Medexus Pharmaceuticals Reports Operating and Financial Results for the Three- and Six-Month Periods Ending September 30, 2020

Management to host conference call at 8:00 AM Eastern Time on Tuesday, November 17th, 2020

TORONTO and CHICAGO and MONTREAL, Nov. 16, 2020 (GLOBE NEWSWIRE) — Medexus Pharmaceuticals Inc. (the “Company” or “Medexus”) (TSXV: MDP) (OTCQX: MEDXF) (Frankfurt: P731) announced its financial and operating results for the three and six months ended September 30, 2020.  All dollar amounts below are in Canadian dollars unless specified otherwise.

Second
quarter fiscal 2021 financial highlights:

  • The Company achieved revenue of $23.6 million for the three-month period ended September 30, 2020, versus $16.4 million for the three-month period ended September 30, 2019, mostly driven by the acquisition of IXINITY®. Over $3 million in revenue from IXINITY® sales, which was originally expected to be realized in September 2020, was instead realized in October 2020 due to a delay in receipt of finished product from the Company’s contract manufacturing partner. The delay in receipt of finished product was a result of a common regulatory process that did not impact IXINITY®, but temporarily interrupted the Company’s partner’s ability to release shipments for any of their clients. The product was shipped in October 2020 and the revenue has been recognized in the fiscal third quarter ending December 31, 2020.
  • Selling and administrative expenses as a percentage of revenue decreased to 46.6% from 64.4% for the same period last year, as the Company continues to leverage its platform and significantly increase its revenue with only modest increases to operating expenses.
  • Adjusted EBITDA* increased to $3.0 million compared to $0.5 million for the same period last year. Adjusted EBITDA would have been higher but was impacted by the aforementioned delayed shipment of IXINITY®, which has been recognized in the fiscal third quarter ending December 31, 2020.
  • Achieved operating income of $0.6 million, compared to an operating loss of $1.3 million for the same period last year.
  • Available liquidity of $9.8 million at September 30, 2020.

Ken d’Entremont, Chief Executive Officer of Medexus, commented, “We continued to generate solid growth and achieved $3.0 million of Adjusted EBITDA compared to $0.5 million for the same period last year, despite the temporary impact of a delayed IXINITY® shipment, which has been recognized in our fiscal third quarter of 2021. Importantly, we continue to witness solid performances from Rasuvo®, Metoject® and Rupall™. At the same time, we have decreased our SG&A considerably as a percentage of revenues by leveraging our North American infrastructure. Over the trailing twelve months, our revenues have grown to $93 million and we achieved Adjusted EBITDA* of $12.9 million over the same period. These figures only partially reflect the impact of our acquisition of IXINITY®, which closed in February of this year. Moreover, we are off to a very strong start in the fiscal third quarter and remain highly encouraged by the outlook for the second half of fiscal 2021.”

“Thus far we have experienced a limited impact of COVID-19 outside of our Canadian over-the-counter products and we strive to maintain a high level of safety for our personnel. As we continue to scale our business, we expect synergies to further contribute to the bottom line. Our balance sheet remains healthy with $9.8 million of available liquidity at the quarter end. Our strong financial position gives us comfort to execute on a number business initiatives, including certain product launches. We continue to actively evaluate additional products and potential accretive acquisitions that would enable us to further leverage our North American commercial infrastructure.”

Operational highlights**:

  • IXINITY

    ®

    : In September 2020, the US Food & Drug Administration approved the Company’s application to add the indication for routine prophylaxis. Additionally, the Company has now enrolled more than 50% of patients for its ongoing Phase 4 clinical trial to evaluate the safety and efficacy of IXINITY® in previously treated patients for a pediatric indication.
  • Gleolan: On September 9, 2020, Gleolan was approved by Health Canada. The Company is working towards a full commercial launch within the next few months.
  • Tr
    e
    osulfan: On September 10, 2020, Health Canada granted priority review for Treosulfan, which could be approved as soon as May, 2021. The Company is currently negotiating the licence in anticipation of a full commercial launch.
  • Triamcinolone Hexacetonid
    e
    (Trispan): On August 27th, 2020, Health Canada approved the name change from Triamcinolone Hexacetonide to Trispan. It is set to be reimbursed in Nova Scotia in the coming weeks. Now, with broad reimbursement across the country, the company is executing commercial launch of the product.
  • OTCQX
    : as of August 2020, Medexus began trading on the OTCQX under the ticker symbol MEDXF and continues to trade on the TSX Venture Exchange.

Operating and Financial Results Summary
for the
T
hree-
M
onths
E
nded September 30, 2020

The Company achieved revenue of $23.6 million for the three-month period ended September 30, 2020, versus $16.4 million for the three-month period ended September 30, 2019. The increase was mainly due to the acquisition of IXINITY® as well as solid performances from the Company’s key products.

Gross profit was $12.8 million for the three-month period ended September 30, 2020, compared to gross profit of $9.6 million for the three-month period ended September 30, 2019. The gross margin was 54.4% for the three-month period ended September 30, 2020, compared to 58.6% for the three-month period ended September 30, 2019. The lower gross margin for the current period is primarily a function of the acquisition of IXINITY® in 2020, which has a lower gross margin than the Company’s other key products.

Operating income for the three-month period ended September 30, 2020, was $0.6 million, compared to an operating loss of $1.3 million for the three-month period ended September 30, 2019.

Adjusted EBITDA* for the three-month period ended September 30, 2020 was $3.0 million compared to $0.5 million for the three-month period ended September 30, 2019. 

Net Loss for the three-month period ended September 30, 2020 was $2.0 million, compared to net income of $0.7 million for the three-month period ended September 30, 2019.

Operating and Financial Results Summary
for the
S
ix-
M
onths ended September 30, 2020

Total revenue reached $51.1 million for the six-month period ended September 30, 2020, compared to revenue of $32.5 million for the six-month period ended September 30, 2019, as a result of the acquisition of IXINITY® and strong performances from the Company’s key products.

