MicroStrategy Announces Over $1B in Total Bitcoin Purchases in 2020

MicroStrategy Announces Over $1B in Total Bitcoin Purchases in 2020

TYSONS CORNER, Va.–(BUSINESS WIRE)–MicroStrategy® Incorporated (Nasdaq: MSTR) (the “Company”), the largest independent publicly-traded business intelligence company, today announced that it had purchased an additional approximately 29,646 bitcoins for approximately $650.0 million in cash in accordance with its Treasury Reserve Policy, at an average price of approximately $21,925 per bitcoin, inclusive of fees and expenses.

As of December 21, 2020, the Company holds an aggregate of approximately 70,470 bitcoins, which were acquired at an aggregate purchase price of approximately $1.125 billion and an average purchase price of approximately $15,964 per bitcoin, inclusive of fees and expenses.

At 12:00 midnight on December 21, 2020, the market price of bitcoin reported on Coinbase was approximately $23,910 per bitcoin.

“The Company continues to operate in accordance with its Treasury Reserve Policy and currently holds approximately 70,470 bitcoins,” said Michael J. Saylor, CEO, MicroStrategy Incorporated. “The acquisition of additional bitcoins announced today reaffirms our belief that bitcoin, as the world’s most widely-adopted cryptocurrency, is a dependable store of value. We believe the proactive management of our balance sheet, combined with the improved revenue and profitability performance of the Company, have been significant factors in the recent appreciation in our stock price.”

“The Company continues to believe bitcoin will provide the opportunity for better returns and preserve the value of our capital over time compared to holding cash. We also remain dedicated to our customers and our goal of operating a growing profitable business intelligence company,” said Phong Le, President & CFO, MicroStrategy Incorporated. “As we work to grow revenue through HyperIntelligence®, Cloud Intelligence™ and Embedded Intelligence™ offerings, the Company expects to continue to generate positive operating income and free cash flow and will continue to evaluate the use of excess cash in accordance with our capital allocation strategy and Treasury Reserve Policy.”

About MicroStrategy Incorporated

MicroStrategy (Nasdaq: MSTR) is the largest independent publicly-traded business intelligence company, with the leading enterprise analytics platform. Our vision is to enable Intelligence Everywhere MicroStrategy provides modern analytics on an open, comprehensive enterprise platform used by many of the world’s most admired brands in the Fortune Global 500. Optimized for cloud and on-premises deployments, the platform features HyperIntelligence, a breakthrough technology that overlays actionable enterprise data on popular business applications to help users make smarter, faster decisions.

MicroStrategy, HyperIntelligence, Cloud Intelligence, Embedded Intelligence and Intelligence Everywhere are either trademarks or registered trademarks of MicroStrategy Incorporated in the United States and certain other countries. Other product and company names mentioned herein may be the trademarks of their respective owners.

This press release includes statements that may constitute “forward-looking statements,” including estimates of future business prospects and financial results, expectations as to future returns on Bitcoin, the future value of Bitcoin, and the characteristics and utility of Bitcoin in future periods, and statements containing the words “believe,” “estimate,” “project,” “expect,” or similar expressions. Forward-looking statements inherently involve risks and uncertainties that could cause actual results of MicroStrategy Incorporated and its subsidiaries (collectively, “MicroStrategy”) to differ materially from the forward-looking statements. Factors that could contribute to such differences include: the historical price volatility of Bitcoin; uncertainty regarding the regulatory treatment of Bitcoin under various securities, commodities, and other regulatory regimes; the potential for significant impairment charges to MicroStrategy’s earnings in the event of a decrease in the price of Bitcoin and resulting volatility in MicroStrategy’s reported assets and earnings; the potential for security breaches or other cyberattacks that could result in a partial or total loss of MicroStrategy’s Bitcoin assets; and other risks detailed in MicroStrategy’s periodic reports filed with the Securities and Exchange Commission. The forward-looking statements contained in this press release speak only as of the date hereof, and MicroStrategy undertakes no obligation to update these forward-looking statements for revisions or changes after the date of this release.

MicroStrategy Incorporated

Investor Relations

[email protected]

(703) 848-8600

KEYWORDS: United States North America Virginia

INDUSTRY KEYWORDS: Software Networks Internet Finance Banking Data Management Professional Services Technology

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Dr. Trevor Champagne Appointed Chair of MedX Health Corp.’s Medical Advisory Board

Dr. Trevor Champagne Appointed Chair of MedX Health Corp.’s Medical Advisory Board

Nationally renowned dermatologist will lead advanced product development & innovation

MISSISSAUGA, Ontario–(BUSINESS WIRE)–
MedX Health Corporation (“MedX” or the “Company”) (TSX-V: MDX), is pleased to announce the appointment of Dr. Trevor Champagne as Chair of the Company’s Medical Advisory Board. A member of the Advisory Board since 2018—among other distinguished members and world-class dermatologists Dr. Daniel Siegel, Dr. Per Hall, Dr. Joe Walls, and Dr. Dennis Reich—Dr. Champagne has helped position MedX as a leader in teledermatology.

Teledermatology is a subspecialty of dermatology that offers safe and effective virtual care—patient assessment and diagnosis—at a distance, eliminating the need for in-person appointments. With the world navigating through ongoing COVID-19 recovery measures, teledermatology’s advancement has never been more critical to patient care and outcomes. Dr. Champagne will drive ongoing innovation with MedX’s teledermatology offering, including the Company’s leading-edge image capture technology (SIAscopy®) for moles, lesions and other skin conditions via its secure, cloud-based patient management system (DermSecure®), which transmits and stores patient data through the assessment process. MedX’s SIAscopy® is the only technology that takes five images, including four spectrophotometric images 2 mm below the skin’s surface.

In addition to his leadership appointment at MedX, Dr. Champagne is a dermatologist at the Women’s College Hospital in Toronto, as well as an Assistant Professor (Clinician in Quality and Innovation, Division of Dermatology) at the University of Toronto’s Temerty Faculty of Medicine, Canada’s top-ranked medical school.

“In dermatology, it’s critical to have the diagnostic equipment required to provide quick, reliable results for patients in a pain-free way – and MedX delivers this like no other, thanks to their rigorous standards for safety and quality,” said Dr. Champagne. “MedX is a leader in teledermatology because they listen to the dermatology community to develop effective, forward-thinking tools and software that we as specialists, and our patients, need most. I’m honoured to be appointed Chair of the Advisory Board and look forward to working together with this well-respected team to take teledermatology to the next level.”

With both a Doctor of Medicine degree from Western University and a Master of Science, Health Systems Research from the University of Toronto, Dr. Champagne’s expertise spans dermatology and computer science. He has been particularly instrumental in the development of DermSecure®, MedX’s Patient Management Software, ensuring that it interacts efficiently and effectively with a dermatologist’s workflow. He is also overseeing exciting new developments in Artificial Intelligence (AI) functionality, an area of rapid growth, which he will continue to guide in the years to come.

