Market Newsdesk

November 11, 2020 6:14 pm

Nonhuman Rights Project Presents Oral Arguments in Landmark Elephant Rights Case

Live stream from New York Appeals Court open to media

NEW YORK, Nov. 11, 2020 (GLOBE NEWSWIRE) —

WHAT:		Oral arguments in the landmark elephant rights case filed by the Nonhuman Rights Project (NhRP) on behalf of Happy, a 49-year-old Asian elephant held alone in captivity at the Bronx Zoo. In November, the exhibit closes for the winter, with Happy held in an industrial cement structure lined with windowless, barred cages (the zoo’s “elephant barn”) until the exhibit reopens in May.

WHEN:		Thursday, Nov. 19, 2020

		Oral Arguments Between 2-5 pm Eastern (NhRP will receive 10-minute advance notice; will then notify all confirmed press)
		Press Conference starts 15 minutes after conclusion of Oral Arguments

WHERE:		Links to Oral Arguments and Press Conference will be provided upon RSVP to [email protected]

WHO:		Nonhuman Rights Project Founder and President Steven M. Wise, and Elizabeth Stein, New York legal counsel for NhRP, will argue on Happy’s behalf. The Nonhuman Rights Project is the only civil rights organization in the United States working through litigation, legislation, and education to secure fundamental rights for nonhuman animals. Attorneys with Phillips Lytle LLP will argue for the Wildlife Conservation Society (which manages the Bronx Zoo) and James Breheny, Director of the Bronx Zoo. A panel of three judges will hear the case. They are not expected to rule from the bench on the 19th.

WHY:		The question of whether an autonomous nonhuman animal is a legal person with the fundamental right to liberty is, in the words of Court of Appeals Judge Eugene Fahey regarding the NhRP’s chimpanzee rights cases, “a deep dilemma of ethics and policy that demands our attention.” The NhRP will argue that the First Judicial Department “can and should now put an end to the injustice of Happy’s decades-long imprisonment at the Bronx Zoo and grant her freedom.” As world-renowned elephant expert Dr. Joyce Poole has written in support of Happy’s elephant rights case, “Simply put, the Bronx Zoo’s exhibit is too small to meet the needs of Happy or any elephant. Happy deserves to live the rest of her life at [a sanctuary] where the utmost care will be given to her individual needs and she’ll have the space and conditions needed to heal and to form psychologically necessary bonds with other elephants.” The case has also received support from world-renowned legal scholar and Harvard Law School Professor Laurence H. Tribe. In July 2020, Professor Tribe requested leave to file an amicus brief in support of a habeas corpus petition filed by the Nonhuman Rights Project (NhRP) on behalf of Happy.

MORE ON HAPPY CASE:		Happy made history in 2005 as the first elephant to demonstrate self-awareness via the mirror test, and in December of 2018 she became the first elephant in the world to have a habeas corpus hearing after the Orleans Supreme Court issued the NhRP’s requested habeas corpus order. In early 2019, the Orleans Supreme Court transferred her case to the Bronx. For over 10 hours spread across two days in September and October of 2019, the NhRP argued in Bronx Supreme Court for recognition of Happy’s right to liberty and release to a sanctuary. Both the duration and substance of these hearings were unique for arguments on preliminary motions. Justice Alison Y. Tuitt scheduled a third court date in Jan. 2020 to provide ample time to delve into the most pressing issues in Happy’s case, such as who counts as a legal person with rights and why Happy must be released to a sanctuary. Alongside the NhRP’s litigation, its grassroots advocacy campaign on behalf of Happy has gained significant momentum, drawing the support of influential public figures such as Queen guitarist Brian May, elected officials such as New York City Council Speaker Corey Johnson, and animal advocates in New York and around the world. A Change.org petition calling for Happy’s release from solitary confinement has over a million signatures and continues to grow. In October 2019, Mayor Bill de Blasio commented on Happy’s plight, telling WNYC “something doesn’t feel right” about keeping Happy in the Bronx Zoo. The NhRP expects to further address the core merits of Happy’s habeas corpus petition—that she is a legal person with the fundamental right to liberty who must be released to either The Elephant Sanctuary in Tennessee or the Performing Animal Welfare Society sanctuary in California. For details about the appeal, see this press re lease.

MORE ON NhRP:		The Nonhuman Rights Project is the only civil rights organization in the United States working through litigation, legislation, and education to secure fundamental rights for nonhuman animals. In 2015, the NhRP secured the world’s first habeas corpus hearing on behalf of a nonhuman animal in its chimpanzee rights case on behalf of Hercules and Leo, who were used in locomotion research at Stony Brook University.

CASE NO./ NAME:		THE NONHUMAN RIGHTS PROJECT, INC. on behalf of HAPPY, Petitioner, v. JAMES J. BREHENY, in his official capacity as Executive Vice President and General Director of Zoos and Aquariums of the Wildlife Conservation Society and Director of the Bronx Zoo, and WILDLIFE CONSERVATION SOCIETY (Appellate Case No. 2020-02581)

PRESS CONTACTS:		Stacey Doss Sagon-Phior [email protected] 949-285-2362 Lauren Choplin Nonhuman Rights Project [email protected] 856-381-9447

November 11, 2020 6:13 pm

Multi-Center Evaluation of Bionano Optical Genome Mapping by Cytogenetics Thought Leaders in the US Leads to Recommendation for Bionano’s Saphyr to Replace Karyotyping as First-Line Test for Detection and Identification of Structural and Copy Number Variants in Leukemia Patients

Saphyr
detected
all clinically relevant
structural variants (
SVs
)
and
copy number variants
(
CNVs
)
in 100 AML samples
making it 100% concordant with standard of care
Saphyr
also
detect
ed additional
clinically relevant SVs
above and beyond standard of care
in
11% of cases and
refined the
genomic structure
analysis
in
another
13%
of cases
, which
means
Optical Genome Mapping
(OGM)
with Saphyr has the potential
to
change
prognosis and
patient management
Study
a
uthors
are from leading institutions in the United States
,
including
Augusta University, Columbia University, Fred Hutchinson Cancer
Research
Center,
Mayo Clinic, MD Anderson
Cancer Center
and
,
Penn State University

SAN DIEGO, Nov. 11, 2020 (GLOBE NEWSWIRE) — Bionano Genomics, Inc. (Nasdaq: BNGO) announced the publication of a study led by cytogenetics experts from the nation’s top clinical and cancer centers in which they recommended that optical genome mapping (OGM) using Bionano’s Saphyr System be considered as a first-line test for detection and identification of clinically relevant structural variants and copy number variants in leukemias. The paper, published this week in medRxiv, describes detection and identification of structural variants and copy number variants in 100 patients with acute myeloid leukemia (AML). This study is the largest to-date in leukemia for Bionano and the first published study from the United States comparing Bionano’s OGM to karyotyping, the current standard of care in leukemia testing.

The authors, who are cytogenetic leaders from prestigious institutions including Augusta University, Columbia University, Fred Hutchinson Cancer Center, Mayo Clinic, MD Anderson and Penn State University, reported that Saphyr detected 100% of all clinically relevant SVs and CNVs previously detected by standard of care methods and that Saphyr provided additional actionable data in 24% of the cases.

Karyotyping, which provides a whole genome analysis of single cells, has been the standard of care for AML patients for decades. This study demonstrated several advantages of OGM over karyotyping with no obvious deficiencies in performance. The authors reported that the performance of OGM surpassed even the performance of karyotyping combined with other tests, such as fluorescence in situ hybridization (FISH) and chromosomal microarray, in a more refined and simplified workflow that was more cost effective than current methods.

Erik Holmlin, Ph.D., CEO of Bionano Genomics commented, “This study is our flagship study in the United States. The authors come from leading institutions across the country and belong to the groups that influence what technologies are included in medical guidelines. While their finding of 100% concordance with standard of care is an important benchmark, the finding of incremental diagnostic information above and beyond the standard of care is what makes Saphyr compelling as a potential new standard in testing leukemia patients. We believe the authors’ recommendation to make Saphyr a first-line test for the detection and identification of clinically relevant genomic variants in AML and other leukemias indicates that Saphyr is ready for broad clinical adoption. We further believe that this study and others published like it form the basis of an important dossier that shows the clinical utility and validity of Bionano optical genome mapping, which we will be able use in connection with assays developed through our Lineagen business to outline a potential path to reimbursement of laboratory developed tests that are performed on Saphyr.”

The publication is available at: https://www.medrxiv.org/content/10.1101/2020.11.07.20227728v1

About Bionano Genomics

Bionano is a genome analysis company providing tools and services based on its Saphyr system to scientists and clinicians conducting genetic research and patient testing, and providing diagnostic testing for those with autism spectrum disorder (ASD) and other neurodevelopmental disabilities through its Lineagen business. Bionano’s Saphyr system is a platform for ultra-sensitive and ultra-specific structural variation detection that enables researchers and clinicians to accelerate the search for new diagnostics and therapeutic targets and to streamline the study of changes in chromosomes, which is known as cytogenetics. The Saphyr system is comprised of an instrument, chip consumables, reagents and a suite of data analysis tools, and genome analysis services to provide access to data generated by the Saphyr system for researchers who prefer not to adopt the Saphyr system in their labs. Lineagen has been providing genetic testing services to families and their healthcare providers for over nine years and has performed over 65,000 tests for those with neurodevelopmental concerns. For more information, visit www.bionanogenomics.com or www.lineagen.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,” “intend” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) convey uncertainty of future events or outcomes and are intended to identify these forward-looking statements. Forward-looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses or current expectations concerning, among other things: the contribution of Bionano’s OGM technology to the improved detection of diagnostic information in patients with leukemia and other genetic diseases; the capabilities of Bionano’s OGM technology in comparison to other genome analysis technologies; Bionano’s beliefs regarding Saphyr’s readiness for broad clinical adoption; the ability of this study’s authors to influence what technologies are included in medical guidelines; our expectations regarding the utilization of Bionano OGM technology with assays developed through our Lineagen business; and Bionano’s strategic plans. Each of these forward-looking statements involves risks and uncertainties. Actual results or developments may differ materially from those projected or implied in these forward-looking statements. Factors that may cause such a difference include the risks and uncertainties associated with: the impact of the COVID-19 pandemic on our business and the global economy; general market conditions; changes in the competitive landscape and the introduction of competitive products; changes in our strategic and commercial plans; our ability to obtain sufficient financing to fund our strategic plans and commercialization efforts; the ability of medical and research institutions to obtain funding to support adoption or continued use of our technologies; the loss of key members of management and our commercial team; and the risks and uncertainties associated with our business and financial condition in general, including the risks and uncertainties described in our filings with the Securities and Exchange Commission, including, without limitation, our Annual Report on Form 10-K for the year ended December 31, 2019 and in other filings subsequently made by us with the Securities and Exchange Commission. All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management’s assumptions and estimates as of such date. We do not undertake any obligation to publicly update any forward-looking statements, whether as a result of the receipt of new information, the occurrence of future events or otherwise.

CONTACTS

Company Contact:
Erik Holmlin, CEO
Bionano Genomics, Inc.
+1 (858) 888-7610
[email protected]

Investor Relations Contact:

Ashley R. Robinson
LifeSci Advisors, LLC
+1 (617) 430-7577
[email protected]

Media Contact:

Darren Opland, PhD
LifeSci Communications
+1 (617) 733-7668
[email protected]

November 11, 2020 6:09 pm

ROSEN, LEADING INVESTOR COUNSEL, Reminds Turquoise Hill Resources Ltd. Investors of Important December 14 Deadline in Securities Class Action – TRQ

NEW YORK, Nov. 11, 2020 (GLOBE NEWSWIRE) — Rosen Law Firm, a global investor rights law firm, reminds purchasers of the securities of Turquoise Hill Resources Ltd. (NYSE: TRQ) between July 17, 2018 and July 31, 2019, inclusive (the “Class Period”), of the important December 14, 2020 lead plaintiff deadline in the securities class action. The lawsuit seeks to recover damages for Turquoise Hill investors under the federal securities laws.

To join the Turquoise Hill class action, go to http://www.rosenl e gal.com/cases-register-1971.html or call Phillip Kim, Esq. toll-free at 866-767-3653 or email [email protected] or [email protected] for information on the class action.

According to the lawsuit, throughout the Class Period and regarding the development of the Oyu Tolgoi copper-gold mine in Mongolia, defendants made false and/or misleading statements and/or failed to disclose that: (1) the stability issues were much more severe than represented and called into question the design of the mine, the projected cost and timing of production; (2) the publicly disclosed estimates of the cost, date of completion and dates for production from the underground mine were not achievable; (3) the “challenging ground conditions” were much more severe than defendants represented, and in fact made it impossible for Turquoise Hill and Rio Tinto to achieve those estimates; (4) the development capital required for the underground development of Oyu Tolgoi would cost substantially more than a billion dollars over what Turquoise Hill and Rio Tinto had represented; (5) Turquoise Hill would require additional financing and/or equity to complete the project; (6) the progress of underground development and of Oyu Tolgoi was not proceeding as planned; and (7) the “key risks” had not been “well understood and managed” but had placed the project schedule and cost into severe jeopardy. When the true details entered the market, the lawsuit claims that investors suffered damages.

A class action lawsuit has already been filed. If you wish to serve as lead plaintiff, you must move the Court no later than December 14, 2020. A lead plaintiff is a representative party acting on behalf of other class members in directing the litigation. If you wish to join the litigation, go to http://www.rosenlegal.com/cases-register-1971.html or to discuss your rights or interests regarding this class action, please contact Phillip Kim, Esq. of Rosen Law Firm toll free at 866-767-3653 or via e-mail at [email protected] or [email protected].

