its entirety or watch Bidgely’s latest on-demand keynote presentation at the Parks Associates Smart Energy Summit.

Bidgely at the J.D. Power Utility Client Conference

Bidgely will present on the power of collective action that utilities can incite for achieving net-zero goals at J.D. Power’s upcoming Utility Client Conference event. Utility-led customer advocacy and engagement for mitigating climate change is a core component to J.D. Power’s Three Dimensions of Sustainability Leadership, as well as documented risks of climate change to the planet and its impact on reliable power. This presentation will demonstrate how leading utilities are today implementing personalized customer outreach to successfully promote net-zero initiatives.

About Bidgely

Bidgely is an AI-powered SaaS Company accelerating a clean energy future by enabling energy companies and consumers to make data-driven energy-related decisions. Powered by our unique patented technology, Bidgely's UtilityAI™ Platform transforms multiple dimensions of customer data - such as energy consumption, demographic, and interactions - into deeply accurate and actionable consumer energy insights. We leverage these insights to empower each customer with personalized recommendations, tailored to their individual personality and lifestyle, usage attributes, behavioral patterns, purchase propensity, and beyond. From a Distributed Energy Resources (DER) and Grid Edge perspective, whether it is smart thermostats to EV chargers, solar PVs to TOU rate designs and tariffs; UtilityAI™ energy analytics provides deep visibility into generation, consumption for better peak load shaping and grid planning, and delivers targeted recommendations for new value-added products and services. With roots in Silicon Valley, Bidgely has over 17 energy patents, $50M+ in funding, retains 30+ data scientists, and brings a passion for AI to utilities serving residential and commercial customers around the world. For more information, please visit www.bidgely.com or the Bidgely blog at bidgely.com/blog.

Christine Bennett
Bidgely
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NEWPORT BEACH, Calif.--(BUSINESS WIRE)--Clean Energy Fuels Corp. (NASDAQ: CLNE) (“Clean Energy” or the “Company”) today announced its operating results for the fourth quarter of 2020.

Andrew J. Littlefair, Clean Energy’s President and Chief Executive Officer, stated “Companies, municipalities and any organization that operates a fleet of vehicles are looking to de-carbonize as quickly as they can. Fortunately, Clean Energy’s previous investments in renewable natural gas and our ongoing focus on that business is beginning to pay off, highlighted by recent deals like LA Metro that signed a long-term high-volume RNG agreement with us as part of their commitment to becoming carbon neutral. Simply put, RNG is the future of our company. We believe the road ahead is to offer RNG to every customer so that they can make a substantial contribution towards addressing climate change. We finished the year as expected financially and announced two exciting RNG joint venture arrangements with Total and BP as we grow to meet demand for our low carbon RNG.”

The Company delivered 96.0 million gallons in the fourth quarter of 2020, a 7% decrease from 103.3 million in the fourth quarter of 2019. This decrease was principally from the continuing effects of COVID-19, primarily impacting the airports and public transit customer markets. For 2020 the Company delivered 382.5 million gallons, a 5% decrease from 400.8 million in 2019. While the airports and public transit customer markets were below 2019 levels due to COVID-19, refuse, trucking, and bulk deliveries each finished ahead in 2020 compared to 2019. RNG gallons delivered increased 7% in 2020 to 153.3 million gallons despite also experiencing negative impacts from lower fuel volumes within the airports and public transit markets.

The Company’s revenue for the fourth quarter of 2020 was $75.0 million, a decrease of 37.3% compared to $119.6 million for the fourth quarter of 2019. This decrease is principally attributed to revenue for the fourth quarter of 2019 including eight quarters of U.S. federal excise tax credits for alternative fuels ("AFTC") in the amount of $47.1 million, which applied to vehicle fuel sales made from January 1, 2018 through December 31, 2019, compared to only one quarter of AFTC in the fourth quarter of 2020 in the amount of $5.0 million, which applied to vehicle fuel sales made from October 1, 2020 through December 31, 2020. Revenue for the fourth quarter of 2020 was also negatively impacted by lower volumes from the continuing effects of COVID-19. Each period included an unrealized loss on commodity swap and customer fueling contracts relating to the Company’s Zero Now truck financing program in the amount of $1.9 million and $3.3 million for the fourth quarters of 2020 and 2019, respectively. Station construction revenue was steady at $7.1 million for the fourth quarter of 2020 compared to $7.6 million for the fourth quarter of 2019.

The Company’s revenue for the year ended December 31, 2020 was $291.7 million, a decrease of 15.2% compared to $344.1 million for the year ended December 31, 2019. This decrease was attributed to 2019 including two years of AFTC in the amount of $47.1 million, compared to one year of AFTC included in 2020 in the amount of $19.8 million, as well as lower volumes from the pandemic and generally lower effective pricing for gallons delivered in 2020 versus 2019. Both years included unrealized gains (losses) on commodity swap and customer fueling contracts relating to the Company’s Zero Now program in the amount of $2.1 million and $(6.6) million for 2020 and 2019, respectively. Station construction sales increased 15.2% to $26.6 million for 2020 compared to $23.1 million for 2019.

On a GAAP (as defined below) basis, net income (loss) attributable to Clean Energy for the fourth quarter of 2020 was $(2.6) million, or $(0.01) per share, compared to $41.1 million, or $0.20 per diluted share, for the fourth quarter of 2019. The primary differences between the periods being greater AFTC in 2019 by $36.7 million due to the recognition of eight quarters of AFTC in 2019 versus one quarter of AFTC in 2020, and $6.6 million of additional gain on the disposal of certain assets of a subsidiary in 2019 versus 2020. In 2020 we also delivered lower volumes of fuel and had lower related volume gross profit margins from the effects of COVID-19.

On a GAAP basis, net income (loss) attributable to Clean Energy for the year ended December 31, 2020 was $(9.9) million, or $(0.05) per share, compared to $20.4 million, or $0.10 per diluted share, for the year ended December 31, 2019. The comparability of yearly results is impacted by the negative effects of COVID-19 in 2020, and the inclusion of eight quarters of AFTC in 2019 versus four quarters in 2020, and a greater gain on disposal of certain assets in 2019 versus 2020. Additionally, the year ended December 31, 2020 was positively affected by station installation revenue and the unrealized gain on commodity swap and customer fueling contracts, while the comparable 2019 period was negatively affected by the unrealized loss on commodity swap and customer fueling contracts.

Non-GAAP loss per share and Adjusted EBITDA (each as defined below) for the fourth quarter of 2020 was $(0.00) and $13.6 million, respectively. Non-GAAP income per share and Adjusted EBITDA for the fourth quarter of 2019 was $0.21 and $57.0 million, respectively.

Non-GAAP loss per share and Adjusted EBITDA for the year ended December 31, 2020 was $(0.04) and $45.1 million, respectively. Non-GAAP income per share and Adjusted EBITDA for the year ended December 31, 2019 was $0.15 and $85.6 million, respectively.

Non-GAAP income (loss) per share and Adjusted EBITDA are described below and reconciled to GAAP net income (loss) per share attributable to Clean Energy and GAAP net income (loss) attributable to Clean Energy, respectively.

Non-GAAP Financial Measures

To supplement the Company’s unaudited consolidated financial statements presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”), the Company uses non-GAAP financial measures that it calls non-GAAP income (loss) per share (“non-GAAP income (loss) per share”) and adjusted EBITDA (“Adjusted EBITDA”). Management presents non-GAAP income (loss) per share and Adjusted EBITDA because it believes these measures provide meaningful supplemental information about the Company’s performance, for the following reasons: (1) these measures allow for greater transparency with respect to key metrics used by management to assess the Company’s operating performance and make financial and operational decisions; (2) these measures exclude the effect of items that management believes are not directly attributable to the Company’s core operating performance and may obscure trends in the business; and (3) these measures are used by institutional investors and the analyst community to help analyze the Company’s business. In future quarters, the Company may make adjustments for other expenditures, charges or gains to present non-GAAP financial measures that the Company’s management believes are indicative of the Company’s core operating performance.

Non-GAAP financial measures are limited as an analytical tool and should not be considered in isolation from, or as a substitute for, the Company’s GAAP results. The Company expects to continue reporting non-GAAP financial measures, adjusting for the items described below (and/or other items that may arise in the future as the Company’s management deems appropriate), and the Company expects to continue to incur expenses, charges or gains similar to the non-GAAP adjustments described below. Accordingly, unless expressly stated otherwise, the exclusion of these and other similar items in the presentation of non-GAAP financial measures should not be construed as an inference that these costs are unusual, infrequent or non-recurring. Non-GAAP income (loss) per share and Adjusted EBITDA are not recognized terms under GAAP and do not purport to be an alternative to GAAP income (loss), GAAP income (loss) per share or any other GAAP measure as an indicator of operating performance. Moreover, because not all companies use identical measures and calculations, the Company’s presentation of non-GAAP income (loss) per share and Adjusted EBITDA may not be comparable to other similarly titled measures used by other companies.