“We’re very proud to have a leader of Dr. Champagne’s calibre as the first Chair of our Scientific and Medical Advisory Board,” said Mike Druhan, President, Dermatology Services and Products. “His continued leadership and foresight will ensure we are in lockstep with the needs of the dermatology community, not only improving patient care and outcomes today but anticipating and meeting future needs. We are all driven to save lives.”

About MedX

MedX, headquartered in Mississauga, Ontario, is a leading medical device and software company focused on skin health with its SIAscopy® on DermSecure® telemedicine platform, utilizing its SIAscopy® technology. SIAscopy® is also embedded in its products SIAMETRICS™, SIMSYS™, and MoleMate™, which MedX manufactures in its ISO 13485 certified facility. SIAMETRICS™, SIMSYS™, and MoleMate™ include hand-held devices that use patented technology utilizing light and its remittance to view up to 2 mm beneath suspicious moles and lesions in a pain-free, non-invasive manner, with its software than creating real-time images for physicians and dermatologists to evaluate all types of moles or lesions within seconds. These products are Health Canada, FDA, TGA, and CE cleared for use in Canada, the US, Australia, New Zealand, the European Union, Brazil and Turkey. Visit https://medxhealth.com.

Investor Relations Contact:

Bill Mitoulas

Email: [email protected]

Tel: +1.416.479.9547

KEYWORDS: North America Canada

INDUSTRY KEYWORDS: Mobile/Wireless Technology Medical Devices Software Practice Management Other Health Biotechnology Managed Care Radiology Health

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Western Asset Middle Market Debt Fund Inc. Announces Completed Termination

Western Asset Middle Market Debt Fund Inc. Announces Completed Termination

NEW YORK–(BUSINESS WIRE)–
Western Asset Middle Market Debt Fund Inc. (the “Fund”) (XWAMX) announced today that the Fund terminated as scheduled on December 18, 2020. The proportionate interests of stockholders in the assets of the Fund were determined as of that date. The Fund’s liquidating distribution of $608.4116 per share is anticipated to be paid on or about December 22, 2020.

The Fund, a non-diversified, closed-end management investment company, is managed by Legg Mason Partners Fund Advisor, LLC (“LMPFA”) and is sub-advised by Western Asset Management Company, LLC (“Western Asset”) and Western Asset Management Company Limited (“Western Asset Limited”), affiliates of LMPFA. LMPFA, Western Asset and Western Asset Limited are indirect, wholly-owned subsidiaries of Franklin Resources, Inc. (“Franklin Resources”).

The Fund files its semi-annual and annual reports with the Securities and Exchange Commission (the “SEC”). These reports are available on the SEC’s website at www.sec.gov. Contact the Fund at 1-888-777-0102 for additional information, or consult the Fund’s web site at www.lmcef.com. Hard copies of the Fund’s complete audited financial statements are available free of charge upon request.

Data and commentary provided in this press release are for informational purposes only. This press release may contain statements regarding plans and expectations for the future that constitute forward-looking statements within the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on the Fund’s current plans and expectations, and are subject to risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Additional information concerning such risks and uncertainties are contained in the Fund’s filings with the SEC. Franklin Resources and its affiliates do not engage in selling shares of the Fund.

Category: Fund Announcement

Source: Franklin Resources, Inc.

Source: Legg Mason Closed End Funds

Media: Fund Investor Services-1-888-777-0102

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Banking Professional Services Finance

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Phreesia Joins Zoom App Marketplace to Create a Better Telehealth Experience

Phreesia Joins Zoom App Marketplace to Create a Better Telehealth Experience

RALEIGH, N.C.–(BUSINESS WIRE)–
Phreesia, the nation’s leading patient intake platform, is pleased to announce that it is now listed on the Zoom App Marketplace, expanding provider access through its Intake for Telehealth offering. Through the integration of Zoom with Phreesia’s platform, we offer an automated solution that streamlines and simplifies patient intake during telehealth visits.

“Joining the Zoom App Marketplace allows us to extend and expand our support to providers across the country who are leveraging telehealth so they can give patients a safer and better healthcare experience,” said Michael Davidoff, Phreesia’s SVP of Marketing and Business Development.

Phreesia’s advanced API integration with Zoom offers providers and patients a more simple and secure registration process by generating automatic, unique meeting links for each telehealth appointment. It also enables providers to use Phreesia’s Intake for Telehealth workflows to gather important patient information for each telehealth visit—including consents—at scale. Providers can prompt patients to pre-register, make a payment and review instructions for their telehealth visit ahead of their time on a mobile device.

More than 100 primary care, multi- and single-specialty organizations are leveraging Phreesia and Zoom together, including:

  • A 17-provider gastroenterology group that facilitated more than 3,200 virtual visits and achieved a 92% self-service check-in rate within two months
  • A large cardiology group that implemented intake for Telehealth for Zoom visits across 20 locations in less than two weeks

“At the start of the pandemic, we needed to quickly adapt to telehealth so we could continue providing care to patients, said Julie Roberts, Clinical Systems Manager at United Urology, a large, multi-state urology group leveraging Phreesia and Zoom’s integration. “Phreesia helped us do that by incorporating Zoom’s secure conferencing platform into our patient intake workflows, which allowed us to continue providing a consistent and familiar registration experience for patients and staff.”

About Phreesia

Phreesia gives healthcare organizations a suite of robust applications to manage the patient intake process. Our innovative SaaS platform engages patients in their healthcare and provides a safe, convenient experience, while enabling our clients to enhance clinical care and drive efficiency.

Media:

Maureen McKinney

[email protected]

773-330-8908

KEYWORDS: North Carolina United States North America

INDUSTRY KEYWORDS: Data Management Health Technology Practice Management Audio/Video Software

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Clovis Oncology’s Rubraca® (rucaparib) Met the Primary Endpoint of Significantly Improving Progression-Free Survival vs. Chemotherapy in the ARIEL4 Randomized Phase 3 Treatment Study in Later-line Ovarian Cancer Patients with a BRCA mutation

Clovis Oncology’s Rubraca® (rucaparib) Met the Primary Endpoint of Significantly Improving Progression-Free Survival vs. Chemotherapy in the ARIEL4 Randomized Phase 3 Treatment Study in Later-line Ovarian Cancer Patients with a BRCA mutation

  • The ARIEL4 study met its primary endpoint, showing a statistically significant improvement in progression-free survival for Rubraca versus chemotherapy
  • The safety of Rubraca observed in the ARIEL4 study was highly consistent with both the U.S. and EU labels
  • An expanded description of the ARIEL4 study results will be submitted for presentation at an upcoming medical meeting

BOULDER, Colo.–(BUSINESS WIRE)–
Clovis Oncology, Inc. (NASDAQ: CLVS), today announced topline data from the randomized Phase 3 ARIEL4 study of Rubraca, which met its primary endpoint of improved investigator-assessed progression-free survival (InvPFS) compared to chemotherapy in relapsed ovarian cancer patients with a tumor mutation of BRCA who have received two or more prior lines of chemotherapy.