NO CLASS HAS YET BEEN CERTIFIED IN THE ABOVE ACTION. UNTIL A CLASS IS CERTIFIED, YOU ARE NOT REPRESENTED BY COUNSEL UNLESS YOU RETAIN ONE. YOU MAY RETAIN COUNSEL OF YOUR CHOICE. YOU MAY ALSO REMAIN AN ABSENT CLASS MEMBER AND DO NOTHING AT THIS POINT. AN INVESTOR’S ABILITY TO SHARE IN ANY POTENTIAL FUTURE RECOVERY IS NOT DEPENDENT UPON SERVING AS LEAD PLAINTIFF.

Follow us for updates on LinkedIn: https://www.linkedin.com/company/the-rosen-law-firm, on Twitter: https://twitter.com/rosen_firm or on Facebook: https://www.facebook.com/rosenlawfirm/.

Rosen Law Firm represents investors throughout the globe, concentrating its practice in securities class actions and shareholder derivative litigation. Rosen Law Firm was Ranked No. 1 by ISS Securities Class Action Services for number of securities class action settlements in 2017. The firm has been ranked in the top 3 each year since 2013. Rosen Law Firm has achieved the largest ever securities class action settlement against a Chinese Company. Rosen Law Firm’s attorneys are ranked and recognized by numerous independent and respected sources. Rosen Law Firm has secured hundreds of millions of dollars for investors. Attorney Advertising. Prior results do not guarantee a similar outcome.

Contact Information:

        Laurence Rosen, Esq.
        Phillip Kim, Esq.
        The Rosen Law Firm, P.A.
        275 Madison Avenue, 40th Floor
        New York, NY 10016
        Tel: (212) 686-1060
        Toll Free: (866) 767-3653
        Fax: (212) 202-3827
        [email protected]
        [email protected]
        [email protected]
        www.rosenlegal.com

November 11, 2020 6:05 pm

ALIANSCE SONAE: High occupancy rate of 94.8%

PR Newswire

RIO DE JANEIRO, Nov. 11, 2020 /PRNewswire/ — Aliansce Sonae Shopping Centers S.A. (B3: ALSO3), one of the largest shopping mall owners and operators in Brazil, announces its results for the third quarter of 2020 (3Q20).

3Q20 Highlights

All malls reopened. During the 3Q20, Aliansce Sonae’s entire portfolio resumed its operations and remained open for around 70% of regular hours.

Consistent sales recovery. Aliansce Sonae’s total sales reached 69.3% of the 3Q19 sales level, while in September, sales were already 18.3% lower. In October, there was a greater recovery of this indicator, with a drop of only 12.1%. The Company’s SSS in 3Q20 was -25.1%, while the SAS was -24.9%, showing a steady sales performance.

High occupancy rate. As highlighted at the beginning of the pandemic, the Company’s primary goal, from a commercial standpoint, was to reopen the assets with a high occupancy rate to allow malls to continue delivering a unique experience to consumers. At the end of the quarter, occupancy reached approximately 95%.

Strong NOI recovery. Aliansce Sonae reached R$98.7 million in NOI, already accounting for a higher PDA and excluding the straight-line rent adjustment, reflecting a gradual and consistent recovery and efficiency in controlling costs.

Cash management winning strategy. Aliansce Sonae ended 3Q20 with a solid cash position of R$1.3 billion and Net Debt/Ebitda of 1.3x. In 2020, operational cash generation remained strong enough to cover interests and financing amortizations, though still extraordinarily affected by the adverse business conditions caused by the COVID-19 pandemic.

Aliansce Sonae innovates with PEG. In line with its omnichannel approach and reinforcing the digital strategy of integrating physical points with online platforms, the Company developed an innovation that aims to reduce friction for collecting and exchanging goods. PEGs are structures located in the parking lots and inside the malls to organize and facilitate the delivery and pick-up of goods sold through the most diverse channels.

For a full version of 3Q20 Earnings Release, please, refer to https://ri.alianscesonae.com.br/en

Aliansce Sonae will hold its conference call and webcast on November 12^th, at 09:00 a.m. US ET (in portuguese) / 10:00 a.m. US ET (in english). To access the call, dial +1 (412) 717-9627 / +55 11 3181-8565 / +55 11 4210-1803, code “Aliansce Sonae”. Webcast is available at https://ri.alianscesonae.com.br/en

For more information, please, contact Daniella Guanabara, IRO, at + 55 21 2176-7272 or [email protected]

View original content:http://www.prnewswire.com/news-releases/aliansce-sonae-high-occupancy-rate-of-94-8-301171399.html

SOURCE Aliansce Shopping Centers S.A.

November 11, 2020 6:03 pm

Bright Scholar Announces Unaudited Financial Results for the Fourth Fiscal Quarter

Fiscal Year 2020 Revenue Up 31.3% and Adjusted EBITDA Up 36.5%

PR Newswire

FOSHAN, China, Nov. 11, 2020 /PRNewswire/ — Bright Scholar Education Holdings Limited (“Bright Scholar,” the “Company,” “we” or “our”) (NYSE: BEDU), a global premier education service company, today announced its unaudited financial results for the fourth fiscal quarter and fiscal year ended August 31, 2020.

Fourth Fiscal Quarter Ended August 31, 2020 Financial Highlights
(in comparison to the same period of the last fiscal year):

*RMB in million* *Except EPS and %*	Fourth Fiscal Quarter Ended August 31, 2020	Fourth Fiscal Quarter Ended August 31, 2019	YoY % Change
Revenue	652.1	711.6	(8.4%)
Gross Profit	149.5	212.1	(29.5%)
Gross Margin	22.9%	29.8%	(6.9%)
Operating Loss	(171.9)	(44.4)	286.9%
Operating Margin	(26.4%)	(6.2%)	(20.2%)
Net Loss	(148.6)	(48.1)	208.8%
Net Margin	(22.8%)	(6.8%)	(16.0%)

Adjusted Gross Profit⁽¹⁾	158.0	221.6	(28.7%)
Adjusted Gross Margin⁽¹⁾	24.2%	31.1%	(6.9%)
Adjusted Operating Loss⁽²⁾	(80.4)	(28.4)	183.4%
Adjusted Operating Margin⁽²⁾	(12.3%)	(4.0%)	(8.3%)
Adjusted Net Loss⁽³⁾	(59.0)	(34.1)	72.9%
Adjusted Net Margin⁽³⁾	(9.1%)	(4.8%)	(4.3%)
Adjusted EBITDA⁽⁴⁾	1.4	4.0	(65.8%)
Adjusted EBITDA Margin⁽⁴⁾	0.2%	0.6%	(0.4%)

Basic and Diluted Loss per Share	(1.29)	(0.43)	200.0%
Adjusted Basic and Diluted Loss per Share⁽⁵⁾	(0.54)	(0.31)	74.2%

Fiscal Year 2020 Ended August 31, 2020 Financial Highlights
(in comparison to the same period of the last fiscal year):

*RMB in million* *Except EPS and %*	Fiscal Year 2020 Ended August 31, 2020	Fiscal Year 2019 Ended August 31, 2019	YoY % Change
Revenue	3,366.5	2,563.0	31.3%
Gross Profit	1,221.7	977.0	25.0%
Gross Margin	36.3%	38.1%	(1.8%)
Operating Income	307.7	300.5	2.4%
Operating Margin	9.1%	11.7%	(2.6%)
Net Income	164.2	252.8	(35.0%)
Net Margin	4.9%	9.9%	(5.0%)

Adjusted Gross Profit⁽¹⁾	1,263.2	1,000.3	26.3%
Adjusted Gross Margin⁽¹⁾	37.5%	39.0%	(1.5%)
Adjusted Operating Income⁽²⁾	420.0	375.5	11.9%
Adjusted Operating Margin⁽²⁾	12.5%	14.6%	(2.1%)
Adjusted Net Income⁽³⁾	267.7	322.6	(17.0%)
Adjusted Net Margin⁽³⁾	8.0%	12.6%	(4.6%)
Adjusted EBITDA⁽⁴⁾	670.8	491.6	36.5%
Adjusted EBITDA Margin⁽⁴⁾	19.9%	19.2%	0.7%

Basic and Diluted Earnings per Share	1.34	1.97	(32.0%)
Adjusted Basic and Diluted Earnings per Share⁽⁵⁾	2.20	2.54	(13.4%)

1. Adjusted gross profit/(loss) is defined as gross profit/(loss) excluding amortization of intangible assets. Adjusted gross margin is defined as adjusted gross profit/(loss) divided by revenue.
2. Adjusted operating income/(loss) is defined as operating income/(loss) excluding share-based compensation expense, amortization of intangible assets, impairment loss on operating lease right-of-use assets and impairment loss on goodwill. Adjusted operating margin is defined as adjusted operating income/(loss) divided by revenue.
3. Adjusted net income/(loss) is defined as net income/(loss) excluding share-based compensation expense, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on operating lease right-of-use assets and impairment loss on goodwill. Adjusted net margin is defined as adjusted net income/(loss) divided by revenue.
4. Adjusted EBITDA is defined as net income/(loss) excluding interest income/(expense), net; income tax expense/benefit; depreciation and amortization, share-based compensation expense, impairment loss on operating lease right-of-use assets and impairment loss on goodwill. Adjusted EBITDA margin is defined as adjusted EBITDA divided by revenue.
5. Adjusted basic and diluted earnings/(loss) per share is defined as adjusted net income/(loss) attributable to ordinary shareholders (net income/(loss) to ordinary shareholders excluding share-based compensation expense, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on operating lease right-of-use assets and impairment loss on goodwill) divided by the weighted average number of basic and diluted ordinary shares or American depositary shares (each an “ADS”), each representing one Class A ordinary share of the Company, on an as-converted basis.

For more information on these adjusted financial measures, please see the section captioned under “Non-GAAP Financial Measures” and the tables captioned “Reconciliations of GAAP and Non-GAAP Results” set forth at the end of this release.

BUSINESS PERFORMANCE HIGHLIGHTS
(in comparison to the same period of the last fiscal year)

Domestic K-12 Schools

The domestic K-12 schools comprise our international schools, bilingual schools, kindergartens in China.

The average number of students increased by 6.6% for the fourth fiscal quarter and 9.9% for the fiscal year.
Revenue amounted to RMB416.2 million and accounted for 63.9% of the total revenue in the fourth fiscal quarter. For the fiscal year, revenue increased by 4.1% to RMB1,968.3 million and accounted for 58.5% of the total revenue.
For the fourth fiscal quarter, gross margin was 27.5% compared to 31.0% for the same period of the last fiscal year, and operating margin was (10.2%) compared to 7.5% for the same period of the last fiscal year. For the fiscal year, gross margin was 39.2% compared to 39.9% for the last fiscal year, and operating margin was 20.5% as compared to 24.4% for the last fiscal year.

Overseas Schools

The overseas schools comprise our overseas schools including Bournemouth, St. Michael’s, Bosworth and CATS.

Revenue amounted to RMB69.1 million and accounted for 10.6% of the total revenue for the fourth fiscal quarter. For the fiscal year, revenue amounted to RMB835.9 million and accounted for 24.8% of the total revenue for the same period.
For the fourth fiscal quarter, gross margin was (49.3%) and operating margin was (171.0%). For the fiscal year, gross margin was 29.6% and operating margin was (5.4%).

Education Technology

The education technology business comprises online career counselling, online Academic Olympiad training, and online international school.

Revenue amounted to RMB31.6 million and accounted for 4.8% of the total revenue for the fourth fiscal quarter. For the fiscal year, revenue amounted to RMB103.3 million and accounted for 3.1% of the total revenue.
For the fourth fiscal quarter, gross margin was 50.5% and operating margin was 20.5%. For the fiscal year, gross margin was 62.7% and operating margin was 30.2%.

Complementary Education Services

The complementary education services comprise language training, overseas study and counselling, camps and study tours, and others.

Revenue amounted to RMB135.2 million and accounted for 20.7% of the total revenue for the fourth fiscal quarter. For the fiscal year, revenue was RMB459.0 million and accounted for 13.6% of the total revenue.
For the fourth fiscal quarter, gross margin increased from 30.9% to 39.2%, and operating margin increased from 13.6% to 24.9%. For the fiscal year, gross margin was 30.0% compared to 31.8%, and operating margin was 10.5% compared to 12.0%.

“As with most businesses around the globe, COVID-19 pandemic has had an unprecedented impact on our industry and our Company in the second half of fiscal 2020. Amidst the significant challenges and disruptions particularly in our overseas schools, Bright Scholar still delivered solid revenue growth of 31.3% and a solid growth of 36.5% in adjusted EBITDA for fiscal year of 2020. We have also accelerated digital transformation as we continued to focus on executing our strategic priorities to build a global network of schools and a diverse business portfolio, enhance academic and operational performance, and expand the breadth and depth of our capabilities through investment in education technologies,” said Jerry He, Executive Vice Chairman of Bright Scholar.

“China’s encouraging signs of steady economic recovery from the pandemic and its continuous efforts to minimize the risk of resurgences of the virus provides strong impetus to strengthen our business recovery,” commented by Wanmei Li, Chief Executive Officer of Domestic K-12. “Over 54,000 students have enrolled for the September 2020 school term in our domestic K-12 schools, as of the reporting date. The average number of students increased by 6.6% for the fourth fiscal quarter and 9.9% for the fiscal year compared to the same period in the prior fiscal year. All of our K-12 campuses in China have re-opened with safeguards in all of our facilities to protect our students and staff, including increased frequency of cleaning and disinfecting facilities, social distancing practices and other measures to minimize any potential risks of resurgence. Despite the positive momentum, we stay vigilant of the continued impact and focus on optimizing utilization and profitability from our operations.” Ms. Li continued, “I am pleased to report that Fettes Guangzhou School and kindergarten opened as scheduled in September.”