Gross profit reached $27.8 million for the six-month period ended September 30, 2020, compared to gross profit of $19.5 million for the six-month period ended September 30, 2019. The gross margin was 54.4% for the six-month period ended September 30, 2020, compared to 60.0% for the six-month period ended September 30, 2019. The lower gross margin for the current period is due, in part, to the acquisition of IXINITY® in 2020, which has a lower gross margin than the Company’s other key products.

Operating income for the six-month period ended September 30, 2020 was $2.2 million, compared to an operating loss of $2.4 million for the same period last year.

Adjusted EBITDA* for the six-month period ended September 30, 2020 was $8.0 million compared to $1 million for the six-month period ended September 30, 2019. 

Net Loss for the six-month period ended September 30, 2020 was $6.8 million, compared to net loss of $1.5 million for the six-month period ended September 30, 2019.

The Company’s financial statements and management discussion and analysis (“MD&A”) for the period ended September 30, 2020 are available on our corporate website at www.medexus.com and in our corporate filings on SEDAR at www.sedar.com.

*      Refer to “Non-IFRS Financial Measures” at the end of this press release.

**    Refer to “Cautionary Note Regarding Comparative Financial Information” at the end of this press release.

Conference Call Details

Medexus will host a conference call at 8:00 AM Eastern Time on Tuesday, November 17, 2020 to discuss the Company’s financial results for the fiscal 2021 second quarter ended September 30, 2020, as well as the Company’s corporate progress and other developments.

The conference call will be available via telephone by dialing toll free 844-369-8770 for Canadian and U.S. callers or +1 862-298-0840 for international callers, or on the Company’s Investor Events section of the website: https://www.medexus.com/en_US/investors/news-events.

A webcast replay will be available on the Company’s Investor Events section of the website (https://www.medexus.com/en_US/investors/news-events) through Wednesday, February 17, 2021. A telephone replay of the call will be available approximately one hour following the call, through Tuesday, November 24, 2020 and can be accessed by dialing 877-481-4010 for Canadian and U.S. callers or +1 919-882-2331 for international callers and entering conference ID: 38655.

About Medexus Pharmaceuticals Inc.

Medexus is a leading specialty pharmaceutical company with a strong North American commercial platform. The Company’s vision is to provide the best healthcare products to healthcare professionals and patients, through our core values of Quality, Innovation, Customer Service and Teamwork. Medexus Pharmaceuticals is focused on the therapeutic areas of auto-immune disease, hematology, and allergy. The Company’s leading products are: Rasuvo™ and Metoject®, a unique formulation of methotrexate (auto-pen and pre-filled syringe) designed to treat rheumatoid arthritis and other auto-immune diseases; IXINITY®, an intravenous recombinant factor IX therapeutic for use in patients 12 years of age or older with Hemophilia B – a hereditary bleeding disorder characterized by a deficiency of clotting factor IX in the blood, which is necessary to control bleeding; and Rupall®, an innovative prescription allergy medication with a unique mode of action.

For more information, please contact:

Ken d’Entremont, Chief Executive Officer
Medexus Pharmaceuticals Inc.
Tel.: 905-676-0003
E-mail: [email protected]

Roland Boivin, Chief Financial Officer
Medexus Pharmaceuticals Inc.
Tel.: 514-762-2626 ext. 202
E-mail: [email protected]

Investor Relations (U.S.):

Crescendo Communications, LLC
Tel: +1-212-671-1020
Email: [email protected]

Investor Relations (Canada):

Tina Byers
Investor Relations
Tel: 905-330-3275
E-mail: [email protected]


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

Cautionary Note Regarding Comparative Financial Information

On February 28, 2020, the Company announced that Medexus Pharma, Inc. (“Medexus US”) completed another major acquisition (the “IXINITY® Acquisition”) in acquiring a Delaware limited liability company, which owns the worldwide rights to the commercial hematology asset, IXINITY®, for up-front cash consideration of approximately US$30 million.

Accordingly, readers are cautioned that while certain financial information included herein for, and comparisons to, prior periods have been presented in this press release, changes from a pre-IXINITY® Acquisition period to a post-IXINITY® Acquisition period may, in the opinion of management, be of limited value in understanding changes to the financial condition, financial performance, or business of the Company from period to period given the transformative nature of the IXINITY® Acquisition. Readers are advised that the comparative information included in this press release for the three and six-month periods ended September 30, 2019, includes certain pre-IXINITY®  Acquisition results for the Company (i.e., the comparative information for such periods consists of results prior to February 28, 2020 which reflect only the pre-IXINITY®  Acquisition results for the Company and results subsequent to February 28, 2020 which reflect the consolidated results of the Company post-IXINITY® Acquisition).

Forward Looking Statements

Certain statements made in this press release contain forward-looking information within the meaning of applicable securities laws (“forward-looking statements”). Such forward-looking information includes statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as “anticipates”, “believes” “could”, “expects”, “forecasts”, “intends”, “may”, “projects”, “will” and “vision”) which are not historical facts. More specifically, forward-information in this press release includes, but is not limited to, information contained in statements with respect to: the recognition of revenue for IXINITY® and the increase in Adjusted EBITDA related thereto; the further impact of the IXINITY® Acquisition; the Company’s results for the fiscal third quarter; the Company’s future expectations regarding growth and revenues and the contribution of synergies to the bottom line; the Company’s business strategy, including the execution of new product launches and potential accretive acquisitions; the Company’s business outlook; the anticipated results of Phase 4 clinical trial for IXINITY®; the anticipated results of the Gleolan application to the Ontario Ministry of Health, including public reimbursement and rapid distribution; the potential approval of Treosulfan; and the reimbursement of Trispan in Nova Scotia. These statements are based on factors or assumptions that were applied in drawing a conclusion or making a forecast or projection, including assumptions based on historical trends, current conditions and expected future developments. Since forward-looking statements relate to future events and conditions, by their very nature they require making assumptions and involve inherent risks and uncertainties. The Company cautions that although it is believed that the assumptions are reasonable in the circumstances, these risks and uncertainties give rise to the possibility that actual results may differ materially from the expectations set out in the forward-looking statements. Material risk factors include those referred to in the Company’s MD&A under the heading “Risk Factors and Risk Management” and elsewhere in the Company’s other disclosure documents filed with the applicable Canadian securities regulatory authorities from time to time. Given these risks, undue reliance should not be placed on these forward-looking statements, which apply only as of the date hereof. Other than as specifically required by law, the Company undertakes no obligation to update any forward-looking statements to reflect new information, subsequent or otherwise.