“We are pleased with these topline results from the ARIEL4 trial, which confirm the clinical benefit of Rubraca versus chemotherapy, including platinum-based chemotherapy, as a treatment for women with BRCA mutation-positive advanced ovarian cancer, including patients who are platinum-resistant,” said Patrick J. Mahaffy, President and CEO of Clovis Oncology. “We look forward to sharing comprehensive results at an upcoming medical meeting.”

The ARIEL4 study (NCT02855944) is a Phase 3 multicenter, randomized study evaluating Rubraca versus chemotherapy in platinum-sensitive, partially platinum-sensitive and platinum-resistant patients with relapsed ovarian cancer and a BRCA mutation (inclusive of germline and/or somatic) who have received two or more prior lines of chemotherapy. The primary endpoint of the study is InvPFS, with a step down analysis from the efficacy population (if significant) to the ITT population. The efficacy population comprised the group of patients with a deleterious tumor BRCA mutation and excluded those with a BRCA reversion mutation as determined by a blood test developed by Guardant Health. Development of reversion mutations that restore BRCA protein function are associated with resistance to platinum-based chemotherapies and PARP inhibitors in BRCA-mutant cancers, and these occur more frequently in platinum-resistant vs platinum-sensitive patients (13% and 2% respectively in the ARIEL2 study).i

Completion of ARIEL4 is a post-marketing commitment in the U.S. and EU.

349 women were enrolled in North and South America, Europe and Israel. The efficacy population (n=325) comprised the group of patients with a deleterious tumor BRCA mutation and excluded those with a BRCA reversion mutation. The rucaparib arm (n=220) successfully achieved statistical significance over the chemotherapy arm (n=105) for the primary endpoint of InvPFS with a hazard ratio of 0.639 (p=0.0010). The median PFS for the patients in the efficacy population treated with rucaparib was 7.4 months vs. 5.7 months among those who received chemotherapy.

In addition, in the ITT population (n=349), the rucaparib arm (n=233) successfully achieved statistical significance over the chemotherapy arm (n=116) for the primary endpoint of InvPFS with a hazard ratio of 0.665 (p=0.0017). The median PFS for the patients in the ITT population treated with rucaparib was 7.4 months vs. 5.7 months among those who received chemotherapy.

Patients with a BRCA reversion mutation represented 7 percent of patients enrolled in the study and as anticipated, InvPFS results for those patients showed limited benefit from Rubraca therapy.

An interim analysis of overall survival, a secondary endpoint in the study in which 51 percent of events have occurred in the ITT population, showed a trend toward an overall survival (OS) advantage in the chemotherapy arm, but was confounded by the high rate (64%) of per-protocol crossover to Rubraca following progression on chemotherapy. Importantly, an analysis of the ITT population of patients showed a trend toward an OS advantage for those patients who received Rubraca at any point in the trial versus those who did not.

Adverse events were consistent with the known safety profiles of Rubraca and chemotherapy.

The most common (>5%) treatment-emergent grade 3/4 adverse events (TEAEs) among all patients treated with rucaparib (n=232) in the ARIEL4 study were anemia/decreased hemoglobin (22%), neutropenia/decreased absolute neutrophil count (10%), asthenia/fatigue (8%), thrombocytopenia/decreased platelets (8%), and increased ALT/AST (8%).

“The ARIEL4 study verified that women with relapsed, BRCA mutation-positive advanced ovarian cancer, including those who are platinum-sensitive or -resistant, received benefit with rucaparib treatment when compared to chemotherapy,” said Dr. Amit Oza, Head of the Division of Medical Oncology & Hematology, Medical Director of the Cancer Clinical Research Unit at Princess Margaret (PM) Cancer Centre, co-Director of the Drug Development Program at PM Cancer Centre, Senior Scientist at the Princess Margaret Cancer Centre, and Professor of Medicine at University of Toronto. “These results underscore the importance of rucaparib as a treatment option for women with BRCA-mutant advanced ovarian cancer.”

Ovarian cancer ranks fifth in cancer deaths among women in the U.S.ii and EUiii. While there are a growing number of therapies to treat ovarian cancer, after initial therapy, 70-90% of U.S. womeniv with advanced disease will recur. In the EU, approximately 70% of patients experience a relapse within three years following initial therapy.v

“Ovarian cancer remains a lethal gynecologic cancer and there are limited treatment options for relapsed disease,” said Dr. Rebecca Kristeleit, Co-Chief Investigator of ARIEL4 and Consultant Medical Oncologist, London, UK. “There is a need for therapies that can extend time to progression. The ARIEL4 data confirm the clinical relevance of BRCA reversion mutations and advance our understanding of how best to manage the treatment of women with advanced ovarian cancer.”

Drs. Rebecca Kristeleit and Amit Oza are coordinating investigators on the ARIEL4 study. Clovis Oncology plans to provide an expanded description of the ARIEL4 results at a medical meeting in 2021.

About Rubraca (rucaparib)

Rucaparib is an oral, small molecule inhibitor of PARP1, PARP2 and PARP3 being developed in multiple tumor types, including ovarian and metastatic castration-resistant prostate cancers, as monotherapy, and in combination with other anti-cancer agents. Exploratory studies in other tumor types are also underway.

Rubraca Ovarian Cancer U.S. FDA Approved Indications

Rubraca is indicated for the maintenance treatment of adult women with recurrent epithelial ovarian, fallopian tube, or primary peritoneal cancer who are in a complete or partial response to platinum-based chemotherapy.

Rubraca is indicated for the treatment of adult women with a deleterious BRCA mutation (germline and/or somatic)-associated epithelial ovarian, fallopian tube, or primary peritoneal cancer who have been treated with two or more chemotherapies. Select patients for therapy based on an FDA-approved companion diagnostic for Rubraca.

Select Important Safety Information

Myelodysplastic Syndrome (MDS)/Acute Myeloid Leukemia (AML) have occurred in patients treated with Rubraca, and are potentially fatal adverse reactions. In 1146 treated patients, MDS/AML occurred in 20 patients (1.7%), including those in long term follow-up. Of these, 8 occurred during treatment or during the 28 day safety follow-up (0.7%). The duration of Rubraca treatment prior to the diagnosis of MDS/AML ranged from 1 month to approximately 53 months. The cases were typical of secondary MDS/cancer therapy-related AML; in all cases, patients had received previous platinum-containing regimens and/or other DNA damaging agents.