Non-GAAP Income (Loss) Per Share

Non-GAAP income (loss) per share, which the Company presents as a non-GAAP measure of its performance, is defined as net income (loss) attributable to Clean Energy Fuels Corp., plus stock-based compensation expense, plus (minus) loss (income) from equity method investments, and plus (minus) any loss (gain) from changes in the fair value of derivative instruments, the total of which is divided by the Company’s weighted-average common shares outstanding on a diluted basis. The Company’s management believes excluding non-cash expenses related to stock-based compensation provides useful information to investors regarding the Company’s performance because of the varying available valuation methodologies, the volatility of the expense (which depends on market forces outside of management’s control), the subjectivity of the assumptions and the variety of award types that a company can use, which may obscure trends in a company’s core operating performance. Similarly, the Company believes excluding the non-cash results from equity method investments is useful to investors because these charges are not part of or representative of the core operations of the Company. In addition, the Company’s management believes excluding the non-cash loss (gain) from changes in the fair value of derivative instruments is useful to investors because the valuation of the derivative instruments is based on a number of subjective assumptions, the amount of the loss or gain is derived from market forces outside of management’s control, and the exclusion of these amounts enables investors to compare the Company’s performance with other companies that do not use, or use different forms of, derivative instruments.

The table below shows GAAP and non-GAAP income (loss) attributable to Clean Energy per share and also reconciles GAAP net income (loss) attributable to Clean Energy to an adjusted net income (loss) figure used in the calculation of non-GAAP income (loss) per share:

Adjusted EBITDA

Adjusted EBITDA, which the Company presents as a non-GAAP measure of its performance, is defined as net income (loss) attributable to Clean Energy, plus (minus) income tax expense (benefit), plus interest expense, minus interest income, plus depreciation and amortization expense, plus stock-based compensation expense, plus (minus) loss (income) from equity method investments, and plus (minus) any loss (gain) from changes in the fair value of derivative instruments. The Company’s management believes Adjusted EBITDA provides useful information to investors regarding the Company’s performance for the same reasons discussed above with respect to non-GAAP income (loss) per share. In addition, management internally uses Adjusted EBITDA to determine elements of executive and employee compensation.

The table below shows Adjusted EBITDA and also reconciles this figure to GAAP net income (loss) attributable to Clean Energy:

Definition of “Gallons Delivered”

The Company defines “gallons delivered” as its gallons sold as compressed natural gas (“CNG”) and liquefied natural gas (“LNG”), along with its gallons associated with providing operations and maintenance services, in each case delivered to its customers in the applicable period, plus the Company’s proportionate share of gallons delivered by joint ventures in the applicable period. RNG sold as vehicle fuel is included in the CNG or LNG amounts as applicable based on the form in which it was sold.

The table below shows gallons delivered for the three months and years ended December 31, 2019 and 2020:

Sources of Revenue

The following table shows the Company's sources of revenue for the three months and years ended December 31, 2019 and 2020:

2021 Outlook

GAAP net income (loss) for 2021 is expected to be approximately breakeven, assuming no unrealized gains or losses on commodity swap and customer contracts and contemplates a prolonged effect and more flattened recovery curve from the COVID-19 pandemic through the middle of 2021. Changes in diesel and natural gas market conditions resulting in unrealized gains or losses on the Company’s commodity swap contracts could significantly impact the Company’s estimated GAAP net income for 2021. Adjusted EBITDA for 2021 is expected to range from $60 million to $62 million. These expectations also exclude the impact of any acquisitions, divestitures, new joint ventures, transactions or other extraordinary events including a deterioration in, slower or lack of any recovery from the COVID-19 pandemic. Additionally, the expectations regarding 2021 Adjusted EBITDA assumes the calculation of this non-GAAP financial measure in the same manner as described above and without adjustments for any other items that may arise during 2021 and that management deems appropriate to exclude. These expectations are forward-looking statements and are qualified by the statement under “Safe Harbor Statement” below.

Today’s Conference Call

The Company will host an investor conference call today at 4:30 p.m. Eastern time (1:30 p.m. Pacific). Investors interested in participating in the live call can dial 1.877.407.4018 from the U.S. and international callers can dial 1.201.689.8471. A telephone replay will be available approximately two hours after the call concludes through Friday, April 9, 2021, by dialing 1.844.512.2921 from the U.S., or 1.412.317.6671 from international locations, and entering Replay Pin Number 13715902. There also will be a simultaneous, live webcast available on the Investor Relations section of the Company’s web site at www.cleanenergyfuels.com, which will be available for replay for 30 days.

About Clean Energy Fuels Corp.

Clean Energy Fuels Corp. is North America’s leading provider of the cleanest fuel for the transportation market. Through its sales of renewable natural gas (RNG), which is derived from biogenic methane produced by the breakdown of organic waste, Clean Energy helps thousands of vehicles, from airport shuttles to city buses to waste and heavy-duty trucks, to reduce their amount of climate-harming greenhouse gas by 60% to over 400% depending on the source of the RNG. Clean Energy delivers RNG in the form of compressed natural gas (CNG) and liquefied natural gas (LNG) to its network of 565 fueling stations across the U.S. and Canada. Clean Energy builds and operates CNG and LNG fueling stations for the transportation market, owns natural gas liquefaction facilities in California and Texas, and transports bulk CNG and LNG to non-transportation customers around the U.S. For more information, visit www.CleanEnergyFuels.com.

Safe Harbor Statement

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, including statements about, among other things, the Company’s outlook for fiscal 2021, the expected impact of the COVID-19 pandemic on the Company’s business and the demand for renewable vehicle fuels, including fleets transitioning to lower carbon solutions in transportation.

Forward-looking statements are statements other than historical facts and relate to future events or circumstances or the Company’s future performance, and they are based on the Company’s current assumptions, expectations and beliefs concerning future developments and their potential effect on the Company and its business. As a result, actual results, performance or achievements and the timing of events could differ materially from those anticipated in or implied by these forward-looking statements as a result of many factors including, among others: the COVID-19 pandemic and the measures taken to prevent its spread and the related impact on our operations, liquidity and financial condition; the willingness of fleets and other consumers to adopt natural gas as a vehicle fuel, and the rate and level of any such adoption; the Company’s ability to capture a substantial share of the market for alternative vehicle fuels and vehicle fuels generally and otherwise compete successfully in these markets; the potential adoption of government policies or programs or increased publicity or popular sentiment in favor of other vehicle fuels; the market’s perception of the benefits of RNG and conventional natural gas relative to other alternative vehicle fuels; natural gas vehicle and engine cost, fuel usage, availability, quality, safety, convenience, design, performance and residual value, as well as operator perception with respect to these factors, in general and in the Company’s key customer markets, including heavy-duty trucking; the Company’s ability to manage and grow its RNG business, including its ability to procure adequate supplies of RNG and generate revenues from sales of such RNG; the Company and its suppliers’ ability to successfully develop and operate projects and produce expected volumes of RNG; the potential commercial viability of livestock waste and dairy farm projects to produce RNG; the Company’s history of net losses and the possibility the Company incurs additional net losses in the future; the Company’s and its partners’ ability to acquire, finance, construct and develop other commercial projects; the Company’s ability to potentially modify its fueling stations to reform its RNG to fuel hydrogen and electric vehicles; future supply, demand, use and prices of crude oil, gasoline, diesel, natural gas, and other vehicle fuels, including overall levels of and volatility in these factors; changes in the competitive environment in which we operate, including potentially increasing competition in the market for vehicle fuels generally; the Company’s ability to manage and grow its business of transporting and selling CNG for non-vehicle purposes via virtual natural gas pipelines and interconnects, as well as its station design and construction activities; construction, permitting and other factors that could cause delays or other problems at station construction projects; the Company’s ability to execute and realize the intended benefits of any acquisitions, divestitures, investments or other strategic relationships or transactions; future availability of and our access to additional capital, which may include debt or equity financing, in the amounts and at the times needed to fund growth in the Company’s business and the repayment of its debt obligations (whether at or before their due dates) or other expenditures, as well as the terms and other effects of any such capital raising transaction; the Company’s ability to generate sufficient cash flows to repay its debt obligations as they come due; the availability of environmental, tax and other government regulations, programs and incentives that promote natural gas, such as AFTC, or other alternatives as a vehicle fuel, including long-standing support for gasoline- and diesel-powered vehicles and growing support for electric and hydrogen-powered vehicles that could result in programs or incentives that favor these or other vehicles or vehicle fuels over natural gas; the Company’s ability to comply with various registration and regulatory requirements related to its RNG projects; the effect of, or potential for changes to greenhouse gas emissions requirements or other environmental regulations applicable to vehicles powered by gasoline, diesel, natural gas or other vehicle fuels and crude oil and natural gas fueling, drilling, production, transportation or use; the Company’s ability to manage the safety and environmental risks inherent in its operations; the Company’s compliance with all applicable government regulations; the impact of the foregoing on the trading price of the Company’s common stock; and general political, regulatory, economic and market conditions.