Non-IFRS Financial Measures

This press release uses the term “Adjusted EBITDA” which is a non-IFRS financial measure, which does not have any standardized meaning prescribed by IFRS and is therefore unlikely to be comparable to similar measures presented by other companies. Rather, this measure is provided as additional information to complement those IFRS measures by providing further understanding of the Company’s results of operations from management’s perspective. Accordingly, they should not be considered in isolation nor as a substitute for analysis of the Company’s financial information reported under IFRS. In particular, management uses Adjusted EBITDA as a measure of the Company’s performance. The Company defines Adjusted EBITDA as earnings before financing and special transaction costs (including, for greater certainty, fees related to the transactions and financing announced on October 16, 2018 and February 28, 2020, as discussed herein), interest expenses, income taxes, interest income, depreciation of property and equipment, amortization of intangible assets, non-cash share-based compensation, income from sale of asset, gain or loss on the convertible debenture embedded derivative, foreign exchange gains or losses, termination benefits, and impairment of intangible assets. The Company considers Adjusted EBITDA as a key metric in assessing business performance and considers Adjusted EBITDA to be an important measure of operating performance and cash flow, providing useful information to investors and analysts. This non-IFRS measure is not intended to represent cash provided by operating activities, net earnings or other measures of financial performance calculated in accordance with IFRS. Additional information relating to the use of this non-IFRS measure, including the reconciliation of Adjusted EBITDA to Net Income (Loss), can be found in our MD&A, which is available through the SEDAR website (www.sedar.com). 



JOYY Reports Third Quarter 2020 Unaudited Financial Results

GUANGZHOU, China, Nov. 17, 2020 (GLOBE NEWSWIRE) — JOYY Inc. (NASDAQ: YY) (“JOYY” or the “Company”, formerly known as YY Inc.), a global video-based social media platform, today announced its unaudited financial results for the third quarter of 2020. 

Third Quarter 2020 Financial Highlights1

  • Net revenues increased by 36.1% to RMB6,286.4 million (US$925.9 million) from RMB4,617.3 million in the corresponding period of 2019.
  • Net income from continuing operations attributable to controlling interest of
    JOYY
    Inc.
    2 was RMB2,303.2 million (US$339.2 million), compared to RMB61.8 million in the corresponding period of 2019, primarily due to the impact of gain from partial disposal of investments in Huya.
  • Non-GAAP net income from continuing operations attributable to controlling interest and common shareholders of JOYY Inc.
    3 increased by 64.0% to RMB809.4 million (US$119.2 million) from RMB493.4 million in the corresponding period of 2019, primarily due to the decrease in the operation loss of Bigo Inc (“Bigo”).

Third Quarter 2020 Operational Highlights

  • Global average mobile MAUs
    4 decreased by 4.0% to 390.1 million from 406.3 million in the corresponding period of 2019, mainly due to the impact of Indian government’s measures to block certain Chinese-owned apps in its local market, which included Bigo Live, Likee and Hago.
  • Average mobile MAUs of Likee increased by 3.8% to 104.0 million from 100.2 million in the corresponding period of 2019.
  • Average mobile MAUs of global live streaming services decreased by 2.3% to 92.0 million from 94.1 million in the corresponding period of 2019, among that (i) 41.3 million were from YY, which increased by 3.4% year over year; and (ii) 50.7 million were from outside of China, which decreased by 6.5% year over year, including 28.0 million from Bigo Live, which increased by 27.7% year over year, and 22.7 million from HAGO, which decreased by 29.7% year over year primarily due to the impact of Indian government’s measures to block such app in its local market.
  • Total number of paying users5 of YY decreased by 4.7% to 4.1 million from 4.3 million in the corresponding period of 2019, mainly due to COVID-19 impacts.

Mr. David Xueling Li, Chairman and Chief Executive Officer of JOYY, commented, “Despite uncertainties from macro perspective, we remained focused on executing our dual-engine growth strategy in the third quarter of 2020. Through a combination of globalized market reach and localized operations management, we continued to achieve solid growth in our financial results. Despite the negative impact from Indian government’s measures to block certain Chinese-owned apps in its local market and other geopolitical risks, our global MAU remained relatively stable, thanks to rapid expansion of our business in other regions. During the quarter, Bigo Live maintained its robust growth trajectory and further diversified its geographic coverage, accomplishing 270% and 231% revenue growth in Europe and East Pacific regions, respectively. Likee continued to gain momentum through a measured approach of balancing its user expansion and user retention, with continuous improvement in user engagement level by introducing multiple functions of its video production tools, dynamic community and thematic functionalities, as reflected by increase in content creator engagement.”

Mr. Li continued, “We believe Baidu’s strategic acquisition of YY Live is a true win-win for both parties, as it will accelerate YY Live’s business growth and unlock more value across the domestic entertainment live streaming sector. Going forward, we will continue to expand our live streaming and short-form video content ecosystem in key overseas markets around the world, and explore new business lines, aiming to further enter into the industrial AI internet sector.”

Mr. Bing Jin, Chief Financial Officer of JOYY, further commented, “Despite the impact of geopolitical headwinds, we grew our total revenues by 36.1% year over year to RMB6,286.4 million during the third quarter of 2020 and exceeded the high end of our previous guidance. More specifically, revenues from Bigo grew by 120.8% year over year to RMB3,394.8 million, mostly driven by the uptick in its live streaming revenues. It is also the first quarter for Bigo to achieve a positive non-GAAP operating margin. As we remain in an abundant cash position after recent transaction with Baidu, we will continue to invest in business development efforts to further expand our global market reach, and cultivate new business to enhance our service offerings. We will also actively explore other ways to return value to our shareholders to maximize shareholder value.”

Third Quarter 2020 Financial Results


NET REVENUES


Net revenues increased by 36.1% to RMB6,286.4 million (US$925.9 million) in the third quarter of 2020 from RMB4,617.3 million in the corresponding period of 2019, primarily driven by continued growth in user base and expansion of global footprint in Bigo .