Do not start Rubraca until patients have recovered from hematological toxicity caused by previous chemotherapy (≤ Grade 1). Monitor complete blood counts for cytopenia at baseline and monthly thereafter for clinically significant changes during treatment. For prolonged hematological toxicities (> 4 weeks), interrupt Rubraca or reduce dose and monitor blood counts weekly until recovery. If the levels have not recovered to Grade 1 or less after 4 weeks or if MDS/AML is suspected, refer the patient to a hematologist for further investigations, including bone marrow analysis and blood sample for cytogenetics. If MDS/AML is confirmed, discontinue Rubraca.

Based on its mechanism of action and findings from animal studies, Rubraca can cause fetal harm when administered to a pregnant woman. Apprise pregnant women of the potential risk to a fetus. Advise females of reproductive potential to use effective contraception during treatment and for 6 months following the last dose of Rubraca.

Most common adverse reactions in ARIEL3 (≥ 20%; Grade 1-4) were nausea (76%), fatigue/asthenia (73%), abdominal pain/distention (46%), rash (43%), dysgeusia (40%), anemia (39%), AST/ALT elevation (38%), constipation (37%), vomiting (37%), diarrhea (32%), thrombocytopenia (29%), nasopharyngitis/upper respiratory tract infection (29%), stomatitis (28%), decreased appetite (23%), and neutropenia (20%).

Most common adverse reactions in Study 10 and ARIEL2 (≥ 20%; Grade 1-4) were nausea (77%), asthenia/fatigue (77%), vomiting (46%), anemia (44%), constipation (40%), dysgeusia (39%), decreased appetite (39%), diarrhea (34%), abdominal pain (32%), dyspnea (21%), and thrombocytopenia (21%).

Co-administration of rucaparib can increase the systemic exposure of CYP1A2, CYP3A, CYP2C9, or CYP2C19 substrates, which may increase the risk of toxicities of these drugs. Adjust dosage of CYP1A2, CYP3A, CYP2C9, or CYP2C19 substrates, if clinically indicated. If co-administration with warfarin (a CYP2C9 substrate) cannot be avoided, consider increasing frequency of international normalized ratio (INR) monitoring.

Because of the potential for serious adverse reactions in breast-fed children from Rubraca, advise lactating women not to breastfeed during treatment with Rubraca and for 2 weeks after the last dose.

Click here for full Prescribing Information and additional Important Safety Information.

Rubraca (rucaparib) European Union (EU) authorized use and Important Safety Information

Rubraca is indicated as monotherapy for the maintenance treatment of adult patients with platinum-sensitive relapsed high-grade epithelial ovarian, fallopian tube, or primary peritoneal cancer who are in response (complete or partial) to platinum-based chemotherapy.

Rubraca is indicated as monotherapy treatment of adult patients with platinum sensitive, relapsed or progressive, BRCA mutated (germline and/or somatic), high-grade epithelial ovarian, fallopian tube, or primary peritoneal cancer, who have been treated with ≥2 prior lines of platinum-based chemotherapy, and who are unable to tolerate further platinum-based chemotherapy.

Efficacy of Rubraca as treatment for relapsed or progressive epithelial ovarian cancer (EOC), fallopian tube cancer (FTC), or primary peritoneal cancer (PPC) has not been investigated in patients who have received prior treatment with a PARP inhibitor. Therefore, use in this patient population is not recommended.

Summary warnings and precautions:

Hematological toxicity

During treatment with Rubraca, events of myelosuppression (anemia, neutropenia, thrombocytopenia) may be observed and are typically first observed after 8–10 weeks of treatment with Rubraca. These reactions are manageable with routine medical treatment and/or dose adjustment for more severe cases. Complete blood count testing prior to starting treatment with Rubraca, and monthly thereafter, is advised. Patients should not start Rubraca treatment until they have recovered from hematological toxicities caused by previous chemotherapy (CTCAE grade ≥1).

Supportive care and institutional guidelines should be implemented for the management of low blood counts for the treatment of anemia and neutropenia. Rubraca should be interrupted or dose reduced according to Table 1 (see Posology and Method of Administration [4.2] of the Summary of Product Characteristics [SPC]) and blood counts monitored weekly until recovery. If the levels have not recovered to CTCAE grade 1 or better after 4 weeks, the patient should be referred to a hematologist for further investigations.

MDS/AML

MDS/AML, including cases with fatal outcome, have been reported in patients who received Rubraca. The duration of therapy with Rubraca in patients who developed MDS/AML varied from less than 1 month to approximately 28 months.

If MDS/AML is suspected, the patient should be referred to a hematologist for further investigations, including bone marrow analysis and blood sampling for cytogenetics. If, following investigation for prolonged hematological toxicity, MDS/AML is confirmed, Rubraca should be discontinued.

Photosensitivity

Photosensitivity has been observed in patients treated with Rubraca. Patients should avoid spending time in direct sunlight because they may burn more easily during Rubraca treatment; when outdoors, patients should wear a hat and protective clothing, and use sunscreen and lip balm with sun protection factor of 50 or greater.

Gastrointestinal toxicities

Gastrointestinal toxicities (nausea and vomiting) are frequently reported with Rubraca, and are generally low grade (CTCAE grade 1 or 2), and may be managed with dose reduction (refer to Posology and Method of Administration [4.2], Table 1 of the SPC) or interruption. Antiemetics, such as 5-HT3 antagonists, dexamethasone, aprepitant and fosaprepitant, can be used as treatment for nausea/vomiting and may also be considered for prophylactic (i.e. preventative) use prior to starting Rubraca. It is important to proactively manage these events to avoid prolonged or more severe events of nausea/vomiting which have the potential to lead to complications such as dehydration or hospitalization.

Embryofetal toxicity

Rubraca can cause fetal harm when administered to a pregnant woman based on its mechanism of action and findings from animal studies. In an animal reproduction study, administration of Rubraca to pregnant rats during the period of organogenesis resulted in embryo-fetal toxicity at exposures below those in patients receiving the recommended human dose of 600 mg twice daily (see Preclinical Safety Data [5.3] of the SPC).

Pregnancy/contraception

Pregnant women should be informed of the potential risk to a fetus. Women of reproductive potential should be advised to use effective contraception during treatment and for 6 months following the last dose of Rubraca (see section 4.6 of the SPC). A pregnancy test before initiating treatment is recommended in women of reproductive potential.

Click here to access the current SPC. Healthcare professionals should report any suspected adverse reactions via their national reporting systems.

About Clovis Oncology

Clovis Oncology, Inc. is a biopharmaceutical company focused on acquiring, developing and commercializing innovative anti-cancer agents in the U.S., Europe and additional international markets. Clovis Oncology targets development programs at specific subsets of cancer populations, and simultaneously develops, with partners, for those indications that require them, diagnostic tools intended to direct a compound in development to the population that is most likely to benefit from its use. Clovis Oncology is headquartered in Boulder, Colorado, with additional office locations in the U.S. and Europe. Please visit www.clovisoncology.com for more information.

