Business Wire News

SAN JOSE, Calif.--(BUSINESS WIRE)--QuantumScape Corporation (NYSE: QS), a leader in the development of next-generation solid-state lithium-metal batteries for use in electric vehicles, today announced its financial results for the fourth quarter and full year of 2021.


The company published a letter to shareholders on its Investor Relations website. It details fourth-quarter results and business updates, and lays out goals for the year ahead.

QuantumScape will host a live webcast at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) today, February 16, 2022. Participating on the call will be Jagdeep Singh, chief executive officer and co-founder, and Kevin Hettrich, chief financial officer, of QuantumScape.

The live webcast is accessible through the Events section of the company’s Investor Relations website, www.ir.quantumscape.com. An archive of the webcast will be available shortly after the call for 12 months.

About QuantumScape Corporation

QuantumScape is a leader in developing next-generation solid-state lithium-metal batteries for electric vehicles. The company is on a mission to revolutionize energy storage to enable a sustainable future. For more information, please visit www.quantumscape.com.


Contacts

For Investors
John Saager, CFA
Head of Investor Relations
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For Media
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SAN DIEGO--(BUSINESS WIRE)--Dalrada Corporation (OTCQB: DFCO, "Dalrada") would like to thank its investors, shareholders, and staff for their ongoing support while announcing Mr. William "Bill" Davidson as a new Advisor to its Clean Energy Board with an emphasis on technology and business strategy.



Mr. Davidson's executive leadership spans more than 35 years in business strategy formulation for existing and new lines of business. He has successfully guided companies in the telecommunications, software, and semiconductor industries through multiple executive management roles.

Mr. Davidson is currently the COO of Amionx, a battery technology company focused on safety. In addition, he is the founder and CEO of the Sapienter Group, an advisory firm specializing in business strategy, marketing, public relations, and investor relations. His former roles include Partner of Frost Data Capital, where he specialized in fundraising to launch and scale startups. Also, as Senior VP and Chief Administrative Officer of GlobalFoundries, a multinational semiconductor contract manufacturing and design company, Mr. Davidson oversaw the integration of more than 5,000 employees due to the acquisition of IBM's semiconductor manufacturing business. Additionally, he spent more than 12 years at Qualcomm and served as Senior VP of Global Marketing and Investor Relations and Senior VP of Global Operations. He also spent 12 years at Bell Atlantic (now Verizon) in various sales management positions and as VP of Wireless Data Sales and Marketing.

Mr. Davidson states, "The diversity of Dalrada's portfolio of businesses and the markets to which they are targeted attracted my participation in an advisory capacity. With the knowledge gained from 35 years in telecommunications, semiconductors, and software throughout my career and the relationships built during that time, I hope to lend insight that is valuable to the organization's expansion efforts."

Brian Bonar, Dalrada Chairman and CEO, adds, "Dalrada is pleased to welcome Mr. Bill Davidson to its Clean Energy Advisory Board. His professional background, network, and vast experience add strategic insight as Dalrada continues to develop impactful solutions in the clean energy market."

Dalrada's subsidiaries Dalrada Precision, Dalrada Technologies, and Dalrada Health continuously innovate impactful solutions to address the complex challenges of today and the future. For more information on Dalrada and its subsidiaries, visit www.dalrada.com.

About Dalrada (DFCO)

With perseverance, valor, dedication, and vision, Dalrada Corporation is dedicated to tackling worldwide challenges of today and tomorrow.

Dalrada is a global company that operates under the tenet of creating impactful innovations that matter for the world. The Company works continually to produce disruptive solutions that bridge the gap of accessibility and accelerate positive change for current and future generations.

Established in 1982, the Company has since grown its footprint to include the business divisions: Dalrada Health, Dalrada Precision, and Dalrada Technologies. Each of Dalrada's subsidiaries actively produces affordable and accessible world-class solutions to global problems. For more information, please visit www.dalrada.com.

Disclaimer

Statements in this press release that are not historical facts, the statements are forward-looking, including statements regarding future revenues and sales projections, plans for future financing, the ability to meet operational milestones, marketing arrangements and plans, and shipments to and regulatory approvals in international markets. Such statements reflect management's current views, are based on certain assumptions, and involve risks and uncertainties. Actual results, events, or performance may differ materially from the above forward-looking statements due to a number of important factors and will be dependent upon a variety of factors including, but not limited to, our ability to obtain additional financing that will allow us to continue our current and future operations and whether demand for our products and services in domestic and international markets will continue to expand. The Company undertakes no obligation to publicly update these forward-looking statements to reflect events or circumstances that occur after the date hereof or to reflect any change in the Company's expectations with regard to these forward-looking statements or the occurrence of unanticipated events. Factors that may impact the Company's success are more fully disclosed in the Company's most recent public filings with the US Securities and Exchange Commission ("SEC"), including its annual report on Form 10-K.


Contacts

Denise Mahaffey
858.283.1253
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HARTFORD, Conn. & BOSTON--(BUSINESS WIRE)--Eversource Energy (NYSE: ES) today reported full-year 2021 earnings of $1,220.5 million, or $3.54 per share, compared with earnings of $1,205.2 million, or $3.55 per share, for full-year 2020. Eversource also reported fourth quarter 2021 earnings of $306.7 million, or $0.89 per share, compared with fourth quarter 2020 earnings of $271.9 million, or $0.79 per share.


Results for both years include acquisition-related charges primarily related to the October 2020 acquisition of the assets of Columbia Gas of Massachusetts. Those after-tax charges totaled $6.3 million in the fourth quarter of 2021 and $23.6 million for all of 2021, compared with charges of $19.3 million in the fourth quarter of 2020 and $32.1 million for all of 2020.

Additionally, full-year 2021 results include after-tax charges related to the settlement agreement concerning Eversource’s subsidiary, The Connecticut Light and Power Company (CL&P). Those after-tax charges totaled $86.1 million for full-year 2021. Excluding the acquisition and settlement charges noted above, Eversource earned $1,330.2 million1, or $3.86 per share1, for the full-year 2021 and $313.3 million1, or $0.91 per share1 in the fourth quarter of 2021, compared with earnings of $1,237.3 million1, or $3.64 per share1, for the full-year 2020, and $291.2 million1, or $0.85 per share1, in the fourth quarter of 2020.

Also today, Eversource Energy projected 2022 earnings of between $4.00 per share and $4.17 per share. That range excludes remaining acquisition-related costs. The company also projected that its compound annual earnings per share growth from its regulated businesses would be in the upper half of a range of 5-7 percent through 2026, using the adjusted $3.86 per share it earned in 2021 as the base level.

Our 9,200 employees operated our businesses extremely well in 2021,” said Joe Nolan, Eversource president and chief executive officer. “Our electric service reliability performance was in the top decile among our electric industry peers, and we remained a leader in safety, sustainability and emergency response. Moreover, we are at the forefront of implementing our region’s clean energy goals, commencing work on our first offshore wind project, supporting the nation’s best energy efficiency programs, and continuing to drive down our greenhouse gas footprint toward our goal of having our operations be carbon neutral by 2030.”

Electric Transmission

Eversource Energy’s transmission segment earned $544.6 million in 2021, compared with earnings of $502.5 million in 2020. Transmission earnings were $132.3 million in the fourth quarter of 2021, compared with earnings of $120.7 million in the fourth quarter of 2020. Transmission segment results improved due to a higher level of investment in Eversource’s electric transmission system.

Electric Distribution

Eversource Energy’s electric distribution segment, excluding the CL&P charges noted above, earned $556.2 million1 in 2021, compared with $544 million in 2020. Electric distribution earned $105 million1 in the fourth quarter of 2021, compared with earnings of $93.4 million in the fourth quarter of 2020. Improved full year results were due primarily to higher revenues, partially offset by higher operation and maintenance (O&M) expense, depreciation, property taxes and interest expense. Improved fourth quarter results were due primarily to lower O&M expense.

Natural Gas Distribution

Eversource Energy’s natural gas distribution segment earned $204.8 million in 2021, compared with earnings of $135.6 million1 in 2020. It earned $75.2 million in the fourth quarter of 2021, compared with earnings of $62.3 million1 in the fourth quarter of 2020. Improved results for the full year and the fourth quarter were due primarily to the addition of the former Columbia Gas of Massachusetts assets, most of which are now held by Eversource Gas Company of Massachusetts.

Water Distribution

Eversource’s water distribution segment earned $36.8 million in 2021, compared with earnings of $41.2 million in 2020. The water segment earned $6.7 million in the fourth quarter of 2021, compared with earnings of $5.6 million in the fourth quarter of 2020. Lower full year results were primarily due to the absence of a gain from the sale of the water system around Hingham, Massachusetts in 2020. Higher fourth quarter results were due primarily to a gain on a land sale.

Eversource Parent and Other Companies

Eversource Energy parent and other companies, excluding the acquisition and transition-related costs noted above, lost $12.2 million1 in 2021, compared with earnings of $14 million1 in 2020. It lost $5.9 million1 in the fourth quarter of 2021, compared with earnings of $9.2 million1 in the fourth quarter of 2020. Lower results for both the full year and fourth quarter primarily reflect a higher effective tax rate at the parent segment.

The following table reconciles 2021 and 2020 fourth quarter and full-year earnings per share:

 

 

Fourth Quarter

Full Year

2020

Reported EPS

$0.79

 

$3.55

 

 

Higher electric transmission earnings in 2021, net of dilution

0.03

 

0.10

 

 

Addition of Eversource Gas Co. of MA results and higher natural gas revenues in 2021, partially offset by higher depreciation, property tax, interest expense, O&M and dilution at the natural gas distribution segment

0.04

 

 

0.19

 

 

 

Higher electric distribution revenues in 2021, partially offset by higher O&M, depreciation, property taxes, interest expense and dilution at the electric distribution segment

0.03

 

0.01

 

 

Absence of Hingham-related benefits at the water distribution segment in 2021

 --

 

(0.01

)

 

Parent & Other, primarily a higher effective income tax rate at the parent segment in 2021

 (0.04

)

 (0.07

)

 

CL&P regulatory settlement charges

--

 

(0.25

)

 

Lower charges related to acquisitions in 2021

0.04

 

0.02

 

2021

Reported EPS

$0.89

 

$3.54

 

Financial results by segment for the fourth quarter and full year of 2021 and 2020 are noted below:

Three months ended:

 

(in millions, except EPS)

 

December 31,
2021

 

December 31,
2020

Increase/
(Decrease)

 

2021 EPS1

Electric Transmission

$132.3

 

$120.7

 

$11.6

 

$0.38

 

Electric Distribution1

105.0

 

93.4

 

11.6

 

0.30

 

Natural Gas Distribution1

75.2

 

62.3

 

12.9

 

0.22

 

Water Distribution

6.7

 

5.6

 

1.1

 

0.02

 

Eversource Parent and Other Companies1

(5.9

)

9.2

 

(15.1

)

(0.01

)

Charges related to regulatory settlement

(0.3

)

0.0

 

(0.3

)

0.00

 

Charges related to acquisitions

(6.3

)

(19.3

)

13.0

 

(0.02

)

Reported Earnings

$306.7

 

$271.9

 

$34.8

 

$0.89

 

Full year ended:

 

(in millions, except EPS)

 

December 31,
2021

 

December 31,
2020

Increase/
(Decrease)

 

2021 EPS1

Electric Transmission

$544.6

 

$502.5

 

$42.1

 

$1.58

 

Electric Distribution, ex. settlement1

556.2

 

544.0

 

12.2

 

1.61

 

Natural Gas Distribution1

204.8

 

135.6

 

69.2

 

0.59

 

Water Distribution

36.8

 

41.2

 

(4.4

)

0.11

 

Eversource Parent and Other Companies1

(12.2

)

14.0

 

(26.2

)

(0.03

)

Charges related to regulatory settlement

(86.1

)

0.0

 

(86.1

)

(0.25

)

Charges related to acquisitions

(23.6

)

(32.1

)

8.5

 

(0.07

)

Reported Earnings

$1,220.5

 

$1,205.2

 

$15.3

 

$3.54

 

Eversource Energy has approximately 344 million common shares outstanding and operates New England’s largest energy delivery system. It serves approximately 4.4 million electric, natural gas and water customers in Connecticut, Massachusetts and New Hampshire.

Note: Eversource Energy will webcast a conference call with senior management on February 17, 2022, beginning at 8 a.m. Eastern Time. The webcast and associated slides can be accessed through Eversource Energy’s website at www.eversource.com.

1 All per-share amounts in this news release are reported on a diluted basis. The only common equity securities that are publicly traded are common shares of Eversource Energy. The earnings and EPS of each business do not represent a direct legal interest in the assets and liabilities of such business, but rather represent a direct interest in Eversource Energy's assets and liabilities as a whole. EPS by business is a financial measure not recognized under generally accepted accounting principles (non-GAAP) that is calculated by dividing the net income or loss attributable to common shareholders of each business by the weighted average diluted Eversource Energy common shares outstanding for the period. Earnings discussions also include non-GAAP financial measures referencing 2021 earnings and EPS excluding charges at CL&P related to a settlement agreement that included credits to customers and funding of various customer assistance initiatives and a storm performance penalty imposed on CL&P by PURA and 2021 and 2020 earnings and EPS excluding certain acquisition and transition costs. Eversource Energy uses these non-GAAP financial measures to evaluate and provide details of earnings results by business and to more fully compare and explain 2021 and 2020 results without including these items. This information is among the primary indicators management uses as a basis for evaluating performance and planning and forecasting of future periods. Management believes the impacts of the CL&P settlement agreement, the storm performance penalty imposed on CL&P by PURA, and acquisition and transition costs are not indicative of Eversource Energy’s ongoing costs and performance. Management views these charges as not directly related to the ongoing operations of the business and therefore not an indicator of baseline operating performance. Due to the nature and significance of the effect of these items on net income attributable to common shareholders and EPS, management believes that the non-GAAP presentation is a more meaningful representation of Eversource Energy’s financial performance and provides additional and useful information to readers in analyzing historical and future performance of the business. These non-GAAP financial measures should not be considered as alternatives to Eversource Energy’s consolidated net income attributable to common shareholders or EPS determined in accordance with GAAP as indicators of Eversource Energy’s operating performance.

This document includes statements concerning Eversource Energy’s expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance or growth and other statements that are not historical facts. These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, readers can identify these forward-looking statements through the use of words or phrases such as “estimate,” “expect,” “anticipate,” “intend,” “plan,” “project,” “believe,” “forecast,” “should,” “could” and other similar expressions. Forward-looking statements involve risks and uncertainties that may cause actual results or outcomes to differ materially from those included in the forward-looking statements. Factors that may cause actual results to differ materially from those included in the forward-looking statements include, but are not limited to: cyberattacks or breaches, including those resulting in the compromise of the confidentiality of our proprietary information and the personal information of our customers; disruptions in the capital markets or other events that make our access to necessary capital more difficult or costly; the negative impacts of the novel coronavirus (COVID-19) pandemic, including any new or emerging variants, on our customers, vendors, employees, regulators, and operations; changes in economic conditions, including impact on interest rates, tax policies, and customer demand and payment ability; ability or inability to commence and complete our major strategic development projects and opportunities; acts of war or terrorism, physical attacks or grid disturbances that may damage and disrupt our electric transmission and electric, natural gas, and water distribution systems; actions or inaction of local, state and federal regulatory, public policy and taxing bodies; substandard performance of third-party suppliers and service providers; fluctuations in weather patterns, including extreme weather due to climate change; changes in business conditions, which could include disruptive technology or development of alternative energy sources related to our current or future business model; contamination of, or disruption in, our water supplies; changes in levels or timing of capital expenditures; changes in laws, regulations or regulatory policy, including compliance with environmental laws and regulations; changes in accounting standards and financial reporting regulations; actions of rating agencies; and other presently unknown or unforeseen factors.

Other risk factors are detailed in Eversource Energy’s reports filed with the Securities and Exchange Commission (SEC). They are updated as necessary and available on Eversource Energy’s website at www.eversource.com and on the SEC’s website at www.sec.gov. All such factors are difficult to predict and contain uncertainties that may materially affect Eversource Energy’s actual results, many of which are beyond our control. You should not place undue reliance on the forward-looking statements, as each speaks only as of the date on which such statement is made, and, except as required by federal securities laws, Eversource Energy undertakes no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events.

EVERSOURCE ENERGY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

 

 

For the Three Months Ended December 31,

(Thousands of Dollars, Except Share Information)

2021

2020

 

 

 

 

Operating Revenues

$

2,481,912

 

$

2,233,933

 

 

 

 

Operating Expenses:

 

 

 

Purchased Power, Fuel and Transmission

 

843,127

 

 

674,883

Operations and Maintenance

 

473,932

 

 

474,104

Depreciation

 

280,810

 

 

260,201

Amortization

 

73,105

 

 

46,992

Energy Efficiency Programs

 

131,961

 

 

126,967

Taxes Other Than Income Taxes

 

206,159

 

 

196,058

Total Operating Expenses

 

2,009,094

 

 

1,779,205

Operating Income

 

472,818

 

 

454,728

Interest Expense

 

151,171

 

 

135,384

Other Income, Net

 

36,694

 

 

25,024

Income Before Income Tax Expense

 

358,341

 

 

344,368

Income Tax Expense

 

49,763

 

 

70,565

Net Income

 

308,578

 

 

273,803

Net Income Attributable to Noncontrolling Interests

 

1,880

 

 

1,880

Net Income Attributable to Common Shareholders

$

306,698

 

$

271,923

 

 

 

 

Basic and Diluted Earnings Per Common Share

$

0.89

 

$

0.79

 

 

 

 

Weighted Average Common Shares Outstanding:

 

 

 

Basic

 

344,344,986

 

 

343,219,075

Diluted

 

345,084,052

 

 

344,115,842

The data contained in this report is preliminary and is unaudited. This report is being submitted for the sole purpose of providing information to shareholders about Eversource Energy and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

EVERSOURCE ENERGY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

 

 

For the Years Ended December 31,

(Thousands of Dollars, Except Share Information)

2021

 

2020

 

2019

 

 

 

 

 

 

Operating Revenues

$

9,863,085

 

$

8,904,430

 

$

8,526,470

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

Purchased Power, Fuel and Transmission

 

3,372,344

 

 

2,987,840

 

 

3,040,160

Operations and Maintenance

 

1,739,685

 

 

1,480,252

 

 

1,363,113

Depreciation

 

1,103,008

 

 

981,380

 

 

885,278

Amortization

 

231,965

 

 

177,679

 

 

195,380

Energy Efficiency Programs

 

592,775

 

 

535,760

 

 

501,369

Taxes Other Than Income Taxes

 

829,987

 

 

752,785

 

 

711,035

Impairment of Northern Pass Transmission

 

 

 

 

 

239,644

Total Operating Expenses

 

7,869,764

 

 

6,915,696

 

 

6,935,979

Operating Income

 

1,993,321

 

 

1,988,734

 

 

1,590,491

Interest Expense

 

582,334

 

 

538,452

 

 

533,197

Other Income, Net

 

161,282

 

 

108,590

 

 

132,777

Income Before Income Tax Expense

 

1,572,269

 

 

1,558,872

 

 

1,190,071

Income Tax Expense

 

344,223

 

 

346,186

 

 

273,499

Net Income

 

1,228,046

 

 

1,212,686

 

 

916,572

Net Income Attributable to Noncontrolling Interests

 

7,519

 

 

7,519

 

 

7,519

Net Income Attributable to Common Shareholders

$

1,220,527

 

$

1,205,167

 

$

909,053

 

 

 

 

 

 

Basic Earnings Per Common Share

$

3.55

 

$

3.56

 

$

2.83

 

 

 

 

 

 

Diluted Earnings Per Common Share

$

3.54

 

$

3.55

 

$

2.81

 

 

 

 

 

 

Weighted Average Common Shares Outstanding:

 

 

 

 

 

Basic

 

343,972,926

 

 

338,836,147

 

 

321,416,086

Diluted

 

344,631,056

 

 

339,847,062

 

 

322,941,636

The data contained in this report is preliminary and is unaudited. This report is being submitted for the sole purpose of providing information to shareholders about Eversource Energy and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

 


Contacts

Jeffrey R. Kotkin
(860) 665-5154

SAN ANTONIO--(BUSINESS WIRE)--Valero Energy Corporation (NYSE: VLO, “Valero”) announced today the early tender results of its previously announced cash tender offers (the “Tender Offers”) to purchase its outstanding 3.650% Senior Notes due 2025 (the “3.650% 2025 Notes”), its outstanding 2.850% Senior Notes due 2025 (the “2.850% 2025 Notes”), the outstanding 4.375% Senior Notes due 2026 issued by Valero Energy Partners LP and guaranteed by Valero (the “4.375% 2026 Notes”), its outstanding 3.400% Senior Notes due 2026 (the “3.400% 2026 Notes”), its outstanding 2.150% Senior Notes due 2027 (the “2027 Notes”), its outstanding 4.350% Senior Notes due 2028 (the “4.350% 2028 Notes”) and the outstanding 4.500% Senior Notes due 2028 issued by Valero Energy Partners LP and guaranteed by Valero (the “4.500% 2028 Notes” and, collectively with the 3.650% 2025 Notes, the 2.850% 2025 Notes, the 4.375% 2026 Notes, the 3.400% 2026 Notes, the 2027 Notes and the 4.350% 2028 Notes, the “Notes”), and that it has (1) increased the Series Tender Cap (as defined in the Offer to Purchase dated February 2, 2022 (the “Offer to Purchase”)) for the 3.650% 2025 Notes and 2.850% 2025 Notes from a maximum aggregate principal amount of $500,000,000 to a maximum aggregate principal amount of $579,319,000 and (2) increased the maximum aggregate purchase price for the Tender Offers from up to a maximum aggregate purchase price of $1,000,000,000 to up to a maximum aggregate purchase price sufficient to purchase all of the 3.400% 2026 Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date (as defined below) (such increased maximum aggregate purchase price, the “Maximum Aggregate Purchase Price”). The terms and conditions of the Tender Offers are described in the Offer to Purchase.