“Despite the impact from COVID-19, revenue for fiscal year 2020 grew by 9.1% as compared to the prior fiscal year as we seized the opportunity in the summer by launching new products and services to strengthen our market position. The acquisition of Leti Camp will further expand our capability to include adoption of hands-on inquiry-based learning that offers enormous potential and synergy which will expedite the expansion of our outdoor camp business in the post COVID-19 period,” commented by Zi Chen, Chief Executive Officer of Complementary Education Services. “There are enormous market opportunities in complementary education service space including after school tutoring for K-12, study tours and camp activities. We plan to further leverage the collaboration with Country Garden to explore more opportunities in broadening our outdoor camp business within China, as well as acquisitions to expand our service offerings.”

Mr. He commented on the performance of overseas school business, “Overseas school operation was most negatively affected amid the continuing pandemic and lockdown in the UK. Our ‘We Care’ Campaign put the well-being of our students and employees first, has earned high marks from our parents and students. We also took this opportunity to reduce our cost structure, upgrade our IT and management systems, realign our sales and marketing strategies and improve our education outcome. We believe we will be in a more competitive position than our peers when students return to schools post COVID-19. Our global network is of strategic importance in enriching student lives and learning experience, enhancing academic performance through global recruitment and training, joint R&D, collaboration between our overseas and domestic schools as well as across different business units within Bright Scholar.”

Mr. He continued on the performance of education technology business, “The COVID-19 crisis has been a major catalyst driving policymakers, service providers and more parents and families to explore online learning options. The increasing awareness and acceptance of online resources merging offline activities for optimal educational results, bodes well for us to drive academic excellence as we continued to expand investments in this space. Our new education technology business comprises online career counselling, online Academic Olympiad training and online international school – the ‘3i Global Academy’. The launch of the online international schools with online-merge-offline model in June represents a major milestone in utilizing technology to provide access to high quality education for students around the globe. ‘3i Global Academy’ has enrolled more than 170 paying students as of November 7th.”

“We recognize that the uncertainties our road ahead entails, but we are excited at the combination of growth drivers coming into alignment for fiscal 2021. These growth drivers include the steady economic recovery from the pandemic in China, the improved service mix of our portfolio and the new exciting opportunities in the complementary business and education technologies. We have a strong balance sheet to pursue organic and acquisitive growth opportunities, a terrific portfolio of assets that drives long-term growth. We are very confident that the strategic initiatives will enable us to emerge from the crisis as a stronger company that is well positioned for long-term growth and success. Furthermore, to underscore the confidence in the Company’s prospects, the Board has approved a new share repurchase plan of up to US$50 million on November 11, 2020,” Mr. He concluded.

UNAUDITED FINANCIAL RESULTS
for the Fourth
FISCAL QUARTER ENDED August 31, 2020

Revenue

Revenue	Fourth Fiscal Quarter Ended August 31, 2020		Fourth Fiscal Quarter Ended August 31, 2019		YoY % Change
	*(RMB in million)*	*(% of Total Revenue)*	*(RMB in million)*	*(% of Total Revenue)*
Domestic K-12 Schools	416.2	63.9%	393.5	55.3%	5.8%
International Schools	177.4	27.2%	154.3	21.7%	15.0%
Bilingual Schools	149.2	22.9%	130.8	18.4%	14.0%
Kindergartens	89.6	13.8%	108.4	15.2%	(17.3%)
Overseas Schools	69.1	10.6%	148.5	20.9%	(53.4%)
Education Technology	31.6	4.8%	27.7	3.9%	14.0%
Complementary Education	135.2	20.7%	141.9	19.9%	(4.7%)
Total	652.1	100.0%	711.6	100.0%	(8.4%)

Revenue for the quarter was RMB652.1 million, as compared to RMB711.6 million for the same period of the last fiscal year. The changes in revenue is primarily due to the COVID-19 impact on kindergartens, overseas schools and complementary business.

Cost of Revenue

Cost of revenue for the quarter was RMB502.7 million, as compared to RMB499.5 million for the same period of the last fiscal year. The changes in cost of revenue was mainly due to the cost increase in domestic K-12 schools and EdTech in the fourth fiscal quarter of 2020, partially offset by the cost reduction in overseas schools and complementary education.

Gross Profit, Gross Margin and Adjusted Gross Profit

Gross Profit	Fourth Fiscal Quarter Ended August 31, 2020		Fourth Fiscal Quarter Ended August 31, 2019		YoY % Change
	*(RMB in million)*	*(Margin %)*	*(RMB in million)*	*(Margin %)*
Domestic K-12 Schools	114.6	27.5%	122.0	31.0%	(6.0%)
International Schools	49.2	27.7%	36.9	23.9%	33.5%
Bilingual Schools	47.3	31.7%	44.5	34.0%	6.2%
Kindergartens	18.1	20.3%	40.6	37.5%	(55.2%)
Overseas Schools	(34.1)	(49.3%)	25.2	17.0%	(235.5%)
Education Technology	16.0	50.5%	21.1	76.0%	(24.3%)
Complementary Education	53.0	39.2%	43.8	30.9%	20.7%
Total	149.5	22.9%	212.1	29.8%	(29.5%)

Gross profit for the quarter was RMB149.5 million, as compared to RMB212.1 million for the same period of the last fiscal year. Gross margin was 22.9% for the quarter, as compared to 29.8% for the same period of the last fiscal year.

Adjusted gross profit for the quarter was RMB158.0 million, as compared to RMB221.6 million for the same period of the last fiscal year. Adjusted gross margin was 24.2% for the quarter, as compared to 31.1% for the same period of the last fiscal year.

Selling, General and Administrative Expenses and Adjusted SG&A Expenses⁽⁶⁾

SG&A Expenses	Fourth Fiscal Quarter Ended August 31, 2020		Fourth Fiscal Quarter Ended August 31, 2019		YoY % Change
	*(RMB in* *million)*	(% of Total Revenue)	*(RMB in* *million)*	(% of Total Revenue)
Domestic K-12 Schools	89.0	13.6%	92.7	13.1%	(4.0%)
International Schools	40.4	6.2%	38.5	5.4%	5.1%
Bilingual Schools	28.9	4.4%	29.6	4.2%	(2.5%)
Kindergartens	19.7	3.0%	24.6	3.5%	(19.8%)
Overseas Schools	85.1	13.1%	61.5	8.6%	38.5%
Education Technology	9.5	1.5%	6.6	0.9%	44.8%
Complementary Education	25.8	3.9%	24.7	3.5%	4.0%
Unallocated Corporate Expenses⁽⁷⁾	53.2	8.2%	74.5	10.4%	(28.5%)
Total	262.6	40.3%	260.0	36.5%	1.0%

Adj. SG&A Expenses⁽⁶⁾	Fourth Fiscal Quarter Ended August 31, 2020		Fourth Fiscal Quarter Ended August 31, 2019		YoY % Change
	*(RMB in* *million)*	(% of Total Revenue)	*(RMB in* *million)*	(% of Total Revenue)
Domestic K-12 Schools	88.3	13.5%	90.2	12.6%	(2.0%)
International Schools	40.5	6.2%	38.0	5.3%	6.5%
Bilingual Schools	28.6	4.4%	28.4	4.0%	0.7%
Kindergartens	19.2	2.9%	23.8	3.3%	(19.0%)
Overseas Schools	85.1	13.1%	61.5	8.6%	38.5%
Education Technology	9.5	1.5%	6.6	0.9%	44.8%
Complementary Education	26.0	3.9%	24.0	3.4%	7.2%
Unallocated Corporate Expenses⁽⁸⁾	52.3	8.1%	71.1	10.1%	(26.2%)
Total	261.2	40.1%	253.4	35.6%	3.1%

6. Adjusted SG&A expenses is defined as selling, general and administrative expenses excluding share-based compensation expense.
7. Unallocated corporate expenses are mainly from headquarter, including staff cost, share-based compensation expense and other office expenses.
8. Adjusted unallocated corporate expenses is defined as unallocated corporate expenses excluding share-based compensation expense.

Total SG&A expenses for the quarter were RMB262.6 million, representing a 1.0% increase from RMB260.0 million for the same period of the last fiscal year. Adjusted SG&A expenses for the quarter were RMB261.2 million, representing a 3.1% increase from RMB253.4 million for the same period of the last fiscal year.

Operating Loss, Operating Margin and Adjusted Operating Loss

Operating (Loss)/Income	Fourth Fiscal Quarter Ended August 31, 2020		Fourth Fiscal Quarter Ended August 31, 2019		YoY % Change
	(RMB in million)	*(Margin %)*	(RMB in million)	*(Margin %)*
Domestic K-12 Schools	(42.5)	(10.2%)	29.6	7.5%	(243.5%)
International Schools	(59.8)	(33.7%)	(1.2)	(0.8%)	4,932.3%
Bilingual Schools	18.5	12.4%	14.9	11.4%	24.5%
Kindergartens	(1.2)	(1.3%)	15.9	14.7%	(107.6%)
Overseas Schools	(118.2)	(171.0%)	(36.3)	(24.4%)	226.0%
Education Technology	6.5	20.5%	14.5	52.3%	(55.3%)
Complementary Education	33.4	24.9%	19.3	13.6%	74.6%
Unallocated Corporate Expenses	(51.1)	–	(71.5)	–	(28.3%)
Total	(171.9)	(26.4%)	(44.4)	(6.2%)	286.9%

Operating loss for the quarter was RMB171.9 million, as compared to operating loss of RMB44.4 million for the same period of the last fiscal year. Operating margin was (26.4%) for the quarter, as compared to (6.2%) for the same period of the last fiscal year.

Adjusted operating loss for the quarter was RMB80.4 million, as compared to RMB28.4 million for the same period of the last fiscal year. Adjusted operating margin was (12.3%) for the quarter, as compared to (4.0%) for the same period of the last fiscal year.

Net Loss and Adjusted Net Loss

Net loss for the quarter was RMB148.6 million, as compared to net loss of RMB48.1 million for the same period of the last fiscal year.

Adjusted net loss for the quarter was RMB59.0 million, as compared to adjusted net loss of RMB34.1 million for the same period of the last fiscal year.

Loss per ordinary share/ADS and Adjusted Loss per ordinary share/ADS

Basic and diluted net loss per ordinary share/ADS attributable to ordinary shareholders/ADS holders for the quarter were RMB1.29 and RMB1.29, respectively, as compared to loss per share of RMB0.43 and RMB0.43, respectively, for the same period of the last fiscal year.

Adjusted basic and diluted net loss per ordinary share/ADS attributable to ordinary shareholders/ADS holders for the quarter were RMB0.54 and RMB0.54, respectively, as compared to loss per share of RMB0.31 and RMB0.31, respectively, for the same period of the last fiscal year.

Adjusted EBITDA

Adjusted EBITDA for the quarter was RMB1.4 million, as compared to RMB4.0 million for the same period of the last fiscal year.

UNAUDITED FINANCIAL RESULTS
for the Fiscal year
ENDED August 31, 2020

Revenue

Revenue	Fiscal Year 2020 Ended August 31, 2020		Fiscal Year 2019 Ended August 31, 2019		YoY % Change
	*(RMB in million)*	*(% of Total Revenue)*	*(RMB in million)*	*(% of Total Revenue)*
Domestic K-12 Schools	1,968.3	58.5%	1,890.4	73.8%	4.1%
International Schools	872.9	25.9%	745.0	29.1%	17.2%
Bilingual Schools	722.4	21.5%	650.4	25.4%	11.1%
Kindergartens	373.0	11.1%	495.0	19.3%	(24.6%)
Overseas Schools	835.9	24.8%	181.8	7.1%	359.9%
Education Technology	103.3	3.1%	70.0	2.7%	47.7%
Complementary Education	459.0	13.6%	420.8	16.4%	9.1%
Total	3,366.5	100.0%	2,563.0	100.0%	31.3%

Revenue for fiscal year 2020 was RMB3,366.5 million, representing a 31.3% increase from RMB2,563.0 million for the last fiscal year.

Cost of Revenue

Cost of revenue for the fiscal year was RMB2,144.8 million, representing a 35.2% increase from RMB1,586.0 million for the last fiscal year.

Gross Profit, Gross Margin and Adjusted Gross Profit

Gross Profit	Fiscal Year 2020 Ended August 31, 2020		Fiscal Year 2019 Ended August 31, 2019		YoY % Change
	*(RMB in million)*	*(Margin %)*	*(RMB in million)*	*(Margin %)*
Domestic K-12 Schools	771.9	39.2%	755.0	39.9%	2.2%
International Schools	370.7	42.5%	289.0	38.8%	28.3%
Bilingual Schools	300.5	41.6%	250.4	38.5%	20.0%
Kindergartens	100.7	27.0%	215.6	43.6%	(53.3%)
Overseas Schools	247.1	29.6%	36.3	19.9%	584.0%
Education Technology	64.8	62.7%	51.9	74.1%	24.9%
Complementary Education	137.9	30.0%	133.8	31.8%	3.0%
Total	1,221.7	36.3%	977.0	38.1%	25.0%

Gross profit for the fiscal year was RMB1,221.7 million, representing a 25.0% increase from RMB977.0 million for the last fiscal year. Gross margin was 36.3% for the period, as compared to 38.1% for the last fiscal year. The increase in gross profit was primarily due to the acquisition of overseas schools including CATS, Bosworth and St. Michael’s.

Adjusted gross profit for the fiscal year was RMB1,263.2 million, representing a 26.3% increase from RMB1,000.3 million for the last fiscal year. Adjusted gross margin was 37.5% for the fiscal year, as compared to 39.0% for the last fiscal year.