Live streaming revenues increased by 40.1% to RMB6,049.1 million (US$890.9 million) in the third quarter of 2020 from RMB4,317.8 million in the corresponding period of 2019, primarily attributable to the continued live streaming revenues growth in Bigo segment.

Other revenues decreased by 20.8% to RMB237.3 million (US$34.9 million) in the third quarter of 2020 from RMB299.4 million in the corresponding period of 2019, primarily due to the decrease in other revenues in YY segment.


COST OF REVENUES AND GROSS PROFIT


Cost of revenues increased by 38.8% to RMB3,961.7 million (US$583.5 million) in the third quarter of 2020 from RMB2,854.5 million in the corresponding period of 2019. Revenue-sharing fees and content costs increased to RMB2,840.3 million (US$418.3 million) in the third quarter of 2020 from RMB1,951.0 million in the corresponding period of 2019 as a result of the increase in live streaming revenues of the Company. Bandwidth costs decreased to RMB236.9 million (US$34.9 million) in the third quarter of 2020 from RMB286.3 million in the corresponding period of 2019, primarily related to the termination of service and access to users in India after its measures to block certain Chinese-owned apps in late June.

Gross profit increased by 31.9% to RMB2,324.7 million (US$342.4 million) in the third quarter of 2020 from RMB1,762.7 million in the corresponding period of 2019. Gross margin was 37.0% in the third quarter of 2020, compared to 38.2% in the corresponding period of 2019. The gross margin contraction was primarily caused by the fact that Bigo segment had lower gross margin but contributed significantly greater portions of net revenues in the third quarter of 2020, compared to the corresponding period of 2019.


OPERATING INCOME


Operating expenses were RMB1,999.9 million (US$294.6 million) in the third quarter of 2020, compared to RMB1,807.9 million in the corresponding period of 2019. Among the operating expenses, sales and marketing expenses increased to RMB1,083.0 million (US$159.5 million) in the third quarter of 2020 from RMB957.3 million in the corresponding period of 2019, primarily due to the Company’s increased efforts in sales and marketing activities in overseas markets. Research and development expenses increased to RMB636.0 million (US$93.7 million) in the third quarter of 2020 from RMB538.1 million in the corresponding period of 2019, mostly due to the increasing headcount and investments in talent recruitment as part of the Company’s efforts to enhance its research and development capabilities. General and administrative expenses were RMB280.8 million (US$41.4 million) in the third quarter of 2020, compared to RMB312.5 million in the corresponding period of 2019. The decrease of general and administrative expenses was mainly attributable to a decrease in provision for loss allowances of receivables.

Operating income was RMB466.6 million (US$68.7 million) in the third quarter of 2020, compared to RMB96.4 million in the corresponding period of 2019. Operating margin was 7.4% in the third quarter of 2020, compared to 2.1% in the corresponding period of 2019, primarily due to the decrease in operation loss of Bigo segment.

Non-GAAP operating income6 increased by 77.8% to RMB825.8 million (US$121.6 million) in the third quarter of 2020 from RMB464.4 million in the corresponding period of 2019. Non-GAAP operating margin7 was 13.1% in the third quarter of 2020, compared to 10.1% in the corresponding period of 2019.


NET INCOME


Net income from continuing operations attributable to controlling interest of JOYY Inc. was RMB2,303.2 million (US$339.2 million) in the third quarter of 2020, compared to RMB61.8 million in the corresponding period of 2019. Net margin was 36.6% in the third quarter of 2020, compared to 1.3% in the corresponding period of 2019, mainly due to the gain from partial disposal of investments in Huya.

Non-GAAP net income from continuing operations attributable to controlling interest and common shareholders of JOYY Inc. increase by 64.0% to RMB809.4 million (US$119.2 million) in the third quarter of 2020 from RMB493.4 million in the corresponding period of 2019. Non-GAAP net margin8 increased to 12.9% in the third quarter of 2020 from 10.7% in the corresponding period of 2019.


NET INCOME PER ADS


Diluted net income from continuing operations per ADS9 was RMB25.92 (US$3.82) in the third quarter of 2020, compared to RMB 0.56 in the corresponding period of 2019.

Non-GAAP diluted net income from continuing operations per ADS10 increased by 58.8% to RMB8.89 (US$1.31) in the third quarter of 2020 from RMB5.60 in the corresponding period of 2019.


BALANCE SHEET AND CASH FLOWS


As of September 30, 2020, the Company had cash and cash equivalents, restricted cash and cash equivalents, short-term deposits, restricted short-term deposits and short-term investments of RMB24,469.7 million (US$3,604.0 million). For the third quarter of 2020, net cash from operating activities was RMB1,029.9 million (US$151.7 million).


SHARES OUTSTANDING


As of September 30, 2020, the Company had a total of 1,619.7 million common shares, or the equivalent of 81.0 million ADSs, outstanding.

Quarterly Dividend

On August 11, 2020, the Company’s board of directors approved a quarterly dividend policy for the next three years commencing in the third quarter of 2020. Under the policy, quarterly dividends will be set at approximately US$25.0 million in each fiscal quarter. The board of directors has accordingly declared a dividend of US$0.31 per ADS, or US$0.0155 per common share, for the third quarter of 2020, which is expected to be paid on December 23, 2020 to shareholders of record as of the close of business on December 11, 2020. The ex-dividend date will be December 10, 2020. Under the policy, the board of directors of the Company reserves the discretion relating to the determination to make dividend distributions and the amount of such distributions in any particular quarter, depending on the Company’s operations and earnings, cash flow, financial condition and other relevant factors.

Recent Developments

On November 16, 2020, the Company entered into definitive agreements with Baidu, Inc. (“Baidu”). Pursuant to the agreements, Baidu will acquire JOYY’s domestic video-based entertainment live streaming business (“YY Live”), which includes YY mobile app, YY.com website and PC YY, among others, for an aggregate purchase price of approximately US$3.6 billion in cash, subject to certain adjustments. The closing of the transaction is subject to certain conditions and is currently expected to occur in the first half of 2021.