To the extent that statements contained in this press release are not descriptions of historical facts regarding Clovis Oncology, they are forward-looking statements reflecting the current beliefs and expectations of management. Examples of forward-looking statements contained in this press release include, among others, statements regarding our expectations for submission of regulatory filings, the timing and pace of commencement of and enrollment in our clinical trials, including those being planned or conducted in collaboration with partners, the potential results of such clinical trials, our expectations regarding the suitability of Rubraca, and our plans to develop Rubraca in additional indications and tumor types, and our expectations regarding the outcomes of early studies or trials supporting further development, both non-clinical and clinical. Such forward-looking statements involve substantial risks and uncertainties that could cause our future results, performance or achievements to differ significantly from that expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others, the uncertainties inherent in our clinical development programs for our drug candidates and those of our partners, whether future study results will be consistent with study findings to date, the timing of availability of data from our clinical trials and the initiation, enrollment, timing and results of our planned clinical trials and the corresponding development pathways, effectiveness and suitability of diagnostic tests, the risk that final results of ongoing trials may differ from initial or interim results as a result of factors such as final results from a larger patient population may be different from initial or interim results from a smaller patient population, the risk that additional pre-clinical or clinical studies may not support further development in certain additional indications or tumor types, and actions by the FDA, the EMA or other regulatory authorities regarding data required to support drug applications and whether to approve drug applications. Clovis Oncology does not undertake to update or revise any forward-looking statements. A further description of risks and uncertainties can be found in Clovis Oncology’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K and its reports on Form 10-Q and Form 8-K.

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i Lin et al. BRCA Reversion Mutations in Circulating Tumor DNA Predict Primary and Acquired Resistance to the PARP Inhibitor Rucaparib in High-Grade Ovarian Carcinoma. Cancer Discovery. 2019. https://cancerdiscovery.aacrjournals.org/content/9/2/210. Last accessed December 2020.

ii American Cancer Society. Cancer Facts & Figures 2018. Atlanta, GA: American Cancer Society; 2018.

iii World Health Organization. GLOBOCAN: estimated cancer incidence, mortality and prevalence worldwide in 2018. Available at http://gco.iarc.fr/. Last accessed December 2020.

iv Ovarian Cancer Research Alliance (OCRA) https://ocrahope.org/patients/about-ovarian-cancer/recurrence/ Last accessed December 2020.

v Ledermann J et al. Newly diagnosed and relapsed epithelial ovarian carcinoma: ESMO Clinical Practice Guidelines for diagnosis, treatment and follow-up. Ann Oncol. 2013;24(suppl 6):vi24-32.

Clovis Investor Contacts:

Anna Sussman, 303.625.5022

[email protected]

or

Breanna Burkart, 303.625.5023

[email protected]

Clovis Media Contacts:

U.S.

Lisa Guiterman, 301.217.9353

[email protected]

Europe

Jake Davis, +44 (0) 20.3946.3538

[email protected]

KEYWORDS: United States North America Colorado

INDUSTRY KEYWORDS: Biotechnology Health Pharmaceutical Clinical Trials Oncology

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Middleby Acquires United Foodservice

Middleby Acquires United Foodservice

ELGIN, Ill.–(BUSINESS WIRE)–
The Middleby Corporation (NASDAQ: MIDD) today announced the acquisition of Zhuhai Guangdong China-based United Foodservice Equipment Group. The company is a leader in the design, manufacture and supply of counter top commercial foodservice equipment with recent annual revenues of approximately $10 million.

“This strategic acquisition expands our capabilities in a key global location and high-demand market. We expect continued growth in Asia and this acquisition strengthens our capabilities to best serve customers in this region and worldwide,” said Tim FitzGerald, Middleby CEO. “United brings an existing, well-known line of cooking equipment along with well-established design and manufacturing capabilities to Middleby. This complements our existing footprint while broadening our offerings in targeted growth markets.”

“We are excited to launch the recognized product line and respected brands of United through our Middleby partner channels in China,” said George Koether, Middleby Group President, East Asia and China. “This addition allows us to immediately expand our offerings in China, while also accelerating new product introductions into this receptive market.”

United has been designing and manufacturing counter top commercial foodservice equipment since 2001 under the brand name Thor. More information about the company can be found at www.unitedfoodserviceequipment.com

The Middleby Corporation is a global leader in the foodservice equipment industry. The company develops, manufactures, markets and services a broad line of equipment used in the commercial foodservice, food processing, and residential kitchen equipment industries. The company’s leading equipment brands serving the commercial foodservice industry include Anets®, APW Wyott®, Bakers Pride®, Beech®, BKI®, Blodgett®, Blodgett Combi®, Blodgett Range®, Bloomfield®, Britannia®, Carter-Hoffmann®, Celfrost®, Concordia®, CookTek®, Crown®, CTX®, Desmon®, Deutsche Beverage®, Doyon®, Eswood®, EVO®, Firex®, Follett®, frifri®, Giga®, Globe®, Goldstein®, Holman®, Houno®, IMC®, Induc®, Ink Kegs®, Inline Filling Systems®, Jade®, JoeTap®, Josper®, L2F®, Lang®, Lincat®, MagiKitch’n®, Market Forge®, Marsal®, Meheen®, Middleby Marshall®, MPC®, Nieco®, Nu-Vu®, PerfectFry®, Pitco®, QualServ®, RAM®, Southbend®, Ss Brewtech®, Star®, Starline®, Sveba Dahlen®, Synesso®, Taylor®, Toastmaster®, TurboChef®, Ultrafryer®, Varimixer®, Wells® Wild Goose® and Wunder-Bar®. The company’s leading equipment brands serving the food processing industry include Alkar®, Armor Inox®, Auto-Bake®, Baker Thermal Solutions®, Burford®, Cozzini®, CVP Systems®, Danfotech®, Deutsche Process®, Drake®, Emico®, Glimek®, Hinds-Bock®, Maurer-Atmos®, MP Equipment®, M-TEK®, Pacproinc®, RapidPak®, Scanico®, Spooner Vicars®, Stewart Systems®, Thurne® and Ve.Ma.C.®. The company’s leading equipment brands serving the residential kitchen industry include AGA® AGA Cookshop®, Brava®, EVO®, Fired Earth®, Heartland®, La Cornue®, Leisure Sinks®, Lynx®, Marvel®, Mercury®, Rangemaster®, Rayburn®, Redfyre®, Sedona®, Stanley®, TurboChef®, Thor®, U-Line® and Viking®.

For more information about The Middleby Corporation and the company brands, please visit www.middleby.com.