Investor Contact:
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News Media Contact:
Raleigh Gerber
Manager of Corporate Communications
949.437.1397

Q4 2020 Highlights:
- Revenues of $149.9 million
- Net income of $4.6 million
- Earnings per share of $0.09
- Consolidated adjusted EBITDA of $16.1 million
- Bookings of $167 million

Full Year 2020 Highlights:
- Revenues of $566.3 million
- Net income of $(10.3) million
- Earnings per share of $(0.21)
- Consolidated adjusted EBITDA of $45.1 million
- Bookings of $645 million
- Backlog at December 31, 2020 of $535.0 million, a 21.3% increase compared to December 31, 2019
- Minimum required pension funding contributions reduced by $107 million or 75%

AKRON, Ohio--(BUSINESS WIRE)--$BW #BabcockWilcox--Babcock & Wilcox Enterprises, Inc. ("B&W" or the "Company") (NYSE: BW) announced results for the fourth quarter and full year 2020.

"Our results for the fourth quarter and full year 2020 reflect the ongoing positive impact of our strategic actions, cost savings initiatives, and strong management and operational effectiveness, despite the impacts of COVID-19 across our segments, and we are confident in our ability to achieve our previously stated adjusted EBITDA targets of $70-$80 million and $95-$105 million, in 2021 and 2022, respectively¹," said Kenneth Young, B&W's Chairman and Chief Executive Officer. "Our actions in 2020 and year-to-date, which included launching new segments, expanding internationally, implementing additional cost savings initiatives, and most recently closing successful common stock and senior notes offerings, have provided a strong foundation for the continued execution of our growth strategy.

"The proceeds from our offerings significantly reduced our secured debt by $274 million and reduced future cash interest payments by approximately $16 million annually. Combined with a reduction in our required pension contributions, we expect to save more than $40 million annually in cash expenses on a pro-forma basis, while also providing capital to support the expansion of our clean energy technologies portfolio as we continue to pursue more than $5 billion of identified pipeline opportunities over the next three years, in addition to our high-margin parts and services business," Young continued. "Looking forward, we remain focused on growing our B&W Renewable and B&W Environmental segments, including deploying our waste-to-energy and carbon capture technologies to help meet the increasing global demand for carbon and methane reductions. The next-generation B&W is positioned to power the global energy and environmental transformation."

Q4 2020 Financial Summary

Consolidated revenues in the fourth quarter of 2020 were $149.9 million, down 17% compared to the fourth quarter of 2019. Revenues in all segments were adversely impacted by COVID-19 as customers delayed projects and travel restrictions limited the ability of the Company's workforce to be on site. The completion of large projects in all three segments in the prior year quarter also contributed to the decline in revenue. The GAAP operating income in the fourth quarter of 2020 was $2.2 million, inclusive of restructuring and settlement costs and advisory fees of $7.9 million, compared to an operating income of $10.0 million in the fourth quarter of 2019. The decline in operating income was primarily due to lower volume as a result of the impacts of COVID-19, partially offset by the effects of improved gross margin in the B&W Thermal segment. Adjusted EBITDA was $16.1 million compared to $22.8 million in the fourth quarter of 2019. Bookings in the fourth quarter of 2020 were $167 million. All amounts referred to in this release are on a continuing operations basis, unless otherwise noted. Reconciliations of net income, the most directly comparable GAAP measure, to adjusted EBITDA, as well as to adjusted gross profit for the Company's segments, are provided in the exhibits to this release.

Babcock & Wilcox Renewable segment revenues were $37.6 million for the fourth quarter of 2020, compared to $46.7 million in the fourth quarter of 2019. The decline in revenue was primarily due to the completion of the European EPC loss projects in 2019 and the negative impacts of COVID-19 on projects and parts sales. Adjusted EBITDA in the quarter was $3.0 million compared to $5.8 million in the fourth quarter of 2019, primarily due to the lower volume. In the fourth quarter of 2020, the segment recorded losses of $2.4 million on the European EPC loss contracts as compared to a gain of $1.2 million in the fourth quarter of 2019, inclusive of warranty expense. The segment adjusted gross profit was $10.4 million in the fourth quarter of 2020 compared to adjusted gross profit of $10.7 million reported in the fourth quarter of 2019; despite COVID-19's impact on revenue, the gross profit margin improved to 27.7% in the fourth quarter of 2020, compared to 22.9% in the fourth quarter of 2019 as a result of emphasis on higher margin projects and cost savings initiatives.

Babcock & Wilcox Environmental segment revenues were $31.6 million in the fourth quarter of 2020, compared to $41.2 million in the fourth quarter of 2019, primarily due to the impacts of COVID-19 and the completion of a large submerged grind conveyor project and a large construction project in the prior year quarter. Adjusted EBITDA was $2.4 million, compared to $6.3 million in the same period last year, driven by the lower volume. Adjusted gross profit was $6.9 million in the fourth quarter of 2020, compared to $11.2 million in the prior-year period.

Babcock & Wilcox Thermal segment revenues were $81.0 million in the fourth quarter of 2020 compared to $94.2 million in the prior-year period, primarily due to the impacts of COVID-19 and the completion of a large maintenance project in the prior-year quarter. Adjusted EBITDA in the fourth quarter of 2020 was $12.8 million, an increase of 6.9% compared to $11.9 million in last year's quarter, primarily due to favorable product mix and the benefits of a full period of cost savings and restructuring initiatives, partially offset by the effects of lower volume and increases in overhead being allocated to the segment; adjusted EBITDA margin was 15.7% in the quarter compared to 12.7% in the same period last year. Adjusted gross profit in the Babcock & Wilcox Thermal segment in the fourth quarter of 2020 improved to $27.4 million, a 6.8% increase compared to $25.6 million in the prior-year period, primarily due to favorable product mix and the benefits of a full period of cost savings and restructuring initiatives, offset by lower volume; gross profit margin improved to 33.8%, compared to 27.2% in the same period last year.

Full Year 2020 Financial Summary

Consolidated revenues in 2020 were $566.3 million, down 34% compared to 2019. Revenues in all segments were adversely impacted by COVID-19, including the postponement and delay of several projects. The GAAP operating loss in 2020 was $1.7 million, inclusive of an insurance loss recovery of $26.0 million offset by restructuring and settlement costs and advisory fees of $24.7 million, compared to an operating loss of $29.4 million in 2019. The improvement in operating loss was primarily due to the insurance loss recovery, the positive impact of cost savings initiatives and a lower level of losses on the EPC loss contracts, partially offset by the divestiture of Loibl and the impacts of COVID-19 on revenue in all three segments. Adjusted EBITDA improved to $45.1 million compared to $45.0 million in 2019. Total bookings in 2020 were $645.0 million, and backlog at December 31, 2020 was $535.0 million, a 21.3% increase compared to December 31, 2019.

Babcock & Wilcox Renewable segment revenues were $156.2 million in 2020, a decrease of 24.0% compared to $205.6 million in 2019, primarily due to the advanced completion of activities on the European EPC loss contracts in the prior year as well as new anticipated projects and parts orders being deferred due to COVID-19 and the divestiture of Loibl, a materials handling business in Germany that generated revenues of approximately $14.3 million in 2019, partially offset by a higher level of activities on two operations and maintenance contracts in the U.K. which followed the turnover of the EPC loss contracts to the customers. Adjusted EBITDA improved to $25.0 million compared to $1.6 million in the prior year, primarily due to the loss recovery of $26.0 million recognized in 2020 under an October 10, 2020 settlement agreement with an insurer in connection with five of the six European EPC loss contracts, as well as lower costs related to the loss contracts. In 2020, the segment recorded $3.7 million in net losses as compared to $6.9 million of equivalent losses recorded in 2019, inclusive of warranty expense. The Adjusted EBITDA improvement was also partially offset by the divestiture of Loibl and lower volume, as described above. The segment adjusted gross profit was $58.8 million in 2020, an improvement of $28.8 million compared to $30.0 million in 2019.

Babcock & Wilcox Environmental segment revenues were $108.0 million in 2020, a decrease of 60.8% compared to $275.6 million in 2019, primarily due to the completion of large construction projects in 2019 and a lower level of activity due to the postponement of new projects by several customers as a result of COVID-19. Adjusted EBITDA declined to $3.5 million compared to $12.5 million in the prior year, primarily attributable to the impacts of lower volume, partially offset by a lower percentage of overhead being allocated to the segment. Adjusted gross profit was $23.5 million in 2020, compared to $48.4 million in the prior year. At December 31, 2020, the B&W Environmental segment had two significant loss contracts, with net losses of $1.3 million and $5.6 million in 2020 and 2019, respectively. As of December 31, 2020, the first contract was approximately 100% complete with only warranty obligations remaining and the second contract was approximately 99% complete with final completion expected in the first quarter of 2021.

Babcock & Wilcox Thermal segment revenues were $305.0 million in 2020, a decrease of 25.6% compared to $409.7 million in the prior year, primarily due to the adverse impacts of COVID-19 resulting in lower parts, construction, package boilers and international service orders, as well as the completion of large construction projects in the prior year. Adjusted EBITDA in 2020 declined to $35.4 million compared to $51.4 million in the prior year, primarily due to lower volume and a higher percentage of overhead being allocated to the segment that was previously allocated to other segments, partially offset by favorable product mix and a full period of cost savings and restructuring initiatives benefiting 2020; adjusted EBITDA margin was 11.6% for the year compared to 12.5% in 2019. Gross profit margin in the segment was 29.9% in 2020, compared to 22.3% in the prior year; adjusted gross profit in the segment in 2020 was $91.2 million, which was flat compared to the prior year primarily due to favorable product mix and the effects of a full period of cost savings and restructuring initiatives benefiting 2020, offset by lower volume.