Conference Call Information

The Company will hold a conference call on 9:00 PM U.S. Eastern Time on Monday, November 16, 2020 (10:00 AM Beijing/Hong Kong Time on Tuesday, November 17, 2020). Details for the conference call are as follows:

Event Title: JOYY’s Third Quarter 2020 Earnings Conference Call
Conference ID: #8576720

All participants must use the link provided below to complete the online registration process in advance of the conference call. Upon registering, each participant will receive a set of participant dial-in numbers, the Direct Event passcode, and a unique registrant ID by email.
PRE-REGISTER LINK: 
http://apac.directeventreg.com/registration/event/8576720

A live and archived webcast of the conference call will also be available at the Company’s investor relations website at http://ir.yy.com/.

The replay will be accessible through November 24, 2020 by dialing the following numbers:

United States:   +1-646-254-3697
International:    +61-2-8199-0299
Conference ID: #8576720

Exchange Rate

This press release contains translations of certain Renminbi amounts into U.S. dollars at specified rates solely for the convenience of readers. Unless otherwise noted, all translations from Renminbi to U.S. dollars, in this press release, were made at a rate of RMB6.7896 to US$1.00, the noon buying rate in effect on September 30, 2020 in the City of New York for cable transfers in Renminbi per U.S. dollar as certified for customs purposes by the Federal Reserve Bank of New York.

About JOYY Inc.

JOYY Inc. is a global social media platform. The Company’s highly engaged users contribute to a vibrant social community by creating, sharing, and enjoying a vast range of entertainment content and activities. JOYY enables users to interact with each other in real time through online live media and offers users a uniquely engaging and immersive entertainment experience. JOYY owns Bigo, a fast-growing global tech company headquartered in Singapore. Bigo owns several popular video based social platforms including Bigo Live, a leading global live streaming platform outside China; Likee, a leading global short-form video social platform; and video communication service and others. JOYY has created an online community for global video and live streaming users. JOYY Inc. was listed on the NASDAQ in November 2012.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as JOYY’s strategic and operational plans, contain forward-looking statements. JOYY may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (“SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to fourth parties. Statements that are not historical facts, including statements about JOYY’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: JOYY’s goals and strategies; JOYY’s future business development, results of operations and financial condition; the expected growth of the online communication social platform market in China; the expectation regarding the rate at which to gain active users, especially paying users; JOYY’s ability to monetize the user base; fluctuations in general economic and business conditions in China; the impact of the COVID-19 to JOYY’s business operations and the economy in China and elsewhere generally; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in JOYY’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and JOYY does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

Use of Non-GAAP Financial Measures

The unaudited condensed consolidated financial information is prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). JOYY uses non-GAAP operating income, non-GAAP operating margin, non-GAAP net income from continuing operations attributable to controlling interest of JOYY Inc., non-GAAP net margin attributable to controlling interest of JOYY Inc., non-GAAP net income from continuing operations attributable to common shareholders of JOYY Inc., and basic and diluted non-GAAP net income per ADS, which are non-GAAP financial measures. Non-GAAP operating income is operating income excluding share-based compensation expenses, impairment of goodwill and investments, amortization of intangible assets from business acquisitions, and gain on disposal of subsidiaries and business. Non-GAAP operating margin is non-GAAP operating income as a percentage of net revenues. Non-GAAP net income from continuing operations is net income from continuing operations excluding share-based compensation expenses, impairment of goodwill and investments, amortization of intangible assets from business acquisitions, gain on disposal of subsidiaries and business, (loss) gain on disposal and deemed disposal of investments, gain (loss) on fair value change of investments, reconciling items on the share of equity method investments, fair value change on derivatives, interest expenses related to the convertible bonds’ amortization to face value, and income tax effects of above non-GAAP reconciling items. Non-GAAP net income from continuing operations attributable to controlling interest of JOYY Inc. is net income from continuing operations attributable to controlling interest of JOYY Inc. excluding share-based compensation expenses, impairment of goodwill and investments, amortization of intangible assets from business acquisitions, (loss) gain on disposal and deemed disposal of subsidiaries and business, gain on disposal of investments, gain (loss) on fair value change of investments, reconciling items on the share of equity method investments, fair value change on derivatives, interest expenses related to the convertible bonds’ amortization to face value, income tax effects of above non-GAAP reconciling items and adjustments for non-GAAP reconciling items for the net (loss) income from continuing operations attributable to non-controlling interest shareholders. Non-GAAP net margin is non-GAAP net income from continuing operations attributable to controlling interest of JOYY Inc. as a percentage of net revenues. Non-GAAP net income from continuing operations attributable to common shareholders of JOYY Inc. is net income from continuing operations attributable to common shareholders of JOYY Inc. excluding share-based compensation expenses, impairment of goodwill and investments, amortization of intangible assets from business acquisitions, (loss) gain on disposal and deemed disposal of subsidiaries and business, gain on disposal of investments, gain (loss) on fair value change of investments, reconciling items on the share of equity method investments, fair value change on derivatives, interest expenses related to the convertible bonds’ amortization to face value, accretion, cumulative dividend and deemed dividend to subsidiaries’ preferred shareholders and income tax effects of above non-GAAP reconciling items and adjustments for non-GAAP reconciling items for the net (loss) income from continuing operations attributable to non-controlling interest shareholders. After the non-GAAP reconciliation, non-GAAP net income from continuing operations attributable to controlling interests of JOYY Inc. is equal to the non-GAAP net income from continuing operations attributable to common shareholders of JOYY Inc. Basic and diluted non-GAAP net income from continuing operations per ADS is non-GAAP net income from continuing operations attributable to common shareholders of JOYY Inc. divided by weighted average number of ADS used in the calculation of basic and diluted net income per ADS. The Company believes that separate analysis and exclusion of the non-cash impact of above reconciling items adds clarity to the constituent parts of its performance. The Company reviews these non-GAAP financial measures together with GAAP financial measures to obtain a better understanding of its operating performance. It uses the non-GAAP financial measure for planning, forecasting and measuring results against the forecast. The Company believes that non-GAAP financial measure is useful supplemental information for investors and analysts to assess its operating performance without the non-cash effect of (i) share-based compensation expenses and amortization of intangible assets from business acquisitions, fair value change on derivatives, interest expenses related to the convertible bonds’ amortization to face value, which have been and will continue to be significant recurring expenses in its business, (ii) impairment of goodwill and investments, gain on disposal of subsidiaries and business, (loss) gain on disposal and deemed disposal of investments, gain (loss) on fair value change of investments, reconciling items on the share of equity method investments, and accretion, cumulative dividend and deemed dividend to subsidiaries’ preferred shareholders, which may not be recurring in its business, and (iii) income tax expenses and non-GAAP adjustments for net (loss) income from continuing operations attributable to non-controlling interest shareholders, which are affected by above non-GAAP reconciling items. However, the use of non-GAAP financial measures has material limitations as an analytical tool. One of the limitations of using non-GAAP financial measures is that they do not include all items that impact the Company’s net income for the period. In addition, because non-GAAP financial measures are not measured in the same manner by all companies, they may not be comparable to other similar titled measures used by other companies. In light of the foregoing limitations, you should not consider non-GAAP financial measure in isolation from or as an alternative to the financial measure prepared in accordance with U.S. GAAP.