Darcy Bretz, Investor and Public Relations, (847) 429-7756

 

KEYWORDS: Illinois China United States North America Asia Pacific

INDUSTRY KEYWORDS: Home Goods Restaurant/Bar Other Manufacturing Specialty Engineering Food/Beverage Manufacturing Retail

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Electric Last Mile Offered Incentives by the Indiana Economic Development Corporation for Local Manufacturing

Electric Last Mile Offered Incentives by the Indiana Economic Development Corporation for Local Manufacturing

AUBURN HILLS, Mich.–(BUSINESS WIRE)–
Electric Last Mile, Inc. (ELMS) is pleased to announce that the Indiana Economic Development Corporation (IEDC), which leads the state’s economic development efforts, has offered ELMS a series of conditional tax credits and training grants based on its plans to create new jobs in Mishawaka, Indiana. ELMS previously announced plans to establish operations in Indiana and launch production of its commercial electric vehicles at the former AM General and Hummer plant in Mishawaka, subject to the completion of ELMS’s proposed business combination with Forum Merger III Corporation (NASDAQ: FIII).

The IEDC offered ELMS up to $10 million in conditional tax credits and up to $200,000 in conditional training grants based on the company’s job creation plans. The IEDC also offered up to $2.8 million in conditional tax credits from the Hoosier Business Investment (HBI) tax credit program based on the company’s planned capital investment in Indiana.

“Indiana was a natural choice for us given our product roadmap, the highly-trained and motivated workforce, and the logistics of moving finished goods within the U.S.,” said Jim Taylor, co-founder and CEO of ELMS.

About ELMS

ELMS is focused on redefining the last mile market with a vertically-integrated approach to designing, manufacturing and customizing electric, connected last mile delivery vehicles. ELMS will provide customers with sustainable and cost-effective vehicle solutions to run their businesses. The company is headquartered in Auburn Hills, Michigan. For more, visit: www.electriclastmile.com

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forum Merger III Corporation (“Forum”) and ELMS’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Forum’s and ELMS’s expectations with respect to future performance and anticipated financial impacts of the business combination, the satisfaction of the closing conditions to the business combination, the size, demands and growth potential of the markets for ELMS’s products and ELMS’s ability to serve those markets, ELMS’s ability to develop innovative products and compete with other companies engaged in the commercial delivery vehicle industry and/or the electric vehicle industry, ELMS’s ability to attract and retain customers, the estimated go to market timing and cost for ELMS’s products, the implied valuation of ELMS and the timing of the completion of the business combination. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Forum’s and ELMS’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the agreement and plan of merger (“Merger Agreement”) relating to the business combination or could otherwise cause the business combination to fail to close; (2) the inability of ELMS to (x) execute the transaction agreements for the Carveout Transaction (as defined below) that are in form and substance acceptable to Forum (at Forum’s sole discretion), (y) acquire a leasehold interest or fee simple title to the Indiana manufacturing facility or (z) secure key intellectual property rights related to its proposed business; (3) the outcome of any legal proceedings that may be instituted against Forum or ELMS following the announcement of the business combination; (4) the inability to complete the business combination, including due to failure to obtain approval of the stockholders of Forum or other conditions to closing in the Merger Agreement; (5) the receipt of an unsolicited offer from another party for an alternative business transaction that could interfere with the business combination; (6) the inability to obtain the listing of the common stock of the post-acquisition company on the Nasdaq Stock Market or any alternative national securities exchange following the business combination; (7) the risk that the announcement and consummation of the business combination disrupts current plans and operations; (8) the inability to recognize the anticipated benefits of the business combination, which may be affected by, among other things, competition and the ability of the combined company to grow and manage growth profitably and retain its key employees; (9) costs related to the business combination; (10) changes in applicable laws or regulations; (11) the possibility that ELMS may be adversely affected by other economic, business, and/or competitive factors; (12) the impact of COVID-19 on the combined company’s business; and (13) other risks and uncertainties indicated from time to time in the proxy statement to be filed relating to the business combination, including those under the “Risk Factors” section therein, and in Forum’s other filings with the SEC. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that Forum and ELMS consider immaterial or which are unknown. Forum and ELMS caution that the foregoing list of factors is not exclusive. Forum and ELMS caution readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. ELMS is currently engaged in limited operations only and its ability to carry out its business plans and strategies in the future are contingent upon the closing of the proposed business combination. The consummation of the business combination is subject to, among other conditions, (i) the execution and effectiveness of transaction agreements by ELMS with SF Motors, Inc. (d/b/a SERES) that are each in form and substance acceptable to Forum (at Forum’s sole discretion), (ii) the acquisition by ELMS of a leasehold interest or fee simple title to the Indiana manufacturing facility prior to the business combination, and (iii) the securing by ELMS of key intellectual property rights related to its proposed business (collectively, the “Carveout Transaction”). All statements herein regarding ELMS’s anticipated business assume the completion of the Carveout Transaction. Forum and ELMS do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in their expectations or any change in events, conditions or circumstances on which any such statement is based.

Important Information About the Business Combination and Where to Find It

In connection with the business combination, Forum intends to file a preliminary proxy statement. Forum will mail a definitive proxy statement and other relevant documents to its stockholders. Forum’s stockholders and other interested persons are advised to read, when available, the preliminary proxy statement and the amendments thereto and the definitive proxy statement and documents incorporated by reference therein filed in connection with the business combination, as these materials will contain important information about Forum, ELMS and the business combination. When available, the definitive proxy statement and other relevant materials for the business combination will be mailed to stockholders of Forum as of a record date to be established for voting on the business combination. Stockholders will also be able to obtain copies of the preliminary proxy statement, the definitive proxy statement and other documents filed with the SEC that will be incorporated by reference therein, without charge, once available, at the SEC’s web site at www.sec.gov, or by directing a request to: Forum Merger III Corporation, 1615 South Congress Avenue, Suite 103, Delray Beach, FL 33445, Attention: Secretary, telephone: (212) 739-7860.

Participants in the Solicitation

Forum and its directors and executive officers may be deemed participants in the solicitation of proxies from Forum’s stockholders with respect to the business combination. A list of the names of those directors and executive officers and a description of their interests in Forum is contained in Forum’s Registration Statement on Form S-1/A, which was filed with the SEC and is available free of charge at the SEC’s web site at www.sec.gov, or by directing a request to Forum Merger III Corporation, 1615 South Congress Avenue, Suite 103, Delray Beach, FL 33445, Attention: Secretary, telephone: (212) 739-7860. Additional information regarding the interests of such participants will be contained in the proxy statement for the business combination when available.

ELMS and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of Forum in connection with the business combination. A list of the names of such directors and executive officers and information regarding their interests in the business combination will be included in the proxy statement for the business combination when available.

No Offer or Solicitation

This press release shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the business combination. This press release shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

[email protected]

[email protected]

KEYWORDS: United States North America Michigan

INDUSTRY KEYWORDS: Fleet Management Alternative Vehicles/Fuels Automotive Trucking Supply Chain Management Performance & Special Interest Transport Retail

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Avaya Appoints Tony Alfano Senior Vice President of Global Services

Avaya Appoints Tony Alfano Senior Vice President of Global Services

Brings Extensive Leadership in Driving Customer Success and Delivering Innovative Service Offerings

RALEIGH-DURHAM, N.C.–(BUSINESS WIRE)–Avaya (NYSE: AVYA), a global leader in solutions to enhance and simplify communications and collaboration, today announced a strategic addition to its executive team focused on ensuring optimal business outcomes for its customers, as Tony Alfano joins the company in the newly created role of Senior Vice President, Global Services.