COVID-19 Impact

The global COVID-19 pandemic has disrupted business operations, trade, commerce, financial and credit markets, and daily life throughout the world. The Company's business has been, and continues to be, adversely impacted by the measures taken and restrictions imposed in the countries in which it operates and by local governments and others to control the spread of this virus. These measures and restrictions have varied widely and have been subject to significant changes from time to time depending on the changes in the severity of the virus in these countries and localities. These restrictions, including travel and curtailment of other activity, negatively impact the Company's ability to conduct business. The volatility and variability of the virus has limited the Company's ability to forecast the impact of the virus on its customers and its business. The continuing resurgence of COVID-19, including at least one new strain thereof, has resulted in the reimposition of certain restrictions and may lead to other restrictions being implemented in response to efforts to reduce the spread of the virus. These varying and changing events have caused many of the projects the Company had anticipated would begin in 2020 to be delayed into 2021 and beyond. Many customers and projects require B&W's employees to travel to customer and project worksites. Certain customers and significant projects are located in areas where travel restrictions have been imposed, certain customers have closed or reduced on-site activities, and timelines for completion of certain projects have, as noted above, been extended into 2021 and beyond. Additionally, out of concern for the Company's employees, even where restrictions permit employees to return to its offices and worksites, the Company has incurred additional costs to protect its employees as well as advising those who are uncomfortable returning to worksites due to the pandemic that they are not required to do so for an indefinite period of time. The resulting uncertainty concerning, among other things, the spread and economic impact of the virus has also caused significant volatility and, at times, illiquidity in global equity and credit markets. The full extent of the COVID-19 impact on the Company's operational and financial performance will depend on future developments, including the ultimate duration and spread of the pandemic and related actions taken by the U.S. government, state and local government officials, and international governments to prevent disease spread, as well as the availability and effectiveness of COVID-19 vaccinations in the U.S. and abroad, all of which are uncertain, out of the Company's control, and cannot be predicted.

Liquidity and Balance Sheet

At December 31, 2020, the Company had total debt of $347.6 million, an unrestricted cash balance of $57.3 million and borrowing availability of $33.7 million.

As previously disclosed, on February 12, 2021 the Company closed an underwritten public offering of 29,487,180 shares of common stock, which included 3,846,154 shares issued in connection with the underwriter’s option to purchase additional shares, at a price to the public of $5.85 per share, for gross proceeds of approximately $172.5 million. On February 12, 2021 the Company also closed an underwritten public offering of $125.0 million aggregate principal amount of 8.125% senior notes due 2026, which included $5 million aggregate principal amount of senior notes issued in connection with the underwriters’ option to purchase senior notes. Gross proceeds for both offerings are exclusive of underwriting discounts and commissions and estimated offering expenses payable by the Company.

In addition to the public offerings, B. Riley Financial, Inc. exchanged $35 million of its existing Tranche A term loan for $35 million principal amount of senior notes in a concurrent private offering, and the interest rate on the remaining Tranche A term loan balance was reduced to an interest rate of 6.625%, compared to its prior rate of 12%.

The two offerings resulted in net proceeds of approximately $283 million after deducting underwriting discounts and commissions, but before expenses.

On February 16, 2021, the Company prepaid $167.1 million towards the outstanding revolving credit facility, reducing the outstanding borrowing balance to zero.

On March 4, 2021, the Company amended its Credit Agreement to, among other things, reduce its revolving borrowing availability to zero and its letter of credit availability to $130 million. On March 4, 2021 the Company also paid $21.8 million of accrued and deferred bank fees and $75 million towards its existing Tranche A last out term loan.

Taking into account the effects of the above strategic actions, including the net proceeds of public offerings after underwriting discounts and commissions, but before expenses; prepayment of the revolving credit facility; and the partial paydown of the Tranche A term loan and the payment of bank fees, as well as deferred interest, amendment fees and estimated advisory fees; pro-forma total debt and unrestricted cash at December 31, 2020 would be $233.3 million and $72.5 million, respectively.

In addition, based on the performance of the Company's domestic qualified pension plan, the minimum required funding contributions through 2026 have been reduced by 75%, as previously disclosed. The current total minimum required funding contribution for the period 2021-2026 is $35 million, to be contributed in the next two years. This is $107 million less compared to the Company's previous expectation for the period from 2021-2026. These numbers are subject to change with the performance of the pension fund investments.

Cost Savings Measures Continuing

In addition to the $119 million of cost savings initiatives previously disclosed, the Company implemented approximately $8 million of additional cost savings initiatives in 2020, for a total of $127 million. The Company has also identified another $11 million of cost savings actions expected to be implemented beginning in the first quarter of 2021.

Earnings Call Information

B&W plans to host a conference call and webcast on Tuesday, March 9, 2021 at 8 a.m. ET to discuss the Company’s fourth quarter and full year 2020 results. The listen-only audio of the conference call will be broadcast live via the Internet on B&W’s Investor Relations site. The dial-in number for participants in the U.S. is (833) 227-5843; the dial-in number for participants outside the U.S. is (647) 689-4070. The conference ID for all participants is 5390408. A replay of this conference call will remain accessible in the investor relations section of the Company's website for a limited time.

Non-GAAP Financial Measures

The Company uses non-GAAP financial measures internally to evaluate its performance and in making financial and operational decisions. When viewed in conjunction with GAAP results and the accompanying reconciliation, the Company believes that its presentation of these measures provides investors with greater transparency and a greater understanding of factors affecting its financial condition and results of operations than GAAP measures alone. As previously disclosed, the Company changed its reportable segments in 2020 and has recast prior period results to account for this change. Additionally, the Company redefined its definition of adjusted EBITDA to eliminate the effects of certain items including the loss from a non-strategic business, interest on letters of credit included in cost of operations and loss on business held for sale. Prior period results have been revised to conform with the revised definition and present separate reconciling items in our reconciliation.

This release presents adjusted gross profit for each business segment and adjusted EBITDA, which are non-GAAP financial measures. Adjusted EBITDA on a consolidated basis is defined as the sum of the adjusted EBITDA for each of the segments, further adjusted for corporate allocations and research and development costs. At a segment level, the adjusted EBITDA presented is consistent with the way the Company's chief operating decision maker reviews the results of operations and makes strategic decisions about the business and is calculated as earnings before interest, tax, depreciation and amortization adjusted for items such as gains or losses on asset sales, mark to market ("MTM") pension adjustments, restructuring and spin costs, impairments, losses on debt extinguishment, costs related to financial consulting required under the U.S. Revolving Credit Facility and other costs that may not be directly controllable by segment management and are not allocated to the segment. The Company presented consolidated Adjusted EBITDA because it believes it is useful to investors to help facilitate comparisons of the ongoing, operating performance before corporate overhead and other expenses not attributable to the operating performance of the Company's revenue generating segments. This release also presents certain targets for our adjusted EBITDA in the future; these targets are not intended as guidance regarding how the Company believes the business will perform. The Company is unable to reconcile these targets to their GAAP counterparts without unreasonable effort and expense due to the aspirational nature of these targets.

This release also presents adjusted gross profit by segment. The Company believes that adjusted gross profit by segment is useful to investors to help facilitate comparisons of the ongoing, operating performance of the segments by excluding expenses related to, among other things, activities related to the spin-off, activities related to various restructuring activities the Company has undertaken, corporate overhead (such as SG&A expenses and research and development costs) and certain non-cash expenses such as intangible amortization and goodwill impairments that are not allocated by segment.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical or current fact included in the release are forward-looking statements. You should not place undue reliance on these statements. These forward-looking statements are based on management’s current expectations and involve a number of risks and uncertainties, including, among other things, the impact of COVID-19 on the Company, the capital markets and global economic climate generally; the Company’s recognition of any asset impairments as a result of any decline in the value of its assets or efforts to dispose of any assets in the future; the Company’s ability to obtain and maintain sufficient financing to provide liquidity to meet its business objectives, surety bonds, letters of credit and similar financing; the Company’s ability to comply with the requirements of, and to service the indebtedness under, the Company’s A&R Credit Agreement; the Company’s use of proceeds from its recent offerings of common stock and 8.125% senior notes due 2026; the highly competitive nature of the Company’s businesses and ability to win work, including identified project opportunities in the pipeline; general economic and business conditions, including changes in interest rates and currency exchange rates; cancellations of and adjustments to backlog and the resulting impact from using backlog as an indicator of future earnings; the Company’s ability to perform contracts on time and on budget, in accordance with the schedules and terms established by the applicable contracts with customers; failure by third-party subcontractors, partners or suppliers to perform their obligations on time and as specified; the Company’s ability to successfully resolve claims by vendors for goods and services provided and claims by customers for items under warranty; the Company’s ability to realize anticipated savings and operational benefits from its restructuring plans, and other cost-savings initiatives; the Company’s ability to successfully address productivity and schedule issues in its B&W Renewable, B&W Environmental and B&W Thermal segments, including the ability to complete its B&W Renewable's European EPC projects and B&W Environmental's U.