Selling, General and Administrative Expenses and Adjusted SG&A Expenses⁽⁶⁾

SG&A Expenses	Fiscal Year 2020 Ended August 31, 2020		Fiscal Year 2019 Ended August 31, 2019		YoY % Change
	*(RMB in* *million)*	(% of Total Revenue)	*(RMB in* *million)*	(% of Total Revenue)
Domestic K-12 Schools	302.2	9.0%	298.5	11.7%	1.2%
International Schools	125.7	3.7%	110.4	4.3%	13.9%
Bilingual Schools	103.0	3.1%	104.6	4.1%	(1.5%)
Kindergartens	73.5	2.2%	83.5	3.3%	(12.0%)
Overseas Schools	301.9	9.0%	75.9	3.0%	297.7%
Education Technology	34.2	1.0%	18.7	0.7%	83.1%
Complementary Education	97.6	2.9%	83.9	3.3%	16.3%
Unallocated Corporate Expenses⁽⁷⁾	135.3	4.0%	214.9	8.3%	(37.1%)
Total	871.2	25.9%	691.9	27.0%	25.9%

Adj. SG&A Expenses⁽⁶⁾	Fiscal Year 2020 Ended August 31, 2020		Fiscal Year 2019 Ended August 31, 2019		YoY % Change
	*(RMB in* *million)*	(% of Total Revenue)	*(RMB in* *million)*	(% of Total Revenue)
Domestic K-12 Schools	297.8	8.8%	288.2	11.2%	3.3%
International Schools	125.5	3.7%	108.7	4.2%	15.4%
Bilingual Schools	100.8	3.0%	100.2	3.9%	0.6%
Kindergartens	71.5	2.1%	79.3	3.1%	(9.9%)
Overseas Schools	301.9	9.0%	75.9	3.0%	297.7%
Education Technology	34.2	1.0%	18.7	0.7%	83.1%
Complementary Education	96.7	2.9%	79.3	3.1%	22.0%
Unallocated Corporate Expenses⁽⁸⁾	151.2	4.5%	178.1	7.0%	(15.1%)
Total	881.8	26.2%	640.2	25.0%	37.7%

6. Adjusted SG&A expenses is defined as selling, general and administrative expenses excluding share-based compensation expense.
7. Unallocated corporate expenses are mainly from headquarter, including staff cost, share-based compensation expense and other office expenses.
8. Adjusted unallocated corporate expenses is defined as unallocated corporate expenses excluding share-based compensation expense.

Total SG&A expenses for the fiscal year were RMB871.2 million, representing a 25.9% increase from RMB691.9 million for the last fiscal year. The increase in SG&A expense was primarily due to the acquisition of overseas schools.

Adjusted SG&A expenses for the fiscal year were RMB881.8 million, representing a 37.7% increase from RMB640.2 million for the last fiscal year.

Operating Income, Operating Margin and Adjusted Operating Income

Operating Income/(Loss)	Fiscal Year 2020 Ended August 31, 2020		Fiscal Year 2019 Ended August 31, 2019		YoY % Change
	*(RMB in million)*	*(Margin %)*	*(RMB in million)*	*(Margin %)*
Domestic K-12 Schools	404.1	20.5%	460.8	24.4%	(12.3%)
International Schools	177.0	20.3%	181.0	24.3%	(2.2%)
Bilingual Schools	198.4	27.5%	146.2	22.5%	35.7%
Kindergartens	28.7	7.7%	133.6	27.0%	(78.5%)
Overseas Schools	(45.3)	(5.4%)	(39.8)	(21.9%)	13.9%
Education Technology	31.2	30.2%	33.2	47.4%	(5.9%)
Complementary Education	48.1	10.5%	50.5	12.0%	(4.7%)
Unallocated Corporate Expenses	(130.4)	–	(204.2)	–	(36.2%)
Total	307.7	9.1%	300.5	11.7%	2.4%

Operating income for the fiscal year was RMB307.7 million, representing a 2.4% increase from RMB300.5 million for the last fiscal year. Operating margin was 9.1% for the fiscal year, as compared to 11.7% for the last fiscal year.

Adjusted operating income for the fiscal year was RMB420.0 million, representing an 11.9% increase from RMB375.5 million for the last fiscal year. Adjusted operating margin was 12.5% for the fiscal year, as compared to 14.6% for the last fiscal year.

Net Income and Adjusted Net Income

Net income for the fiscal year was RMB164.2 million, as compared to RMB252.8 million for the last fiscal year.

Adjusted net income for the fiscal year was RMB267.7 million, as compared to RMB322.6 for the last fiscal year.

Earnings per ordinary share/ADS and Adjusted Earnings per ordinary share/ADS

Basic and diluted earnings per ordinary share/ADS attributable to ordinary shareholders/ADS holders for the fiscal year were RMB1.34 and RMB1.34, respectively, as compared to earnings per share of RMB1.97 and RMB1.97, respectively, for the last fiscal year.

Adjusted basic and diluted earnings per ordinary share/ADS attributable to ordinary shareholders/ADS holders for the fiscal year were RMB2.20 and RMB2.20, respectively, as compared to earnings per share of RMB2.54 and RMB2.54, respectively, for the last fiscal year.

Adjusted EBITDA

Adjusted EBITDA for the fiscal year was RMB670.8 million, representing a 36.5% increase from RMB491.6 million for the last fiscal year.

Cash and Working Capital

As of August 31, 2020, the Company’s cash and cash equivalents and restricted cash were RMB4,423.9 million (US$646.1 million), as compared to RMB2,092.0 million as of May 31, 2020. As of August 31, 2020, we also have short-term investments of RMB13.7 million (US$2.0 million). For the fiscal year ended August 31, 2020, the Company’s capital expenditure was approximately RMB 149.8 million, down 3.5% compared to the last fiscal year.

GUIDANCE FOR FISCAL YEAR ENDING AUGUST 31, 2021

For the fiscal year 2021, the Company currently expects its revenue to be in a range of RMB3.77 billion and RMB3.87 billion, representing a year-over-year growth of 12% to 15%, and its average student enrolment in our domestic and overseas schools to be between approximately 56,000 and 57,000, representing a year-over-year increase of 8% to 10%.

This guidance is based on the current market and operating conditions and reflects the Company’s current and preliminary estimates of such market and operating conditions and market demand, which are all subject to change.

Conference Call

BEDU’s management will host a conference call at 8:00 am US Eastern Time (9:00 pmBeijing/Hong Kong Time) on November 12, 2020 to discuss its quarterly results and recent business activities.

To participate in the conference call, please dial the following number five to ten minutes prior to the scheduled conference call time:

Mainland China:	4001-201-203
Hong Kong:	852-301-84992
United States:	1-888-346-8982
Canada Toll Free:	1-855-669-9657
International:	1-412-902-4272

*No passcode is required for the call. Please request to join Bright Scholar Education Holdings Ltd.’s call as you dial in.

The Company will also broadcast a live audio webcast of the conference call. The webcast will be available at http://ir.brightscholar.com/.

Following the earnings conference call, an archive of the call will be available by dialling:

United States:	1-877-344-7529
International:	1-412-317-0088
Canada Toll Free:	855-669-9658
Replay Passcode:	10149104
Replay End Date:	November 19, 2020

CONVENIENCE TRANSLATION

The Company’s business is primarily conducted in China and the significant majority of revenue generated are denominated in Renminbi (“RMB”). However, periodic reports made to shareholders will include current period amounts translated into U.S. dollars using the prevailing exchange rates at the balance sheet date, for the convenience of readers. Translations of balances in the condensed consolidated balance sheets, and the related condensed consolidated statements of operations, and cash flows from RMB into U.S. dollars as of and for the quarter and fiscal year 2020 ended August 31, 2020 are solely for the convenience of the readers and were calculated at the rate of US$1.00=RMB6.8474, representing the noon buying rate set forth in the H.10 statistical release of the U.S. Federal Reserve Board on August 31, 2020. No representation is made that the RMB amounts could have been, or could be, converted, realized or settled into US$ at that rate on August 31, 2020 or at any other rate.

NON-GAAP FINANCIAL MEASURES

In evaluating our business, we consider and use certain non-GAAP measures, including primarily adjusted EBITDA, adjusted net income/(loss), adjusted gross profit/(loss), adjusted SG&A, adjusted operating income/(loss), adjusted earnings/(loss) per share attributable to ordinary shareholders basic and diluted as supplemental measures to review and assess our operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. We define adjusted gross profit/(loss) as gross profit/(loss) excluding amortization of intangible assets and adjusted gross margin as adjusted gross profit/(loss) divided by revenue. We define adjusted EBITDA as net income/(loss) excluding interest income/(expense), net; income tax expense/benefit; depreciation and amortization; share-based compensation expense; impairment loss on operating lease right-of-use assets; impairment loss on goodwill, and adjusted EBITDA margin as adjusted EBITDA divided by revenue. We define adjusted net income/(loss) as net income/(loss) excluding share-based compensation expense; amortization of intangible assets; tax effect of amortization of intangible assets; impairment loss on operating lease right-of-use assets; impairment loss on goodwill, and adjusted net margin as adjusted net income/(loss) divided by revenue. We define adjusted SG&A as selling, general and administration expense excluding share-based compensation expense. We define adjusted operating income/(loss) as net operating income/(loss) excluding share-based compensation expense; amortization of intangible assets; impairment loss on operating lease right-of-use assets; impairment loss on goodwill and adjusted operating margin as adjusted operating income/(loss) divided by revenue. Additionally, we define adjusted earnings/(loss) per share attributable to ordinary shareholders, basic and diluted, as adjusted net income/(loss) attributable to ordinary shareholders (net income/(loss) to ordinary shareholders excluding share-based compensation expense; amortization of intangible assets; tax effect of amortization of intangible assets; impairment loss on operating lease right-of-use assets and impairment loss on goodwill) divided by the weighted average number of basic and diluted ordinary shares or American depositary shares (each an “ADS”), each representing one Class A ordinary share of the Company, on an as-converted basis.

We incur amortization expense of intangible assets related to various acquisitions that have been made in recent years. These intangible assets are valued at the time of acquisition and are then amortized over a period of several years after the acquisition. We believe that exclusion of these expenses allows greater comparability of operating results that are consistent over time for the Company’s newly-acquired and long-held business as the related intangibles does not have significant connection to the growth of the business. Therefore, we provide exclusion of amortization of intangible assets to redefine adjusted operating income/(loss), adjusted net income/(loss), and adjusted earnings/(loss) per share attributable to ordinary shareholders, basic and diluted.

We present the non-GAAP financial measures because they are used by our management to evaluate our operating performance and formulate business plans. Such non-GAAP measures include adjusted EBITDA, adjusted net income/(loss), adjusted gross profit/(loss), adjusted SG&A, adjusted operating income/(loss), adjusted earnings/(loss) per share attributable to ordinary shareholders basic and diluted. Non-GAAP financial measures enable our management to assess our operating results without considering the impact of non-cash charges, including depreciation and amortization and share-based compensation expense, and without considering the impact of non-operating items such as interest income/(expense), net; income tax expense/benefit; share-based compensation expense; amortization of intangible assets; tax effect of amortization of intangible assets; impairment loss on operating lease right-of-use assets and impairment loss on goodwill. We also believe that the use of these non-GAAP measures facilitates investors’ assessment of our operating performance.

The non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. One of the key limitations of using these non-GAAP financial measures is that they do not reflect all items of income and expense that affect our operations. Interest income/(expense), net; income tax expense/benefit; depreciation and amortization; and share-based compensation expense, have been and may continue to be incurred in our business and are not reflected in the presentation of these non-GAAP measures, including adjusted EBITDA or adjusted net income/(loss). Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited.

About Bright Scholar Education Holdings Limited

Bright Scholar is a global premier education service company, dedicated to providing quality international education to global students and equipping them with the critical academic foundation and skillsets necessary to succeed in the pursuit of higher education. Bright Scholar also complements its international offerings with Chinese government-mandated curriculum for students who wish to maintain the option of pursuing higher education in China. As of August 31, 2020, Bright Scholar operated 81 schools across ten provinces in China and eight schools overseas, covering the breadth of K-12 academic needs of its students. In the fiscal year ended August 31, 2020, Bright Scholar had an average of 51,825 students enrolled at its schools.