The following table sets forth certain information regarding the Tender Offers and the Notes that were validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on February 15, 2022 (the “Early Tender Date”), as reported by D.F. King & Co., Inc., the tender and information agent for the Tender Offers.

Title of
Security

CUSIP/ISIN

Initial
Principal
Amount

Acceptance
Priority Level

Aggregate Principal
Amount Tendered as of the
Early Tender Date

Aggregate Principal
Amount Expected to be
Accepted

3.650% Senior Notes
due 2025

91913YAS9 / US91913YAS90

$324,259,000

1

$72,184,000

$72,184,000

2.850% Senior Notes
due 2025 

91913YAY6 / US91913YAY68

$1,050,000,000

2

$671,754,000

$507,135,000

4.375% Senior Notes
due 2026

91914JAA0 / US91914JAA07

$375,764,000

3

$168,092,000

$168,092,000

3.400% Senior Notes
due 2026

91913YAU4 / US91913YAU47

$1,250,000,000

4

$652,589,000

$652,589,000

The applicable total consideration for the Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date and accepted for purchase will be determined in the manner described in the Offer to Purchase at 10:00 a.m., New York City time, on February 16, 2022, unless extended or earlier terminated.

Because the aggregate principal amount of Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date has an aggregate purchase price that exceeds the Maximum Aggregate Purchase Price, Valero does not expect to accept for purchase all Notes that have been validly tendered and not validly withdrawn at or prior to the Early Tender Date. Rather, subject to the Maximum Aggregate Purchase Price, the Series Tender Cap applicable to the 3.650% 2025 Notes and 2.850% 2025 Notes, and the acceptance priority levels set forth in the table above, in each case as further described in the Offer to Purchase, Valero will accept for purchase 3.650% 2025 Notes, 2.850% 2025 Notes, 4.375% 2026 Notes and 3.400% 2026 Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date and does not expect to accept for purchase any 2027 Notes, 4.350% 2028 Notes or 4.500% 2028 Notes. Valero expects to accept for purchase 2.850% 2025 Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date on a prorated basis. As a result, a holder who validly tenders and does not validly withdraw Notes pursuant to the Tender Offers may have all or a portion of its Notes returned to it.

Holders of Notes validly tendered and not validly withdrawn at or prior to the Early Tender Date, if accepted for purchase, will be eligible to receive the total consideration, which includes an Early Tender Payment of $30 per $1,000 principal amount of Notes validly tendered and not validly withdrawn by such holders and accepted for purchase by Valero. Payments for Notes accepted for purchase will include accrued and unpaid interest from the last interest payment date applicable to the relevant series of Notes up to, but not including, the settlement date for the Notes that are validly tendered and not validly withdrawn at or prior to the Early Tender Date and accepted for purchase by Valero (the “Early Settlement Date”). It is anticipated that the Early Settlement Date will be February 17, 2022.

The Tender Offers will expire at midnight, New York City time, at the end of March 2, 2022, unless extended or earlier terminated. Because the Tender Offers have been fully subscribed as of the Early Tender Date, holders who tender Notes after the Early Tender Date will not have any of their Notes accepted for purchase, unless Valero elects to increase or eliminate the Maximum Aggregate Purchase Price. Any Notes tendered after the Early Tender Date, together with any Notes tendered at or prior to the Early Tender Date but not accepted for purchase by Valero, will be returned to the holders thereof as described in the Offer to Purchase, unless Valero elects to increase or eliminate the Maximum Aggregate Purchase Price.

The withdrawal deadline for the Tender Offers was 5:00 p.m., New York City time, on February 15, 2022 and has not been extended. Accordingly, previously tendered Notes and Notes tendered after such withdrawal deadline may not be withdrawn, subject to applicable law.

Valero’s obligation to accept for payment and to pay for the Notes validly tendered and not validly withdrawn in the Tender Offers is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase. The Tender Offers may be terminated or withdrawn in whole or terminated or withdrawn with respect to any series of the Notes, subject to applicable law. Valero reserves the right, subject to applicable law, to (1) waive any and all conditions to any of the Tender Offers, (2) extend or terminate any of the Tender Offers, (3) increase, decrease or eliminate the Maximum Aggregate Purchase Price with respect to a particular series and/or the Series Tender Cap or (4) otherwise amend any of the Tender Offers in any respect.

Valero has retained SMBC Nikko Securities America, Inc., J.P. Morgan Securities LLC and Mizuho Securities USA LLC as lead dealer managers, and Citigroup Global Markets Inc. and MUFG Securities Americas Inc. as co-dealer managers (together with the lead dealer managers, the “Dealer Managers”) for the Tender Offers. Valero has retained D.F. King & Co., Inc. as the tender and information agent for the Tender Offers. For additional information regarding the terms of the Tender Offers, please contact: SMBC Nikko Securities America, Inc. at (888) 284-9760 (toll free) or (212) 224-5328 (collect); J.P. Morgan Securities LLC at (866) 834-4666 (toll free) or (212) 834-3424 (collect); or Mizuho Securities USA LLC at (866) 271-7403 (toll free) or (212) 205-7736 (collect). Requests for documents and questions regarding the tendering of securities may be directed to D.F. King & Co., Inc. by telephone at (212) 269-5550 (for banks and brokers only) or (800) 334-0384 (for all others, toll-free), by email at This email address is being protected from spambots. You need JavaScript enabled to view it. or to the Dealer Managers at their respective telephone numbers.

This announcement is for information purposes only and does not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offers are being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law. None of Valero, the tender and information agent, the Dealer Managers or the trustee with respect to the Notes, nor any of their affiliates, makes any recommendation as to whether holders should tender or refrain from tendering all or any portion of their Notes in response to the Tender Offers.

Safe-Harbor Statement

Statements contained in this press release that state Valero’s or its management’s expectations or predictions of the future are forward-looking statements intended to be covered by the safe harbor provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934. The words “anticipate,” “believe,” “expect,” “plan,” “intend,” “scheduled,” “estimate,” “project,” “projection,” “predict,” “budget,” “forecast,” “goal,” “guidance,” “target,” “could,” “would,” “should,” “may,” “strive,” “seek,” “potential,” “opportunity,” “aimed,” “considering,” “continue,” and similar expressions identify forward-looking statements. Forward-looking statements in this press release include those relating to expected timing of pricing of the Tender Offers, the expiration date for the Tender Offers, the use of a proration factor with respect to the 2.850% 2025 Notes, the settlement date and the expected Maximum Aggregate Purchase Price. It is important to note that actual results could differ materially from those projected in such forward-looking statements based on numerous factors, including those outside of Valero’s control, such as legislative or political changes or developments, market dynamics, cyberattacks, weather events, and other matters affecting our operations or the demand for our products. These factors also include, but are not limited to, the uncertainties that remain with respect to the COVID-19 pandemic, variants of the virus, governmental and societal responses thereto, including requirements and mandates with respect to vaccines, vaccine distribution and administration levels, and the adverse effects the foregoing may have on our business or economic conditions generally. For more information concerning these and other factors that could cause actual results to differ from those expressed or forecasted, see Valero’s annual report on Form 10-K, the “Risk Factors” section included in the Offer to Purchase, quarterly reports on Form 10-Q, and other reports filed with the Securities and Exchange Commission.

About Valero

Valero Energy Corporation, through its subsidiaries (collectively, “Valero”), is an international manufacturer and marketer of petroleum-based and low-carbon liquid transportation fuels and petrochemical products, and sells its products primarily in the United States (“U.S.”), Canada, the United Kingdom (“U.K.”), Ireland and Latin America. Valero owns 15 petroleum refineries located in the U.S., Canada and the U.K. with a combined throughput capacity of approximately 3.2 million barrels per day. Valero is a joint venture member in Diamond Green Diesel Holdings LLC, which owns a renewable diesel plant in Norco, Louisiana with a production capacity of 700 million gallons per year, and Valero owns 12 ethanol plants located in the Mid-Continent region of the U.S. with a combined production capacity of approximately 1.6 billion gallons per year. Valero manages its operations through its Refining, Renewable Diesel, and Ethanol segments. Please visit www.investorvalero.com for more information.


Contacts

Investors:

Homer Bhullar, Vice President – Investor Relations and Finance, 210-345-1982
Eric Herbort, Senior Manager – Investor Relations, 210-345-3331
Gautam Srivastava, Senior Manager – Investor Relations, 210-345-3992

Media:

Lillian Riojas, Executive Director – Media Relations and Communications, 210-345-5002

  • Q4 2021 and year end 2021 operating results in-line with expectations, further establishing Fisker’s track-record of spending visibility and discipline.
  • Fisker Ocean unveil in November 2021 illustrated multiple class-leading, customer-facing features, which forms a platform for brand-building and demand-generation activities that are showing significant traction.
  • Ocean reservations total more than 30,000 as of February 14, 2022, including 1,600 fleet reservations. 2022YTD retail reservation pace has increased more than 400% versus FY2021.
  • PEAR reservations now open to retail customers following strong customer outreach and potential for a near-term order from a large commercial customer.

LOS ANGELES--(BUSINESS WIRE)--#EVs--Fisker Inc. (NYSE: FSR) (“Fisker”) -- passionate creator of the world's most sustainable electric vehicles and advanced mobility solutions -- today announced its financial results for the fourth quarter and fiscal year ended December 31, 2021.



“2022 has kicked off at an amazing pace, with continued laser focus on delivery of the Fisker Ocean as priority one. We are now into the next-level prototype build phase and progressing through our vehicle testing and certification plan. Our extremely dedicated and focused team is working closely with all our suppliers to stay on track to deliver the first Fisker Oceans this year in November. Amid global semiconductor and other supply constraints, we work regularly in collaboration with key partners to identify and mitigate any issues,” stated Henrik Fisker, Chairman and Chief Executive Officer of Fisker.

“As the Fisker Ocean is heading towards production, it’s time for us to plan for a future of rapid growth. After many requests from potential customers (both retail and commercial) and completion of design and engineering phase 1, we decided to open reservations for the 2024 Fisker PEAR. This is a completely differentiated product, designed and engineered to reinvent urban mobility,” Fisker added.

“Our philosophy is that every vehicle that Fisker produces must be class-leading in multiple customer-facing areas and we are highly confident that we will achieve that with Fisker Ocean in terms of range, overall driving performance dynamics, and central display innovation. Today we released details on a global industry-leading warranty for the Fisker Ocean, right from launch, to show our confidence in the build quality, technology quality and overall durability of the Fisker Ocean. The acceleration of reservations for the Ocean clearly shows that people are discovering that the Ocean has features that no one else is offering in its price segment. Based on our in-house data analytics, we’ve seen a very positive customer reaction to the Fisker Ocean’s design and an enthusiastic response to its sustainability credentials,” Fisker said.

Fourth Quarter 2021 Business Highlights:

  • Disciplined cash deployment planning and processes resulted in strong year-end cash balance of $1.2bn, sufficient to fund the production launch of Fisker Ocean in November 2022. Overall FY2021 non-GAAP Operating Expenses and Capital Expenditures was $458M, modestly favorable to guidance provided in the Q3 2021 earnings release due to timing of Capital Expenditure billing.
  • Revealed the production-intent version of the Fisker Ocean at the LA Auto Show on November 17, 2021. Achieved goal of multiple class-leading features, including range, performance dynamics, and central display size and rotation.
  • Began production of next-level prototypes at the Fisker Ocean assembly facility. We will soon have the capability to produce two prototypes per day to support our comprehensive test and validation program for global certification.
  • Joined the UN Global Compact, committing to an annual progress report and complementing our ongoing alignment with the UN sustainable development goals. Additional ESG-related initiatives included publication of Fisker’s Labor and Human Rights Policy and continued progress on a Lifecycle Analysis of Fisker Ocean adhering to ISO standards.

Recent Updates:

  • Affirming the expected timing plan for Fisker Ocean start-of-production on November 17, 2022.
  • Showcased the Fisker Ocean advanced driver-assistance systems (“ADAS”) features at CES, offering state-of-the-art safety to drivers and passengers. Called Fisker Intelligent Pilot, the ADAS platform integrates four types of sensors: an industry-leading surround-view camera suite, a camera-based driver-monitoring system, ultrasonic technology, and a Digital-Imaging Radar System that Fisker expects to be first to market when the Fisker Ocean begins production in November 2022.
  • Released details on the Fisker Ocean warranty here which we believe includes the longest coverage period of any electric vehicle in the Ocean’s segment (both comprehensive and powertrain).
  • Nominated JP Morgan Chase in North America and Santander in Europe as Fisker’s retail financing partners to provide competitive vehicle loan offers to Fisker customers at the point of sale.
  • Fisker Ocean reservations are over 30,000 as of February 14, 2022 (net of cancellations), including 1,600 fleet reservations (we recently received an incremental 200 unit order from ServiceNow). This compares to 18,600 (including 1,400 fleet) as of our Q3 2021 earnings call in November 2021. The net daily retail reservation rate in 2022 year-to-date has increased more than 400% compared to FY2021 and is on an annualized pace of over 55,000.
  • Based on a survey of a subset of reservation holders conducted by Fisker in December 2021, 19% plan to order Ocean Sport, 38% Ocean Ultra, and 43% Ocean Extreme / One. This implies an initial average selling price (“ASP”) of approximately $56,000, excluding options and delivery fee. It also suggests that current reservations have an indicative future gross revenue value of approximately $1.7 billion based on the more than 30,000 reservations.
  • Completed concept phase for Fisker PEAR. We anticipate PEAR will be manufactured in Ohio, USA at an annual volume of a minimum of 250,000 per year after full ramp-up.
  • Currently in discussions with potentially large-volume commercial customers for incremental Ocean and PEAR reservations.
  • Employee recruitment continued at strong pace, with headcount rising to 396 full-time employees as of February 14, 2022 from 327 as of December 31, 2021 and 101 as of December 31, 2020.

Fourth Quarter 2021 Financial Highlights:

  • Cash and cash equivalents of $1.20 billion as of December 31, 2021.
  • Loss from operations totaled $133.4 million, including $1.5 million of stock-based compensation expense.
  • Net loss totaled $138.4 million and $0.47 loss per share.
  • Net cash used in operating activities totaled $140.9 million and cash paid for capital expenditures totaled $52.6 million.
  • Weighted average shares outstanding totaled 296.7 million for the three months ended December 31, 2021.

2022 Business Outlook

The following information reflects Fisker’s expectations for key non-GAAP operating expenses and capital expenditures for the full-year 2022. Fisker is projecting the total of these items to be within a range of $715 million to $790 million.

Expense item

 

 

 

USD, millions

Research & Development (Non-GAAP)1

 

 

 

$ 330 - 380

Selling, General, and Administrative (Non-GAAP)1

 

 

 

$ 105 - 120

Total Operating Expenses (Non-GAAP)1

 

 

 

$ 435 - 500

 

 

 

 

 

Capital Expenditures

 

 

 

$ 280 - 290

1Excludes stock-based compensation expense. A reconciliation to the corresponding GAAP amount is not provided as the quantification of stock-based compensation excluded from the non-GAAP measure, which may be significant, cannot be reasonably calculated or predicted without unreasonable efforts. The Non-GAAP adjustment for stock-based compensation expense requires additional inputs such as number of shares granted and market price volatilities that are not currently ascertainable.

Conference Call Information

Fisker Inc. will host a conference call to discuss the results at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) today, February 16, 2022. The live audio webcast, along with supplemental information, will be accessible on Fisker’s Investor Relations website at https://investors.fiskerinc.com. A recording of the webcast will also be available following the conference call.

Use of Non-GAAP Financial Measures (Unaudited)

This press release and the accompanying tables references certain non-generally accepted accounting principles in the United States (GAAP) financial measures, including non-GAAP adjusted loss from operations, non-GAAP selling, general, and administrative expense, non-GAAP research and development expense and non-GAAP total operating expenses. These non-GAAP financial measures differ from their directly comparable GAAP financial measures due to adjustments made to exclude stock-based compensation expense. None of these non-GAAP financial measures is a substitute for or superior to measures of financial performance prepared in accordance with GAAP and should not be considered as an alternative to any other performance measures derived in accordance with GAAP.