Investor Contact:
Megan Wilson
Vice President, Corporate Development & Investor Relations
Babcock & Wilcox Enterprises
704.625.4944 | This email address is being protected from spambots. You need JavaScript enabled to view it.

Media Contact:
Ryan Cornell
Public Relations
Babcock & Wilcox Enterprises
330.860.1345 | This email address is being protected from spambots. You need JavaScript enabled to view it.

Highlights

• Completed transition to pure-play infrastructure terminalling company with $164 million sale and exit of crude oil business

• Fourth quarter and full year 2020 net loss of $29.2 million and $13.5 million, respectively, primarily due to crude oil pipeline impairment

• Fourth quarter 2020 Adjusted EBITDA of $17.8 million and distribution coverage of 1.64 times

• Exceeded 2020 financial targets with full year Adjusted EBITDA of $67.5 million, distribution coverage of 1.53 times, and leverage ratio of 3.83 times

• Full year 2020 Adjusted EBITDA from continuing operations of $49.7 million, which excludes any expected synergies from the crude oil business sale

• 2021 outlook underpinned by stable cash flows, solid distribution coverage, improved balance sheet and liquidity profile, with pro forma leverage ratio of approximately 2.0 times

TULSA, Okla.--(BUSINESS WIRE)--$BKEP #Asphalt--Blueknight Energy Partners, L.P. (“Blueknight” or the “Partnership”) (Nasdaq: BKEP and BKEPP) today reported its financial results for the fourth quarter and full year ended December 31, 2020. Net loss was $29.2 million in fourth quarter 2020, compared to net income of $4.3 million for the same period in 2019, primarily due to a $39.1 million impairment of its crude oil pipeline and trucking assets included in discontinued operations.

Adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”) was $17.8 million in fourth quarter 2020 compared to $16.0 million for the same period in 2019. Adjusted EBITDA in fourth quarter 2020 excluded $0.7 million in transaction fees and severance costs related to the sale of the crude oil business.

“We ended 2020 with strong performance in our asphalt terminalling segment to cap off one of our best years despite challenges brought on by COVID-19, a testament to the stability and strength of our core businesses and solid execution by our team. Most importantly, we delivered on our top strategic priority, transforming Blueknight into a pure-play infrastructure terminalling business with greater financial flexibility,” commented Andrew Woodward, Chief Executive Officer.

“With the sale of our crude oil businesses, we significantly reduced the volatility and risk profile of our business, and now have a sharper strategic focus and improved growth trajectory. As we look forward to the remainder of 2021 and beyond, our team is optimistic about the long-term investment trends in infrastructure and is turning its full attention to growth and expansion of our core terminalling competencies, while maintaining our key financial metrics and a disciplined capital allocation strategy,” added Woodward.

SEGMENT PERFORMANCE

Asphalt Terminalling Services. Total operating margin, excluding depreciation and amortization, in fourth quarter 2020 was $16.5 million, up 4% compared to the same period in 2019 primarily due to higher variable throughput revenue. Full year 2020 total operating margin, excluding depreciation and amortization, was $60.8 million, slightly higher year-over-year. After excluding cost recovery revenue, approximately 95% of Blueknight’s full year 2020 total revenue was considered take-or-pay, which included $91.9 million of fixed fee revenue and $5.7 million of variable throughput and other revenue.

DISCONTINUED OPERATIONS

On December 21, 2020, Blueknight announced it had entered into multiple definitive agreements to sell its (i) crude oil terminalling, (ii) crude oil pipeline, and (iii) crude oil trucking segments (collectively the “Crude Oil Transaction”). As such, these segments are presented as discontinued operations in the Partnership’s financial reporting statements.

BALANCE SHEET AND CASH FLOW

Fourth quarter 2020 distributable cash flow was $13.3 million compared to $11.0 million for the same period in 2019. The 21% increase was attributable to improved business performance and lower cash interest expense. The calculated coverage ratio on all distributions was 1.64 times for fourth quarter 2020 versus 1.36 times for the same period in 2019.

Full year 2020 distributable cash flow was $49.6 million compared to $39.3 million in 2019, representing a $10.3 million, or 26% increase year-over-year. The calculated coverage ratio on all distributions was 1.53 times for full year 2020 versus 1.22 times in 2019.

At December 31, 2020, total debt was $252.6 million. Blueknight’s leverage ratio, which included $1.7 million in outstanding letters of credit, was 3.83 times versus 4.05 times for the same period in 2019.

As of March 4, 2021, total debt was $99.9 million following repayment of cash proceeds from the Crude Oil Transaction, representing a pro-forma leverage ratio of approximately 2.0 times.

2021 OUTLOOK

For 2021, Blueknight expects infrastructure and highway construction demand for its asphalt terminalling business to be comparable with the prior year with a more favorable outlook beyond 2021 over the medium and long-term driven by the expectation of a more comprehensive infrastructure funding bill. As a result, Blueknight expects its Adjusted EBITDA from continuing operations to be in-line with 2020, excluding any expected corporate synergies of $1.5 million to $2.5 million related to the Crude Oil Transaction. These earnings are supported by:

• Geographically-diverse and industry-leading asphalt terminalling portfolio
• 95% take-or-pay fixed fee revenue
• Predominately investment-grade customer base
• Weighted average remaining contract term of approximately six years

Total maintenance capital expenditures in 2021 are expected to be between $5.5 million and $6.5 million. Blueknight expects to use internally generated cash flow to fund 2021 distributions and is targeting a full year coverage ratio of 1.2 times or greater on all distributions.

CONFERENCE CALL DETAILS, NEW WEBSITE LAUNCH, AND ANNUAL REPORT ON FORM 10-K

The Partnership will discuss fourth quarter and full year 2020 results during a conference call tomorrow, Wednesday, March 10, 2021, at 10:00 a.m. CST (11:00 a.m. EST). The conference call will be accessible by telephone at 1-855-327-6837. International participants will be able to access the conference call at 1-631-891-4304. Participants are requested to dial in five to ten minutes before the scheduled start time. An audio replay will be available through the “Investors” section of the Partnership’s website.

Blueknight is pleased to announce that it has launched a new website, consistent with our strategy and core operations as a terminalling solutions provider focused on infrastructure and transportation end markets. The Partnership’s new website will be updated on a regular basis and visitors are encouraged to explore and learn more at www.bkep.com. The Partnership will upload a new investor presentation to the Investor section of its website at http://investor.bkep.com detailing Blueknight’s investment highlights and long-term strategy on Wednesday, March 10, 2021.

Additional information regarding the Partnership’s results of operations will be provided in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2020, to be filed with the SEC on March 10, 2021.

RESULTS OF OPERATIONS

The following table summarizes the Partnership’s financial results for the three and twelve months ended December 31, 2019 and 2020 (in thousands, except per unit data):

Non-GAAP Financial Measures

This press release contains the non-GAAP financial measures of Adjusted EBITDA, distributable cash flow and total operating margin, excluding depreciation and amortization. Adjusted EBITDA is defined as earnings before interest, income taxes, depreciation and amortization, non-cash equity-based compensation, asset impairment charges, gains and losses on asset sales, and other select items which management feels decreases the comparability of results among periods. Distributable cash flow is defined as Adjusted EBITDA minus cash paid for interest, maintenance capital expenditures, and cash paid for taxes. Operating margin, excluding depreciation and amortization is defined as revenues from related parties and external customers less operating expenses, excluding depreciation and amortization. The use of Adjusted EBITDA, distributable cash flow and operating margin, excluding depreciation and amortization should not be considered as alternatives to GAAP measures such as operating income, net income or cash flows from operating activities. Adjusted EBITDA, distributable cash flow and operating margin, excluding depreciation and amortization are presented because the Partnership believes they provide additional information with respect to its business activities and are used as supplemental financial measures by management and external users of the Partnership’s financial statements, such as investors, commercial banks and others to assess, among other things, the Partnership’s operating performance and return on capital as compared to those of other companies in the midstream energy sector, without regard to financing or capital structure. Reconciliation of operating margin, excluding depreciation and amortization to its most directly comparable GAAP measure is included in the results of operations table above. Reconciliation of Adjusted EBITDA and distributable cash flow to their most directly comparable GAAP measures are included in the following table.

The following table presents a reconciliation of Adjusted EBITDA and distributable cash flow to income from continuing operations and loss on discontinued operations for the periods shown (in thousands, except ratios):

Forward-Looking Statements

This release includes forward-looking statements. Statements included in this release that are not historical facts (including, without limitation, any statements about future financial and operating results, guidance, projected or forecasted financial results, objectives, project timing, expectations and intentions and other statements that are not historical facts) are forward-looking statements. Such forward-looking statements are subject to various risks and uncertainties. These risks and uncertainties include, among other things, uncertainties relating to the Partnership’s debt levels and restrictions in its credit agreement, its exposure to the credit risk of our third-party customers, the Partnership’s future cash flows and operations, future market conditions, current and future governmental regulation, future taxation and other factors discussed in the Partnership’s filings with the Securities and Exchange Commission. If any of these risks or uncertainties materializes, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those expected. The Partnership undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

About Blueknight

Blueknight (Nasdaq: BKEP and BKEPP) is a publicly traded master limited partnership that owns the largest independent asphalt terminalling network in the country. Operations include 8.7 million barrels of liquid asphalt storage capacity across 53 terminals and 26 states throughout the U.S. Blueknight is focused on providing integrated terminalling solutions for tomorrow’s infrastructure and transportation end markets. More information is available at www.bkep.com.