The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, or as a substitute for, the financial information prepared and presented in accordance with U.S. GAAP. For more information on these non-GAAP financial measures, please see the table captioned “JOYY Inc. Reconciliation of GAAP and Non-GAAP Results” near the end of this release.

Investor Relations Contact

JOYY Inc.
Jane Xie/Maggie Yan
Tel: +86 (20) 8212-0000
Email: [email protected]

ICR, Inc.
Jack Wang
Tel: +1 (646) 915-1611
Email: [email protected]


1 Starting from the second quarter of 2020, the Company deconsolidated HUYA Inc. (“Huya”) and Huya’s historical financial results are and will be reflected in the Company’s consolidated financial statements as discontinued operations accordingly. The financial information and non-GAAP financial information of the Company disclosed in this press release is presented on a continuing operations basis, unless otherwise specifically stated. After the deconsolidation of Huya, the Company accounts for its investment in Huya as an equity method investment and applies the equity method accounting one quarter in arrears. Share of income or loss from the investment in Huya will be included in net income or loss from continuing operations.

2 Net income from continuing operations attributable to controlling interest of JOYY Inc., is net income from continuing operations less net (loss) income from continuing operations attributable to the non-controlling interest shareholders and the mezzanine equity classified as non-controlling interest shareholders.

3 Non-GAAP net income from continuing operations attributable to controlling interest of JOYY Inc. is a non-GAAP financial measure, which is defined as net income from continuing operations attributable to controlling interest of JOYY Inc. excluding share-based compensation expenses, impairment of goodwill and investment, amortization of intangible assets from business acquisitions, gain on disposal of subsidiaries and business, gain on disposal of investments, gain (loss) on fair value change of investments, reconciling items on the share of equity method investments which refer to those similar non-GAAP reconciling items of the Company, fair value change on derivatives, interest expenses related to the convertible bonds amortization to face value, income tax effects on non-GAAP adjustments and non-GAAP adjustments for net (loss) income attributable to non-controlling interest shareholders. These adjustments amounted to reversal of RMB1,493.8 million (US$220.0 million) and RMB431.7 million in the third quarter of 2020 and 2019, respectively. Please refer to the section titled “Reconciliation of GAAP and Non-GAAP Results” for more details.

4 Refers to mobile average monthly active users. Average mobile MAU for any period is calculated by dividing (i) the sum of the Company’s mobile active users for each month of such period, by (ii) the number of months in such period.

5 Refers to a registered user that has purchased virtual items on YY’s platforms at least once during the period presented.

6 Non-GAAP operating income is a non-GAAP financial measure, which is defined as operating income excluding share-based compensation expenses, amortization of intangible assets from business acquisitions, impairment of goodwill and investments and gain on disposal of subsidiaries and business. Please refer to the section titled “Reconciliation of GAAP and Non-GAAP Results” for details.

7 Non-GAAP operating margin is a non-GAAP financial measure, which is defined as non-GAAP operating income as a percentage of net revenues. Please refer to the section titled “Reconciliation of GAAP and Non-GAAP Results” for details.

8 Non-GAAP net margin is non-GAAP net income from continuing operations attributable to controlling interest of JOYY Inc. as a percentage of net revenues.

9 ADS is American Depositary Share. Each ADS represents twenty Class A common shares of the Company. Diluted net income per ADS is net income attributable to common shareholders of JOYY Inc. divided by weighted average number of diluted ADS.

10 Non-GAAP diluted net income from continuing operations per ADS is a non-GAAP financial measure, which is defined as non-GAAP net income from continuing operations attributable to common shareholders of JOYY Inc. divided by weighted average number of ADS used in the calculation of diluted net income per ADS. Please refer to the section titled “Reconciliation of GAAP and Non-GAAP Results” for details.

JOYY INC.

 UNAUDITED
CONDENSED
CONSOLIDATED BALANCE SHEETS

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

    December

 31,

2019
  September

3
0
,

2020
  September

3
0
,

2020
    RMB   RMB   US$
Assets            
Current assets            
Cash and cash equivalents   2,780,345   12,466,359   1,836,096
Restricted cash and cash equivalents   3,500   3,500   515
Short-term deposits   10,027,440   8,190,367   1,206,311
Restricted short-term deposits   653,034   504,312   74,277
Short-term investments   3,402,658   3,305,128   486,793
Accounts receivable, net   675,196   1,049,931   154,638
Amounts due from related parties   1,709   2,279   336
Financing receivables, net   105,344   1,469   216
Prepayments and other current assets   569,730   617,810   90,994
Assets held for sale   10,581,013    
             
Total current assets   28,799,969   26,141,155   3,850,176
             
Non-current assets            
Deferred tax assets   81,819   77,429   11,404
Investments(1)   1,983,483   8,375,126   1,233,523
Property and equipment, net   2,159,674   2,511,631   369,923
Land use rights, net   1,736,544   1,700,472   250,452
Intangible assets, net   3,134,778   2,544,297   374,734
Right-of-use assets, net   172,783   143,381   21,118
Goodwill   12,947,192   12,639,182   1,861,550
Financing receivables, net   129,380   128,627   18,945
Other non-current assets   289,131   157,274   23,164
Assets held for sale   774,730    
             