Fisker believes that presenting these non-GAAP financial measures provides useful supplemental information to investors about Fisker in understanding and evaluating its operating results, enhancing the overall understanding of its past performance and future prospects, and allowing for greater transparency with respect to key financial metrics used by its management in financial and operational-decision making. However, there are a number of limitations related to the use of non-GAAP measures and their nearest GAAP equivalents. For example, other companies may calculate non-GAAP measures differently, or may use other measures to calculate their financial performance, and therefore any non-GAAP measures Fisker uses may not be directly comparable to similarly titled measures of other companies. Therefore, both GAAP financial measures of Fisker's financial performance and the respective non-GAAP measures should be considered together. Please see the reconciliation of non-GAAP financial measures to the most directly comparable GAAP measure in the tables below.

Disclosure Information

Fisker uses the investor relations section on its website as a means of complying with its disclosure obligations under Regulation FD. It also uses various social media channels as a means of disclosing information about Fisker and its products to its customers, investors and the public (e.g., @fiskerinc, @fiskerofficial, #fiskerinc, #henrikfisker and #fisker on Twitter, Facebook, Instagram, YouTube, TikTok and LinkedIn). Accordingly, investors should monitor Fisker's investor relations website and social media channels in addition to following Fisker's press releases, SEC filings, and public conference calls and webcasts.

About Fisker Inc.

California-based Fisker Inc. is revolutionizing the automotive industry by developing the most emotionally desirable and eco-friendly electric vehicles on Earth. Passionately driven by a vision of a clean future for all, the company is on a mission to become the No. 1 e-mobility service provider with the world’s most sustainable vehicles. To learn more, visit www.Fiskerinc.com – and enjoy exclusive content across Fisker’s social media channels: Facebook, Instagram, Twitter, YouTube and LinkedIn. Download the revolutionary new Fisker mobile app from the App Store or Google Play store.

Forward-Looking Statements

This press release includes forward-looking statements, which are subject to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as “feel,” “believes,” expects,” “estimates,” “projects,” “intends,” “should,” “is to be,” or the negative of such terms, or other comparable terminology and include, among other things, the quotations of our Chief Executive Officer and statements regarding Fisker’s future performance under " 2022 Business Outlook," the reported financial results for the fourth quarter and full-year 2021, which are subject to completion of Fisker’s internal review, and other future events that involve risks and uncertainties. Such forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, which could cause actual results to differ materially from the forward-looking statements contained herein due to many factors, including, but not limited to: the completion of procedures and internal controls associated with Fisker’s year-end financial reporting, including all the customary reviews, external audit and approvals; Fisker’s limited operating history; Fisker’s ability to enter into additional agreements, as necessary, with Magna, Foxconn, or other original equipment manufacturers (“OEMs”) or tier-one suppliers in order to execute on its business plan; the risk that OEM and supply partners do not meet agreed upon timelines or experience capacity constraints; the risk that OEM and supply partners experience supply chain shortages for Fisker vehicle components now or in the future; Fisker may experience significant delays in the design, manufacture, regulatory approval, launch and financing of its vehicles; Fisker’s ability to execute its business model, including market acceptance of its planned products and services; Fisker’s inability to retain key personnel and to hire additional personnel; competition in the electric vehicle market; Fisker’s inability to develop a sales distribution network; the ability to protect its intellectual property rights; and those factors discussed in Fisker’s Annual Report on Form 10-K/A, and any subsequent Quarterly Reports on Form 10-Q under the heading “Risk Factors,” filed with the Securities and Exchange Commission (the “SEC”) and other reports and documents Fisker files from time to time with the SEC. Any forward-looking statements speak only as of the date on which they are made, and Fisker undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release.

Fourth Quarter 2021 Financial Results

Fisker Inc. and Subsidiaries

Unaudited Condensed Consolidated Statements of Operations

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

 
Three Months Ended Dec 31, Years Ended Dec 31,

 

2021

 

 

 

2020

 

 

 

2021

 

 

 

2020

 

 
Revenue

$

41

 

$

-

 

$

106

 

$

-

 

Costs of goods sold

 

40

 

 

-

 

 

87

 

 

-

 

Gross margin

 

1

 

 

-

 

 

19

 

 

-

 

 
Operating costs and expenses:
General and administrative

 

18,400

 

 

14,216

 

 

42,413

 

 

22,272

 

Research and development

 

115,049

 

 

17,089

 

 

286,857

 

 

21,052

 

Total operating costs and expenses

 

133,449

 

 

31,305

 

 

329,270

 

 

43,324

 

 
Loss from operations

 

(133,448

)

 

(31,305

)

 

(329,251

)

 

(43,324

)

 
Other income (expense):
Other income (expense)

 

(304

)

 

(67

)

 

(402

)

 

(52

)

Interest income

 

212

 

 

66

 

 

627

 

 

79

 

Interest expense

 

(4,399

)

 

(284

)

 

(6,546

)

 

(1,610

)

Changes in fair value - embedded derivative

 

-

 

 

(56,008

)

 

(138,436

)

 

(85,417

)

Foreign currency gain (loss)

 

(492

)

 

198

 

 

2,666

 

 

320

 

Total other income (expense)

 

(4,984

)

 

(56,095

)

 

(142,091

)

 

(86,680

)

 
Net loss

$

(138,432

)

$

(87,400

)

$

(471,342

)

$

(130,004

)

 
Basic and Diluted net loss per share

$

(0.47

)

$

(0.39

)

$

(1.61

)

$

(0.96

)

Basic and Diluted weighted average common shares outstanding

 

296,706,320

 

 

223,116,142

 

 

292,004,136

 

 

135,034,921

 

Fisker Inc. and Subsidiaries

Unaudited Condensed Consolidated Balance Sheets

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

 
As of December 31:

 

2021

 

2020

Current assets:
Cash and cash equivalents

$

1,202,439

$

991,158

Prepaid expenses and other current assets

 

30,423

 

9,872

Total current assets

 

1,232,862

 

1,001,030

 
Non-current assets:
Property and equipment, net

 

85,643

 

945

Right of use asset, net

 

18,285

 

2,548

Other non-current assets

 

24,637

 

1,329

Intangible asset

 

231,525

 

58,041

Total noncurrent assets

 

360,090

 

62,863

Total assets

$

1,592,952

$

1,063,893

 
Current liabilities:
Accounts payable

$

28,143

$

5,159

Accrued expenses

 

79,634

 

7,408

Lease liabilities (short term)

 

4,552

 

655

Total current liabilities

 

112,329

 

13,222

 
Non-current liabilities:
Customer deposits

 

6,300

 

3,527

Warrants liability

 

-

 

138,102

Lease liabilities

 

14,933

 

1,912

Convertible notes

 

659,348

 

-

Total non-current liabilities

 

680,581

 

143,541

Total liabilities

 

792,910

 

156,763

 
Stockholder's equity (deficit)

 

800,042

 

907,130

Total liabilities and equity

$

1,592,952

$

1,063,893

Fisker Inc. and Subsidiaries

Unaudited Condensed Consolidated Statements of Cash Flows

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

 
Three Months Ended Dec 31, Years Ended Dec 31,

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Cash flows from Operating Activities
Net loss

$

(138,432

)

$

(87,400

)

$

(471,341

)

$

(130,004

)

Stock-based comp

 

1,544

 

 

377

 

 

5,622

 

 

711

 

Depreciation and Amortization

 

301

 

 

51

 

 

699

 

 

77

 

Accretion of debt issuance costs

 

219

 

 

519

 

 

373

 

 

1,610

 

Change in fair value of derivatives

 

-

 

 

56,007

 

 

138,436

 

 

85,416

 

Reclassification of expensed payments made to arrangers of convertible security

 

-

 

 

-

 

 

-

 

 

3,500

 

Loss on disposal of fixed assets

 

-

 

 

28

 

 

-

 

 

28

 

Change in operating assets and liabilities

 

(5,644

)

 

204

 

 

23,835

 

 

394

 

Other operating activities

 

1,117

 

 

149

 

 

1,107

 

 

262

 

Net cash used in operating activities

 

(140,895

)

 

(30,066

)

 

(301,269

)

 

(38,006

)

 
Cash flows from Investing Activities
Purchase of long-lived assets

 

(52,557

)

 

(452

)

 

(134,387

)

 

(676

)

Net cash used in investing activities

 

(52,557

)

 

(452

)

 

(134,387

)

 

(676

)

 
Cash flows from Financing Activities
Proceeds from issuance of bridge notes

 

-

 

 

-

 

 

-

 

 

5,372

 

Proceeds from convertible notes / equity security

 

-

 

 

-

 

 

667,500

 

 

46,500

 

Payments for debt issuance costs

 

-

 

 

-

 

 

(8,523

)

 

-

 

Payments for capped call option

 

-

 

 

-

 

 

(96,788

)

 

-

 

Proceeds from exercise of warrants/stock options

 

-

 

 

-

 

 

89,023

 

 

-

 

Proceeds from recapitalization of Spartan shares, net of redemptions and issuance costs

-

 

 

976,695

 

-

 

976,023

 

Payments for stock issuance costs and redemption of unexercised warrants

 

-

 

 

-

 

 

(22

)

 

-

 

Proceeds from exercise of stock options

 

457

 

 

4

 

 

5,616

 

 

87

 

Payments to tax authorities for statutory tax withholdings

 

(4,977

)

 

-

 

 

(9,869

)

 

-

 

Net cash provided by financing activities

 

(4,520

)

 

976,699

 

 

646,937

 

 

1,027,982

 

 
Net increase / (decrease) in cash and cash equivalents

 

(197,972

)

 

946,182

 

 

211,281

 

 

989,300

 

Cash and cash equivalents, beginning of period

 

1,400,411

 

 

44,976

 

 

991,158

 

 

1,858

 

Cash and cash equivalents, end of period

$

1,202,439

 

$

991,158

 

$

1,202,439

 

$

991,158

 

GAAP Loss from Operations to Non-GAAP Adjusted Loss from Operations

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

 
Three Months Ended Dec. 31, Years Ended Dec. 31,

 

2021

 

 

 

2020

 

 

 

2021

 

 

 

2020

 

GAAP Loss from operations

$

(133,448

)

 

(31,305

)

$

(329,251

)

 

(43,324

)

Add: stock-based compensation

 

1,544

 

 

377

 

 

5,622

 

 

711

 

 
Non-GAAP Adjusted loss from operations

$

(131,904

)

$

(30,928

)

$

(323,629

)

$

(42,613

)

Source: Fisker Inc.


Contacts

Fisker Inc.
Dan Galves, VP, Investor Relations
This email address is being protected from spambots. You need JavaScript enabled to view it.

Matthew Debord, Senior Director, Communications, Strategy & Storytelling
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NEWBURY PARK, Calif.--(BUSINESS WIRE)--Kolibri Global Energy Inc. (the “Company” or “KEI”) (TSX: KEI, OTCQB: KGEIF), is pleased to announce that its indirect wholly-owned subsidiary BNK Petroleum (US) Inc. (“BNK US”) has successfully drilled and cased the Barnes 8-4H well (99.8% working interest) in its Tishomingo field in Oklahoma.


The completion operations for the Barnes 7-3H well (98.07% working interest), which the Company drilled and cased in January, are expected to commence on February 25th, with flow back and production anticipated in March.

Wolf Regener, President and CEO commented, “Our team once again did a great job drilling the Barnes 8-4H well safely and on budget. The well was drilled in about 15 days, which was 4 days faster than the Barnes 7-3H well was drilled. We are looking forward to completing these new wells, both of which are located in the heart of our field, where our best performing wells are located. The hydrocarbon shows recorded while drilling the laterals look comparable to our best wells.”

About Kolibri Global Energy Inc.

Kolibri Global Energy Inc. is an international energy company focused on finding and exploiting energy projects in oil, gas, and clean and sustainable energy. Through various subsidiaries, the Company owns and operates energy properties in the United States. The Company continues to utilize its technical and operational expertise to identify and acquire additional projects. The Company's shares are traded on the Toronto Stock Exchange under the stock symbol KEI and on the OTCQB under the stock symbol KGEIF.

Cautionary Statements

Caution Regarding Forward-Looking Information

Certain statements contained in this news release constitute "forward-looking information" as such term is used in applicable Canadian securities laws and “forward-looking statements” within the meaning of United States securities laws (collectively, “forward looking information”), including statements regarding the timing of and expected results from planned wells development. Forward-looking information is based on plans and estimates of management and interpretations of data by the Company's technical team at the date the data is provided and is subject to several factors and assumptions of management, including that that indications of early results are reasonably accurate predictors of the prospectiveness of the shale intervals, that required regulatory approvals will be available when required, that no unforeseen delays, unexpected geological or other effects, including flooding and extended interruptions due to inclement or hazardous weather conditions, equipment failures, permitting delays or labor or contract disputes are encountered, that the necessary labor and equipment will be obtained, that the development plans of the Company and its co-venturers will not change, that the offset operator’s operations will proceed as expected by management, that the demand for oil and gas will be sustained, that the price of oil will be sustained or increase, that the Company will continue to be able to access sufficient capital through financings, farm-ins or other participation arrangements to maintain its projects, and that global economic conditions will not deteriorate in a manner that has an adverse impact on the Company's business, its ability to advance its business strategy and the industry as a whole. Forward-looking information is subject to a variety of risks and uncertainties and other factors that could cause plans, estimates and actual results to vary materially from those projected in such forward-looking information. Factors that could cause the forward-looking information in this news release to change or to be inaccurate include, but are not limited to, the risk that any of the assumptions on which such forward looking information is based vary or prove to be invalid, including that the Company or its subsidiaries is not able for any reason to obtain and provide the information necessary to secure required approvals or that required regulatory approvals are otherwise not available when required, that unexpected geological results are encountered, that equipment failures, permitting delays, labor or contract disputes or shortages of equipment or labor are encountered, the risks associated with the oil and gas industry (e.g. operational risks in development, exploration and production; delays or changes in plans with respect to exploration and development projects or capital expenditures; the uncertainty of reserve and resource estimates and projections relating to production, costs and expenses, and health, safety and environmental risks, including flooding and extended interruptions due to inclement or hazardous weather conditions), the risk of commodity price and foreign exchange rate fluctuations, that the offset operator’s operations have unexpected adverse effects on the Company’s operations, that completion techniques require further optimization, that production rates do not match the Company’s assumptions, that very low or no production rates are achieved, that the price of oil will decline, that the Company is unable to access required capital, that occurrences such as those that are assumed will not occur, do in fact occur, and those conditions that are assumed will continue or improve, do not continue or improve, and the other risks and uncertainties applicable to exploration and development activities and the Company's business as set forth in the Company's management discussion and analysis and its annual information form, both of which are available for viewing under the Company's profile at www.sedar.com, any of which could result in delays, cessation in planned work or loss of one or more concessions and have an adverse effect on the Company and its financial condition. The Company undertakes no obligation to update these forward-looking statements, other than as required by applicable law.


Contacts

For further information, contact:
Wolf E. Regener +1 (805) 484-3613
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.
Website: www.kolibrienergy.com

HOUSTON--(BUSINESS WIRE)--Magnolia Oil & Gas Corporation (“Magnolia,” “we,” “our,” or the “Company”) (NYSE: MGY) today announced its financial and operational results for the fourth quarter and full year 2021.


Fourth Quarter Summary Financial Results:

(In millions, except per share data)

For the
Quarter Ended
December 31, 2021

 

For the
Year Ended
December 31, 2021

Production (Mboe/d)

 

69.4

 

 

66.0

Net income

$

192.1

 

$

559.7

Diluted earnings per share

 

0.82

 

 

2.36

Adjusted EBITDAX(1)

 

260.6

 

 

828.9

Capital expenditures - D&C

 

72.1

 

 

231.9

Cash balance

$

367.0

 

$

367.0

Diluted weighted average total shares outstanding(2)

 

231.0

 

 

239.3

Fourth Quarter and Full Year 2021 Highlights:

  • Magnolia reported fourth quarter and full-year 2021 net income attributable to Class A Common Stock of $150.2 million, or $0.82 per diluted share, and $417.3 million or $2.36 per diluted share, respectively. Fourth quarter and full-year 2021 total net income was $192.1 million and $559.7 million, respectively.

  • Adjusted EBITDAX was $260.6 million during the fourth quarter of 2021, with drilling and completions (“D&C”) capital of $72.1 million, representing just 28% of quarterly adjusted EBITDAX. Adjusted EBITDAX for the full-year 2021 was $828.9 million with total D&C capital of $231.9 million, also representing 28% of adjusted EBITDAX, and well below our annual spending limit of 55% of EBITDAX.
  • Net cash provided by operating activities was $260.5 million during the fourth quarter and $788.5 million during full-year 2021. The Company generated free cash flow(1) of $178.5 million during the fourth quarter and $555.9 million during full-year 2021.

  • Total production in the fourth quarter of 2021 grew 15% from the fourth quarter of 2020 to 69.4 thousand barrels of oil equivalent per day (“Mboe/d”). Production for full-year 2021 averaged 66.0 Mboe/d representing year-over-year volume growth of 7%.

  • Production at Giddings and Other in the fourth quarter of 2021 grew 27% compared to the prior year fourth quarter to 36.0 Mboe/d including year-over-year oil production growth of more than 40%. This was accomplished with asset level D&C spending of around 35% of asset level adjusted EBITDAX, leading to significant free cash flow generation at Giddings. We continue to achieve further operational efficiencies at Giddings including an increase in drilling feet per day, fewer drilling days per well, and an improvement in stimulation stages per day.

  • Magnolia added 31.0 MMboe of proved developed reserves, excluding acquisitions and price-related revisions, representing the reserve additions from our 2021 drilling program. These proved developed additions provide an organic proved developed Finding & Development (“F&D”) cost of $7.48/boe(3).

  • Magnolia repurchased 2.7 million shares during the fourth quarter, reducing the Company’s total diluted shares outstanding by 25.3 million shares(4) or approximately 10% compared to the prior year. Magnolia’s board recently increased the existing share repurchase authorization by an additional 10 million with 15.8 million Class A Common shares remaining on the current authorization. This action accommodates our ongoing share repurchase plan during the year and is specifically allocated toward open market repurchases.

  • Together with the initiation of a dividend payment and our share reduction efforts, Magnolia returned $358 million to its shareholders last year or approximately 65% of full-year 2021 free cash flow and ended the year with $367 million of cash on the balance sheet. The Company remains undrawn on its $450.0 million revolving credit facility, with no debt maturities until 2026 and has no plans to increase its debt levels.

  • Magnolia’s board recently declared its final semi-annual dividend for 2021 of $0.20 a share payable on March 1, 2022. This final payment is based on Magnolia’s full-year 2021 financial results recast using oil prices of $55 per barrel.

(1)

 

Adjusted EBITDAX, and free cash flow are non-GAAP financial measures. For reconciliations to the most comparable GAAP measures, please see “Non-GAAP Financial Measures” at the end of this press release.

(2)

 

Weighted average total shares outstanding include diluted weighted average shares of Class A Common Stock outstanding during the period and shares of Class B Common Stock, which are anti-dilutive in the calculation of weighted average number of common shares outstanding.

(3)

 

Organic F&D costs per boe means total costs incurred as defined by GAAP excluding property acquisition costs, exploration expenses and asset retirement obligation costs divided by the summation of annual proved developed reserves, on a boe basis, attributable to extensions, revisions of previous estimates (excluding price revisions) and transfers from proved undeveloped reserves at year-end 2021.

(4)

 

Includes 3.6 million non-compete shares that were paid in cash in lieu of stock.