Blueknight Investor Relations
Chase Jacobson, (918) 237-4032
This email address is being protected from spambots. You need JavaScript enabled to view it.

IT teams need soft, not just technical, skills to ensure successful digital transformation

TRUMBULL, Conn.--(BUSINESS WIRE)--#IT--Businesses have accelerated plans to digitalize services and operations by three to four years, due to the Covid-19 crisis.¹ Questionmark, the online assessment provider, has unveiled a list of the top five skills that IT teams must develop to successfully implement “digitalization” strategies.

Since the beginning of the Covid-19 crisis, organizations have been forced to move quickly to digitalize their business processes. Over 40% of the United States (US) workforce worked from home in 2020, Stanford University claims.² Spend on e-commerce grew by 44% according to estimates by researchers at Digital Commerce 360.³

These trends look set to continue even as the crisis abates. Projections by Statista predict that global digital transformation spending will nearly double between 2020 and 2023.⁴

Top five digital transformation skills for IT teams

Based on conversations with customers, Questionmark has compiled a list of the five skills that IT teams must develop to ensure the implementation of successful digitalization strategies.

1. Critical thinking – off-the-shelf solutions will not be sufficient for most businesses. Teams must be able to define the precise nature of the problems they face and create relevant strategies to tackle them.
2. Data literacy – understanding the bespoke challenges of each organization requires understanding relevant data. To do this intelligently, team members must be able to interpret data correctly and ask the right questions of it.
3. Emotional intelligence – it’s a mistake to assume that digital transformation is simply a technical job. Those tasked with digitalizing services must work across the entire organization and be able to understand relevant “pain points” and areas of concern for each business function.
4. Flexibility and adaptability – only one thing is certain: things won’t go according to plan. Teams need to be constantly agile and able to change plans quickly to accommodate new circumstances.
5. Creativity – teams must be able to imagine different solutions to problems that emerge. They will need to discover inventive ways to overcome hurdles and obstacles.

Lars Pedersen, CEO of Questionmark, said: “Digitalizing services has been on the priority list for several years, but few could have envisaged the speed with which businesses would have to accommodate rapidly changing customer behavior.

“Successful digitalization requires more than just technical skills. Technical teams must understand the business need and tailor solutions to it. Measuring the skills that enable them to do this can help employers identify what further support is needed.”

Measuring workforce skills through online assessments gives employers the information they need to ensure digital transformation plans are on track for success. They can introduce training when skills need strengthening. Further assessments can test whether that training worked.

The Questionmark enterprise-grade platform makes assessment content easy to create and adapt. The platform automatically marks papers and instantly compiles results. It is easy to spot trends and patterns. When the stakes are high, a range of anti-cheating measures are available.

www.questionmark.com

Ends

Notes to editors

About Questionmark

Questionmark unlocks performance through reliable and secure online assessments.

Questionmark provides a secure enterprise-grade assessment platform and professional services to leading organizations around the world, delivered with care and unequalled expertise. Its full-service online assessment tool and professional services help customers to improve their performance and meet their compliance requirements. Questionmark enables organizations to unlock their potential by delivering assessments which are valid, reliable, fair and defensible.

Questionmark offers secure powerful integration with other LMS, LRS and proctoring services making it easy to bring everything together in one place. Questionmark's cloud-based assessment management platform offers rapid deployment, scalability for high-volume test delivery, 24/7 support, and the peace-of-mind of secure, audited U.S., Australian and European-based data centers.

^{____________________________
1} https://www.mckinsey.com/business-functions/strategy-and-corporate-finance/our-insights/how-covid-19-has-pushed-companies-over-the-technology-tipping-point-and-transformed-business-forever
² https://news.stanford.edu/2020/06/29/snapshot-new-working-home-economy/
³ https://www.digitalcommerce360.com/article/us-ecommerce-sales/#:~:text=Consumers%20spent%20%24861.12%20billion%20online,the%2015.1%25%20jump%20in%202019
⁴ https://www.statista.com/statistics/870924/worldwide-digital-transformation-market-size/

For more information:

US: Kristin Bernor, external relations: This email address is being protected from spambots. You need JavaScript enabled to view it. 203.349.6438
UK: James Boyd-Wallis: This email address is being protected from spambots. You need JavaScript enabled to view it. 07793 021 607
Australia and New Zealand: Chelsea Dowd: This email address is being protected from spambots. You need JavaScript enabled to view it. +61 2 8073 0527

WILLISTON, Vt.--(BUSINESS WIRE)--$ISUN #EV--iSun, Inc. (NASDAQ: ISUN) (“iSun” or the “Company”) a leading solar energy and clean mobility infrastructure innovator with 50 years of construction expertise for solar, electrical and data services, today announced that the Company will redeem all of its outstanding public warrants (the “Public Warrants”) to purchase shares of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”), that were issued under the Warrant Agreement, dated March 2, 2016, as amended (the “Warrant Agreement”), by and between the Company (formerly Jensyn Acquisition Corporation and formerly The Peck Company Holdings, Inc. ) and Continental Stock Transfer & Trust Company, as Warrant Agent (the “Warrant Agent”), as part of the Units sold in the Company’s initial public offering (the “IPO”) and that remain outstanding at 6:30 p.m. New York City time on April 12, 2021 (the “Redemption Date”) for a redemption price of $0.01 per Public Warrant (the “Redemption Price”). Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO and that are still held by the initial holders thereof or their permitted transferees are not subject to this redemption.

Each Public Warrant entitles the holder thereof to purchase one-half of one share of Common Stock for a purchase price of $5.75 per half share, subject to adjustment. Any Public Warrants that remain unexercised at 6:30 p.m. New York City time on the Redemption Date will be void and no longer exercisable and their holders will have no rights with respect to those Public Warrants, except to receive the Redemption Price or as otherwise described in this notice for holders who hold their Public Warrants in “street name.” The Company hereby informs you of its intention to irrevocably deposit with the Warrant Agent cash sufficient to pay the redemption price for all outstanding Public Warrants no later than one day prior to the Redemption Date.

Of the 4,194,500 Public Warrants outstanding from our combination with Jensyn Acquisition Corporation in June 2019 and that are available to exercise, 2,629,120 or 63% have been exercised to date and 1,565,380 or 37% remaining outstanding.

“The redemption of our warrants marks another critical step in the evolution of iSun as we work to further streamline our capital structure and enhance our cash position,” said Jeffrey Peck, iSun’s Chief Executive Officer. “With 63% of the public warrants having been exercised to date, the anticipated additional exercises will provide iSun with increased cash on the balance sheet to invest in both organic growth initiatives and to pursue M&A and investment opportunities in-line with our strategy to be an integrated provider of renewable energy as a service.”

None of the Company, its Board of Directors or officers has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants.

The shares of Common Stock underlying the Public Warrants have been registered by the Company under the Securities Act of 1933, as amended, and are covered by a Registration Statement filed on Form S-1 with, and declared effective by, the Securities and Exchange Commission (Registration No. 333-208159). The SEC maintains an Internet website that contains a copy of this Registration Statement and Prospectus filed in connection therewith. The address of that site is www.sec.gov. Alternatively, a copy of the Prospectus from the iSun investor relations website may be obtained at https://investors.isunenergy.com.

Questions concerning exercise of redemption of the Public Warrants can be directed to Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004, Attention: Compliance Department, telephone number (212) 509-4000.

No Offer or Solicitation

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

About iSun, Inc.

Headquartered in Williston, VT, iSun, Inc. (NASDAQ: ISUN) is a business rooted in values of integrity and diversity that align people, innovation and sustainability. Ranked by Solar Power World as one of the leading commercial solar contractors in the United States, iSun provides solar energy and clean mobility infrastructure to customers for projects from smart solar mobile phone and electric vehicle charging, up to multi-megawatt renewable energy solutions. iSun’s innovations were recognized this year by the Solar Impulse Foundation of Bertrand Piccard as one the globe’s Top 1000 Sustainability Solutions. As a winner, this award will result in the iSun solution being presented to hundreds of government entities around the world, including various municipal, state and federal agencies in the United States. Since entering the renewable energy market in 2012, iSun has installed over 200 megawatts of rooftop, ground mount and EV carport solar systems (equal to power required for 38,000 homes). We continue to focus on profitable growth opportunities. For more information, visit www.isunenergy.com

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about (i) iSun’s plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts; and (ii) other statements identified by words such as “expects” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “targets,” “projects,” or words of similar meaning generally intended to identify forward-looking statements. These forward-looking statements are based upon the current beliefs and expectations of the respective management of iSun and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of iSun. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ materially from the anticipated results discussed in these forward-looking statements because of possible uncertainties.