Safe Harbor Statement

This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, the Company’s business plans and development, which can be identified by terminology such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. Such statements are based upon management’s current expectations and current market and operating conditions and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company’s control, which may cause the Company’s actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

IR Contact:

GCM Strategic Communications
Email: [email protected]

Media Contact:
Email: [email protected]
Phone: +86-757-6683-2507

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)

			As of
			August 31,	August 31,
			2019	2020
			RMB	RMB	USD
ASSETS
	Current assets
		Cash and cash equivalents	3,246,995	3,377,684	493,280
		Restricted cash	18,019	1,044,853	152,591
		Short-term investments	241,270	13,695	2,000
		Accounts receivable	21,528	19,271	2,814
		Amounts due from related parties	10,652	18,521	2,705
		Other receivables, deposits and other assets	177,150	198,593	29,003
		Inventories	26,234	28,013	4,091
	Total current assets		3,741,848	4,700,630	686,484

		Restricted cash – non current	–	1,400	204
		Property and equipment, net	899,510	1,076,590	157,226
		Land use rights, net	88,204	86,076	12,571
		Intangible assets, net	552,011	597,527	87,263
		Goodwill	2,090,078	2,284,109	333,573
		Long-term investments	28,455	55,137	8,052
		Prepayment for construction contract	5,251	4,822	704
		Deferred tax assets, net	30,333	35,678	5,210
		Deposit for acquisition	338,585	–	–
		Other non-current assets	13,362	16,654	2,432
		Operating lease right-of-use assets	–	1,964,686	286,924
	Total non-current assets		4,045,789	6,122,679	894,159
TOTAL ASSETS			7,787,637	10,823,309	1,580,643

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS-CONTINUED
(Amounts in thousands)

			As of
			August 31,	August 31,
			2019	2020
			RMB	RMB	USD
LIABILITIES AND EQUITY
	Current liabilities
		Accounts payable (including accounts payable of the consolidated VIEs without recourse to Bright Scholar Education of RMB 32,842 and RMB 28,691 as of August 31, 2019 and August 31, 2020, respectively)	94,295	93,090	13,595
		Amounts due to related parties (including amounts due to related parties of the consolidated VIEs without recourse to Bright Scholar Education of RMB 76,117 and RMB 52,567 as of August 31, 2019 and August 31, 2020, respectively)	110,038	86,563	12,642
		Accrued expenses and other current liabilities (including accrued expenses and other current liabilities of the consolidated VIEs without recourse to Bright Scholar Education of RMB 364,734 and RMB 393,247 as of August 31, 2019 and August 31, 2020, respectively)	615,082	633,397	92,500
		Short term loan (including short term loan of the consolidated VIEs without recourse to Bright Scholar Education of nil and RMB 7,500 as of August 31, 2019 and August 31, 2020, respectively)	50,000	938,300	137,030
		Income tax payable (including income tax payable of the consolidated VIEs without recourse to Bright Scholar Education of RMB 50,968 and RMB 51,521 as of August 31, 2019 and August 31, 2020, respectively)	93,479	118,716	17,337
		Contract liabilities (including contract liabilities of the consolidated VIEs without recourse to Bright Scholar Education of RMB 1,157,774 and RMB 1,291,781 as of August 31, 2019 and August 31, 2020, respectively)	1,529,137	1,544,184	225,514
		Refund liabilities (including refund liabilities of the consolidated VIEs without recourse to Bright Scholar Education of RMB 19,132 and RMB 23,804 as of August 31, 2019 and August 31, 2020, respectively)	20,259	70,711	10,327
		Operating lease liabilities (including operating lease liabilities of the consolidated VIEs without recourse to Bright Scholar Education of nil and RMB 30,601 as of August 31, 2019 and August 31, 2020, respectively)	–	210,082	30,681
	Total current liabilities		2,512,290	3,695,043	539,626
		Non-current portion of deferred revenue (including non-current portion of deferred revenue of the consolidated VIEs without recourse to Bright Scholar Education of nil and RMB 1,772 as of August 31, 2019 and August 31, 2020, respectively)	–	1,772	259
		Deferred tax liabilities, net (including deferred tax liabilities of the consolidated VIEs without recourse to Bright Scholar Education of RMB 35,895 and RMB 34,641 as of August 31, 2019 and August 31, 2020, respectively)	53,689	57,826	8,445
		Other non-current liability due to related parties (including non- current liabilities due to related parties of the consolidated VIEs without recourse to Bright Scholar Education of RMB 21,736 and RMB 26,843 as of August 31, 2019 and August 31, 2020, respectively)	21,736	26,843	3,920
		Other non-current liability due to third parties (including non- current liabilities due to third parties of the consolidated VIEs without recourse to Bright Scholar Education of RMB 7,621 and RMB 18,368 as of August 31, 2019 and August 31, 2020, respectively)	10,654	19,612	2,864
		Bonds payable	2,106,000	2,017,369	294,618
		Long term loan (including long term loan of the consolidated VIEs without recourse to Bright Scholar Education of nil and RMB 77,500 as of August 31, 2019 and August 31, 2020, respectively)	–	77,919	11,379
		Operating lease liabilities (including operating lease liabilities of the consolidated VIEs without recourse to Bright Scholar Education of nil and RMB 189,354 as of August 31, 2019 and August 31, 2020, respectively)	–	1,802,544	263,245
	Total non-current liabilities		2,192,079	4,003,885	584,730
	TOTAL LIABILITIES		4,704,369	7,698,928	1,124,356

			As of
			August 31,	August 31,
			2019	2020
			RMB	RMB	USD
EQUITY
		Share capital	8	8	1
		Additional paid-in capital	2,105,189	1,854,262	270,798
		Statutory reserves	64,945	65,567	9,575
		Accumulated other comprehensive income	78,955	185,371	27,072
		Accumulated retained earnings	472,339	632,722	92,403
	Shareholders’ equity		2,721,436	2,737,930	399,849
	Non-controlling interests		361,832	386,451	56,438
	Total equity		3,083,268	3,124,381	456,287
TOTAL LIABILITIES AND EQUITY			7,787,637	10,823,309	1,580,643

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except for shares and per share data)

	Three Months Ended August 31,			Twelve Months Ended August 31,
	2019	2020		2019	2020
	RMB	RMB	USD	RMB	RMB	USD
Revenue	711,560	652,119	95,236	2,563,005	3,366,503	491,647
Cost of revenue	(499,453)	(502,664)	(73,409)	(1,586,014)	(2,144,786)	(313,226)
Gross profit	212,107	149,455	21,827	976,991	1,221,717	178,421
Selling, general and administrative expenses	(259,963)	(262,617)	(38,353)	(691,900)	(871,154)	(127,224)
Other operating income	3,428	22,778	3,327	15,435	38,661	5,646
Impairment loss on operating lease right-of-use assets	–	(12,772)	(1,866)	–	(12,772)	(1,866)
Impairment loss on goodwill	–	(68,723)	(10,036)	–	(68,723)	(10,036)
Operating (loss)/income	(44,428)	(171,879)	(25,101)	300,526	307,729	44,941
Interest (expense)/income, net	(8,036)	(53,048)	(7,747)	24,254	(159,352)	(23,272)
Investment income	1,678	52,105	7,609	17,414	106,675	15,579
Other expenses	(2,814)	(8,615)	(1,258)	(8,617)	(11,291)	(1,649)
(Loss)/Income before income taxes and share of equity in loss of unconsolidated affiliates	(53,600)	(181,437)	(26,497)	333,577	243,761	35,599
Income tax benefit/(expense)	5,696	33,176	4,845	(80,580)	(78,992)	(11,536)
Share of equity in loss of unconsolidated affiliates	(222)	(343)	(50)	(239)	(595)	(87)
Net (loss)/income	(48,126)	(148,604)	(21,702)	252,758	164,174	23,976
Net income attributable to non-controlling interests	3,798	5,234	764	11,659	3,169	463
Net (loss)/incomeattributable to ordinary shareholders	(51,924)	(153,838)	(22,466)	241,099	161,005	23,513
Net (loss)/earnings per share attributable to
ordinary shareholders
—Basic	(0.43)	(1.29)	(0.19)	1.97	1.34	0.20
—Diluted	(0.43)	(1.29)	(0.19)	1.97	1.34	0.20

Weighted average shares used in
calculating net (loss)/earnings per ordinary share:
—Basic	120,585,274	119,641,203	119,641,203	122,322,894	120,158,001	120,158,001
—Diluted	120,645,073	119,641,203	119,641,203	122,430,457	120,158,001	120,158,001

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)

	Three Months Ended August 31,			Twelve Months Ended August 31,
	2019	2020		2019	2020
	RMB	RMB	USD	RMB	RMB	USD
Net cash generated from operating activities	682,471	685,176	100,063	864,988	491,227	71,739
Net cash (used in)/generated from investing activities	(1,418,471)	1,829,279	267,149	(2,256,009)	72,567	10,598
Net cash generated from/(used in) financing activities	1,946,754	(112,211)	(16,387)	1,479,533	675,703	98,680
Effect of exchange rate changes on cash	(2,820)	(70,281)	(10,264)	12,421	(80,574)	(11,767)
Net change in cash and cash equivalents, and restricted cash	1,207,934	2,331,963	340,561	100,933	1,158,923	169,250
Cash and cash equivalents, and restricted cash at beginning of the period	2,057,080	2,091,974	305,514	3,164,081	3,265,014	476,825
Cash and cash equivalents, and restricted cash at end of the period	3,265,014	4,423,937	646,075	3,265,014	4,423,937	646,075

Reconciliations of GAAP and Non-GAAP Results
(Amounts in thousands, except for shares and per share data)

		Three Months Ended August 31,			Twelve Months Ended August 31,
		2019	2020		2019	2020
		RMB	RMB	USD	RMB	RMB	USD

Gross profit		212,107	149,455	21,827	976,991	1,221,717	178,421
	Add: Amortization of intangible assets	9,452	8,556	1,250	23,284	41,447	6,053
Adjusted gross profit		221,559	158,011	23,077	1,000,275	1,263,164	184,474

Operating (loss)/income		(44,428)	(171,879)	(25,101)	300,526	307,729	44,941
	Add: Share-based compensation expense	6,599	1,406	205	51,664	(10,631)	(1,553)
	Add: Amortization of intangible assets	9,452	8,556	1,250	23,284	41,447	6,053
	Add: Impairment loss on operating lease right-of-use assets	–	12,772	1,866	–	12,772	1,866
	Add: Impairment loss on goodwill	–	68,723	10,036	–	68,723	10,036
Adjusted operating (loss)/income		(28,377)	(80,422)	(11,744)	375,474	420,040	61,343

Net (loss)/income		(48,126)	(148,604)	(21,702)	252,758	164,174	23,976
	Add: Share-based compensation expense	6,599	1,406	205	51,664	(10,631)	(1,553)
	Add: Amortization of intangible assets	9,452	8,556	1,250	23,284	41,447	6,053
	Add: Tax effect of amortization of intangible assets	(2,056)	(1,874)	(274)	(5,123)	(8,822)	(1,288)
	Add: Impairment loss on operating lease right-of-use assets	–	12,772	1,866	–	12,772	1,866
	Add: Impairment loss on goodwill	–	68,723	10,036	–	68,723	10,036
Adjusted net (loss)/income		(34,131)	(59,021)	(8,619)	322,583	267,663	39,090

Net (loss)/income attributable to ordinary shareholders		(51,924)	(153,838)	(22,466)	241,099	161,005	23,513
	Add: Share-based compensation expense	6,599	1,406	205	51,664	(10,631)	(1,553)
	Add: Amortization of intangible assets	9,452	8,556	1,250	23,284	41,447	6,053
	Add: Tax effect of amortization of intangible assets	(2,056)	(1,874)	(274)	(5,123)	(8,822)	(1,288)
	Add: Impairment loss on operating lease right-of-use assets	–	12,772	1,866	–	12,772	1,866
	Add: Impairment loss on goodwill	–	68,723	10,036	–	68,723	10,036
Adjusted net (loss)/income attributable to ordinary shareholders		(37,929)	(64,255)	(9,383)	310,924	264,494	38,627

Net (loss)/income		(48,126)	(148,604)	(21,702)	252,758	164,174	23,976
	Less: Interest (expense)/income, net	(8,036)	(53,048)	(7,747)	24,254	(159,352)	(23,272)
	Add: Income tax (benefit)/expense	(5,696)	(33,176)	(4,845)	80,580	78,992	11,536
	Add: Depreciation and amortization	43,177	47,196	6,893	130,819	197,425	28,832
	Add: Share-based compensation expense	6,599	1,406	205	51,664	(10,631)	(1,553)
	Add: Impairment loss on operating lease right-of-use assets	–	12,772	1,866	–	12,772	1,866
	Add: Impairment loss on goodwill	–	68,723	10,036	–	68,723	10,036
Adjusted EBITDA		3,990	1,365	200	491,567	670,807	97,965

Selling, general and administrative expenses		259,963	262,617	38,353	691,900	871,154	127,224
	Less: Share-based compensation expense	6,599	1,406	205	51,664	(10,631)	(1,553)
Adjusted selling, general and administrative expenses		253,364	261,211	38,148	640,236	881,785	128,777

Weighted averageshares used in calculating (loss)/earnings per ordinary share:
—Basic		120,585,274	119,641,203	119,641,203	122,322,894	120,158,001	120,158,001
—Diluted		120,645,073	119,641,203	119,641,203	122,430,457	120,158,001	120,158,001

Adjusted net (loss)/earnings per share attributable to ordinary shareholders
—Basic		(0.31)	(0.54)	(0.08)	2.54	2.20	0.32
—Diluted		(0.31)	(0.54)	(0.08)	2.54	2.20	0.32

View original content:http://www.prnewswire.com/news-releases/bright-scholar-announces-unaudited-financial-results-for-the-fourth-fiscal-quarter-301170912.html

SOURCE Bright Scholar Education Holdings Ltd.

November 11, 2020 6:03 pm

Bragar Eagel & Squire, P.C. Reminds Investors That Class Action Lawsuits Have Been Filed Against Loop Industries, Turquoise Hill Resources, Reta Pharmaceuticals, and Evolus and Encourages Investors to Contact the Firm

NEW YORK, Nov. 11, 2020 (GLOBE NEWSWIRE) — Bragar Eagel & Squire, P.C., a nationally recognized shareholder rights law firm, reminds investors that class actions have been commenced on behalf of stockholders of Loop Industries, Inc. (NASDAQ: LOOP), Turquoise Hill Resources Ltd. (NYSE: TRQ), Reata Pharmaceuticals, Inc. (NASDAQ: RETA), and Evolus, Inc. (NASDAQ: EOLS). Stockholders have until the deadlines below to petition the court to serve as lead plaintiff. Additional information about each case can be found at the link provided.

Loop Industries, Inc. (NASDAQ: LOOP)

Class Period: September 24, 2018 to October 12, 2020

Lead Plaintiff Deadline: December 14, 2020

On October 13, 2020, Hindenburg Research published a report alleging, among other things, that “Loop’s scientists, under pressure from CEO Daniel Solomita, were tacitly encouraged to lie about the results of the company’s process internally.” The report also stated that “Loop’s previous claims of breaking PET down to its base chemicals at a recovery rate of 100% were ‘technically and industrially impossible,’” according to a former employee. Moreover, the report alleged that “Executives from a division of key partner Thyssenkrupp, who Loop entered into a ‘global alliance agreement’ with in December 2018, told us their partnership is on ‘indefinite’ hold and that Loop ‘underestimated’ both costs and complexities of its process.”