2021 was a defining year for Magnolia,” said Chairman, President and CEO Steve Chazen. “We achieved several new company records including EBIT margins and earnings per share. We also initiated our first dividend payment during the year and were able to significantly reduce our share count. Perhaps our greatest accomplishment for the year was moving our Giddings asset into full development. The positioning of Giddings toward full development provided a significant improvement in operating efficiencies which resulted in lower overall capital required to grow our total company production. We spent just 28 percent of our EBITDAX on drilling and completing wells, which resulted in year-over-year production growth of 7 percent.

Our disciplined capital spending and our team’s continued focus on managing our costs provided strong pre-tax margins and generated significant free cash flow. During the year, we returned approximately 65 percent of our free cash flow to our shareholders in the form of significant share repurchases and our dividend. We repurchased more than 25 million shares reducing our diluted share count by 10 percent. Notwithstanding the significant return of cash to shareholders, our year-end cash balance nearly doubled from the prior year resulting in zero net debt.

Our plan for 2022 is expected to build on many of last year’s achievements. After adding a second drilling rig during mid-2021, we plan to continue to operate a two-rig drilling program which we expect to generate high single digit full-year production growth. While we continue to limit our capital spending to 55 percent of EBITDAX, our spending percentage would be well-below this level in the current product price environment, providing significant free cash flow. We expect that our free cash flow would be allocated toward areas that would improve the per share value of the company including small, accretive bolt-on oil and gas property acquisitions and repurchasing at least 1 percent of our outstanding shares per quarter. So far this year, we have repurchased 2 million shares. The combination of organic production growth and share reduction is supportive of a growing dividend and Magnolia’s double-digit return investment proposition.”

Operational Update

Fourth quarter total company production averaged 69.4 Mboe/d, a 3% sequential increase from third quarter levels and growth of 15% from the prior year’s fourth quarter. Production grew during the quarter despite spending only 28% of adjusted EBITDAX on drilling and completing wells. Fourth quarter 2021 turn-in lines were more weighted to the Karnes area which resulted in a sequential quarterly production increase of 9% to 33.4 Mboe/d. Giddings and Other production averaged 36.0 Mboe/d which increased 27% from the prior year quarter.

Magnolia continues to operate two drilling rigs and plans to maintain this level of activity for the balance of the year. One rig will continue to drill multi-well development pads in our Giddings area consisting primarily of wells with greater than 7,000-foot laterals and with four wells per pad. The second rig will drill a mix of wells in both the Karnes and Giddings areas, including some appraisal wells in Giddings.

2021 Oil and Gas Reserves Replacement and F&D Costs

Magnolia’s total proved developed reserves at year-end 2021 were 109.8 MMboe. Excluding acquisitions and price related revisions, the company added 31.0 MMboe of proved developed reserves during the year. Total costs incurred excluding property acquisition costs, exploration expenses and asset retirement obligation costs were $231.9 million in 2021 resulting in organic proved developed F&D costs of $7.48 per boe.

Total 2021 proved reserves increased to 135.4 MMboe from 112.3 MMboe at year end 2020 and replaced 196%(5) of 2021 production. Magnolia books only one year of proved undeveloped reserves and as a result, 81% of its 2021 proved reserves were developed. The proved undeveloped reserves represent what we expect to convert to proved developed producing during 2022.

(5)

 

Calculated as the sum of the 2021 change in total proved reserves of 23.1 MMboe and 2021 production of 24.1 MMboe divided by 2021 production.

Additional Guidance

Based on our 2-rig drilling plan for full-year 2022, we estimate our D&C capital to be approximately $350 million which is expected to deliver high single-digit, year-over-year production growth. Non-operated capital is expected to be similar to last year’s level. Most of the growth is expected to come from our development program at Giddings, with production at the field expected to average about 40 Mboe/d during the year. Within the current product price environment, we would expect that our full-year 2022 D&C spending to be well-below our limit of 55% of EBITDAX.

For the first quarter of 2022, we expect our D&C capital to be in the range of $85 to $90 million and total production to be approximately 70 to 72 Mboe/d. Oil price differentials are anticipated to be approximately a $3 per barrel discount to Magellan East Houston and Magnolia remains completely unhedged for all its oil and natural gas production. The fully diluted share count for the first quarter of 2022 is expected to be approximately 228 million shares which is 9 percent lower than first quarter 2021 levels.

Annual Report on Form 10-K

Magnolia's financial statements and related footnotes will be available in its Annual Report on Form 10-K for the year ended December 31, 2021, which is expected to be filed with the U.S. Securities and Exchange Commission (“SEC”) on February 17, 2022.

Conference Call and Webcast

Magnolia will host an investor conference call on Thursday, February 17, 2021 at 9:00 a.m. Central (10:00 a.m. Eastern) to discuss these operating and financial results. Interested parties may join the webcast by visiting Magnolia's website at www.magnoliaoilgas.com/investors/events-and-presentations and clicking on the webcast link or by dialing 1-844-701-1059. A replay of the webcast will be posted on Magnolia's website following completion of the call.

About Magnolia Oil & Gas Corporation

Magnolia (MGY) is a publicly traded oil and gas exploration and production company with operations primarily in South Texas in the core of the Eagle Ford Shale and Austin Chalk formations. Magnolia focuses on generating value for shareholders through steady production growth, strong pre-tax margins, and free cash flow. For more information, visit www.magnoliaoilgas.com.

Cautionary Note Regarding Forward-Looking Statements

The information in this press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding Magnolia’s strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward looking statements. When used in this press release, the words could, should, will, may, believe, anticipate, intend, estimate, expect, project, the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events. Except as otherwise required by applicable law, Magnolia disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Magnolia cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Magnolia, incident to the development, production, gathering and sale of oil, natural gas and natural gas liquids. In addition, Magnolia cautions you that the forward looking statements contained in this press release are subject to the following factors: (i) the length, scope and severity of the ongoing coronavirus disease 2019 (“COVID-19”) pandemic, including the emergence and spread of variant strains of COVID-19, including the effects of related public health concerns and the impact of continued actions taken by governmental authorities and other third parties in response to the pandemic and its impact on commodity prices and, supply and demand considerations; (ii) the outcome of any legal proceedings that may be instituted against Magnolia; (iii) Magnolia’s ability to realize the anticipated benefits of its acquisitions, which may be affected by, among other things, competition and the ability of Magnolia to grow and manage growth profitably; (iv) changes in applicable laws or regulations; and (v) the possibility that Magnolia may be adversely affected by other economic, business, and/or competitive factors. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in Magnolia’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, which is expected to be filed with the SEC on February 17, 2022. Magnolia’s SEC filings are available publicly on the SEC’s website at www.sec.gov.

Magnolia Oil & Gas Corporation

Operating Highlights

 

 

 

For the Quarters Ended

 

For the Years Ended

 

 

December 31, 2021

 

December 31, 2020

 

December 31, 2021

 

December 31, 2020

Production:

 

 

 

 

 

 

 

 

Oil (MBbls)

 

 

2,844

 

 

 

2,646

 

 

 

11,190

 

 

 

11,610

 

Natural gas (MMcf)

 

 

11,820

 

 

 

10,168

 

 

 

43,436

 

 

 

39,429

 

Natural gas liquids (MBbls)

 

 

1,572

 

 

 

1,237

 

 

 

5,669

 

 

 

4,449

 

Total (Mboe)

 

 

6,386

 

 

 

5,577

 

 

 

24,099

 

 

 

22,631

 

 

 

 

 

 

 

 

 

 

Average daily production:

 

 

 

 

 

 

 

 

Oil (Bbls/d)

 

 

30,913

 

 

 

28,756

 

 

 

30,659

 

 

 

31,722

 

Natural gas (Mcf/d)

 

 

128,475

 

 

 

110,522

 

 

 

119,003

 

 

 

107,728

 

Natural gas liquids (Bbls/d)

 

 

17,085

 

 

 

13,440

 

 

 

15,532

 

 

 

12,156

 

Total (boe/d)

 

 

69,411

 

 

 

60,617

 

 

 

66,025

 

 

 

61,833

 

 

 

 

 

 

 

 

 

 

Revenues (in thousands):

 

 

 

 

 

 

 

 

Oil revenues

 

$

216,596

 

 

$

107,373

 

 

$

747,896

 

 

$

421,520

 

Natural gas revenues

 

 

59,890

 

 

 

23,930

 

 

 

172,648

 

 

 

70,416

 

Natural gas liquids revenues

 

 

55,667

 

 

 

19,487

 

 

 

157,807

 

 

 

49,367

 

Total revenues

 

$

332,153

 

 

$

150,790

 

 

$

1,078,351

 

 

$

541,303

 

 

 

 

 

 

 

 

 

 

Average sales price:

 

 

 

 

 

 

 

 

Oil (per Bbl)

 

$

76.16

 

 

$

40.58

 

 

$

66.83

 

 

$

36.31

 

Natural gas (per Mcf)

 

 

5.07

 

 

 

2.35

 

 

 

3.97

 

 

 

1.79

 

Natural gas liquids (per Bbl)

 

 

35.41

 

 

 

15.75

 

 

 

27.84

 

 

 

11.10

 

Total (per boe)

 

$

52.01

 

 

$

27.04

 

 

$

44.75

 

 

$

23.92

 

 

 

 

 

 

 

 

 

 

NYMEX WTI (per Bbl)

 

$

77.17

 

 

$

42.67

 

 

$

67.96

 

 

$

39.40

 

NYMEX Henry Hub (per Mcf)

 

$

5.84

 

 

$

2.66

 

 

$

3.86

 

 

$

2.08

 

Realization to benchmark:

 

 

 

 

 

 

 

 

Oil (% of WTI)

 

 

99

%

 

 

95

%

 

 

98

%

 

 

92

%

Natural gas (% of Henry Hub)

 

 

87

%

 

 

88

%

 

 

103

%

 

 

86

%

 

 

 

 

 

 

 

 

 

Operating expenses (in thousands):

 

 

 

 

 

 

 

 

Lease operating expenses

 

$

28,064

 

 

$

17,917

 

 

$

93,021

 

 

$

79,192

 

Gathering, transportation, and processing

 

 

13,466

 

 

 

9,622

 

 

 

45,535

 

 

 

35,442

 

Taxes other than income

 

 

17,177

 

 

 

8,376

 

 

 

55,834

 

 

 

31,250

 

Depreciation, depletion and amortization

 

 

53,420

 

 

 

45,080

 

 

 

187,688

 

 

 

283,353

 

 

 

 

 

 

 

 

 

 

Operating costs per boe:

 

 

 

 

 

 

 

 

Lease operating expenses

 

$

4.39

 

 

$

3.21

 

 

$

3.86

 

 

$

3.50

 

Gathering, transportation, and processing

 

 

2.11

 

 

 

1.73

 

 

 

1.89

 

 

 

1.57

 

Taxes other than income

 

 

2.69

 

 

 

1.50

 

 

 

2.32

 

 

 

1.38

 

Depreciation, depletion and amortization

 

 

8.37

 

 

 

8.08

 

 

 

7.79

 

 

 

12.52

 

Magnolia Oil & Gas Corporation

Consolidated Statements of Operations

(In thousands, except per share data)

 

 

 

For the Quarters Ended

 

For the Years Ended

 

 

December 31,
2021

 

December 31,
2020

 

December 31,
2021

 

December 31,
2020

REVENUES

 

 

 

 

 

 

 

 

Oil revenues

 

$

216,596

 

 

$

107,373

 

 

$

747,896

 

 

$

421,520

 

Natural gas revenues

 

 

59,890

 

 

 

23,930

 

 

 

172,648

 

 

 

70,416

 

Natural gas liquids revenues

 

 

55,667

 

 

 

19,487

 

 

 

157,807

 

 

 

49,367

 

Total revenues

 

 

332,153

 

 

 

150,790

 

 

 

1,078,351

 

 

 

541,303

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

Lease operating expenses

 

 

28,064

 

 

 

17,917

 

 

 

93,021

 

 

 

79,192

 

Gathering, transportation and processing

 

 

13,466

 

 

 

9,622

 

 

 

45,535

 

 

 

35,442

 

Taxes other than income

 

 

17,177

 

 

 

8,376

 

 

 

55,834

 

 

 

31,250

 

Exploration expenses

 

 

1,685

 

 

 

3,744

 

 

 

4,125

 

 

 

567,333

 

Impairment of oil and natural gas properties

 

 

 

 

 

 

 

 

 

 

 

1,381,258

 

Asset retirement obligations accretion

 

 

864

 

 

 

1,315

 

 

 

4,929

 

 

 

5,718

 

Depreciation, depletion and amortization

 

 

53,420

 

 

 

45,080

 

 

 

187,688

 

 

 

283,353

 

Amortization of intangible assets

 

 

 

 

 

3,626

 

 

 

9,346

 

 

 

14,505

 

General and administrative expenses

 

 

15,463

 

 

 

18,445

 

 

 

75,279

 

 

 

68,918

 

Total operating costs and expenses

 

 

130,139

 

 

 

108,125

 

 

 

475,757

 

 

 

2,466,969

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME (LOSS)

 

 

202,014

 

 

 

42,665

 

 

 

602,594

 

 

 

(1,925,666

)

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

 

Income from equity method investee

 

 

 

 

 

54

 

 

 

 

 

 

2,113

 

Interest expense, net

 

 

(7,483

)

 

 

(7,353

)

 

 

(31,002

)

 

 

(28,698

)

Gain (loss) on derivatives, net

 

 

 

 

 

2,774

 

 

 

(3,110

)

 

 

565

 

Other income, net

 

 

37

 

 

 

3,872

 

 

 

85

 

 

 

3,363

 

Total other expense, net

 

 

(7,446

)

 

 

(653

)

 

 

(34,027

)

 

 

(22,657

)

 

 

 

 

 

 

 

 

 

INCOME (LOSS) BEFORE INCOME TAXES

 

 

194,568

 

 

 

42,012

 

 

 

568,567

 

 

 

(1,948,323

)

Income tax expense (benefit)

 

 

2,423

 

 

 

 

 

 

8,851

 

 

 

(79,340

)

NET INCOME (LOSS)

 

 

192,145

 

 

 

42,012

 

 

 

559,716

 

 

 

(1,868,983

)

LESS: Net income (loss) attributable to noncontrolling interest

 

 

41,916

 

 

 

14,267

 

 

 

142,434

 

 

 

(660,593

)

NET INCOME (LOSS) ATTRIBUTABLE TO CLASS A COMMON STOCK

 

$

150,229

 

 

$

27,745

 

 

$

417,282

 

 

$

(1,208,390

)

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS) PER SHARE OF CLASS A COMMON STOCK

 

 

 

 

Basic

 

$

0.83

 

 

$

0.17

 

 

$

2.38

 

 

$

(7.27

)

Diluted

 

$

0.82

 

 

$

0.16

 

 

$

2.36

 

 

$

(7.27

)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING

 

 

 

 

Basic

 

 

180,655

 

 

 

164,907

 

 

 

174,364

 

 

 

166,270

 

Diluted

 

 

181,411

 

 

 

169,326

 

 

 

175,360

 

 

 

166,270

 

WEIGHTED AVERAGE NUMBER OF CLASS B SHARES OUTSTANDING(1)

 

 

49,568

 

 

 

85,790

 

 

 

63,973

 

 

 

85,790

 

(1) Shares of Class B Common Stock, and corresponding Magnolia LLC Units, are anti-dilutive in the calculation of weighted average number of common shares outstanding.

Magnolia Oil & Gas Corporation

Summary Cash Flow Data

(In thousands)

 

 

 

For the Quarters Ended

 

For the Years Ended

 

 

December 31,
2021

 

December 31,
2020

 

December 31,
2021

 

December 31,
2020

CASH FLOWS FROM OPERATING ACTIVITIES

 

NET INCOME (LOSS)

 

$

192,145

 

 

$

42,012

 

 

$

559,716

 

 

$

(1,868,983

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation, depletion and amortization

 

 

53,420

 

 

 

45,080

 

 

 

187,688

 

 

 

283,353

 

Amortization of intangible assets

 

 

 

 

 

3,626

 

 

 

9,346

 

 

 

14,505

 

Exploration expenses, non-cash

 

 

888

 

 

 

2,370

 

 

 

888

 

 

 

563,999

 

Impairment of oil and natural gas properties

 

 

 

 

 

 

 

 

 

 

 

1,381,258

 

Asset retirement obligations accretion

 

 

864

 

 

 

1,315

 

 

 

4,929

 

 

 

5,718

 

Amortization of deferred financing costs

 

 

1,140

 

 

 

918

 

 

 

4,290

 

 

 

3,628

 

Unrealized (gain) on derivatives, net

 

 

 

 

 

(2,485

)

 

 

277

 

 

 

(277

)

(Gain) on sale of equity method investment

 

 

 

 

 

(5,071

)

 

 

 

 

 

(5,071

)

Deferred taxes

 

 

 

 

 

 

 

 

 

 

 

(77,834

)

Stock based compensation

 

 

2,593

 

 

 

1,158

 

 

 

11,736

 

 

 

10,029

 

Other

 

 

 

 

 

1,332

 

 

 

(84

)

 

 

(728

)

Net change in operating assets and liabilities

 

 

9,492

 

 

 

(11,133

)

 

 

9,691

 

 

 

524

 

Net cash provided by operating activities

 

 

260,542

 

 

 

79,122

 

 

 

788,477

 

 

 

310,121

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

Acquisitions

 

 

(7,529

)

 

 

 

 

 

(18,345

)

 

 

(73,702

)

Proceeds from sale of equity method investment

 

 

 

 

 

27,074

 

 

 

 

 

 

27,074

 

Additions to oil and natural gas properties

 

 

(73,682

)

 

 

(40,532

)

 

 

(236,426

)

 

 

(197,858

)

Changes in working capital associated with additions to oil and natural gas properties

 

 

1,133

 

 

 

(5,382

)

 

 

13,568

 

 

 

(24,354

)

Other investing

 

 

78

 

 

 

(307

)

 

 

(2,239

)

 

 

(1,148

)

Net cash used in investing activities

 

 

(80,000

)

 

 

(19,147

)

 

 

(243,442

)

 

 

(269,988

)

 

 

 

 

 

 

 

 

 

CASH FLOW FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

Class A Common Stock repurchases

 

 

(55,325

)

 

 

(15,718

)

 

 

(125,641

)

 

 

(28,681

)

Class B Common Stock purchases and cancellations

 

 

 

 

 

 

 

 

(171,671

)

 

 

 

Non-compete settlement

 

 

 

 

 

 

 

 

(42,073

)

 

 

 

Dividends paid

 

 

(27

)

 

 

 

 

 

(14,131

)

 

 

 

Distributions to noncontrolling interest owners

 

 

(1,501

)

 

 

(85

)

 

 

(7,207

)

 

 

(680

)

Cash paid for debt modification

 

 

 

 

 

 

 

 

(4,976

)

 

 

 

Other financing activities

 

 

(1,730

)

 

 

(144

)

 

 

(4,915

)

 

 

(844

)

Net cash used in financing activities

 

 

(58,583

)

 

 

(15,947

)

 

 

(370,614

)

 

 

(30,205

)

 

 

 

 

 

 

 

 

 

NET CHANGE IN CASH AND CASH EQUIVALENTS

 

 

121,959

 

 

 

44,028

 

 

 

174,421

 

 

 

9,928

 

Cash and cash equivalents – Beginning of period

 

 

245,023

 

 

 

148,533

 

 

 

192,561

 

 

 

182,633

 

Cash and cash equivalents – End of period

 

$

366,982

 

 

$

192,561

 

 

$

366,982

 

 

$

192,561

 

Magnolia Oil & Gas Corporation

Summary Balance Sheet Data

(In thousands)

 

 

 

December 31,
2021

 

December 31,
2020

Cash and cash equivalents

 

$

366,982

 

 

$

192,561

 

Other current assets

 

 

151,811

 

 

 

88,965

 

Property, plant and equipment, net

 

 

1,216,087

 

 

 

1,149,527

 

Other assets

 

 

11,862

 

 

 

22,367

 

Total assets

 

$

1,746,742

 

 

$

1,453,420

 

 

 

 

 

 

Current liabilities

 

$

218,545

 

 

$

128,949

 

Long-term debt, net

 

 

388,087

 

 

 

391,115

 

Other long-term liabilities

 

 

94,861

 

 

 

93,934

 

Common stock

 

 

24

 

 

 

26

 

Additional paid in capital

 

 

1,689,500

 

 

 

1,712,544

 

Treasury stock

 

 

(164,599

)

 

 

(38,958

)

Accumulated deficit

 

 

(708,168

)

 

 

(1,125,450

)

Noncontrolling interest

 

 

228,492

 

 

 

291,260

 

Total liabilities and equity

 

$

1,746,742

 

 

$

1,453,420

 

Magnolia Oil & Gas Corporation
Costs Incurred, Proved Developed Reserves, Organic F&D Cost Per Boe and Reserve Replacement Ratio

The following tables summarize the Company's costs incurred in oil and gas property acquisition, exploration and development activities, reconciliation of changes in proved developed reserves, calculation of organic proved developed F&D cost per boe and calculation of proved developed reserve replacement ratio for the years ended December 31, 2021 and 2020.