Investor Relations Contact:
Chase Jacobson
This email address is being protected from spambots. You need JavaScript enabled to view it.
802-264-2040

LOS ANGELES--(BUSINESS WIRE)--Xos, Inc. (“Xos” or the “Company”), a leading manufacturer of fully electric Class 5 to Class 8 commercial vehicles, today announced its participation in several upcoming investor events:

• Baird Vehicle Technology and Mobility Conference (March 9-10, 2021)
• Piper Sandler Electric Truck Day (March 19, 2021)
• Evercore ISI EV/New Energy Day (March 23, 2021)
• Colliers Spring Alternative Transportation Conference (March 25-26, 2021)

Xos has previously announced its entrance into a definitive merger agreement with NextGen Acquisition Corporation (Nasdaq: NGAC) ("NextGen"). Upon the closing of the transaction, which is expected to close in the second quarter of 2021, subject to the terms and conditions of the merger agreement, the combined company is expected to be traded on The Nasdaq Stock Market under “XOS”.

About Xos, Inc.

Xos, Inc. is an electric mobility company dedicated to making fleets more efficient. Xos designs and develops fully electric battery mobility systems specifically for commercial fleets. The company’s primary focus is on medium- and heavy-duty commercial vehicles that travel on “last mile” routes (i.e. predictable routes that are less than 200 miles per day). The company leverages its proprietary technologies to provide commercial fleets zero emission vehicles that are easier to maintain and more cost-efficient on a total cost of ownership (TCO) basis than their internal combustion engine and commercial EV counterparts. For more information, please visit www.xostrucks.com.

About NextGen

NextGen Acquisition Corporation is a blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. NextGen is led by George Mattson, a former Partner at Goldman, Sachs & Co., and Gregory Summe, former Chairman and CEO of Perkin Elmer and Vice Chairman of the Carlyle Group. NextGen is listed on NASDAQ under the ticker symbol "NGAC." For more information, please visit www.nextgenacq.com.

Additional Information and Where to Find It

This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Xos, the combined company or NextGen, 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 offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act. NextGen intends to file a registration statement on Form S-4 with the U.S. Securities and Exchange Commission (the “SEC”), which will include a document that serves as a prospectus and proxy statement of NextGen, referred to as a proxy statement/prospectus. A proxy statement/prospectus will be sent to all NextGen shareholders. NextGen also will file other documents regarding the proposed transaction with the SEC. Before making any voting decision, investors and security holders of NextGen are urged to read the registration statement, the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transaction as they become available because they will contain important information about the proposed transaction.

Investors and security holders will be able to obtain free copies of the registration statement, the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC by NextGen through the website maintained by the SEC at www.sec.gov.

The documents filed by NextGen with the SEC also may be obtained free of charge at NextGen’s website at https://www.nextgenacq.com/investor-info.html#filings or upon written request to 2255 Glades Road, Suite 324A, Boca Raton, Florida 33431.

Participants in the Solicitation

NextGen and Xos and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from NextGen’s shareholders in connection with the proposed transaction. A list of the names of the directors and executive officers of NextGen and information regarding their interests in the business combination is set forth in NextGen’s registration statement on Form S-1 (File No. 333-248921) filed with the SEC on October 7, 2020. Additional information regarding the interests of such persons will be contained in the registration statement and the proxy statement/prospectus when available. You may obtain free copies of these documents as described in the preceding paragraph.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of U.S. federal securities laws with respect to the proposed transaction between Xos and NextGen, including statements regarding the benefits of the transaction, the anticipated timing of the transaction and the products and markets of Xos. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. 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. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: (i) the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect the price of NextGen’s securities, (ii) the risk that the transaction may not be completed by NextGen’s business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by NextGen, (iii) the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the Merger Agreement by the shareholders of NextGen, the availability of the minimum amount of cash available in the trust account in which substantially all of the proceeds of NextGen's initial public offering and private placements of its warrants have been deposited following redemptions by NextGen’s public shareholders and the receipt of certain governmental and regulatory approvals, (iv) the lack of a third party valuation in determining whether or not to pursue the proposed transaction, (v) the inability to complete the PIPE investment in connection with the transaction, (vi) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement, (vii) the effect of the announcement or pendency of the transaction on Xos’s business relationships, operating results, and business generally, (viii) risks that the proposed transaction disrupts current plans and operations of Xos and potential difficulties in Xos employee retention as a result of the transaction, (ix) the outcome of any legal proceedings that may be instituted against Xos or against NextGen related to the Merger Agreement or the proposed transaction, (x) the ability to maintain the listing of NextGen’s securities on a national securities exchange, (xi) the price of NextGen’s securities may be volatile due to a variety of factors, including changes in the competitive and regulated industries in which NextGen plans to operate or Xos operates, variations in operating performance across competitors, changes in laws and regulations affecting NextGen’s or Xos’s business, Xos’s inability to implement its business plan or meet or exceed its financial projections and changes in the combined capital structure, (xii) the ability to implement business plans, forecasts, and other expectations after the completion of the proposed transaction, and identify and realize additional opportunities, and (xiii) the risk of downturns and a changing regulatory landscape in the highly competitive electric vehicle industry. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of NextGen’s registration statement on Form S-1 (File No. 333-248921), the registration statement on Form S-4 discussed above, the proxy statement/prospectus and other documents filed or that may be filed by NextGen 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. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Xos and NextGen assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither Xos nor NextGen gives any assurance that either Xos or NextGen, or the combined company, will achieve its expectations.

Xos Investor Relations
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Xos Media Relations
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NextGen
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SINGAPORE--(BUSINESS WIRE)--Green Tiger Markets (GTM) today announced the launch of its pilot for its derivative marketplace platform. The pilot marketplace will allow business participants to buy and sell forward contracts for Philippines energy to hedge their price risk exposure in a simulated, “test trade” environment. GTM has onboarded 5 participants for the pilot, and is scheduled to add another 6 companies by the end of the month. These pilot participants represent, on a wholesale basis, approximately:

• 40% of the Philippines electricity generation capacity, and
• 65% of the Philippines electricity consumption.

The GTM platform is built with the latest technology to provide light-weight, flexible solutions that fit the specific needs of each product and market. This platform was designed to support GTM’s mission of bringing the benefits of an open derivatives marketplace to underserved markets and products.

It is no surprise that the pilot is for Philippine energy contracts. The GTM Leadership team has deep ties to the region and understands the market and its unique difficulties.

“We are excited to launch our pilot in support of the Philippines. We know that bringing transparency and price discovery to Philippines energy will help to reduce the price volatility that Filipinos experience,” says John Knorring, CEO of Green Tiger Markets. “It will also give wholesale producers and consumers of electricity the tools to better manage their price risk and their investment in existing and new generation capacity.”

Mr. Knorring also noted that GTM is working on a Singapore Renewable energy contract as the firm’s next market.

For more information about the pilot, click here or contact Matthew Kelber at This email address is being protected from spambots. You need JavaScript enabled to view it..

About Green Tiger Markets: Green Tiger Markets (GTM) develops and operates derivatives marketplaces that facilitate the forward hedging of price on a financial basis. Marketplace participants buy or sell Forward contracts with other participants who have opposing price risk management needs.

GTM’s mission is to support the growth and development of underserved markets through transparency and price discovery. In support of this mission, GTM built an innovative and flexible proprietary platform that allows new products to be launched quickly and the market to be configured based on the needs of the market participants.

Matthew Kelber
Green Tiger Markets
+1 917-992-7826 (USA)
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PLANO, Texas--(BUSINESS WIRE)--Vine Energy Inc. (“Vine”) announced today that it has launched an initial public offering of 18,750,000 shares of its Class A common stock at an anticipated initial offering price between $16.00 and $19.00 per share pursuant to a registration statement on Form S-1 (the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (the “SEC”). In addition, Vine intends to grant the underwriters a 30-day option to purchase up to an additional 2,812,500 shares of Vine’s Class A common stock at the initial public offering price, less underwriting discounts and commissions. Vine intends to list on the New York Stock Exchange under the ticker symbol “VEI.”

Vine expects to use the net proceeds from the offering to repay in full and terminate certain existing credit facilities of its subsidiaries, with any remaining net proceeds to be used for general corporate purposes.

Citigroup, Credit Suisse, Morgan Stanley, Barclays, BofA Securities and RBC Capital Markets are acting as joint book-running managers for the proposed offering. The offering of these securities will be made only by means of a prospectus. When available, a copy of the preliminary prospectus may be obtained from:

• Citigroup, Attention: Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, (800) 831-9146
• Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, 6933 Louis Stephens Drive, Morrisville, NC 27560, Telephone: 1-800-221-1037, E-mail: This email address is being protected from spambots. You need JavaScript enabled to view it.
• Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014
• Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Telephone: (888) 603-5847, Email: This email address is being protected from spambots. You need JavaScript enabled to view it.
• BofA Securities, Inc., Attention: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte NC 28255-0001, Email: This email address is being protected from spambots. You need JavaScript enabled to view it.
• RBC Capital Markets, LLC, 200 Vesey Street, 8th Floor, New York, NY 10281-8098; Attention: Equity Syndicate; Phone: 877-822-4089; Email: This email address is being protected from spambots. You need JavaScript enabled to view it.