On this news, the Company’s share price fell $3.78, or over 32%, to close at $7.83 per share on October 13, 2020.

The complaint, filed on October 13, 2020, alleges that throughout the Class Period defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts about the Company’s business, operations, and prospects. Specifically, defendants failed to disclose to investors: (1) that Loop scientists were encouraged to misrepresent the results of Loop’s purportedly proprietary process; (2) that Loop did not have the technology to break PET down to its base chemicals at a recovery rate of 100%; (3) that, as a result, the Company was unlikely to realize the purported benefits of Loop’s announced partnerships with Indorama and Thyssenkrupp; and (4) that, as a result of the foregoing, defendants’ positive statements about the Company’s business, operations, and prospects were materially misleading and/or lacked a reasonable basis.

For more information on the Loop class action go to: https://bespc.com/cases/Loop

Turquoise Hill Resources Ltd. (NYSE: TRQ)

Class Period: July 17, 2018 to July 31, 2019

Lead Plaintiff Deadline: December 14, 2020

Turquoise Hill is an international mining company focused on the operation and development of the Oyu Tolgoi copper-gold mine in Southern Mongolia (“Oyu Tolgoi”), which is the Company’s principal and only material resource property. Turquoise Hill’s subsidiary, Oyu Tolgoi LLC, holds a 66% interest in Oyu Tolgoi, and the remainder is held by the Government of Mongolia.

Rio Tinto plc and Rio Tinto Limited are operated and managed together as single economic unit and engage in mining and metals operations in approximately 35 countries. Through their subsidiaries, Rio Tinto owns 50.8% of Turquoise Hill. A Rio Tinto subsidiary, Rio Tinto International Holdings, Inc. (“Rio Tinto International” or “RTIH”; and collectively with Rio Tinto plc and Rio Tinto Limited, “Rio Tinto”), is also the manager of the Oyu Tolgoi project, including having responsibility for its development and construction.

On July 31, 2019, Turquoise Hill issued a press release and Management Discussion & Analysis (“MD&A”) making further disclosures about the status of the project, including that Turquoise Hill took a $600 million impairment charge and a substantial “deferred income tax recognition adjustment” tied to the Oyu Tolgoi project, and that it suffered a loss in the second quarter. The next day, before the market open, Rio Tinto issued a release concerning in part the project status, including that it had also taken an impairment charge related to the Oyu Tolgoi project, of $800 million.

Following this news, on August 1, 2019, Turquoise Hill’s common stock price closed at $0.53 per share, down 8.62% from the prior day’s closing price of $0.58 per share.

The complaint, filed on October 15, 2020, alleges that throughout the Class Period defendants made materially false and misleading statements and omitted to disclose material facts regarding the Company’s business and operations. Specifically, defendants made false and or misleading statements and/or failed to disclose that: (i) the progress of underground development of Oyu Tolgoi was not proceeding as planned; (ii) there were significant undisclosed underground stability issues that called into question the design of the mine, the projected cost and timing of production; (iii) the Company’s publicly disclosed estimates of the cost, date of completion and dates for production from the underground mine were not achievable; (iv) the development capital required for the underground development of Oyu Tolgoi would cost substantially more than a billion dollars over what the Company had represented; and (v) Turquoise Hill would require additional financing and/or equity to complete the project.

For more information on the Turquoise Hill class action go to: https://bespc.com/cases/TRQ

Reata Pharmaceuticals, Inc. (NASDAQ: RETA)

Class Period: October 15, 2019 to August 7, 2020

Lead Plaintiff Deadline: December 14, 2020

Reata is a clinical stage biopharmaceutical company that develops novel therapeutics for patients with serious or life-threatening diseases by targeting molecular pathways that regulate cellular metabolism and inflammation.

Among Reata’s drug candidates under development is omaveloxolone, which is in Phase 2 clinical development to treat Friedreich’s ataxia (“FA”). Following the announcement of positive data from the MOXIe Part 2 study of omaveloxolone for FA in October 2019, the Company represented that it would seek submission for marketing approval of omaveloxolone for the treatment of FA in the U.S. with the U.S. Food and Drug Administration (“FDA”).

On August 10, 2020, Reata issued a press release announcing its second quarter 2020 financial results, wherein it disclosed that the FDA is “not convinced that the MOXIe Part 2 results” of the Company’s study assessing omaveloxolone for the treatment of FA “will support a single study approval without additional evidence that lends persuasiveness to the results,” and that, “[i]n preliminary comments for [a] meeting, the FDA stated that [Defendants] will need to conduct a second pivotal trial that confirms the mFARS [modified Friedreich’s Ataxia Rating Scale] results of the MOXIe Part 2 study with a similar magnitude of effect.”

On this news, Reata’s stock price fell $51.79 per share, or 33.16%, to close at $104.41 per share on August 10, 2020.

The Complaint, filed on October 15, 2020, alleges that throughout the Class Period defendants made materially false and misleading statements regarding the Company’s business. Specifically, defendants made false and/or misleading statements and/or failed to disclose that: (i) the MOXIe Part 2 study results were insufficient to support a single study marketing approval of omaveloxolone for the treatment of FA in the U.S. without additional evidence; (ii) as a result, it was foreseeable that the FDA would not accept marketing approval of omaveloxolone for the treatment of FA in the U.S. based on the MOXIe Part 2 study results; and (iii) as a result, the Company’s public statements were materially false and misleading at all relevant times.

For more information on the Reata class action go to: https://bespc.com/cases/REATA

Evolus, Inc. (NASDAQ: EOLS)

Class Period: February 1, 2019 to July 6, 2020

Lead Plaintiff Deadline: December 15, 2020

Beginning in February 2019, Evolus embarked on a public campaign to hype the market right before the commercial launch of its sole leading product Jeuveau™. To secure an aggressive growth and an rapid influx of revenue, Evolus disseminated dozens of public statements in which they promoted Jeuveau™ as a proprietary formulation of the botulinum toxic type A complex, purportedly developed by Korean bioengineering company Daewoong through years of clinical research and millions of dollars’ worth of investment in research and development. Among other things, Evolus promised investors that it would attain the number two U.S. market position within 24 months of launch.

The investing public learned the real truth about Jeuveau™ on July 6, 2020 when the U.S. International Trade Commission (“ITC”) issued its Initial Final Determination in a case brought by Allergan and Medytox against Evolus, alleging that Evolus stole certain trade secrets to develop Jeuveau™. Coming as a great surprise to the unsuspecting investors, the ITC Judge found that Evolus misappropriated the botulinum toxin strain as well as the manufacturing processes that led to its development and manufacture. To make things even more catastrophic, the ITC Judge recommended a ten-year long ban on Evolus’ ability to import Jeuveau™ into the United States and a ten-year long cease and desist order preventing Evolus from selling Jeuveau™ in the United States.

On this news Evolus’s share price declined sharply, falling 37% over the course of two trading days, to close at $3.35 on July 8, 2020. Following the news of the ITC’s Initial Final Determination and the subsequent price drop of Evolus’s common shares, several securities analysts downgraded Evolus’s rating and significantly lowered the Company’s price target.

The complaint, filed on October 16, 2020, alleges that throughout the Class period defendants made materially false and misleading statements, and failed to disclose material adverse facts about the Company’s business, operational, and compliance policies. Specifically, defendants made false and/or misleading statements and failed to disclose to investors that: (i) the real source of botulinum toxin bacterial strain as well as the manufacturing processes used to develop Jeuveau™ originated with and were misappropriated from Medytox; (ii) sufficient evidentiary support existed for the allegations that Evolus misappropriated certain trade secrets relating to the botulin toxin strain and the manufacturing processes for the development of Jeuveau™; (iii) as a result, Evolus faced a real threat of regulatory and/or court action, prohibiting the import, marketing, and sale of Jeuveau™; which in turn (iv) seriously threatened Evolus’ ability to commercialize Jeuveau™ in the United States and generate revenue; and (v) any revenues generated from the sale of Jeuveau™ were based on Evolus’ unlawful activities, including the misappropriation of trade secrets and secret manufacturing processes belonging to Allergan and Medytox.

For more information on the Evolus class action go to: https://bespc.com/cases/EOLS

About Bragar Eagel & Squire, P.C.:

Bragar Eagel & Squire, P.C. is a nationally recognized law firm with offices in New York and California. The firm represents individual and institutional investors in commercial, securities, derivative, and other complex litigation in state and federal courts across the country. For more information about the firm, please visit www.bespc.com. Attorney advertising. Prior results do not guarantee similar outcomes.

Contact Information:

Bragar Eagel & Squire, P.C.
Brandon Walker, Esq.
Melissa Fortunato, Esq.
Marion Passmore, Esq.
(212) 355-4648
[email protected]
www.bespc.com

November 11, 2020 6:03 pm

Western Union to Present at the Citi Financial Technology Conference

Western Union to Present at the Citi Financial Technology Conference

DENVER–(BUSINESS WIRE)–
The Western Union Company (NYSE: WU), a global leader in cross-border, cross-currency money movements and payments, today announced that the Company will present at the Citi Financial Technology Conference on Monday, November 16, 2020. The presentation will begin at 3:00 p.m. Eastern time and will include comments from Raj Agrawal, CFO.

Investors and interested parties will be able to listen to the investor presentation via webcast from http://www.westernunion.com, under the investor relations section. The archived webcast will be available shortly after the conclusion of the presentation.

About Western Union

The Western Union Company (NYSE: WU) is a global leader in cross-border, cross-currency money movement and payments. Our omnichannel platform connects the digital and physical worlds and makes it possible for consumers and businesses to send and receive money and make payments with speed, ease, and reliability. As of September 30, 2020, our network included over 550,000 retail agent locations offering our branded services in more than 200 countries and territories, with the capability to send money to billions of accounts. Additionally, westernunion.com, our fastest growing channel in 2019, is available in over 75 countries, plus additional territories, to move money around the world. With our global reach, Western Union moves money for better, connecting family, friends, and businesses to enable financial inclusion and support economic growth. For more information, visit www.westernunion.com.

WU-G

View source version on businesswire.com: https://www.businesswire.com/news/home/20201111005909/en/

Media Relations:

Pia De Lima

+1 (954) 260-5732

[email protected]

Investor Relations:

Brendan Metrano

+1 (720) 332-8089

[email protected]

KEYWORDS: Colorado United States North America

INDUSTRY KEYWORDS: Technology Professional Services Other Technology Finance

MEDIA:

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November 11, 2020 5:59 pm

FADU Technology Awarded Best of Show – Most Innovative Flash Memory Startup – by Flash Memory Summit 2020 for its Gen4 Flash Storage Platform

FADU introduced its next-generation DELTA storage solutions at FMS20 for NVMe 1.4/PCIe Gen4 x 4 performance for OEM and Hyperscale Data Center Storage

SANTA CLARA, Calif., Nov. 11, 2020 (GLOBE NEWSWIRE) — FADU Technology is a fabless startup developing advanced flash storage technology to meet the ever-increasing data storage demands placed on OEM and hyperscale data centers. The company announced that the Best of Show judging panel of the Flash Memory Summit 2020 selected FADU for the Best of Show – Most Innovative Memory Startup award.

The Flash Memory Summit, the World’s leading storage industry conference and exposition, recognized FADU’s FC4121 Flash Controller and DELTA SSDs as exciting products from a promising Flash Memory startup.

“SSD controllers are the heartbeat for delivering a high performance of storage products and the future of IT infrastructure requires a quality of service (QoS) to meet the extreme data demands placed on on-premise and cloud data centers,” said Jay Kramer, Chairman of the Awards Program and President of Network Storage Advisors Inc. “We are proud to recognize the FADU Flash Memory Controller and DELTA SSDs designed to support dual-port and large capacities while optimizing latency for a QoS storage solution.

“Hyperscale, enterprise, and storage applications demand high performance, low power and an open architecture for their storage solutions,” said Jay Kramer, Chairman of the Awards Program and President of Network Storage Advisors Inc. “We are proud to recognize the FADU Flash Memory Controller and DELTA SSDs designed to support dual-port connectivity, low power efficiency and industry-standard form factors of U.2, E1.S, and M.2 storage solution.”

FADU, founded in 2015, focuses on Flash storage solutions for hyperscale & edge storage and enterprise data center servers & storage. The DELTA Gen4 Platform, consisting of FADU DELTA SSDs and the FADU FC4121 Flash Controller, supports NVMe 1.4 and PCIe Gen4 x4, PCIe Gen4 x2, PCIe Gen3 x4, and PCIe Gen3 x2. The SSDs are compliant with OCP Cloud Spec 1.0, support Dual-Port, and deliver deep Queues and high QOS. SSD designs are offered for E1.S and U.2 form factors today in capacities up to 16TB and will add M.2 and E3 form factors and capacities up to 64TB in 2021. Low power and high performance, hallmarks of FADU solutions, push the SSDs to an industry-leading 1675 KIOPs for Random Read and 450 KIOPs for Random Write.

“We’re honored to have our hard work and dedication to advancing Flash storage recognized by the Flash Memory Summit”, said Jihyo Lee, FADU’s CEO and co-founder. “Our approach enables us to develop leading-edge SSDs with peak performance, such as the Gen4 E1.S SSD, while keeping power under the specified envelope, eliminating the need to throttle devices to manage thermals,” Lee continued.