Total non-current assets   23,409,514   28,277,419   4,164,813
             
Total assets   52,209,483   54,418,574   8,014,989
             
Liabilities, mezzanine equity and shareholders’ equity            
Current liabilities            
Accounts payable   120,826   108,245   15,943
Deferred revenue   548,303   579,704   85,381
Advances from customers   99,130   69,314   10,209
Income taxes payable   425,572   452,729   66,680
Accrued liabilities and other current liabilities   3,150,303   3,610,862   531,821
Amounts due to related parties   205,921   30,672   4,517
Lease liabilities due within one year   83,686   94,581   13,930
Short-term loans   557,203   1,004,125   147,892
Liabilities held for sale   2,446,677    
             
Total current liabilities   7,637,621   5,950,232   876,373
             
Non-current liabilities            
Convertible bonds   5,008,571   5,197,691   765,537
Lease liabilities   92,669   53,849   7,931
Deferred revenue   75,628   68,238   10,050
Deferred tax liabilities   264,639   302,708   44,584
Other non-current liabilities   11,495    
Liabilities held for sale   235,023    
             
Total non-current liabilities   5,688,025   5,622,486   828,102
             
Total liabilities   13,325,646   11,572,718   1,704,475



JOYY INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)

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

    December

31,

2019
    September

 3
0
,

2020


    September

 3
0
,

2020
 
    RMB     RMB     US$  
             
Mezzanine equity   466,071     484,638     71,379  
               
Shareholders’ equity              
Class A common shares (US$0.00001 par value; 10,000,000,000 and 10,000,000,000 shares authorized, 1,301,845,404 shares issued and 1,293,162,504 shares outstanding as of December 31, 2019; 1,312,572,924 shares issued and 1,293,160,576 shares outstanding as of September 30, 2020, respectively)   80     80     12  
Class B common shares (US$0.00001 par value; 1,000,000,000 and 1,000,000,000 shares authorized, 326,509,555 and 326,509,555 shares issued and outstanding as of December 31, 2019 and September 30, 2020, respectively)   24     24     4  
Treasury Shares (US$0.00001 par value; 8,682,900 and 19,412,348 shares held as of December 31, 2019 and September 30, 2020, respectively)   (168,072 )   (320,858 )   (47,257 )
Additional paid-in capital   21,921,562     22,601,191     3,328,796  
Statutory reserves   149,961     85,282     12,561  
Retained earnings   10,272,122     19,834,864     2,921,360  
Accumulated other comprehensive income   890,209     150,707     22,197  
               
Total JOYY Inc.’s shareholders’ equity   33,065,886     42,351,290     6,237,673  
               
Non-controlling interests   5,351,880     9,928     1,462  
               
Total shareholders’ equity(2)   38,417,766     42,361,218     6,239,135  
               
Total liabilities, mezzanine equity and shareholders’ equity   52,209,483     54,418,574     8,014,989  
               

(1) Increase in the amounts of investments was mainly attributable to the Group’s investment in Huya. On April 3rd, 2020, Huya ceased to be a subsidiary of the Company and the Company recognized its investment in Huya as an equity method investment.
   
(2) On January 1, 2020, the Company adopted ASC326, “Financial Instruments-Credit Losses” using modified-retrospective transition approach. Following the adoption of this guidance, a cumulative-effect adjustment to shareholders’ equity, amounting to RMB12.1 million, was recognized as of January 1, 2020.

JOYY INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(All amounts in thousands, except share, ADS and per ADS data)

    Three Months Ended   Nine
Months Ended
    September

30
,

201
9
    June

3
0
,

2020
    September

 30
,

2020
    September

30
,

2020
    September

30,

2019
    September

30,

2020
    September

30,

2020
 
    RMB     RMB     RMB     US$     RMB     RMB     US$  
                   
Net revenues                  
Live streaming(1)   4,317,840     5,607,748     6,049,090     890,935     11,251,654     16,138,599     2,376,959  
Others   299,425     232,344     237,285     34,948     799,503     725,365     106,835  
                   
Total net revenues   4,617,265     5,840,092     6,286,375     925,883     12,051,157     16,863,964     2,483,794  
                                           
Cost of revenues(2)   (2,854,546 )   (3,769,095 )   (3,961,719 )   (583,498 )   (7,155,814 )   (10,739,492 )   (1,581,756 )
                                       
Gross profit   1,762,719     2,070,997     2,324,656     342,385     4,895,343     6,124,472     902,038  
                                           
Operating expenses(2)                  
Research and development expenses   (538,089 )   (693,458 )   (636,015 )   (93,675 )   (1,402,791 )   (1,895,637 )   (279,197 )
Sales and marketing expenses   (957,261 )   (909,825 )   (1,083,038 )   (159,514 )   (2,393,235 )   (2,925,127 )   (430,825 )
General and administrative expenses   (312,516 )   (412,714 )   (280,831 )   (41,362 )   (764,774 )   (891,681 )   (131,330 )
                                       
Total operating expenses   (1,807,866 )   (2,015,997 )   (1,999,884 )   (294,551 )   (4,560,800 )   (5,712,445 )   (841,352 )
                   
Other income   141,570     40,243     141,801     20,885     211,469     202,854     29,877  
                               
Operating income   96,423     95,243     466,573     68,719     546,012     614,881     90,563  
                                       
Interest expenses   (123,456 )   (131,656 )   (135,193 )   (19,912 )   (141,943 )   (391,364 )   (57,642 )
Interest income and investment income   116,598     162,519     152,429     22,450     291,900     429,341     63,235  
Foreign currency exchange gains (losses), net   15,748     3,246     (55,002 )   (8,101 )   30,469     (63,735 )   (9,387 )
(Loss) gain on disposal and deemed disposal of investments(3)       (13,444 )   2,040,359     300,512         2,135,818     314,572  
(Loss) gain on fair value change of investments   (11,492 )   708,633     (39,792 )   (5,861 )   2,652,642     1,002,635     147,672  
Fair value change on derivatives   (1,753 )   2,174     (29,664 )   (4,369 )   (1,753 )   (17,144 )   (2,525 )
Other non-operating expenses       (4,257 )   (1,000 )   (147 )       (17,257 )   (2,542 )
                                         