Important Information

A registration statement, including a prospectus that is preliminary and subject to completion, relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The registration statement may be obtained free of charge at the SEC’s website at www.sec.gov under “Vine Energy Inc.” 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 offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Vine Energy Inc.

Based in Plano, TX, Vine Energy Inc. is an energy company focused on the development of natural gas properties in the stacked Haynesville and Mid-Bossier shale plays in the Haynesville Basin of Northwest Louisiana.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements contained in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Vine’s expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Vine’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements. These include, but are not limited to, statements regarding the terms of the offering and the intended use of proceeds therefrom.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, Vine does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for Vine to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the prospectus filed with the SEC in connection with Vine’s initial public offering. The risk factors and other factors noted in Vine’s prospectus could cause its actual results to differ materially from those contained in any forward-looking statement.

David Erdman
(469) 605-2480

NEW YORK--(BUSINESS WIRE)--$FRXB--Forest Road Acquisition Corp. II (the “Company”), a newly incorporated blank check company, today announced the pricing of its upsized initial public offering of 30,500,000 units at a price of $10.00 per unit. The units are expected to be listed on the New York Stock Exchange (the “NYSE”) and traded under the ticker symbol “FRXB.U” beginning March 10, 2021. Each unit consists of one share of Class A common stock and one-fifth of one redeemable warrant. Each whole warrant entitles the holder thereof to purchase one share of Class A common stock at a price of $11.50 per share. Only whole warrants are exercisable. Once the securities comprising the units begin trading separately, the Company expects that the shares of Class A common stock and redeemable warrants will be listed on the NYSE under the symbols “FRXB” and “FRXB WS,” respectively.

The Company was 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. While the Company may pursue an initial business combination target in any industry, it currently intends to concentrate its search for a target business operating in the technology, media, telecommunications, and consumer (“TMTC”) space.

The Company is led by Thomas Staggs and Kevin Mayer who both serve as Co-Chief Executive Officer and Co-Chairperson of the Board. Zachary Tarica serves as Chief Operating Officer, Idan Shani as Chief Financial Officer, and Jeremy Tarica as Chief Investment Officer of the Company. The team also includes strategic advisors Shaquille O’Neal, Sheila A. Stamps, Rick Hess, and Harlan Cherniak, as well as independent directors Martin Luther King III, Salil Mehta, and Keith L. Horn.

The Forest Road Company, LLC, an affiliate of the Company’s sponsor, is a specialty finance platform across media, real estate, and renewable energy tax credit lending as well as film tax credit administration and tax credit brokerage.

Morgan Stanley and Cantor Fitzgerald & Co. are serving as joint book-running managers with Guggenheim Securities serving as co-manager. The Company has granted the underwriters a 45-day option to purchase additional units in an amount up to 15% of the units sold in the initial public offering at the initial public offering price to cover over-allotments, if any.

The offering is being made only by means of a prospectus, copies of which may be obtained by contacting Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick, 2nd Floor, New York, New York 10014, telephone: 866-718-1649 or email: This email address is being protected from spambots. You need JavaScript enabled to view it. or Cantor Fitzgerald & Co., Attention Capital Markets, 499 Park Avenue, New York, NY 10022, or by e-mail at This email address is being protected from spambots. You need JavaScript enabled to view it..

A registration statement relating to these securities was declared effective by the Securities and Exchange Commission (the “SEC”) on March 9, 2021. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these 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 any such state or jurisdiction.

Forward-Looking Statements

This press release contains statements that constitute "forward-looking statements," including with respect to the proposed initial public offering and the anticipated use of the net proceeds. No assurance can be given that the offering discussed above will be completed on the terms described, or at all, or that the net proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's registration statement and preliminary prospectus for the Company's offering filed with the SEC. Copies of these documents are available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

For Media:
Jaclyn Fershtman
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For Investors:
Jeremy Tarica
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With LED technology, America’s only energy-independent cannabis cultivation facility and dispensary decreases operating costs, invests in resource-efficient technologies

AUSTIN, Texas & SOMERSET, Mass.--(BUSINESS WIRE)--Fluence by OSRAM (Fluence), a leading global provider of energy-efficient LED lighting solutions for commercial cannabis and food production, and Solar Therapeutics (Solar), America’s only energy-independent cannabis dispensary, announced today that the companies’ collaborative LED implementation yielded more than $1 million in total rebates from National Grid, Solar’s local utility provider.

Located in Somerset, Massachusetts, Solar operates a 67,000-square-foot cultivation facility and dispensary supplying medical and recreational cannabis products. Led by chief executive officer Edward Dow, Solar is the only cannabis cultivator using green infrastructure and microgrid assets in the United States. Solar’s unique facility design lowers its energy profile by 40 percent and its microgrid assets reduce remaining emissions by nearly 60 percent. Solar’s microgrid generates approximately five megawatts of electricity—enough to power a small town—and its production architecture enables the facility to supply marijuana flower and marijuana-infused products throughout the entire state of Massachusetts. Dow has proven he can achieve even greater efficiencies through the company’s partnership with Fluence.

“The lack of unified sustainability practices and principles within the cannabis industry have created some major efficiency pain points that we all need to seriously consider,” Dow said. “By leveraging Fluence’s LED technology, we were able to downsize our HVAC systems and invest the resulting savings into technologies that would allow us to achieve our long-term, sustainable facility design goals. Our partnership with Fluence has enabled us to bring this vision to reality and we can now redefine what it will take for the industry as a whole to become truly resource-efficient.”

“The industry and our customers have spoken: Broad-spectrum LEDs are the preferred solution to achieve critical cost efficiencies and cultivation goals,” said David Cohen, CEO of Fluence. “Cultivators who are implementing LED lighting solutions are optimizing energy costs, growing the most consistent plants and achieving unbeatable crop yields. Industry leaders like Solar Therapeutics are setting a new gold standard for sustainable cultivation practices, ensuring the cannabis industry thrives into the future.”

Dow added that the movement for cannabis growers to adopt and benefit from sustainable, advanced cultivation solutions requires the comprehensive integration of a facility’s complex indoor systems. In conjunction with Fluence, Solar also employs urban-gro, Inc.’s (urban-gro)(NASDAQ:UGRO) experts in facility design and engineering to optimize the operation’s fertigation and watering systems.

"urban-gro is proud to support Solar Therapeutics in their vision and commitment to resource efficiency," said Brad Nattrass, CEO of urban-gro. "Solar's success in managing energy costs and consumption is a testament to the advantage that expert engineering design and equipment integration can have on facility operations. By focusing on the efficient interaction between plants, people and processes, Solar is effectively able to operate a consistently high-performing cultivation facility. We are pleased to work with our trusted industry partner, Fluence. The long-standing relationship between our companies has resulted in the design and start-up of some of the most advanced cultivation facilities across North America."

Through its partnerships with Fluence and urban-gro, Solar has secured more than $1 million in rebates from its local utility provider and was the first facility of its kind to secure an LED rebate with National Grid. The rebates will ultimately cover costs for the implementation and use of automatic lighting controls, new HVAC equipment and boilers, and free fluid chillers.

For more information on Solar, visit www.solarthera.com. For more information on Fluence and its rebate coordination services, visit www.fluence.science.

About Fluence by OSRAM
Fluence Bioengineering, Inc., a wholly-owned subsidiary of OSRAM, creates powerful and energy-efficient LED lighting solutions for commercial crop production and research applications. Fluence is a leading LED lighting supplier in the global cannabis market and is committed to enabling more efficient crop production with the world’s top vertical farms and greenhouse produce growers. Fluence global headquarters are based in Austin, Texas, with its EMEA headquarters in Rotterdam, Netherlands. For more information about Fluence, visit https://fluence.science.

About Solar Therapeutics
Based in Somerset, MA. Solar Therapeutics, Inc. (Solar) is a 67,000 square foot marijuana cultivation facility coupled with on-site and off-site dispensary storefronts that supply both medical and recreational cannabis products. Solar is organized as a MA. domestic for-profit corporation and has secured a Certificate of Registration from the MA. Cannabis Control Commission to operate in the Commonwealth. Solar is unlike any cannabis manufacturing facility in America. Its key differentiators are its production architecture, which is centered around the facility’s innovative design that utilizes green infrastructure and microgrid assets comprising a combination of solar arrays and high-efficiency combined-heat & power generation units. These green concepts enable Solar to produce sustainable cannabis both by lowering its overall energy profile as well as by generating all of its own clean power. While initial facility design lowered Solar’s energy profile by over 40%, the microgrid assets help to further reduce the remaining emissions by at least 60%, with a goal to offset completely. Learn more at www.solarthera.com.

About urban-gro, Inc.
urban-gro, Inc. (NASDAQ: UGRO) is a leading engineering design and services company focused on the commercial horticulture market. We engineer and design commercial Controlled Environment Agriculture (“CEA”) facilities and then integrate complex environmental equipment systems into these high-performance facilities. Operating in the global market, our custom-tailored approach to design, procurement, and equipment integration provides a single point of accountability across all aspects of growing operations. Visit www.urban-gro.com to learn more.

Media Contact:
For Fluence
Alex Bacon
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512-960-6027