FADU’s DELTA SSDs, which are qualified with NAND Flash memory from SK hynix, Seagate, Micron and KIOXIA, will be ready for OEM qualification in Q1-2021 and commercialization in Q2-2021. OEMs can purchase DELTA SSD designs and the FC4121 controller to design their own devices; have turnkey designs with customized micro-code to manufacture their own devices; or have FADU customize and manufacture private-labeled, ready-to-sell SSDs using NAND consigned from the OEMs.

For more information about the FADU DELTA Gen4 Platform, visit FADU at https://www.fadutec.com/products/delta.

About FADU Technology
FADU Technology is a fabless startup developing advanced flash storage technology to meet the explosively increasing data storage demands placed on hyperscale, enterprise, and cloud data centers. Our innovative SSD solutions are based on industry-standard specifications, designed with FADU’s proprietary Flash Memory Controller architecture, and compatibility with multiple industry NAND suppliers. FADU’s storage designs address all aspects of Flash-based storage – very low power, ultra-high performance, rich feature sets, solid reliability, and superior QOS. The company believes that other solutions, with legacy ties to the past, are unable to meet the performance and power requirements to support real-time, cloud-based, connected applications. FADU’s global team, of seasoned storage architects, ASIC experts, and SSD engineers, is charting the course for the industry. Learn more at www.fadu.io and follow FADU on Twitter and LinkedIn.

Media Relations:

Carol Warren
[email protected]

Corporate:

Anu Murthy, VP of Marketing
[email protected]
(408) 714-9301

November 11, 2020 5:57 pm

Superior Plus Corp. Announces Third Quarter 2020 Results

Superior Plus Corp. Announces Third Quarter 2020 Results

Superior confirms 2020 Adjusted EBITDA and Total Debt to Adjusted EBITDA leverage guidance and remains focused on executing its acquisition growth strategy

TORONTO–(BUSINESS WIRE)–
Superior Plus Corp. (“Superior”) (TSX:SPB) announced today the financial and operating results for the third quarter ended September 30, 2020. Unless otherwise expressed, all financial figures are expressed in Canadian dollars.

“During the third quarter, we closed the preferred share investment from Brookfield and used the proceeds to reduce our debt and execute two retail propane acquisitions in our current footprint in the U.S. Northeast,” said Luc Desjardins, President and Chief Executive Officer. “Subsequent to quarter end, we made two more retail propane acquisitions in California and the Eastern U.S., further demonstrating our robust pipeline of acquisition opportunities and our ability to execute on acquisitions, even in the current environment.”

“Superior delivered improved third quarter results in our U.S. and Canadian propane distribution businesses driven primarily by lower operating costs,” continued Mr. Desjardins. “Our Specialty Chemicals business results were lower due to continued weakness in the caustic soda and hydrochloric acid markets. We are maintaining our Adjusted EBITDA guidance as our businesses continue to demonstrate resiliency, and we remain focused on creating sustainable earnings growth for the future. Our residential and industrial sales volumes in Canada are relatively consistent with prior year, and we have seen a similar trend in our residential and commercial propane sales volumes in the U.S.”

“I am proud of the way our employees have quickly adapted to the situation and continue to provide our customers with high-quality services and products in a safe manner,” added Mr. Desjardins.

Business and Financial Highlights

Superior achieved third quarter Adjusted EBITDA of $39.1 million, a $9.1 million or 19% decrease over the prior year quarter primarily due to lower EBITDA from operations in Specialty Chemicals and higher corporate costs, partially offset by higher EBITDA from operations in U.S. propane distribution (“U.S. Propane”) and Canadian propane distribution (“Canadian Propane”), and a realized gain on foreign currency hedging contracts compared to a realized loss in the prior year quarter.
EBITDA from Operations during the third quarter was $45.9 million, a $7.7 million or a 14% decrease from the prior year quarter primarily due to lower results from Specialty Chemicals, partially offset by higher results from U.S. Propane and Canadian Propane. Please see below for further discussion on the third quarter EBITDA from Operations by business.
AOCF before transaction and other costs during the third quarter was $12.5 million, a $6.7 million or 35% decrease compared to the prior year quarter primarily due to lower Adjusted EBITDA and higher cash tax expense, partially offset by lower interest expense. AOCF before transaction and other costs per share was $0.06, $0.05 lower than the prior year quarter for the same reasons and an increase in weighted average shares outstanding. Weighted average shares outstanding increased primarily due to the impact of including the preferred shares on an as-converted basis and shares issued through the Dividend Reinvestment and Optional Share Repurchase Plan.
Superior had net losses of $21.4 million in the third quarter, a $37.9 million increase compared to the prior year quarter primarily due to an unrealized gain on derivative financial instruments and lower selling, distribution and administrative costs (“SD&A”) in the current quarter compared to the prior year quarter, partially offset by lower gross profit.
Net cash flows from operating activities in the third quarter were $17.2 million, a $22.0 million decrease from the prior year quarter primarily due to reduced cashflow from changes in non-cash operating working capital compared to the prior year quarter and to a lesser extent the impact of lower net earnings net of non-cash adjustments. Changes in non-cash operating working capital are impacted by timing of sales, customer receipts and purchases of goods and services.
U.S. Propane EBITDA from operations for the third quarter was ($4.0) million, an increase of $3.0 million or 43% compared to the prior year quarter primarily due to lower operating expenses, the incremental contribution from the tuck-in acquisitions completed in the past 12 months and higher average unit margins, partially offset by lower sales volumes. Total sales volumes decreased 3 million litres or 2% primarily due to the impact of COVID-19 and lower commercial distillate sales volumes, partially offset by incremental volumes from acquisitions. Average sales margin for the third quarter was 36.4 cents per litre compared to 34.7 cents per litre in the prior year quarter primarily due to sales and marketing initiatives, customer mix and the impact of the weaker Canadian dollar on the translation of U.S. denominated gross profit. Operating expenses were $64.5 million, a decrease of $2.2 million or 3% compared to the prior year quarter due to cost reductions, workforce optimization initiatives and realized synergies from acquisitions, partially offset by the impact of the weaker Canadian dollar on the translation of U.S. denominated expenses.
Canadian Propane achieved EBITDA from operations for the third quarter of $21.6 million, an increase of $0.7 million or 3% compared to the prior year quarter primarily due to lower operating expenses, partially offset by lower average margins and lower sales volumes. Operating costs were $39.1 million, a decrease of $15.9 million or 29% primarily due to lower employee-related expenses, including the impact of the Canadian Emergency Wage Subsidy (“CEWS”), and cost-saving initiatives. In the third quarter, Canadian Propane recorded a $13.7 million benefit related to the CEWS. Average propane sales margins in the third quarter were 16.9 cents per litre compared to 18.4 cents per litre in the prior year quarter due to weaker wholesale market fundamentals compared to the prior year quarter. Total sales volumes were 341 million litres, a decrease 52 million litres or 13%, primarily due to reduced oilfield drilling activity in Western Canada and the impact of COVID-19.
Specialty Chemicals EBITDA from operations for the third quarter was $28.3 million, a decrease of $11.4 million or 29% compared to the prior year quarter primarily due to lower gross profit, partially offset by lower operating expenses. Gross profit decreased $14.1 million due to lower chlor-alkali sales prices and volumes and lower sodium chlorate sales volumes, partially offset by higher sodium chlorate sales prices and modestly lower electricity mill rates. Chlor-alkali sales prices and volumes were lower primarily due to weaker hydrochloric and caustic soda market fundamentals. Sodium chlorate sale volumes were lower primarily due to weaker printing paper demand and the impact of customer mill outages. Operating expenses were $27.9 million, a $3.2 million decrease primarily due to lower employee-related expenses, including the impact of the CEWS. In the third quarter, Specialty Chemicals recorded a $3.6 million benefit related to the CEWS, which positively impacted cost of goods sold and operating expenses.
Superior’s corporate operating and administrative costs for the third quarter were $7.1 million, an increase of $3.2 million primarily due to the higher long-term incentive plan costs related to the appreciation in Superior’s share price. In the third quarter, Superior recorded a $0.3 million benefit related to the CEWS, which impacted the corporate operating expenses.

Financial Overview
	Three Months Ended				Nine Months Ended
	September 30				September 30
(millions of dollars, except per share amounts)		2020		2019		2020		2019
Revenue		399.4		450.1		1,690.4		2,031.9
Gross Profit		166.3		195.0		785.3		847.0
Net earnings (loss)		(21.4)		(59.3)		(2.5)		68.0
Net earnings (loss) for the period attributable to common shareholders		(26.8)		(59.3)		(7.9)		68.0
Net earnings for the period attributable to non-controlling interest		5.4		–		5.4		–
Net earnings (loss) per share ⁽¹⁾	$	(0.15)	$	(0.34)	$	(0.05)	$	0.39
EBITDA from operations ⁽²⁾		45.9		53.6		346.7		374.3
Adjusted EBITDA ⁽²⁾		39.1		48.2		326.1		347.8
Net cash flows from operating activities		17.2		39.2		289.6		314.9
Net cash flows from operating activities per share ⁽¹⁾	$	0.09	$	0.22	$	1.57	$	1.80
AOCF before transaction and other costs ⁽²⁾⁽³⁾		12.5		19.2		241.2		261.2
AOCF before transaction and other costs per share ^(1)(2)(3)	$	0.06	$	0.11	$	1.31	$	1.49
AOCF ⁽²⁾		6.3		13.1		224.6		236.9
AOCF per share ⁽¹⁾⁽²⁾	$	0.03	$	0.07	$	1.22	$	1.35
Cash dividends declared		31.8		31.4		94.8		94.4
Cash dividends declared per share	$	0.18	$	0.18	$	0.54	$	0.54

(1)		The weighted average number of shares outstanding for the three and nine months ended September 30, 2020 was 201.8 million and 184.2 million, respectively (three and nine months ended September 30, 2019 was 174.9 million). The weighted average number of shares assumes the conversion of the preferred shares into common shares. There were no other dilutive instruments with respect to AOCF per share and AOCF before transaction and other costs per share for the three and nine months ended September 30, 2020 and 2019.
(2)		EBITDA from operations, Adjusted EBITDA and AOCF are non-GAAP measures. Refer to “Non-GAAP Financial Measures” for further details and the Third Quarter Management Discussion & Analysis (“MD&A”) for reconciliations.
(3)		Transaction and other costs for the three months ended September 30, 2020 and 2019 are related to acquisition activity and the integration of acquisitions. See “Transaction and Other Costs” for further details.

Segmented Information
			Three Months Ended			Nine Months Ended
			September 30			September 30
	(millions of dollars)			2020	2019		2020	2019
	EBITDA from operations⁽¹⁾
		Canadian Propane Distribution		21.6	20.9		129.4	125.2
		U.S. Propane Distribution		(4.0)	(7.0)		126.5	131.2
		Specialty Chemicals		28.3	39.7		90.8	117.9
				45.9	53.6		346.7	374.3

(1)

See “Non-GAAP Financial Measures”.

Brookfield Investment

On July 13, 2020, Superior issued 260,000 perpetual exchangeable preferred shares (the “Preferred Shares”) in its wholly owned subsidiary Superior Plus US Holdings Inc. for gross proceeds of US$260 million (the “Brookfield Investment”) to an affiliate of Brookfield Asset Management Inc. (“Brookfield”), on a private placement basis. The Preferred Shares entitle the holders to a monthly dividend at a current rate of 7.25% per annum through to the end of Superior’s second fiscal quarter in 2027, and may be exchanged, at Brookfield’s option, into common shares of Superior at an exchange price of US $8.67 per common share (or approximately CDN $11.63 ⁽¹⁾per common share). On an as-exchanged basis, the Brookfield Investment currently represents approximately 15% of the pro forma fully diluted outstanding common shares.

Superior used the proceeds of the Brookfield Investment to reduce the credit facility debt.

Business Development and Acquisition Update

On August 3, 2020, Superior acquired the assets of a retail propane distribution company, operating under the tradename, Champagne’s Energy (“Champagne”), for total consideration of approximately US$27.4 million (CDN $36.7 million). The purchase price was paid primarily with cash from Superior’s credit facility. Champagne is a retail distributor delivering approximately 41.0 million litres of propane and distillates annually to residential and commercial customers in Maine.

On September 1, 2020, Superior acquired the assets of a retail propane and heating oil distribution company, operating under the tradename, Rymes Propane and Oil (“Rymes”), for total consideration of approximately US$151.6 million (CDN $198.0 million). The purchase price was paid primarily with cash from Superior’s credit facility. Rymes is a retail distributor delivering approximately 204.0 million litres of propane and distillates annually to residential and commercial customers in New Hampshire, Maine, Massachusetts and Vermont.

On October 15, 2020, Superior acquired all of the equity interests of a Southern California propane distribution company, operating under the tradename, Central Coast Propane (“Central Coast”), for total consideration of approximately US$12.9 million (CDN $16.8 million). The purchase price was paid primarily with cash from Superior’s credit facility. Central Coast is a retail distributor delivering approximately 5.0 million litres of propane to approximately 2,800 residential and commercial customers in Southern California.

On October 27, 2020, Superior acquired the assets of a retail propane distribution company, operating under the tradename, Petro Home Services (“Petro”), for total consideration of approximately US$6.1 million (CDN $8.1 million). The purchase price was paid primarily with cash from Superior’s credit facility. Petro is a retail distributor delivering approximately 11.0 million litres of propane annually to 11,000 customers in North Carolina, South Carolina, Georgia and Tennessee.

Adjusted EBITDA Guidance and Leverage Update

Superior’s outlook for 2020 remains unchanged, with expected Adjusted EBITDA in the previously disclosed guidance range of $475 million to $515 million. Average weather, as measured by degree days for the remainder of 2020 is anticipated to be consistent with the five-year average for Canada and the U.S.