Reporting to EVP and Chief Revenue Officer Stephen Spears, Alfano is responsible for selling and delivering services to accelerate customer success, provide a seamless experience for Avaya’s global customer base to consume new and innovative service offerings, and enhance the company’s service capabilities to address the increased customer demand for digital transformation initiatives.

“I have had the opportunity to work closely with Tony and have a deep respect for his unrelenting focus on the customer, his motivational leadership, global experience and ability to drive organizational transformation,” said Spears. “He has a strong track record in delivering consistent revenue and profit growth in a services-based organization, and will be a tremendous asset for our customers who rely on Avaya as their trusted partner to deliver work-from-anywhere workstream collaboration and communications solutions.”

Alfano’s extensive experience includes over thirty years of service delivery and management experience for leading technology companies. Most recently, he served as Executive Vice President and Chief Operating Officer at NTT, helping the organization transform its value-added reseller model to one based on high-value services. Alfano also spent over twenty years at SAP in a number of senior-level leadership positions, most recently as Global Head of Operations and Strategy for the company’s flagship ERP Cloud solution.

“Providing high-value services and delivering tremendous customer value is a key differentiator for Avaya, and I am very excited to join the company at this important time in its growth and to lead a global team that is a real competitive differentiator not just for Avaya, but for the customers that consume our services,” said Alfano. “The relationship Avaya has with its customers is unmatched, and I am committed to strengthen and add value to those relationships.”

About Avaya

Businesses are built by the experiences they provide, and everyday millions of those experiences are delivered by Avaya Holdings Corp. (NYSE: AVYA). Avaya is shaping what’s next for the future of work, with innovation and partnerships that deliver game-changing business benefits. Our cloud communications solutions and multi-cloud application ecosystem power personalized, intelligent, and effortless customer and employee experiences to help achieve strategic ambitions and desired outcomes. Together, we are committed to help grow your business by delivering Experiences that Matter. Learn more at http://www.avaya.com

Cautionary Note Regarding Forward-Looking Statements

This document contains certain “forward-looking statements.” All statements other than statements of historical fact are “forward-looking” statements for purposes of the U.S. federal and state securities laws. These statements may be identified by the use of forward looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “our vision,” “plan,” “potential,” “preliminary,” “predict,” “should,” “will,” or “would” or the negative thereof or other variations thereof or comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While the Company believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond its control. The factors are discussed in the Company’s Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) available at www.sec.gov, and may cause the Company’s actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. The Company cautions you that the list of important factors included in the Company’s SEC filings may not contain all of the material factors that are important to you. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this press release may not in fact occur. The Company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

Source: Avaya Newsroom

For media inquiries:

Alex Alias

[email protected]

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Data Management Technology VoIP Telecommunications Software Internet

MEDIA:

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Armanino Foods of Distinction, Inc. Declares a Regular Quarterly Dividend of $0.0175 Per Share

Armanino Foods of Distinction, Inc. Declares a Regular Quarterly Dividend of $0.0175 Per Share

HAYWARD, Calif.–(BUSINESS WIRE)–
Armanino Foods of Distinction, Inc. (OTC Pink: AMNF) today announced that its board of directors has declared a quarterly cash dividend of $0.0175 per share. The dividend will be payable to shareholders of record on January 4, 2021 and will be disbursed on or about January 25, 2021. This is the Company’s 82nd consecutive quarterly dividend. In addition, the Company has had ten special dividends.

Douglas R. Nichols, Chairman of the board stated, “Armanino Foods is pleased that we are able to continue our proud tradition of rewarding our shareholders with another quarterly dividend. Our balance sheet continues to remain strong. We are still confident that we are well positioned financially to continue to weather the pandemic into the next year, and strategically invest in diversified channels to capitalize on growth trends. Rather than resume paying our dividend at our previous rate of $0.0275 per share, we will pay down our line of credit with the $320,000 in savings from the dividend reduction just as we have done in the past two quarters.”

Tim Anderson, President and CEO commented, “While we continue to position the Company for recovery driven by the transformative impact of COVID-19, significant progress has been made to build a stronger foundation and organizational structure that will better position our company to withstand macro-level pressures, and ultimately set the organization up for growth. However, we remain guarded on the near future outlook as the dynamic nature of the pandemic limits our ability to estimate the full financial impact with reasonable accuracy. The recent resurgence of COVID-19 cases illustrates this point. Regardless, we are confident that with our financial resources, the strength of our brand, and proven track record of management excellence, we will be able to achieve our long-term vision for the Company despite the current economic environment.”

Armanino Foods of Distinction, Inc. is an international food company that manufactures and markets frozen Italian specialty food items such as pestos, sauces and filled pastas to the foodservice, retail, and industrial markets. In addition to a classic Basil Pesto Armanino offers other flavors such as Cilantro, Dried Tomato & Garlic, Roasted Red Bell Pepper, Southwest Chipotle, Artichoke, Roasted Garlic, Light Basil Pesto, Chimichurri, Harissa, Bolognese, Alfredo sauce, Creamy Garlic, and Romesco. Armanino’s organic line includes classic Basil Pesto. Armanino Foods also offers cheese shakers, frozen pastas, and meatballs.

The best source of information on the company is the OTC Markets website (http://www.otcmarkets.com/stock/AMNF/company-info).

Edgar Estonina

COO/CFO

(510) 441-9300

[email protected]

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Food/Beverage Retail

MEDIA:

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Beacon Announces Agreement to Divest Interior Products Business

Beacon Announces Agreement to Divest Interior Products Business

  • $850 million purchase price provides attractive valuation for Beacon’s Interior Products business
  • Significantly strengthens balance sheet and accelerates achievement of net leverage target
  • Concentrates strategic growth and margin enhancement initiatives on residential and commercial roofing and complementary exterior products
  • Leverages company’s key operating strengths, enhances leadership focus and provides flexibility to pursue growth opportunities in its core business

HERNDON, Va.–(BUSINESS WIRE)–Beacon (Nasdaq: BECN) (the “Company”) announced the execution of a definitive agreement to sell its interior products business, consisting of 81 branch locations where it distributes construction products including wallboard, acoustical ceilings, steel framing and insulation to both residential and commercial contractors (“Interior Products” or “Interiors”), to affiliates of American Securities LLC, a leading U.S. private equity firm. The cash purchase price of $850 million is subject to certain net working capital and other adjustments, with the transaction expected to close during Beacon’s fiscal 2021 second quarter, subject to customary regulatory approvals. The Company intends to use the anticipated after-tax proceeds of approximately $750 million from this divestiture to reduce net leverage and strengthen its balance sheet.