Contacts

Contacts for Magnolia Oil & Gas Corporation

Investors
Brian Corales
(713) 842-9036
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Media
Art Pike
(713) 842-9057
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Read full story here

Industry-leading project designed to improve feeder-level system reliability and resiliency.

CHICAGO--(BUSINESS WIRE)--#DER--Sunverge Energy, the provider of an industry-leading distributed energy resource (DER) control, orchestration and aggregation platform, today announced that it has been selected by Commonwealth Edison (ComEd), an Exelon company and the largest electric utility in Illinois, to provide a battery energy storage solution to enhance feeder-level system reliability and resiliency, and reduce the duration and frequency of customer outages. The front-of-the-meter residential project provides ComEd with an alternative to traditional distribution-level grid hardening solutions.


"ComEd has distinguished itself as an innovator and is one of the most reliable electricity delivery companies in the nation, so we’re honored to partner with them on this initiative,” said Martin Milani, CEO of Sunverge Energy. “The Sunverge platform is designed to work with upstream and midstream utility grid management systems, which allows for the smooth integration of feeder-tied energy storage systems into core distribution grid planning and operations."

Unlike typical residential battery applications, this project focuses on an innovative new approach: locating the energy storage systems in front of the residential meter and integrating tightly with utility distribution SCADA. This application will result in a new technique where the systems are not installed on the customer premises and where traditional solutions are not a good economic, technical or locational fit. The front-of-the-meter application will showcase the versatility of the Sunverge platform in direct distribution grid management, confirming its value capture from consumer to grid operator. The learnings and standards developed from the project will be scaled for large-scale utility-owned front-of-the-meter assets to enhance residential feeder reliability and resiliency. The project is expected to be completed in 2022.

About Sunverge Energy
Sunverge Energy provides the leading open dynamic platform for Virtual Power Plants (VPP), a grid-aware and dynamic power source built from the aggregation of behind-the-meter DERs (distributed energy resources). The Sunverge real time DER control, orchestration and aggregation platform is unique in providing dynamic multi-objective optimization of services on both sides of the meter, helping customers with intelligent management of their own renewable energy generation and utilities with greater flexibility in managing their infrastructure investments, reducing generation costs, increasing system reliability, and meeting their renewable energy goals. Together with the Sunverge Infinity edge controller, the Sunverge VPP platform provides intelligent dynamic near real-time control over decentralized energy resources that is efficient, reliable, and responsive to utilities and their customers. For more information please visit http://www.sunverge.com/


Contacts

Media
Jared Blanton, Antenna Group for Sunverge
415-712-1417
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DALLAS--(BUSINESS WIRE)--AECOM (NYSE: ACM), the world’s trusted infrastructure consulting firm, today announced that Troy Rudd, AECOM’s chief executive officer, will participate in a fireside chat at Citi's 2022 Global Industrial Tech and Mobility Conference on February 22nd at 1 p.m. Eastern Time. A webcast of the fireside chat will be posted online at https://investors.aecom.com.

In addition, Gaurav Kapoor, AECOM’s chief financial officer will participate in Baird’s 2022 Sustainability Conference on February 23rd and in Barclays’ Industrial Select Conference on February 24th.

About AECOM

AECOM (NYSE: ACM) is the world’s trusted infrastructure consulting firm, delivering professional services throughout the project lifecycle – from planning, design and engineering to program and construction management. On projects spanning transportation, buildings, water, new energy, and the environment, our public- and private-sector clients trust us to solve their most complex challenges. Our teams are driven by a common purpose to deliver a better world through our unrivaled technical expertise and innovation, a culture of equity, diversity and inclusion, and a commitment to environmental, social and governance priorities. AECOM is a Fortune 500 firm and its Professional Services business had revenue of $13.3 billion in fiscal year 2021. See how we are delivering sustainable legacies for generations to come at aecom.com and @AECOM.

Forward-Looking Statements

All statements in this communication other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws, including any statements of the plans, strategies and objectives for future operations, profitability, strategic value creation, coronavirus impacts, risk profile and investment strategies, and any statements regarding future economic conditions or performance, and the expected financial and operational results of AECOM. Although we believe that the expectations reflected in our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Important factors that could cause our actual results, performance and achievements, or industry results to differ materially from estimates or projections contained in our forward-looking statements include, but are not limited to, the following: our business is cyclical and vulnerable to economic downturns and client spending reductions; impacts caused by the coronavirus and the related economic instability and market volatility, including the reaction of governments to the coronavirus, including any prolonged period of travel, commercial or other similar restrictions, the delay in commencement, or temporary or permanent halting of construction, infrastructure or other projects, requirements that we remove our employees or personnel from the field for their protection, and delays or reductions in planned initiatives by our governmental or commercial clients or potential clients; losses under fixed-price contracts; limited control over operations run through our joint venture entities; liability for misconduct by our employees or consultants; failure to comply with laws or regulations applicable to our business; maintaining adequate surety and financial capacity; high leverage and potential inability to service our debt and guarantees; ability to continue payment of dividends; exposure to Brexit; exposure to political and economic risks in different countries; currency exchange rate fluctuations; retaining and recruiting key technical and management personnel; legal claims; inadequate insurance coverage; environmental law compliance and adequate nuclear indemnification; unexpected adjustments and cancellations related to our backlog; partners and third parties who may fail to satisfy their legal obligations; AECOM Capital real estate development projects; managing pension cost; cybersecurity issues, IT outages and data privacy; risks associated with the benefits and costs of various dispositions such as the sale of our Management Services, self-perform at-risk civil infrastructure and power construction, and oil & gas maintenance and turnaround businesses, including the risk that purchase price adjustments, if any, from those transactions could be unfavorable and any future proceeds owed to us as part of those transactions could be lower than we expect; as well as other additional risks and factors that could cause actual results to differ materially from our forward-looking statements set forth in our reports filed with the Securities and Exchange Commission. Any forward-looking statements are made as of the date hereof. We do not intend, and undertake no obligation, to update any forward-looking statement.


Contacts

Media Contact:
Brendan Ranson-Walsh
Senior Vice President, Global Communications
1.213.996.2367
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Investor Contact:
Will Gabrielski
Senior Vice President, Finance, Treasurer
1.213.593.8208
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The latest technology upgrades will support more efficient and effective operations in Hong Kong and DaChan Bay Terminals

OAKLAND, Calif.--(BUSINESS WIRE)--Navis, the provider of operational technologies and services that unlock greater performance and efficiency for leading organizations throughout the global cargo supply chain, today announced that Modern Terminals Limited (MTL) has completed its upgrade of Navis’ N4 Terminal Operating System (TOS) in Hong Kong and DaChan Bay. One of the largest terminal operators in the region, MTL selected Navis N4 to optimize terminal operations in order to provide high quality services to customers and other users of the terminals.


Modern Terminals has been a pioneer in the container terminal industry in Hong Kong and mainland China since it opened Hong Kong’s first purpose-built container-handling facility in 1972. Today, it owns and operates container terminals at Kwai Tsing Container Port in Hong Kong and operates in DaChan Bay Terminals in the Pearl River Delta. The ports in Hong Kong and DaChan Bay have a total of 56 quay cranes and 209 RTGs, handling more than 6.5 million TEUs on an annual basis.

With an aggressive implementation timeline, MTL and Navis worked closely together to bring the terminal online with a modernized system to support its complex and vast operations. Due to international COVID travel restrictions, the go-lives were supported remotely by Navis’ Professional Services team which delivered a smooth and quick implementation, improving the terminal’s time to value.

“Our TOS is one of the keys to delivering high levels of productivity and efficiency in our operations,” said Michael Yip, Chief Innovation Officer of MTL. “With the updated system in place, we are well positioned to not only meet the needs of our shipping line customers today but also support our future plans to bring in more digital initiatives to our terminals in Hong Kong and DaChan Bay.”

“During a high stakes environment for the global supply chain industry, we are thrilled to work together with the MTL team to further advance its terminal operations and reach its business goals with the latest version of N4,” said David Houser, VP and GM of Asia-Pacific at Navis. “With our intelligent TOS connecting the dots throughout the terminal, MTL has all the data it needs at its fingertips to make real time business decisions; building its reputation as a reliable gateway to keep cargo flowing smoothly in the region.”

To learn more, visit www.navis.com

About Navis, LP

Navis is a provider of operational technologies and services that unlock greater performance and efficiency for the world’s leading organizations across the cargo supply chain. Navis combines industry best practices with innovative technology and world-class services, to enable our customers, regardless of cargo type, to maximize performance and reduce risk. Through its holistic approach to operational optimization, Navis customers benefit from improved visibility, velocity and measurable business results. Whether tracking cargo through a terminal, improving vessel safety and cargo capacity, optimizing rail network planning and asset utilization, automating equipment operations, or managing multiple terminals through an integrated, centralized solution, Navis helps all customers streamline operations. www.navis.com.


Contacts

Jennifer Grinold
Navis, LP
T+1 510 267 5002
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Anna Patrick
Gregory FCA
T+1 212 398 9680
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  • Transaction immediately accretive on key financial metrics: cash flow per share, free cash flow per share and free cash flow yield, on an actual and debt-adjusted basis(1)
  • Scales Crescent’s production base in the Rockies region and adds multi-year inventory of proven, high-return development locations
  • Maintains financial strength with pro forma Net Debt / LTM Adj. EBITDAX ratio of 1.4x(2)

HOUSTON--(BUSINESS WIRE)--$CRGY--Crescent Energy Company (NYSE: CRGY) today announced that it has entered into a definitive purchase agreement with Verdun Oil Company II LLC to acquire Uinta Basin assets previously owned by EP Energy for $815 million, subject to customary purchase price adjustments. The all-cash transaction, expected to close in the first half of 2022, will be funded through the company’s revolving credit facility and cash on hand. Closing is subject to customary closing conditions, including certain regulatory approvals. The acquisition is consistent with Crescent’s strategy to acquire high-value & accretive, cash flowing assets while maintaining financial strength. Additional details have been posted on Crescent’s website at www.crescentenergyco.com. Crescent plans to share additional information on the transaction along with its fourth quarter and year-end 2021 conference call in early March 2022.


Acquisition Consistent with Crescent’s Strategy:

  • Highly Accretive Oil Acquisition Expands Rockies Asset Base: Acquisition multiple of <2.0x 2022E Adj. EBITDAX(1)(3)generates ~55% accretion to annualized cash flow per share and ~30% accretion to annualized free cash flow per share
  • Low-Risk Assets with Strong Production and Cash flow: Increasing annualized Adjusted EBITDAX(1)(3) by $400 - $465 million at $75/Bbl NYMEX WTI pricing, ~85% of which is from existing production and current drilled but uncompleted wells
  • Proven Opportunity for Disciplined Reinvestment: Multi-year inventory of high value, oil-weighted development opportunities; planning to operate two rigs on the assets in 2022 post-closing
  • Enhances Key Asset Portfolio Characteristics: Maintains our peer-leading decline rate (~21% pro forma), expands production from the Rockies & Eagle Ford to ~65% of our total production base, increases our percent operated to ~70% based on 2022 expected production
  • Maintains Financial Strength and Increases Scale: Adding meaningful scale to the business while maintaining modest leverage (pro forma 1.4x Net Debt / LTM Adj. EBITDAX(2))

“We are acquiring these assets at a compelling valuation. They are a great addition to our existing Rockies footprint and align perfectly with our cash flow based strategy,” said Crescent CEO David Rockecharlie. “Importantly, this transaction maintains our commitment to financial strength and flexibility while adding meaningful scale to our low-decline production base, free cash flow and proven inventory of highly economic re-investment opportunity.”

The transaction will be funded with borrowings under Crescent’s revolving credit facility and cash on hand. Crescent’s lenders authorized an increase of the Company’s elected commitment amount under the existing revolving credit facility to $1.3 billion from $700 million, contingent upon the closing of the transaction. The Company’s current liquidity pro forma for the elected commitment amount increase is $1.1 billion. In conjunction with signing of the transaction, the Company entered into additional oil swaps consistent with its risk-management strategy for invested capital.

Uinta Asset Overview:

Proven Basin with Substantial Existing Production: Crescent acquiring over 400 producing vertical and horizontal wells. Ongoing, well-understood development in the Uteland Butte and Wasatch formations with 350+ horizontal wells drilled by area operators to date and significant long-term resource potential from additional producing zones under active horizontal development.

Large, Contiguous Acreage Position: The transaction will provide Crescent with more than 145,000 contiguous net acres (>85% held-by-production), primarily located in Duchesne and Uintah counties, Utah. The assets are operated with an average working interest of ~83% and average royalty rates less than ~20%.

Deep, Undeveloped Inventory of Drilling Locations: Acquisition to provide Crescent with a multi-year inventory of high value, oil-weighted development opportunities. The Uinta basin has a significant amount of resource in place across multiple stacked reservoirs providing attractive long-term resource potential beyond the horizontal targets actively being developed today.

Preliminary 2022 Pro Forma Outlook:

Post-closing of the transaction, Crescent plans to operate two rigs in the Uinta Basin for the remainder of the year. The capital associated with this program is expected to be $225 - $275 million and Crescent’s revised 2022 capital budget is expected to be $600 - $700 million.

Updated Preliminary 2022E guidance is below, pro forma for the acquisition assuming nine months of contribution, based on $75/Bbl NYMEX WTI and $3.75/MMBtu Henry Hub pricing:

* All amounts are approximations based on currently available information and estimates and are subject to change based on events and circumstances after the date hereof. Please see “Cautionary Statement Regarding Forward-Looking Information.”

 

CRGY Standalone
Full Year 2022

Pro Forma CRGY
(Nine Months of
Uinta Acquisition)

Annualized
Pro Forma
Mid-Point(4)

EBITDAX and Levered Free Cash Flow(3)

 

Adjusted EBITDAX (non-GAAP)

$800 - $850 MM

$1,100 - $1,200 MM

$1,260 MM

Unhedged Adj. EBITDAX (non-GAAP)

$1,100 - $1,150 MM

$1,400 - $1,500 MM

$1,560 MM

Levered Free Cash Flow (non-GAAP)

$325 - $375 MM

$375 - $475 MM

$450 MM

 

Production

114 - 124 MBoe/d

134 - 148 MBoe/d

148 Mboe/d

% Oil / % Liquids

~40% / ~55%

~45% / ~58%

 

 

 

Capital (Excl. Potential Acquisitions)

$375 - $425 MM

$600 - $700 MM

 

 

Per Unit Expenses

 

Operating Expense

$17.25 - $18.25 / Boe

$15.50 - $16.50 / Boe

 

Adj. Cash G&A (includes management fee)(3)

$1.60 - $1.80 / Boe

$1.45 - $1.55 / Boe

 

 

Implied 2022 Quarterly Dividend(5)

$0.12 /Share

$0.17 / Share

 

 

Outstanding Share Count (Class A & B)

169.5 MM

169.5 MM

 

Net Debt / LTM Adj. EBITDAX(2)

1.3x

1.4x

 

Fourth Quarter and Full Year 2021 Earnings Release and Call
Crescent Energy will host a conference call and webcast to discuss its fourth quarter and full year 2021 financial and operating results on March 10, at 10 AM CT (11 AM ET). The Company will release fourth quarter and full year 2021 results on Wednesday, March 9, 2022, after the market closes.

Date: Thursday, March 10, 2022
Time: 10:00 AM Central Time (11:00 AM Eastern Time)

Webcast Link
Live-Link (live stream of audio, after the event the on demand webcast will be available under this URL): https://www.webcast-eqs.com/crescentenergy20220310/en

Telephone Conference Dial-In
Domestic Dial-in Number: 877-407-0989
International Dial-in Number: 201-389-0921

Replay Information
A webcast replay will be available at the link above within several hours after the conclusion of the event. An updated investor presentation will also be available under Events and Presentations in the Investors section of the Company’s website prior to the start of the conference call, or directly at https://www. https://ir.crescentenergyco.com/.

  1. Based on preliminary guidance expectations assuming $75 per Bbl NYMEX WTI and $3.75 per MMbtu Henry Hub.
  2. Estimated LTM Adj. EBITDAX as of 3/31/22.
  3. Adjusted EBITDAX, Unhedged Adjusted EBITDAX, Levered Free Cash Flow and Adjusted Cash G&A are non-GAAP financial measures. Please see “Non-GAAP Measures” for further discussion of such measures.
  4. Annualized pro forma mid-point includes annualized cash flows from the acquisition.
  5. Dividends are subject to board approval and applicable law. Pro forma dividend expectation based on 10% of Adj. EBITDAX framework.

About Crescent Energy

Crescent Energy is a well-capitalized, U.S. independent energy company with a portfolio of assets in key proven basins across the lower 48 states. Our core leadership team is a group of experienced investment, financial and industry professionals who continue to execute on the strategy we have employed since 2011. The Company’s mission is to invest in energy assets and deliver better returns, operations and stewardship. For additional information, please visit www.crescentenergyco.com.