Superior remains focused on managing both its debt and its leverage ratio. Superior’s Total Debt to Adjusted EBITDA leverage ratio for the trailing twelve months was 3.4x as at September 30, 2020, compared to 3.7x at June 30, 2020 and December 31, 2019. The decrease in the leverage ratio from June 30, 2020 and December 31, 2019 was primarily due to lower debt, partially offset by higher Pro Forma Adjusted EBITDA related to acquisitions made during the trailing-twelve months.

Superior’s Total Debt as at September 30, 2020, was $1,849.0 million, a decrease of $32.7 million from June 30, 2020 and $107.1 million from December 31, 2019. The decrease from June 30, 2020 was primarily due to the proceeds from the Brookfield Investment, which were used to reduce the credit facility, partially offset by the acquisition of Rymes and Champagne, which were funded primarily using the credit facility.

Superior is well within its covenants under its credit facility agreement and unsecured note indentures. Superior’s Senior debt to Credit Facility EBITDA ratio was 3.4x as at September 30, 2020, and cannot exceed 5.0x. Superior also had available liquidity of $381.0 million available under the credit facility as at September 30, 2020.

Superior expects Total Debt to Adjusted EBITDA at December 31, 2020 to be in the range of 3.0x to 3.5x, consistent with the previously disclosed guidance range and consistent with Superior’s long-term range.

MD&A and Financial Statements

Superior’s MD&A, the unaudited Condensed Interim Consolidated Financial Statements and the Notes to the Condensed Interim Consolidated Financial Statements for the three and nine months ended September 30, 2020 provide a detailed explanation of Superior’s operating results. These documents are available online at Superior’s website at www.superiorplus.com under the Investor Relations section and on SEDAR under Superior’s profile at www.sedar.com.

2020 Third Quarter Conference Call

Superior will be conducting a conference call and webcast for investors, analysts, brokers and media representatives to discuss the Third Quarter Results at 10:30 a.m. EST on Thursday, November 12, 2020. To participate in the call, dial: 1-844-389-8661. Internet users can listen to the call live, or as an archived call on Superior’s website at www.superiorplus.com under the Events section.

Non-GAAP Financial Measures

Throughout the third quarter earnings release, Superior has used the following terms that are not defined by International Financial Reporting Standards (“Non-GAAP Financial Measures”), but are used by management to evaluate the performance of Superior and its business: AOCF before and after transaction and other costs, earnings before interest, taxes, depreciation and amortization (“EBITDA”) from operations, Adjusted EBITDA, operating expenses, Total Debt to Adjusted EBITDA leverage ratio and Pro Forma Adjusted EBITDA. These measures may also be used by investors, financial institutions and credit rating agencies to assess Superior’s performance and ability to service debt. Non-GAAP financial measures do not have standardized meanings prescribed by GAAP and are therefore unlikely to be comparable to similar measures presented by other companies. Securities regulations require that Non-GAAP financial measures are clearly defined, qualified and reconciled to their most comparable GAAP financial measures. Except as otherwise indicated, these Non-GAAP financial measures are calculated and disclosed on a consistent basis from period to period. Specific items may only be relevant in certain periods. See “Non-GAAP Financial Measures” in the MD&A for a discussion of Non-GAAP financial measures and certain reconciliations to GAAP financial measures.

The intent of Non-GAAP financial measures is to provide additional useful information to investors and analysts, and the measures do not have any standardized meaning under IFRS. The measures should not, therefore, be considered in isolation or used in substitute for measures of performance prepared in accordance with IFRS. Other issuers may calculate Non-GAAP financial measures differently. Investors should be cautioned that AOCF, EBITDA from operations, Adjusted EBITDA and Credit Facility EBITDA should not be construed as alternatives to net earnings, cash flow from operating activities or other measures of financial results determined in accordance with GAAP as an indicator of Superior’s performance. Non-GAAP financial measures are identified and defined as follows:

Adjusted Operating Cash Flow and Adjusted Operating Cash Flow per Share

AOCF is equal to cash flow from operating activities as defined by IFRS, adjusted for changes in non-cash working capital, other expenses, non-cash interest expense, current income taxes and finance costs. Superior may deduct or include additional items in its calculation of AOCF; these items would generally, but not necessarily, be infrequent in nature and could distort the analysis of trends in business performance. Excluding these items does not imply they are non-recurring. AOCF and AOCF per share are presented before and after transaction and other costs.

AOCF per share before transaction and other costs is calculated by dividing AOCF before transaction and other costs by the weighted average number of shares outstanding. AOCF per share is calculated by dividing AOCF by the weighted average number of shares outstanding.

AOCF is a performance measure used by management and investors to evaluate Superior’s ongoing performance of its businesses and ability to generate cash flow. AOCF represents cash flow generated by Superior that is available for, but not necessarily limited to, changes in working capital requirements, investing activities and financing activities of Superior.

The seasonality of Superior’s individual quarterly results must be assessed in the context of annualized AOCF. Adjustments recorded by Superior as part of its calculation of AOCF include, but are not limited to, the impact of the seasonality of Superior’s businesses, principally the Energy Distribution segment, by adjusting for non-cash working capital items, thereby eliminating the impact of the timing between the recognition and collection/payment of Superior’s revenues and expenses, which can differ significantly from quarter to quarter. AOCF is reconciled to cash flow from operating activities. Please refer to the Financial Overview section of the MD&A for the reconciliation.

Adjusted EBITDA

Adjusted EBITDA represents earnings before interest, taxes, depreciation, amortization, losses (gains) on disposal of assets, finance expense, restructuring costs, transaction and other costs, and unrealized gains (losses) on derivative financial instruments. Adjusted EBITDA is used by Superior and investors to assess its consolidated results and ability to service debt. Adjusted EBITDA is reconciled to net earnings before income taxes.

Adjusted EBITDA is a significant performance measure used by management and investors to evaluate Superior’s ongoing performance of its businesses. Adjusted EBITDA is also used as one component in determining short-term incentive compensation for certain management employees.

The seasonality of Superior’s individual quarterly results must be assessed in the context of annualized Adjusted EBITDA.

EBITDA from operations

EBITDA from operations is defined as Adjusted EBITDA excluding costs that are not considered representative of Superior’s underlying core operating performance, including gains and losses on foreign currency hedging contracts, corporate costs and transaction and other costs. Management uses EBITDA from operations to set targets for Superior (including annual guidance and variable compensation targets). EBITDA from operations is reconciled to net earnings before income taxes. Please refer to the Results of Operating Segments in the MD&A for the reconciliations.

Operating Expenses

Operating expenses include wages and benefits for employees, drivers, service and administrative labour, fleet maintenance and operating costs, freight and distribution expenses excluded from cost of sales, along with the costs associated with owning and maintaining land, buildings and equipment, such as rent, repairs and maintenance, environmental, utilities, insurance and property tax costs. Operating expenses exclude gains or losses on disposal of assets, depreciation and amortization and non-recurring expenses, such as transaction, restructuring and integration costs.

Operating expenses are defined as SD&A expenses adjusted for amortization and depreciation, gains or losses on disposal of assets and transaction, restructuring and other costs.

Total Debt to Adjusted EBITDA Leverage Ratio and Pro Forma Adjusted EBITDA

Adjusted EBITDA for the Total Debt to Adjusted EBITDA Leverage Ratio is defined as Adjusted EBITDA calculated on a 12-month trailing basis giving pro forma effect to acquisitions and dispositions adjusted to the first day of the calculation period (“Pro Forma Adjusted EBITDA”). Pro Forma Adjusted EBITDA is used by Superior to calculate its Total Debt to Adjusted EBITDA Leverage Ratio.

To calculate the Total Debt to Adjusted EBITDA Leverage Ratio divide the sum of borrowings before deferred financing fees and lease liabilities by Pro Forma Adjusted EBITDA. Total Debt to Adjusted EBITDA Leverage Ratio is used by Superior and investors to assess its ability to service debt.

Forward Looking Information

Certain information included herein is forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking information may include statements regarding the objectives, business strategies to achieve those objectives, expected financial results (including those in the area of risk management), economic or market conditions, and the outlook of or involving Superior, Superior LP and its businesses. Such information is typically identified by words such as “anticipate”, “believe”, “continue”, “estimate”, “expect”, “plan”, “forecast”, “future”, “outlook, “guidance”, “may”, “project”, “should”, “strategy”, “target”, “will” or similar expressions suggesting future outcomes.

Forward-looking information in this document includes: future financial position, consolidated and business segment outlooks, expected Adjusted EBITDA, the duration and anticipated impact of the COVID-19 pandemic and the expected economic recession, estimates of the impact COVID-19 may have on our operations, the markets for our products and our financial results, expected Total Debt to Adjusted EBITDA ratio, anticipated impact from the weaker Canadian dollar, business strategy and objectives, development plans and programs, organic growth, weather, economic activity in Western Canada, product pricing and sourcing, caustic soda and hydrochloric acid markets, caustic potash customer mix, volumes and pricing, wholesale propane market fundamentals, electricity costs, exchange rates, improvements and the timing associated in North American chlor-alkali markets, expected seasonality of demand, and future economic conditions.

Forward-looking information is provided for the purpose of providing information about management’s expectations and plans about the future and may not be appropriate for other purposes. Forward-looking information herein is based on various assumptions and expectations that Superior believes are reasonable in the circumstances. No assurance can be given that these assumptions and expectations will prove to be correct. Those assumptions and expectations are based on information currently available to Superior, including information obtained from third party industry analysts and other third party sources, and the historic performance of Superior’s businesses. Such assumptions include anticipated financial performance, current business and economic trends, the amount of future dividends paid by Superior, business prospects, utilization of tax basis, regulatory developments, currency, exchange and interest rates, future commodity prices relating to the oil and gas industry, future oil rig activity levels, trading data, cost estimates, our ability to obtain financing on acceptable terms, expected life of facilities and statements regarding net working capital and capital expenditure requirements of Superior or Superior LP, the assumptions set forth under the “Financial Outlook” sections of our MD&A. The forward looking information is also subject to the risks and uncertainties set forth below.

By its very nature, forward-looking information involves numerous assumptions, risks and uncertainties, both general and specific. Should one or more of these risks and uncertainties materialize or should underlying assumptions prove incorrect, as many important factors are beyond our control, Superior’s or Superior LP’s actual performance and financial results may vary materially from those estimates and intentions contemplated, expressed or implied in the forward-looking information. These risks and uncertainties include incorrect assessments of value when making acquisitions, increases in debt service charges, the loss of key personnel, the anticipated impact of the COVID-19 pandemic and the expected economic recession, fluctuations in foreign currency and exchange rates, inadequate insurance coverage, liability for cash taxes, counterparty risk, compliance with environmental laws and regulations, reduced customer demand, operational risks involving our facilities, force majeure, labour relations matters, our ability to access external sources of debt and equity capital, and the risks identified in (i) our MD&A under the heading “Risk Factors” and (ii) Superior’s most recent Annual Information Form. The preceding list of assumptions, risks and uncertainties is not exhaustive.

When relying on our forward-looking information to make decisions with respect to Superior, investors and others should carefully consider the preceding factors, other uncertainties and potential events. Any forward-looking information is provided as of the date of this document and, except as required by law, neither Superior nor Superior LP undertakes to update or revise such information to reflect new information, subsequent or otherwise. For the reasons set forth above, investors should not place undue reliance on forward-looking information.

(1)

The CDN $11.63 conversion price is based on the USDCAD rate at the time of the Brookfield Investment.

For more information about Superior, visit our website at www.superiorplus.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20201111005913/en/

Beth Summers ExecutiveVice President and Chief Financial Officer

Phone: (416) 340-6015

Rob Dorran Vice President, Investor Relations and Treasurer

Phone: (416) 340-6003

Toll Free: 1-866-490-PLUS (7587)

KEYWORDS: North America Canada

INDUSTRY KEYWORDS: Other Energy Chemicals/Plastics Utilities Oil/Gas Manufacturing Energy Other Natural Resources Mining/Minerals Natural Resources

MEDIA:

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Posted on November 11, 2020 5:51 pm
Allegro MicroSystems, Inc. to Announce Second Quarter Fiscal Year 2021 Financial Results on Thursday, November 19, 2020

MANCHESTER, N.H., Nov. 11, 2020 (GLOBE NEWSWIRE) — Allegro MicroSystems, Inc. (Nasdaq: ALGM) today announced it will release financial results for the second quarter fiscal year 2020 prior to the market opening on Thursday, November 19, 2020. Following the press release, the Company will host a conference call at 8:30AM Eastern time, the same day. Ravi Vig, President and Chief Executive Officer, Paul Walsh, Senior Vice President, Finance & Administration and Chief Financial Officer will discuss ALGM’s results.

Analysts and investors are invited to join the conference call using the following information:

What: Allegro MicroSystems’ 2Q Fiscal 2021 Earnings Conference Call
When: Thursday, November 19, 2020
Time: 8:30 a.m. EST
Conference Dial-in: 1-833-665-0677
International Dial-in: 1-929-517-0172
Conference ID: 9562657

Live Webcast: https://edge.media-server.com/mmc/p/c23x96vz

An archived webcast of the conference call will be accessible via Allegro MicroSystems’ investor relations page: investors.allegromicro.com.

About Allegro
MicroSystems

Allegro MicroSystems is a leading global designer, developer, fabless manufacturer and marketer of sensor integrated circuits (“ICs”) and application-specific analog power ICs enabling emerging technologies in the automotive and industrial markets. Allegro’s diverse product portfolio provides efficient and reliable solutions for the electrification of vehicles, automotive ADAS safety features, automation for Industry 4.0 and power saving technologies for data centers and green energy applications.

Contact: Katherine Blye
Investor Relations
Phone: +1 603 626-2306
[email protected]

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