“Today’s announcement represents an important strategic decision for Beacon,” said Julian Francis, Beacon’s President and Chief Executive Officer. “After undertaking a thorough analysis, we determined that a divestiture of Interior Products is in the best interests of our shareholders, as well as our Interiors customers and associates. This transaction will substantially accelerate our efforts to improve our balance sheet, reduce net leverage and provide the financial flexibility to pursue strategic growth initiatives in our core exteriors business to drive shareholder value. We are excited about our start to fiscal 2021, especially the growth we are seeing in residential roofing sales. The Interior Products divestiture will allow us to focus entirely on driving growth and profitability in our core exteriors business.”

Kevin Penn, a Managing Director of American Securities, stated, “We are excited to have reached an agreement to acquire Beacon’s Interior Products business. Following the November announcement of our take-private of Foundation Building Materials (NYSE: FBM), this follow-on transaction represents an exciting opportunity to combine two companies that have made customer service their highest priority. The combined company’s expanded geographic presence across the U.S. and Canada will enhance its partnership with customers, vendors, and team members. We look forward to closing the transaction early next year and integrating these two great companies.”

During fiscal 2020, Interior Products generated $1.03 billion in net sales, a net loss of $11 million, and Adjusted EBITDA of $73 million. The Company intends to update its fiscal 2021 outlook, reflecting the divestiture of Interior Products, as part of its fiscal 2021 first quarter earnings release.

Goldman Sachs served as sole financial advisor to Beacon, and Sidley Austin LLP and Potter Anderson & Corroon LLP acted as legal advisors to Beacon on the transaction. Weil, Gotshal & Manges LLP served as legal advisor to American Securities on the transaction.

Please see the included financial table for a reconciliation of Interior Products Adjusted EBITDA, a non-GAAP financial measure, to the most directly comparable GAAP financial measure.

About Beacon

Founded in 1928, Beacon is a Fortune 500, publicly traded distributor of roofing materials and complementary building products in North America, operating over 500 branches throughout all 50 states in the U.S. and 6 provinces in Canada. Beacon serves an extensive base of over 100,000 customers, utilizing its vast branch network and diverse service offerings to provide high-quality products and support throughout the entire business lifecycle. Beacon offers its own private label brand, TRI-BUILT, and has a proprietary digital account management suite, Beacon PRO+, which allows customers to manage their businesses online. Beacon’s stock is traded on the Nasdaq Global Select Market under the ticker symbol BECN. To learn more about Beacon, please visit www.becn.com.

About American Securities

Based in New York with an office in Shanghai, American Securities is a leading U.S. private equity firm that invests in market-leading North American companies with annual revenues generally ranging from $200 million to $2 billion and/or $50 million to $250 million of EBITDA. American Securities and its affiliates have approximately $23 billion under management. For more information, visit www.american-securities.com.

Forward-Looking Statements

This release contains information about management’s view of Beacon’s future expectations, plans, and prospects that constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by the fact that they do not relate strictly to historic or current facts and often use words such as “anticipate”, “estimate”, “expect”, “believe”, “will likely result”, “outlook”, “project” and other words and expressions of similar meaning. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including, but not limited to, those set forth in the “Risk Factors” section of Beacon’s latest Form 10-K. In addition, numerous factors could cause actual results with respect to the proposed transaction to differ materially from those in the forward-looking statements, including without limitation, the possibility that the expected cost savings, debt leverage reduction and other financial and operational impacts from the proposed transaction will not be realized, or will not be realized within the expected time period; the ability to obtain governmental approvals of the proposed transaction on the proposed terms and schedule contemplated by the parties; the risk that costs of restructuring transactions and other costs incurred in connection with the proposed transaction will exceed Beacon’s estimates or otherwise adversely affect Beacon’s business or operations; the impact of the proposed transaction on Beacon’s businesses and the risk that consummating the proposed transaction may be more difficult, time-consuming or costly than expected, including the impact on Beacon’s resources, systems, procedures and controls, diversion of management’s attention and the impact on relationships with customers, suppliers, employees and other business counterparties; and the possibility that the proposed transaction does not close, including, but not limited to, failure to satisfy the closing conditions. The forward-looking statements included in this press release represent Beacon’s views as of the date of this press release and these views could change. However, while Beacon may elect to update these forward-looking statements at some point, Beacon specifically disclaims any obligation to do so, other than as required by federal securities laws. These forward-looking statements should not be relied upon as representing Beacon’s views as of any date subsequent to the date of this press release.

Non-GAAP Financial Measures

To provide investors with additional information regarding our financial results, we prepare certain financial measures that are not calculated in accordance with GAAP. We present Interior Products Adjusted EBITDA as net loss excluding the impact of income taxes, depreciation and amortization, impairment of intangible assets, stock-based compensation, and corporate allocations.

While we believe that this non-GAAP measure is useful to investors when evaluating our business, it is not prepared and presented in accordance with GAAP, and therefore should be considered supplemental in nature. This non-GAAP measure should not be considered in isolation or as a substitute for other financial performance measures presented in accordance with GAAP. This non-GAAP financial measure may have material limitations including, but not limited to, the exclusion of certain costs without a corresponding reduction of net income for the income generated by the assets to which the excluded costs are related. In addition, this non-GAAP financial measure may differ from similarly titled measures presented by other companies.

Interior Products Adjusted EBITDA

The following table presents a reconciliation of Interior Products net income (loss), the most directly comparable financial measure as measured in accordance with GAAP, to Adjusted EBITDA for the year ended September 30, 2020 (in millions):

 

Year Ended

September 30, 20201

 

 

(Unaudited)

 

Net income (loss)

$

(11.3

)

Income taxes

 

(3.7

)

Depreciation and amortization

 

61.8

 

Impairment of intangible assets

 

4.7

 

Stock-based compensation

 

2.6

 

Corporate allocations2

 

18.7

 

Adjusted EBITDA

$

72.8

 

______________________________

1 All amounts are derived from the Interior Products unaudited carve-out financial statements for the year ended September 30, 2020.

2 Corporate allocations required under GAAP for carve-out financial statement presentation but not directly attributable to Interior Products. The Company expects to recover approximately 50% of these costs over fiscal years 2021 and 2022.

INVESTORS

For Beacon:

Brent Rakers

Director, Investor Relations

[email protected]

901-232-2737

MEDIA

For Beacon:

Jennifer Lewis

VP, Communications and Corporate Social Responsibility

[email protected]

571-752-1048

For American Securities:

Amy Harsch

[email protected]

212-476-8071

KEYWORDS: Virginia United States North America

INDUSTRY KEYWORDS: Residential Building & Real Estate Commercial Building & Real Estate Construction & Property

MEDIA:

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