Cautionary Statement Regarding Forward-Looking Information

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on current expectations, including with respect to the proposed transaction. The words and phrases “should”, “could”, “may”, “will”, “believe”, “think”, “plan”, “intend”, “expect”, “potential”, “possible”, “anticipate”, “estimate”, “forecast”, “view”, “efforts”, “target”, “goal” and similar expressions identify forward-looking statements and express the Company’s expectations about future events. All statements, other than statements of historical facts, included in this communication that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to, the ability of the parties to consummate the transaction in a timely manner or at all; satisfaction of the conditions precedent to consummation of the transaction, including the ability to secure required consents and regulatory approvals in a timely manner or at all; the possibility of litigation (including related to the transaction itself), weather, political, economic and market conditions, including a decline in the price and market demand for natural gas, natural gas liquids and crude oil, the impact of pandemics such as COVID-19, actions by the Organization of the Petroleum Exporting Countries (“OPEC”) and non-OPEC oil producing countries, the timing and success of business development efforts, and other uncertainties. Consequently, actual future results could differ materially from expectations. The Company assumes no duty to update or revise their respective forward-looking statements based on new information, future events or otherwise.

The transactions and outlook announced today is based on information currently available to the Company, depends on certain estimates and assumptions and is subject to change.

Non-GAAP Measures

Crescent defines Adjusted EBITDAX as net income (loss) before interest expense, realized (gain) loss on interest rate derivatives, income tax expense, depreciation, depletion and amortization, exploration expense, non-cash gain (loss) on derivatives, impairment of oil and natural gas properties, equity-based compensation, (gain) loss on sale of assets, other (income) expense, certain non-controlling interest distributions made by Crescent Energy OpCo, LLC (“OpCo”), non-recurring expenses and transaction expenses. Management believes Adjusted EBITDAX is a useful performance measure because it allows for an effective evaluation of the Company’s operating performance when compared against its peers, without regard to financing methods, corporate form or capital structure. The Company excludes the items listed above from net income (loss) in arriving at Adjusted EBITDAX because these amounts can vary substantially within its industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDAX should not be considered as an alternative to, or more meaningful than, net income (loss) as determined in accordance with GAAP, of which such measure is the most comparable GAAP measure. Certain items excluded from Adjusted EBITDAX are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax burden, as well as the historic costs of depreciable assets, none of which are reflected in Adjusted EBITDAX. The Company’s presentation of Adjusted EBITDAX should not be construed as an inference that its results will be unaffected by unusual or non-recurring items. Crescent’s computations of Adjusted EBITDAX may not be identical to other similarly titled measures of other companies. In addition, the Company’s Credit Agreement and the notes include a calculation of Adjusted EBITDAX for purposes of covenant compliance.

In certain instances, this release refers to pro forma Annualized Adjusted EBITDAX. This pro forma measure is related to the business combination between Independence and Contango. Please refer to the Current Report on Form 8-K/A filed on December 17, 2021, which can be found at the SEC’s website at www.sec.gov, for additional details and information regarding the historical financial results for the nine month period ended September 30, 2021 of Independence and Contango and the assumptions made in preparing the pro forma financial statements derived therefrom that are summarized herein. Pro forma Annualized Adjusted EBITDAX was calculated by multiplying 4/3 by pro forma Adjusted EBITDAX for the nine months ended September 30, 2021. Pro forma Annualized Adjusted EBITDAX should not be considered as a substitute for a measure of historical or pro forma Adjusted EBITDAX for the twelve-month period ended September 30, 2021, or as an indicator that pro forma results for such twelve-month period would be equivalent to pro forma Annualized Adjusted EBITDAX.

Crescent defines Levered Free Cash Flow as Adjusted EBITDAX less interest expense, excluding noncash deferred financing cost amortization, realized gain (loss) on interest rate derivatives, current income tax provision, tax-related non-controlling distributions made by OpCo and development of oil and natural gas properties. Levered Free Cash Flow does not take into account amounts incurred on acquisitions. Levered Free Cash Flow is not a measure of performance as determined by GAAP. Levered Free Cash Flow is a supplemental non-GAAP performance measure that is used by Crescent’s management and external users of its financial statements, such as industry analysts, investors, lenders and rating agencies. Management believes Levered Free Cash Flow is a useful performance measure because it allows for an effective evaluation of operating and financial performance and the ability of the Company’s operations to generate cash flow that is available to reduce leverage or distribute to equity holders. Levered Free Cash Flow should not be considered as an alternative to, or more meaningful than, net income (loss) as determined in accordance with GAAP, of which such measure is the most comparable GAAP measure, or as an indicator of actual operating performance or investing activities. The Company’s computations of Levered Free Cash Flow may not be comparable to other similarly titled measures of other companies.

Crescent defines Unhedged Adjusted EBITDAX as Adjusted EBITDAX plus realized (gain) loss on commodity derivatives. Management believes Unhedged Adjusted EBITDAX is a useful performance measure because it allows for an effective evaluation of the Company’s operating performance when compared against its peers, without regard to commodity derivatives, which can vary substantially within its industry depending upon peers hedging strategies and when hedges were entered into. Unhedged Adjusted EBITDAX should not be considered as an alternative to, or more meaningful than, net income (loss) as determined in accordance with GAAP, of which such measure is the most comparable GAAP measure. Certain items excluded from Unhedged Adjusted EBITDAX are significant components in understanding and assessing a company’s financial performance, such as a company’s realized derivate loss or gain, cost of capital and tax burden, as well as the historic costs of depreciable assets, none of which are reflected in Unhedged Adjusted EBITDAX. The Company’s presentation of Unhedged Adjusted EBITDAX should not be construed as an inference that its results will be unaffected by unusual or non-recurring items. Crescent’s computations of Unhedged Adjusted EBITDAX may not be identical to other similarly titled measures of other companies.

Crescent defines Adjusted Cash G&A as General and Administrative Expense, excluding noncash equity-based compensation, and including certain non-controlling interest distributions made by OpCo related to the management fee.

Due to the forward-looking nature of the non-GAAP measures presented in this release, no reconciliations of the non-GAAP measures to their most directly comparable GAAP measure is available without unreasonable efforts. This is due to the inherent difficulty of forecasting the timing or amount of various reconciling items that would impact the most directly comparable forward-looking GAAP financial measure, that have not yet occurred, are out of our control and/or cannot be reasonably predicted. Accordingly, such reconciliations are excluded from this release. Forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from the corresponding GAAP financial measures.


Contacts

Emily Newport
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WINDSOR, Conn.--(BUSINESS WIRE)--ZoneFlow Reactor Technologies, LLC (ZFRT) today announced that it has been granted a U.S. patent for its ZoneFlowTM Bayonet Reactor. The reactor's innovative design promises to drive down the cost of hydrogen production significantly, further strengthening the resource's viability as an alternative for fossil fuel use.

The ZoneFlowTM Bayonet Reactor addresses the challenges posed by traditional reactors containing single-pass tubes by using some of the excess heat in syngas (a mixture of heated hydrogen and other byproducts) in order to create more hydrogen. Recirculating syngas through the Bayonet Reactor transfers the heat in the syngas to the cooler reactant gases entering the reactor, contributing 15% - 20% of the heat required for hydrogen production. This results in a corresponding reduction in the demand on, and the expense of, the furnace and its fuel.

“Securing this U.S. patent is a milestone achievement as we work toward commercializing new technologies that make cleaner, more efficient hydrogen production a reality,” said Bruce Boisture, President of ZoneFlow. “We are pleased about the Bayonet Reactor’s potential to enable energy producers to increase hydrogen production with an unprecedented level of efficiency.”

ZoneFlow expects to test the commercial version of the Bayonet Reactor in 2022 in connection with its recently announced joint development project with Honeywell UOP.

ZoneFlow Reactor Technologies, LLC (www.zoneflowtech.com), a privately held company, is a developer of innovative reactor and process technology for the steam methane reforming industry.


Contacts

ZFRT media:
860-508-1505
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Company reports record full year revenue and operating income and proposes dividend increase

SCHAFFHAUSEN, Switzerland--(BUSINESS WIRE)--Garmin® Ltd. (NYSE: GRMN), today announced results for the fourth quarter and fiscal year ended December 25, 2021.

Highlights for fourth quarter 2021 include:

  • Record consolidated revenue of $1.39 billion, a 3% increase over the prior year quarter with three of our segments posting strong double digit growth
  • Gross and operating margins were 55.5% and 22.6%, respectively
  • Operating income of $315 million, a 15% decrease compared to the prior year quarter
  • GAAP EPS was $1.48 and pro forma EPS(1) was $1.55
  • Garmin Descent Mk2i dive computer and Descent T1 transmitter named one of 2021’s greatest innovations by Popular Science
  • Named a supplier of the year by Embraer for seventh consecutive year
  • Garmin Surround View Camera System was awarded the prestigious DAME design award
  • Recently announced the acquisition of Vesper Marine, a leading provider of marine communication equipment and services
  • Introduced the new Garmin DriveSmart series of portable car navigators with a range of large displays up to 8”

Highlights for fiscal year 2021 include:

  • Sixth consecutive year of revenue growth with each of our five segments posting double digit growth over the prior year
  • Record consolidated revenue of $4.98 billion, a 19% increase over the prior year
  • Gross margin of 58.0% compared to 59.3% in the prior year
  • Operating margin of 24.5% compared to 25.2% in the prior year
  • Record operating income of $1.22 billion, increasing 16% over the prior year
  • GAAP EPS was $5.61 and pro forma EPS(1) was $5.82, representing 13% growth over the prior year pro forma EPS

(In thousands, except per share information)

 

13-Weeks Ended

 

 

52-Weeks Ended

 

 

 

December 25,

 

 

December 26,

 

 

YoY

 

 

December 25,

 

 

December 26,

 

 

YoY

 

 

 

2021

 

 

2020

 

 

Change

 

 

2021

 

 

2020

 

 

Change

 

Net sales

 

$

1,391,589

 

 

$

1,351,405

 

 

 

3

%

 

$

4,982,795

 

 

$

4,186,573

 

 

 

19

%

Fitness

 

 

470,146

 

 

 

470,811

 

 

 

(0

)%

 

 

1,533,788

 

 

 

1,317,498

 

 

 

16

%

Outdoor

 

 

378,218

 

 

 

411,935

 

 

 

(8

)%

 

 

1,281,933

 

 

 

1,128,081

 

 

 

14

%

Aviation

 

 

177,582

 

 

 

156,969

 

 

 

13

%

 

 

712,468

 

 

 

622,820

 

 

 

14

%

Marine

 

 

196,454

 

 

 

171,579

 

 

 

14

%

 

 

875,151

 

 

 

657,848

 

 

 

33

%

Auto

 

 

169,189

 

 

 

140,111

 

 

 

21

%

 

 

579,455

 

 

 

460,326

 

 

 

26

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross margin %

 

 

55.5

%

 

 

58.5

%

 

 

 

 

 

 

58.0

%

 

 

59.3

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income %

 

 

22.6

%

 

 

27.5

%

 

 

 

 

 

 

24.5

%

 

 

25.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP diluted EPS

 

$

1.48

 

 

$

1.73

 

 

 

(14

)%

 

$

5.61

 

 

$

5.17

 

 

 

9

%

Pro forma diluted EPS (1)

 

$

1.55

 

 

$

1.73

 

 

 

(10

)%

 

$

5.82

 

 

$

5.14

 

 

 

13

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) See attached Non-GAAP Financial Information for discussion and reconciliation of non-GAAP financial measures, including pro forma diluted EPS

 

Executive Overview from Cliff Pemble, President and Chief Executive Officer:

“2021 was another remarkable year as demand for our products led to strong double digit annual revenue growth in each of our five segments,” said Cliff Pemble, President and CEO of Garmin. “We are entering 2022 with a great lineup of recently introduced products and have more exciting product introductions planned throughout the year. I am very proud of what we have accomplished in 2021 and look forward to the opportunities and challenges of the new year.”

Fitness:

Revenue from the fitness segment was flat in the fourth quarter, with growth in advanced wearable products offset by reduced sales of cycling products. Gross margin and operating margins were 49% and 22%, respectively, resulting in $104 million of operating income. During the quarter, we announced multiyear sponsorship agreements at both the high school and collegiate levels to showcase the power and utility of our running watches. We also recently released our 2021 Connect Fitness Report which shows double digit growth in nearly every activity category, demonstrating the unique active lifestyle focus of our customer base.

Outdoor:

Revenue from the outdoor segment decreased 8% in the fourth quarter primarily due to component constraints that limited the number of orders we could fulfill for our traditional handhelds and dog products. Gross margin and operating margins were 65% and 37%, respectively, resulting in $142 million of operating income. The Garmin Descent Mk2i dive computer and Descent T1 transmitter featuring our revolutionary SubWave sonar-based communication were named one of 2021’s greatest innovations by Popular Science.

Aviation:

Revenue from the aviation segment grew 13% in the fourth quarter primarily driven by the OEM category. Gross margin and operating margins were 73% and 25%, respectively, resulting in $45 million of operating income. During the quarter the G3000 integrated flight deck was selected by Heart Aerospace for the all-electric ES-19 regional airliner. We also announced additional certifications for our GFC 500/600 autopilot, bringing the performance and safety enhancing benefits of our flight control technology to more aircraft models. Also in the quarter, Embraer presented Garmin with its seventh consecutive Supplier of the Year award. Over the past decade, Embraer has presented Garmin with a total of 12 supplier awards across various categories, including: Electric and Electronics Systems, Technical Support to Operators, Electro- Mechanical Systems, and Material Support to Operator, recognizing our achievement in designing, manufacturing, and supporting the most innovative flight deck solutions.

Marine:

Revenue from the marine segment grew 14% in the fourth quarter with growth across multiple categories led by strong demand for our chartplotters. Gross margin and operating margins were 54% and 20%, respectively, resulting in $39 million of operating income. During the quarter, we launched the new GPSMAP 79 marine handheld series, equipping mariners with easy-to-use navigation tools in the palm of their hand. We also launched the new GMR Fantom range, the most powerful solid-state dome radars in their class. These high-powered radars offer a broad range from 20 feet to 48 nautical miles, improved target detection and features to enhance situational awareness on the water. Also during the quarter, our Surround View Camera System was named the 2021 DAME Design award winner as the industry first intelligent camera system delivering unprecedented situational awareness and convenience on the water.

Auto:

Revenue from the auto segment grew 21% during the fourth quarter driven by growth in both auto OEM programs and consumer auto products. Gross margin was 36%, and we recorded an operating loss of $15 million in the quarter driven by ongoing investments in auto OEM programs. During the quarter, we began shipments of the new lineup of Drive navigators for the consumer market, bringing larger displays and more connected features to our customers.

Additional Financial Information:

Total operating expenses in the fourth quarter were $457 million, a 9% increase over the prior year. Research and development increased by 11%, primarily due to engineering personnel costs. Selling, general and administrative expenses increased 10%, driven primarily by personnel related expenses and information technology costs. Advertising expenses were consistent with the prior year quarter.

The effective tax rate in the fourth quarter of 2021 was 7.4% compared to the GAAP effective tax rate of 14.8% and pro forma effective tax rate(1) of 12.0% in the prior year quarter. The year-over-year decrease in the pro forma effective tax rate is primarily due to uncertain tax position reserves recorded in the prior year.

In the fourth quarter of 2021, we generated approximately $49 million of free cash flow(1), and paid a quarterly dividend of approximately $129 million. We ended the quarter with cash and marketable securities of approximately $3.1 billion.

(1) See attached Non-GAAP Financial Information for discussion and reconciliation of non-GAAP financial measures, including pro forma effective tax rate and free cash flow.

2022 Fiscal Year Guidance(2):

We expect full year 2022 revenue of approximately $5.5 billion, an increase of approximately 10% over 2021. We expect our full year pro forma EPS to be approximately $5.90 based upon gross margin of approximately 57.5%, operating margin of approximately 22.8% and pro forma effective tax rate of approximately 10.5%.

 

 

2022 Guidance

Revenue

 

$5.5B

Gross Margin

 

57.5%

Operating Margin

 

22.8%

Pro forma Effective Tax Rate

 

10.5%

Pro forma EPS

 

$5.90

 

(2) All amounts and %s in the above 2022 Guidance table are approximate. Also, see attached discussion on Forward-looking Financial Measures.

Dividend Recommendation:

The board of directors intends to recommend to the shareholders for approval at the annual meeting to be held on June 10, 2022, a cash dividend in the amount of $2.92 per share (subject to possible adjustment based on the total amount of the dividend in Swiss Francs as approved at the annual meeting), payable in four equal installments on dates to be determined by the board. The board currently anticipates the scheduling of the dividend in four installments as follows:

 

Dividend Date

 

Record Date

 

$s per share

June 30, 2022

 

June 20, 2022

 

$0.73

September 30, 2022

 

September 15, 2022

 

$0.73

December 30, 2022

 

December 15, 2022

 

$0.73

March 31, 2023

 

March 15, 2023

 

$0.73

In addition, the board has established March 31, 2022 as the payment date and March 15, 2022 as the record date for the final dividend installment of $0.67 per share, per the prior approval at the 2021 annual shareholders’ meeting. The first, second and third payments of $0.67 per share were made on June 30, 2021, September 30, 2021, and December 31, 2021, respectively.

Webcast Information/Forward-Looking Statements:

The information for Garmin Ltd.’s earnings call is as follows:

When: Wednesday, February 16, 2022 at 10:30 a.m. Eastern
Where: https://www.garmin.com/en-US/investors/events/
How: Simply log on to the web at the address above or call to listen in at 855-757-3897

An archive of the live webcast will be available until February 15, 2023 on the Garmin website at www.garmin.com. To access the replay, click on the Investors link and click over to the Events Calendar page.

This release includes projections and other forward-looking statements regarding Garmin Ltd. and its business that are commonly identified by words such as “anticipates,” “would,” “may,” “expects,” “estimates,” “plans,” “intends,” “projects,” and other words or phrases with similar meanings. Any statements regarding the Company’s expected fiscal 2022 GAAP and pro forma estimated earnings, EPS, and effective tax rate, and the Company’s expected segment revenue growth rates, consolidated revenue, gross margins, operating margins, potential future acquisitions, currency movements, expenses, pricing, new products launches, market reach, statements relating to possible future dividends, and the Company’s plans and objectives are forward-looking statements. The forward-looking events and circumstances discussed in this release may not occur and actual results could differ materially as a result of risk factors and uncertainties affecting Garmin, including, but not limited to, the risk factors that are described in the Annual Report on Form 10-K for the year ended December 25, 2021 filed by Garmin with the Securities and Exchange Commission (Commission file number 001-41118). A copy of Garmin’s 2021 Form 10-K can be downloaded from https://www.garmin.com/en-US/investors/sec/. All information provided in this release and in the attachments is as of December 25, 2021. Undue reliance should not be placed on the forward-looking statements in this press release, which are based on information available to us on the date hereof. We undertake no duty to update this information unless required by law.

This release and the attachments contain non-GAAP financial measures. A reconciliation to the nearest GAAP measure and a discussion of the Company's use of these measures are included in the attachments.

Garmin, the Garmin logo and the Garmin delta, G3000 and GPSMAP are trademarks of Garmin Ltd. or its subsidiaries and are registered in one or more countries, including the U.S. Drive, DriveSmart, Descent, GFC, GMR Fantom and SubWave are trademarks of Garmin Ltd. or its subsidiaries. All other brands, product names, company names, trademarks and service marks are the properties of their respective owners. All rights reserved.

Garmin Ltd. and Subsidiaries

 

Condensed Consolidated Statements of Income (Unaudited)

 

(In thousands, except per share information)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13-Weeks Ended

 

 

52-Weeks Ended

 

 

 

December 25,

 

 

December 26,

 

 

December 25,

 

 

December 26,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net sales

 

$

1,391,589

 

 

$

1,351,405

 

 

$

4,982,795

 

 

$

4,186,573

 

Cost of goods sold

 

 

619,484

 

 

 

560,422

 

 

 

2,092,336

 

 

 

1,705,237

 

Gross profit

 

 

772,105

 

 

 

790,983

 

 

 

2,890,459

 

 

 

2,481,336

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Advertising expense

 

 

61,124

 

 

 

61,135

 

 

 

171,829

 

 

 

151,166

 

Selling, general and administrative expense

 

 

174,090

 

 

 

158,910

 

 

 

659,986

 

 

 

570,245

 

Research and development expense

 

 

221,772

 

 

 

199,672

 

 

 

840,024

 

 

 

705,685

 

Total operating expenses

 

 

456,986

 

 

 

419,717

 

 

 

1,671,839

 

 

 

1,427,096

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

 

315,119

 

 

 

371,266

 

 

 

1,218,620

 

 

 

1,054,240

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

7,005

 

 

 

6,744

 

 

 

28,573

 

 

 

37,002

 

Foreign currency (losses) gains

 

 

(14,642

)

 

 

12,627

 

 

 

(45,263

)

 

 

2,825

 

Other income

 

 

1,355

 

 

 

828

 

 

 

4,866

 

 

 

9,343

 

Total other income (expense)

 

 

(6,282

)

 

 

20,199

 

 

 

(11,824

)

 

 

49,170

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

 

308,837

 

 

 

391,465

 

 

 

1,206,796

 

 

 

1,103,410

 

Income tax provision

 

 

22,702

 

 

 

57,918

 

 

 

124,596

 

 

 

111,086

 

Net income

 

$

286,135

 

 

$

333,547

 

 

$

1,082,200

 

 

$

992,324

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.49

 

 

$

1.74

 

 

$

5.63

 

 

$

5.19

 

Diluted

 

$

1.48

 

 

$

1.73

 

 

$

5.61

 

 

$

5.17

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

192,353

 

 

 

191,278

 

 

 

192,180

 

 

 

191,085

 

Diluted

 

 

193,306

 

 

 

192,303

 

 

 

193,043

 

 

 

191,895

 

Garmin Ltd. and Subsidiaries

 

Condensed Consolidated Balance Sheets (Unaudited)

 

(In thousands, except per share information)

 

 

 

 

 

 

 

 

 

 

 

 

December 25,

 

 

December 26,

 

2021

2020

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

1,498,058

 

 

$

1,458,442

 

Marketable securities

 

 

347,980

 

 

 

387,642

 

Accounts receivable, net

 

 

843,445

 

 

 

849,469

 

Inventories

 

 

1,227,609

 

 

 

762,084

 

Deferred costs

 

 

15,961

 

 

 

20,145

 

Prepaid expenses and other current assets

 

 

328,719

 

 

 

191,569

 

Total current assets

 

 

4,261,772

 

 

 

3,669,351

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

1,067,478

 

 

 

855,539

 

Operating lease right-of-use assets

 

 

89,457

 

 

 

94,626

 

Noncurrent marketable securities

 

 

1,268,698

 

 

 

1,131,175

 

Deferred income tax assets

 

 

260,205

 

 

 

245,455

 

Noncurrent deferred costs

 

 

12,361

 

 

 

16,510

 

Intangible assets, net

 

 

791,073

 

 

 

828,566

 

Other noncurrent assets

 

 

103,383

 

 

 

190,151

 

Total assets

 

$

7,854,427

 

 

$

7,031,373

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

370,048

 

 

$

258,885

 

Salaries and benefits payable

 

 

211,371

 

 

 

181,937

 

Accrued warranty costs

 

 

45,467

 

 

 

42,643

 

Accrued sales program costs

 

 

121,514

 

 

 

109,891

 

Other accrued expenses

 

 

225,988

 

 

 

181,767

 

Deferred revenue

 

 

87,654

 

 

 

86,865

 

Income taxes payable

 

 

128,083

 

 

 

68,585

 

Dividend payable

 

 

258,023

 

 

 

233,644

 

Total current liabilities

 

 

1,448,148

 

 

 

1,164,217

 

 

 

 

 

 

 

 

 

 

Deferred income tax liabilities

 

 

117,595

 

 

 

116,844

 

Noncurrent income taxes payable

 

 

62,539

 

 

 

92,810

 

Noncurrent deferred revenue

 

 

41,618

 

 

 

49,934

 

Noncurrent operating lease liabilities

 

 

70,044

 

 

 

75,958

 

Other noncurrent liabilities

 

 

324

 

 

 

15,494

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Shares, CHF 0.10 par value, 198,077 shares authorized and issued, 192,608 shares outstanding at December 25, 2021; and 191,571 shares outstanding at December 26, 2020

 

 

17,979

 

 

 

17,979

 

Additional paid-in capital

 

 

1,960,722

 

 

 

1,880,354

 

Treasury stock

 

 

(303,114

)

 

 

(320,016

)

Retained earnings

 

 

4,320,737

 

 

 

3,754,372

 

Accumulated other comprehensive income

 

 

117,835

 

 

 

183,427

 

Total stockholders’ equity

 

 

6,114,159

 

 

 

5,516,116

 

Total liabilities and stockholders’ equity

 

$

7,854,427

 

 

$

7,031,373

 

Garmin Ltd. and Subsidiaries

 

Consolidated Statements of Cash Flows

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

52-Weeks Ended

 

 

 

December 25,

 

 

December 26,

 

2021

2020

Operating Activities:

 

 

 

 

 

 

 

 

Net income

 

$

1,082,200

 

 

$

992,324

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation

 

 

103,498

 

 

 

78,121

 

Amortization

 

 

51,320

 

 

 

48,594

 

Loss (gain) on sale of property and equipment

 

 

298

 

 

 

(1,799

)

Unrealized foreign currency losses (gains)

 

 

36,385

 

 

 

(9,873

)

Deferred income taxes

 

 

(5,368

)

 

 

6,931

 

Stock compensation expense

 

 

92,522

 

 

 

80,885

 

Realized gains on marketable securities

 

 

(622

)

 

 

(1,392

)

Changes in operating assets and liabilities, net of acquisitions:

 

 

 

 

 

 

 

 

Accounts receivable, net of allowance for doubtful accounts

 

 

(19,106

)

 

 

(108,859

)

Inventories

 

 

(476,454

)

 

 

28,726

 

Other current and noncurrent assets

 

 

(38,004

)

 

 

(33,690

)

Accounts payable

 

 

108,946

 

 

 

1,447

 

Other current and noncurrent liabilities

 

 

70,007

 

 

 

87,761

 

Deferred revenue

 

 

(7,377

)

 

 

(25,211

)

Deferred costs

 

 

8,288

 

 

 

11,973

 

Income taxes

 

 

5,894

 

 

 

(20,671

)

Net cash provided by operating activities

 

 

1,012,427

 

 

 

1,135,267

 

 

 

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(307,645

)

 

 

(185,401

)

Proceeds from sale of property and equipment

 

 

35

 

 

 

1,977

 

Purchase of intangible assets

 

 

(1,942

)

 

 

(2,065

)

Purchase of marketable securities

 

 

(1,508,712

)

 

 

(1,052,640

)

Redemption of marketable securities

 

 

1,363,070

 

 

 

1,126,253

 

Acquisitions, net of cash acquired

 

 

(20,175

)

 

 

(148,648

)

Net cash used in investing activities

 

 

(475,369

)

 

 

(260,524

)

 

 

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

 

 

 

Dividends

 

 

(491,457

)

 

 

(450,631

)

Proceeds from issuance of treasury stock related to equity awards

 

 

35,733

 

 

 

15,201

 

Purchase of treasury stock related to equity awards

 

 

(30,985

)

 

 

(26,330

)

Net cash used in financing activities

 

 

(486,709

)

 

 

(461,760

)

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

 

(10,254

)

 

 

18,127

 

 

 

 

 

 

 

 

 

 

Net increase in cash, cash equivalents, and restricted cash

 

 

40,095

 

 

 

431,110

 

Cash, cash equivalents, and restricted cash at beginning of year

 

 

1,458,748

 

 

 

1,027,638

 

Cash, cash equivalents, and restricted cash at end of year

 

$

1,498,843

 

 

$

1,458,748

 

The following table includes supplemental financial information for the consumer auto and auto OEM operating segments that management believes is useful.

Garmin Ltd. and Subsidiaries

 

Net Sales, Gross Profit and Operating Income by Segment

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Auto

 

 

 

 

 

 

 

Fitness

 

 

Outdoor

 

 

Aviation

 

 

Marine

 

 

Total

Auto

 

 

Consumer

Auto

 

 

Auto

OEM

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13-Weeks Ended December 25, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

470,146

 

 

$

378,218

 

 

$

177,582

 

 

$

196,454

 

 

$

169,189

 

 

$

93,143

 

 

$

76,046

 

 

$

1,391,589

 

Gross profit

 

 

231,560

 

 

 

244,482

 

 

 

130,445

 

 

 

105,170

 

 

 

60,448

 

 

 

40,257

 

 

 

20,191

 

 

 

772,105

 

Operating income (loss)

 

 

104,085

 

 

 

141,747

 

 

 

44,800

 

 

 

39,158

 

 

 

(14,671

)

 

 

10,213

 

 

 

(24,884

)

 

 

315,119

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13-Weeks Ended December 26, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

470,811

 

 

$

411,935

 

 

$

156,969

 

 

$

171,579

 

 

$

140,111

 

 

$

78,552

 

 

$

61,559

 

 

$

1,351,405

 

Gross profit

 

 

250,603

 

 

 

270,627

 

 

 

114,237

 

 

 

96,347

 

 

 

59,169

 

 

 

41,516

 

 

 

17,653

 

 

 

790,983

 

Operating income (loss)

 

 

128,809

 

 

 

179,028

 

 

 

33,718

 

 

 

41,530

 

 

 

(11,819

)

 

 

15,836

 

 

 

(27,655

)

 

 

371,266

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

52-Weeks Ended December 25, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

1,533,788

 

 

$

1,281,933

 

 

$

712,468

 

 

$

875,151

 

 

$

579,455

 

 

$

324,731

 

 

$

254,724

 

 

$

4,982,795

 

Gross profit

 

 

813,325

 

 

 

834,837

 

 

 

519,821

 

 

 

495,310

 

 

 

227,166

 

 

 

153,825

 

 

 

73,341

 

 

 

2,890,459

 

Operating income (loss)

 

 

372,575

 

 

 

480,777

 

 

 

191,775

 

 

 

244,199

 

 

 

(70,706

)

 

 

45,603

 

 

 

(116,309

)

 

 

1,218,620

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

52-Weeks Ended December 26, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

1,317,498

 

 

$

1,128,081

 

 

$

622,820

 

 

$

657,848

 

 

$

460,326

 

 

$

275,493

 

 

$

184,833

 

 

$

4,186,573

 

Gross profit

 

 

697,539

 

 

 

739,777

 

 

 

453,008

 

 

 

384,450

 

 

 

206,562

 

 

 

139,864

 

 

 

66,698

 

 

 

2,481,336

 

Operating income (loss)

 

 

318,884

 

 

 

441,085

 

 

 

137,203

 

 

 

175,724

 

 

 

(18,656

)

 

 

41,464

 

 

 

(60,120

)

 

 

1,054,240

 

Garmin Ltd. and Subsidiaries

 

Net Sales by Geography

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13-Weeks Ended

 

 

52-Weeks Ended

 

 

 

December 25,

 

 

December 26,

 

 

YoY

 

 

December 25,

 

 

December 26,

 

 

YoY

 

 

 

2021

 

 

2020

 

 

Change

 

 

2021

 

 

2020

 

 

Change

 

Net sales

 

$

1,391,589

 

 

$

1,351,405

 

 

3%

 

 

$

4,982,795

 

 

$

4,186,573

 

 

19%

 

Americas

 

 

626,099

 

 

 

595,720

 

 

5%

 

 

 

2,349,515

 

 

 

1,968,080

 

 

19%

 

EMEA

 

 

528,053

 

 

 

536,822

 

 

(2)%

 

 

 

1,858,907

 

 

 

1,579,749

 

 

18%

 

APAC

 

 

237,437

 

 

 

218,863

 

 

8%

 

 

 

774,373

 

 

 

638,744

 

 

21%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EMEA - Europe, Middle East and Africa

 

APAC - Asia Pacific and Australian Continent

 

Changes in Expense Classification and Segment Allocation Methodologies

Beginning with reports filed in the first quarter of fiscal 2022, the Company will reflect a refined methodology used in classifying certain indirect costs in accordance with the way the Company's management will use the information in decision making, which we believe will provide a more meaningful representation of costs incurred to support research and development activities. Future reports will also reflect a refined methodology used to allocate certain selling, general, and administrative expenses to the segments in a more direct manner to provide a more meaningful representation of segment profit or loss.

These changes in classification and allocation had no effect on the Company's consolidated operating or net income or on the Company's composition of operating segments and reportable segments. The Company expects to report its financial results in accordance with these changes beginning with the Company's first quarter 2022 Form 10-Q and will recast prior periods to conform to the revised presentation.

We estimate the expense classification change will result in a decrease to research and development expense of approximately $61 million, with a corresponding increase to selling, general, and administrative expenses, for the recast fiscal year ended December 25, 2021.

We estimate the segment allocation change will result in the following impacts to segment operating income for the recast fiscal year ended December 25, 2021:

 

 

52-Weeks Ended December 25, 2021

(In millions)

 

 

 

 

 

 

 

 

 

 

Auto

 

 

 

 

Fitness

 

Outdoor

 

Aviation

 

Marine

 

Total

Auto

 

Consumer

Auto

 

Auto

OEM

 

Total

Operating income (decrease) increase

 

$ (13)

 

$ (5)

 

$ 1

 

$ 6

 

$ 11

 

$ 3

 

$ 8

 

$ —


Contacts

Investor Relations Contact:
Teri Seck
913/397-8200
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Media Relations Contact:
Krista Klaus
913/397-8200
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Read full story here

ST. JOHNS, Newfoundland and Labrador--(BUSINESS WIRE)--Duxion Motors today announced that its Board of Directors has appointed Jon Baksht as an independent director on the Board.


Mr. Baksht is a seasoned Chief Financial Officer with global management experience as CFO of an industry leading S&P 500 corporation. His strong strategic focus and capital markets background has resulted in raising over $25 billion of capital and over $50 billion of strategic transactions being closed. In his most recent position as EVP and CFO of Valaris, the world’s largest offshore drilling contractor, Mr. Baksht led multi-year strategic initiatives to high-grade assets, position the company into key markets, streamline operations and strengthen the balance sheet. Earlier in his career, he worked in investment banking at Goldman Sachs and in management consulting at Accenture. He is an experienced Corporate Director, having served on the Board of ARO Drilling as a committee member and Chairman of the Audit Committee.

Mr. Baksht is a graduate of the Kellogg School of Management at Northwestern University where he earned a Master of Business Administration. He received his undergraduate degree from the University of Texas at Austin, earning a Bachelor of Science with High Honors in Electrical Engineering.

“We are extremely pleased to add Jon to the Board as we continue to grow the company. With the recent patent award for our eJet engine technology and rapid plans for commercialization, Jon’s depth of experience will enhance our strategic decision making and be key for financing our ambitious growth plans,” said Rick Pilgrim, Chairman and Chief Executive Officer of Duxion. “We believe Jon’s uniquely diverse skill set and experiences will advance our position as a market disrupter in the $80 billion aerospace engine market. With over 30,000 jet-powered aircraft that rely solely on fossil fuels, the time to act is now.”

About Duxion

Founded in 2017, Duxion Motors Inc. is an advanced motor design and manufacturing company developing high power density electric propulsion systems for aviation and marine industries. Our engineers have developed powerful scalable electric drives that accelerate the transition to emission free electric transportation. Our patented eJet motor enables jet owners and OEMs to hybridize or fully electrify their existing fleets more quickly and economically.

http://www.duxion.com


Contacts

Rick Pilgrim
(709) 290-0737
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Leading ESG Investment Firm Focuses on Credit Investments in the Energy Transition

NEW YORK--(BUSINESS WIRE)--Energy Impact Partners (EIP), a leading investor in the energy transition, announced that its Credit Group made a record commitment in more than $150 million of investments in 2021. EIP launched the Credit Group in 2016 to provide innovative financing solutions for companies focusing on the broader energy transition across the power, renewable, software and technology, industrial, business services, and transportation industries.


In 2021, the EIP Credit Group financed a record high of five new US-based businesses bringing the portfolio to more than 20 companies and a total investment volume exceeding $280 million.

“Our investments in 2021 continue to showcase the depth and breadth of our capital offerings and underline our strategic mission to provide creative financing solutions to U.S. lower-middle market companies,” said EIP Credit Group Managing Partner & CEO Harry Giovani. “Our tailored debt and equity solutions for both established and high growth companies differentiates us from other capital providers. We view ourselves as a strategic partner to our portfolio companies and not just a source of capital. We believe that the EIP ecosystem further positions our investments for successful outcomes, especially given our ESG focus and the value these companies bring to our sector.”

EIP Credit Group Partner Tal Sheynfeld added, “As part of EIP’s over $2.0 billion in AUM platform, our ability to structure credit and financing offerings that fit the individual and varied needs of our portfolio companies is key to our success. Our new portfolio companies complement our existing investments with a mix of earlier stage and established companies. We look forward to seeing their continued success and growth with access to the EIP platform which includes blue-chip utility and industrial LPs. The future is bright at EIP and we seek to continue to be the capital provider of choice for companies operating in our industries of focus.”

Background on Investments

  • Led the $34.0 million acquisition capital financing for a private equity sponsor’s acquisition of Celerity Consulting. Celerity, headquartered in San Francisco and founded in 2001, is a leading provider of information management services focused on the retrieval, organization and analysis of complex data for gas and electric utilities, state governments, law firms, and corporations.
  • Provided a $15.0 million delayed draw term loan to EVmo, Inc. (YAYO) as growth capital to support the company’s electric vehicle fleet expansion. EVmo bridges the gap between rideshare and “last mile” delivery drivers in need of suitable vehicles and the companies in the rideshare, delivery, and logistics businesses that depend on attracting and keeping drivers. EVmo is a leading provider of rental vehicles to drivers and delivery companies in this ever-expanding gig economy.
  • Led a $30.0 million term loan and participated in Manus Bio’s $21.5 million convertible note round providing the company growth capital and support in expanding the company’s Augusta, GA manufacturing facility. Manus Bio leverages rapid advances in Biology to produce complex, natural ingredients used in our daily lives as flavors, fragrances, food ingredients, cosmetics, vitamins, pharmaceuticals and agricultural chemicals. Using its advanced fermentation technology, Manus Bio recreates natural processes for next-generation industrial biomanufacturing and provides sustainable and cost-effective sources of ingredients for health, wellness, and nutrition.
  • Participated in Scythe’s $10.0 million Series A round, allowing the company to expand its team and operationalize cyber threat intelligence to attack, detect, and respond with safety, realism, and scale. Scythe is an adversary emulation platform for the enterprise and cybersecurity consulting market and allows organizations to continuously assess their risk posture and exposure.
  • Participated in Sitetracker’s $45.0 million Series C round, which enabled Sitetracker to continue to scale and power the successful deployment of critical infrastructure through leading high-volume project management software and services. Sitetracker was founded in 2013 and enables companies to perfect how they plan, deploy, maintain, and grow their capital asset portfolios.

For more information on EIP and EIP Credit Group, please visit www.energyimpactpartners.com.

About Energy Impact Partners
Energy Impact Partners LP (EIP) is a global investment firm leading the transition to a sustainable future. EIP brings together entrepreneurs and the world's most forward-looking energy and industrial companies to advance innovation. With over $2.0 billion in assets under management, EIP invests globally across venture, growth, credit, and infrastructure – and has a team of over 60 professionals based in its offices in New York, San Francisco, Palm Beach, London, Cologne, and Oslo. For more information on EIP, please visit www.energyimpactpartners.com.


Contacts

Harry Giovani
Managing Partner and CEO
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Tal Sheynfeld
Partner
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Media:
Alex Autry
Silverline Communications
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REC Supports the Companies’ Commitment to Significantly Reducing CO2 Emissions

ARLINGTON, Texas--(BUSINESS WIRE)--Priority Power Management, LLC (“Priority Power”), an independent energy services provider offering smart energy solutions and streamlined transitions to carbon neutrality, advised and represented Texas Brine Company, LLC (“Texas Brine”) and Pure Salt Baytown, LLC (“Pure Salt Baytown”) on a 100 percent renewable energy contract signed with TXU Energy to power their four facilities along the Texas Gulf Coast. Texas Brine and Pure Salt Baytown together, are the largest independent brine producers in the United States and engage in brine production, treatment, and transportation, as well as underground storage of crude oil, natural gas and natural gas liquids at two Texas Brine locations in Texas.


Texas Brine and Pure Salt Baytown will secure certified renewable Texas wind and solar resources from TXU Energy to cover their energy usage at four Gulf Coast locations. Over the life of the contracts, approximately 60 million kilowatt hours of certified clean, renewable energy will be supplied to Texas Brine and Pure Salt Baytown, equivalent to the reduction of approximately 26,000 metric tons in CO2 emissions, or the annual electricity consumption of 4,670 homes, according to the Environmental Protection Agency (EPA).

“As part of our participation in the Responsible Care© global initiative for environmental stewardship in the chemicals industry, we’ve made sustainability one of our guiding principles,” said Texas Brine President Ted Grabowski. Brian Rapp, President of Pure Salt Baytown added “that powering our energy-intensive operations with renewable electricity naturally dovetails with our mission to use chemistry to make the lives of people in our communities safer, healthier, and better.”

"The energy transition is a challenging undertaking, but it's also an exciting time of seeing age-old industries like salt production move into the next era of energy,” said John Bick, Chief Commercial Officer of Priority Power. “Working with companies like Texas Brine and Pure Salt Baytown that are leading the way motivates us to continue helping businesses of all kinds achieve smart, sustainable solutions that will pay real economic and environmental dividends in both the short and long term.”

Gabe Castro, TXU Energy’s Senior Vice President of Business Markets, said, “We applaud Texas Brine and Pure Salt Baytown for being trail-blazers in the solution mining and salt production industries and taking this important step on behalf of the environment and their fellow Texans. We have no doubt this deal will be a building block for continued growth and success in both their sustainability initiatives and their overall business.”

About Priority Power

Priority Power is an independent energy solutions provider focused on energy infrastructure, energy transition program management, market intelligence operations, and energy structuring. Priority Power serves over 6,700 clients, totaling $2.7 billion in energy spend and 94 TWh of electricity managed across 31 states. The Company prioritizes energy efficiency and seeks to leverage its engineering, procurement, construction, and market expertise to aid in decarbonization of the industrial economy. For more information on Priority Power, please visit www.prioritypower.com.

About Texas Brine Company and Pure Salt Baytown

Texas Brine Company, LLC, its wholly-owned subsidiaries, and related entity Pure Salt Baytown, LLC, are leading brine producers in the United States. Together, they supply over 30% of the brine requirements of the U.S. chlor-alkali industry. They are family-owned companies based in Houston, with a proud heritage in salt-related businesses since 1946. Please visit us online at www.texasbrine.com and www.puresalt.com.

About TXU Energy

More Texans trust TXU Energy to power their homes and businesses than any other electricity provider. They’re passionate about creating experiences and solutions tailored to fit the needs of their customers, including electricity plans, online tools to help save, renewable energy options and more. TXU Energy is also committed to cultivating a dynamic and enjoyable workplace where all our people can succeed. Visit www.txu.com for more. TXU Energy is a subsidiary of Vistra (NYSE: VST). REP #10004


Contacts

Priority Power Contact:
Katherine Tappan
Investor Relations
501-951-5282
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Texas Brine and Pure Salt Contact:
Laure Felix
Corporate Communications
713-986-2610
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TXU Energy Contact:
Jenny Lyon
214-875-8004
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SAULT STE. MARIE, Ontario--(BUSINESS WIRE)--Today the Government of Canada announced victory in the second-ever dispute under the Canada-U.S.-Mexico Agreement (CUSMA). In a unanimous decision, the CUSMA Panel found that safeguard tariffs imposed by the Trump Administration on imported crystalline silicon photovoltaic (CSPV) solar modules from Canada violate CUSMA rules and recommended that the United States adhere to its commitments under the trade pact. The United States, which originally imposed these tariffs in 2018 as part of a global safeguard measure, will have until March 16 (45 days from the Panel’s decision) to terminate the tariff on imports from Canada in compliance with the Panel’s recommendation.


Heliene, a Customer-First provider of North American made solar modules in Ontario, Minnesota, and Florida, applauds this decision. “Today’s decision benefits solar workers and producers across both countries. I am grateful to the Government of Canada for its work in this landmark case to uphold CUSMA rules and unleash even more solar sector investment and manufacturing in North America,” said Martin Pochtaruk, President of Heliene. “We look forward to moving ahead with new expansion plans and developing the world’s premier high-quality and cutting-edge solar products to serve the North American market.”

Canadian Minister of International Trade Mary Ng stated: “It has been made clear today in the CUSMA dispute settlement panel’s report that tariffs on Canadian solar products are in violation of CUSMA. Canada will work toward the complete removal of these unjustified tariffs. Canada will also ensure that our solar industry, as well as all Canadian industries and workers, can fully benefit from CUSMA.”

About Heliene

Heliene is one of North America's fastest-growing domestic module manufacturers serving the utility-scale, commercial, and residential markets. With an in-house logistics team and remarkably responsive support staff, Heliene delivers competitively priced, high performance solar modules precisely when and where customers need them to accelerate North America's clean energy transition. Founded in 2010, Heliene is recognized as a highly bankable Tier 1 module manufacturer and has production facilities located in Ontario, Minnesota and Florida. For more information, visit www.heliene.com.


Contacts

For media inquiries, please contact:
Annika Harper
PR Director
Antenna Group
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Delivering 25 years of collaboration, exceptional performance, protection in extreme conditions and outstanding driving experiences, Mobil 1 and Porsche will remain long-term partners.

  • Mobil 1 motor oil will continue as the factory-fill and recommended-service-fill for Porsche engines
  • More than 1.5 million Porsche engines have been factory-filled with Mobil 1 motor oil
  • Mobil 1 continues to support Formula E and provide Mobil EV™ products to Porsche

SPRING, Texas--(BUSINESS WIRE)--Mobil 1 and Porsche today announced the extension of their long-term relationship ensuring Mobil 1 motor oil remains the factory- and recommended-service-fill motor oil for Porsche vehicles through 2026.


For 25 years, Mobil 1 brand and Porsche have collaborated to bring about a great driving experience for consumers and motorsports drivers. The two iconic brands share the same commitment to research and advanced technology and a passion for maximizing engine efficiency and protection.

Mobil 1 helps Porsche drivers unlock their passion and the performance of their vehicle, offering an optimum balance of performance, protection, durability and efficiency that Porsche’s high-performance cars require,” said Mike Smith, Director of strategic global alliances at ExxonMobil Fuels & Lubricants. “Since 1996, we have built a strong partnership that embodies what our consumers and team drivers want, need and expect from our world class brands and performance-driven industry leaders. Those who came before us, and our leaders today, are committed to advancing both performance and reliability, together we look forward to pushing the evolving technological boundaries of all Porsche vehicles over the next 25 years and beyond.”

Forward thinking has long been the foundation of the automotive industry. For electric vehicles, Mobil 1 provides electric powertrain fluids to Porsche, developed specifically to meet specialized demands. Mobil EV™ brings outstanding efficiency without losing vehicle power, dynamics, or safety. At the same time, the wider Porsche Formula E and Mobil EV partnership provides the ultimate automotive track-to-road proving ground with the continuation of development in high-performance lubricants and fluids.

For two and a half decades, our teams have collaborated closely on developing engines that power some of the most desirable and technically-advanced performance cars ever seen,” said Dr. Michael Steiner, Porsche’s Member of the Executive Board - Research and Development. “As Porsche competes and demonstrates the capabilities of its electric vehicle technology, ExxonMobil continues to engineer a full suite of Mobil-branded lubricants to help the Porsche Formula E team build on its racing legacy. A legacy that’s steeped in a rich tradition of ExxonMobil products, and further exemplified with Mobil EV. This milestone and contract extension not only celebrates the Porsche and ExxonMobil partnership today, but it brings additional opportunities to expand our brand portfolio with new product technologies, and will continue to do so for years to come.”

Key Milestones for the Mobil 1 brand and Porsche relationship:

  • To date, more than 1.5 million Porsche engines have been factory filled with Mobil 1 motor oil
  • Mobil 1 motor oil is the factory- and recommended-service-fill motor oil for over 50 Porsche models including the 911, 918, Cayman, Panamera, Macan, and Cayenne
  • The following Porsche race cars all use Mobil 1: 911 RSR, 911 GT3 R, 911 GT3 Cup and all four cars of the Cayman GT4 Clubsport
  • The Mobil 1 brand proudly supported the 900 horsepower Porsche 919 Hybrid in the World Endurance Championship and is still supporting the 510 horsepower Porsche 911 GT3 Cup in the Porsche Mobil 1™ Supercup
  • Since 2007, the Mobil 1 brand has been the title sponsor of the Porsche Mobil 1™ Supercup, the fastest and most prestigious international one-make championship

About Mobil 1

Mobil 1, the world’s leading synthetic motor oil brand, is factory fill in many of the world’s most powerful production vehicles. In fact, more than 1,500,000 Porsche engines have left the factory with Mobil 1. Mobil 1 advanced synthetic features anti-wear technology that provides performance beyond conventional motor oils. This technology allows Mobil 1 advanced synthetic to meet or exceed the toughest standards of vehicle manufacturers like Porsche and Bentley, and to provide exceptional protection against engine wear under normal or even some of the most extreme conditions.

For more information, visit mobil.com and follow @Mobil1 on Facebook, Instagram and Twitter.


Contacts

ExxonMobil Media Relations, 972-940-6007

TORONTO--(BUSINESS WIRE)--$CBON #CarbonCredit--With much excitement, NEO proudly welcomes Ninepoint Partners LP (“Ninepoint”) back to the NEO Exchange with the launch of the Ninepoint Carbon Credit ETF, a liquid alternative mutual fund, which begins trading today on the NEO Exchange, under the symbols CBON and CBON.U.


Ninepoint is a leading alternatives investment manager in Canada, and takes a long-term view on the important transition to a clean energy economy, as measured in decades, not years. With this Fund, Ninepoint gives investors access to the global emissions trading market, a global asset class expected to see exponential growth and which may be worth as much as $22 trillion by 20501.

“An orderly energy transition, one supported by incentives like cap-and-trade programs, will sustain Canada’s position as an energy superpower and leader in the clean energy transition. The investment community has an increasingly fundamental role in helping to achieve net-zero goals,” said John Wilson, Co-CEO, Managing Partner, and Senior Portfolio Manager at Ninepoint Partners. “As we aim to offer investors an investment return while potentially hedging their portfolios against energy transition risks, we are excited to once again list on NEO as Canada’s stock exchange for the future economy. On NEO, CBON will trade beside our high-performing energy fund, NNRG, as two sides of the generational energy transition opportunity.”

CBON seeks to provide unitholders with long-term capital appreciation by investing primarily in global carbon emissions allowance futures; namely, the California Carbon Allowance; the Regional Greenhouse Gas Initiative for the US Eastern States; and the European Union Allowance, as the economy transitions to meet net zero goals by 2050.

“We have staked our claim and proven time and again that NEO is Canada’s Tier 1 stock exchange fueling the innovation economy and energy transition,” remarked Jos Schmitt, President and CEO of NEO. “We are thrilled to welcome Ninepoint back to the NEO Exchange, with the launch of CBON – an alternative mutual fund with an ETF series that provides investor access to the burgeoning global carbon trading industry, while the world shifts in pursuit of a net-zero future. As a returning asset manager, Ninepoint’s continued trust and confidence in the NEO Exchange is a rewarding affirmation of our expertise in the ETF industry, and we are honoured to provide the platform that brings this North American-focused, future-forward product to Canadian investors.”

The USD units and the CAD purchase option of the Ninepoint Carbon Credit ETF are now available for trading on the NEO Exchange, where they join seven other Ninepoint ETFs, including NNRG, the #1 energy fund in Canada last year, according to Morningstar2. Investors can purchase units of the Funds through their usual investment channels, including discount brokerage platforms and full-service dealers. Click here for a complete view of all NEO-listed securities.

The NEO Exchange is now home to over 200 unique listings, including ETFs from Canada’s largest ETF issuers, and some of the most innovative Canadian and international growth companies. NEO consistently facilitates about 20% of all trading in Canadian ETFs and close to 15% of all volume traded across Canadian marketplaces.

About the NEO Exchange

The NEO Exchange is Canada’s Tier 1 stock exchange for the innovation economy, bringing together investors and capital raisers within a fair, liquid, efficient, and service-oriented environment. Fully operational since June 2015, NEO puts investors first and provides access to trading across all Canadian-listed securities on a level playing field. NEO lists companies and investment products seeking an internationally recognized stock exchange that enables investor trust, quality liquidity, and broad awareness including unfettered access to market data.

NEO recently launched the Canadian ETF Market, a user-friendly platform providing investors and advisors with one-stop access to ETF research and analysis. Real-time, institutional-grade data powered by ETF specialist Trackinsight allows users to compare, contrast, and explore the entire universe of 1,200+ Canadian ETFs, free of charge.

Connect with NEO: Website | LinkedIn | Twitter | Instagram | Facebook

About Ninepoint Partners LP

Based in Toronto, Ninepoint is one of Canada’s leading alternative investment management firms overseeing approximately $8 billion in assets under management and institutional contracts. Committed to helping investors explore innovative investment solutions that have the potential to enhance returns and manage portfolio risk, Ninepoint offers a diverse set of alternative strategies including North American Equity, Global Equity, Real Assets and Alternative Income.

Connect with Ninepoint: Website | LinkedIn | Twitter

_____________________
1 Wood Mackenzie, August 2021, COP26: Make or break for Global Emissions Trading
2 https://www.morningstar.ca/ca/news/217527/10-top-performing-canadian-mutual-funds-in-2021.aspx


Contacts

NEO Media:
Aimee Morita
This email address is being protected from spambots. You need JavaScript enabled to view it.

Breakthrough Energy Ventures and Lowercarbon Capital co-led Antora’s recent round to zero out emissions in the hardest-to-decarbonize industries on earth


SUNNYVALE, Calif.--(BUSINESS WIRE)--Antora Energy has unlocked a solution to deliver zero-emissions heat and electricity to heavy industry that is more reliable than fossil fuels, and just as cheap, according to Antora Energy CEO Andrew Ponec. “The manufacturing sector—including notoriously hard-to-decarbonize industries like cement, steel, and petrochemicals—accounts for a staggering 30% of global greenhouse gas emissions. Today, there aren’t scalable solutions to clean up the major drivers of these emissions—heat and power from combusting coal and gas,” Ponec says. “Partnering with Breakthrough Energy Ventures, Lowercarbon Capital, and our strong syndicate of other investors brings the resources and know-how to scale up our business and wipe out billions of tons of CO2 emissions per year.”

Additional investors include Shell Ventures, BHP Ventures, Grok Ventures, Trust Ventures, Overture VC, Impact Science Ventures, and existing investor Fifty Years VC.

Antora’s thermal energy storage system soaks up inexpensive renewable electricity and stores it as high-temperature heat. This stored thermal energy can then be used directly to provide process heat up to 1500°C or converted back to electricity. In other words, Antora turns wind and solar into 24/7 power and heat and sets industry on a course to cheap, clean, around-the-clock energy.

Antora Energy has been developing their technology since being founded in 2018 with support from the Department of Energy, the California Energy Commission, the National Science Foundation, the Activate Fellowship, and private investors. With a recent Series A and previous funding under their belts, Antora will build out their first customer-sited projects and speed up hiring. “We are building a diverse team of compassionate people who find joy in their work and are driven to stop climate change,” says Ponec.

“Clean energy storage for industrial heat and power will be a key enabler of tomorrow’s zero carbon world. Antora Energy will have a major impact on lowering carbon emissions stemming from the manufacturing industry. We look forward to our partnership with Antora to help bring their critical new product to market,” said Carmichael Roberts, Breakthrough Energy Ventures.

Chris Sacca, Chairman at Lowercarbon Capital, said, “Antora makes heat and electricity from solar panels cheaper than burning gas. That’s lights out for fossil fuels.”

About Breakthrough Energy Ventures

Backed by many of the world’s top business leaders, Breakthrough Energy Ventures (BEV) invests in cutting-edge companies that will lead the world to net-zero emissions. BEV has more than $2 billion in committed capital to support bold entrepreneurs building companies that can significantly reduce emissions from buildings, agriculture, transportation, electricity, and manufacturing. BEV’s strategy links cutting-edge ideas with patient, risk-tolerant capital to bring transformative clean energy innovations to market as quickly as possible.

The first fund was created in 2016 as part of the Breakthrough Energy network of initiatives and entities, which include investment funds, nonprofit and philanthropic programs, and policy efforts linked by a shared commitment to scale the technologies needed to address climate change and achieve a path to net zero emissions by 2050. Visit www.breakthroughenergy.org to learn more.

About Lowercarbon Capital

Lowercarbon Capital backs kickass companies that make real money slashing CO2 emissions, sucking carbon out of the sky, and buying us time to heal the planet. For more information, visit: https://lowercarboncapital.com/.

About Antora Energy

Antora Energy is electrifying heavy industry with energy storage for clean heat and power. We make it possible and profitable to fully rely on renewable energy for industrial processes. Our technology eliminates the need to burn fossil fuels for heat and power, the biggest source of greenhouse gas emissions. We are growing our company with people who put team & mission first, value connection through laughter & joy, and build with humility & openness. Join our team and do the most fulfilling and impactful work of your life on climate change. Visit www.antoraenergy.com for more information.


Contacts

Haley Gilbert, This email address is being protected from spambots. You need JavaScript enabled to view it.

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