Income before income tax expenses   92,068     822,458     2,398,710     353,291     3,377,327     3,693,175     543,946  
                                       
Income tax expenses   (58,692 )   (187,246 )   (127,215 )   (18,737 )   (285,959 )   (458,917 )   (67,591 )
                                         
Income before share of income in equity method investments, net of income taxes   33,376     635,212     2,271,495     334,554     3,091,368     3,234,258     476,355  
                                         
Share of income (loss) in equity method investments, net of income taxes   21,189     (23,544 )   26,550     3,910     35,337     (9,085 )   (1,338 )
                                         
Net income from continuing operations   54,565     611,668     2,298,045     338,464     3,126,705     3,225,173     475,017  
                                       
Net income from discontinued operations(4)   123,242     6,343,255             308,503     6,514,481     959,480  
                                       
Net income   177,807     6,954,923     2,298,045     338,464     3,435,208     9,739,654     1,434,497  
                                       
Less: Net income (loss) attributable to the non-controlling interest shareholders and the mezzanine equity classified as non-controlling interest shareholders   67,879     (43,062 )   (5,148 )   (758 )   162,770     51,811     7,631  
                   
Net income attributable to controlling interest of JOYY Inc.   109,928     6,997,985     2,303,193     339,222     3,272,438     9,687,843     1,426,866  
                   
Including:                  
Net income from continuing operations attributable to controlling interest of JOYY Inc.   61,757     619,426     2,303,193     339,222     3,148,022     3,242,757     477,606  
Net income from discontinued operations attributable to controlling interest of JOYY Inc.   48,171     6,378,559             124,416     6,445,086     949,260  
                   
Less: Accretion of subsidiaries’ redeemable convertible preferred shares to redemption value   9,715     9,865     9,642     1,420     28,556     29,212     4,302  
Cumulative dividend on subsidiary’s Series A Preferred Shares   6,982     7,090     6,930     1,021     20,523     20,995     3,092  
                   
Net income attributable to common shareholders of JOYY Inc.   93,231     6,981,030     2,286,621     336,781     3,223,359     9,637,636     1,419,472  
                   
Including:                  
Net income from continuing operations attributable to common shareholders of JOYY Inc.   45,060     602,471     2,286,621     336,781     3,098,943     3,192,550     470,212  
Net income from discontinued operations attributable to common shareholders of JOYY Inc.   48,171     6,378,559             124,416     6,445,086     949,260  

JOYY INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (CONTINUED)

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

    Three Months Ended   Nine
Months Ended
    September

 30,

2019
  June

 30,

2020
  September

30,

2020
  September

30,

2020
  September

 30,

2019
  September

 30,

2020
  September

30,

2020
    RMB   RMB   RMB   US$   RMB   RMB   US$
                             
Net income per ADS                            
—Basic   1.16   87.69   28.49   4.20   42.24   120.55   17.76
Continuing operations   0.56   7.57   28.49   4.20   40.61   39.93   5.88
Discontinued operations   0.60   80.12       1.63   80.62   11.88
—Diluted   1.11   85.68   25.92   3.82   41.20   108.54   15.99
Continuing operations   0.56   7.39   25.92   3.82   39.79   38.67   5.70
Discontinued operations   0.55   78.29       1.41   69.87   10.29
                             
Weighted average number of ADS used in calculating net income per ADS                            
—Basic   80,033,607   79,609,517   80,262,892   80,262,892   76,310,648   79,949,342   79,949,342
—Diluted   80,973,447   81,477,788   93,076,688   93,076,688   81,040,767   92,186,612   92,186,612

(1)      Live streaming revenues by geographical areas were as follows:

 

    Three Months Ended   Nine
Months Ended
    September

 30,

201
9
  June

 30,

2020
  September

 30
,

2020
  September

30,

2020
  September

 30,

2019
  September

30,

2020
  September

30,

2020
    RMB   RMB   RMB   US$   RMB   RMB   US$
                             
PRC   3,138,668   2,965,737   3,110,451   458,120   8,886,950   8,895,787   1,310,208
Non-PRC   1,179,172   2,642,011   2,938,639   432,815   2,364,704   7,242,812   1,066,751

(2) Share-based compensation was allocated in cost of revenues and operating expenses as follows:

   

    Three Months Ended   Nine
Months Ended
    September

 30
,

201
9
  June

 30,

2020
  September

 30
,

2020
  September

30
,

2020
  September

 30

2019
  September

 30,

2020
  September

 30,

2020
    RMB   RMB   RMB   US$   RMB   RMB   US$
                             
Cost of revenues   12,111   9,637   13,676   2,014   33,734   34,962   5,149
Research and development expenses   105,002   92,465   86,504   12,741   309,883   266,969   39,320
Sales and marketing expenses   1,175   2,024   2,744   404   4,792   6,683   984
General and administrative expenses   46,223   91,019   85,254   12,557   145,718   221,475   32,620

(3) (Loss) gain on disposal and deemed disposal of investments mainly represented the gain from our further disposal of our equity interest in Huya in the third quarter of 2020.
   
(4) Gain from the disposal and deconsolidation amounted to around RMB6.4 billion was reported as part of the net income from discontinued operations in the second quarter of 2020.



JOYY INC.


RECONCILIATION OF GAAP AND NON-GAAP RESULTS

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

    Three Months Ended   Nine
Months Ended
    September
30
,

201
9
  June

3
0
,

2020
  September
30
,

2020
  September

30
,

2020
  September
30,

2019
  September
30,

2020
  September
30,

2020
    RMB   RMB   RMB   US$   RMB   RMB   US$
                             
Operating income   96,423   95,243   466,573   68,719   546,012   614,881   90,563
Share-based compensation expenses   164,511   195,145   188,178   27,716   494,127   530,089   78,073
Impairment of goodwill and investments   10,000   43,861       10,000   43,861   6,460
Amortization of intangible assets from business acquisitions   193,487   175,043   171,085   25,198   444,227   532,317   78,402
                             
Non-GAAP operating income   464,421   509,292   825,836   121,633   1,494,366   1,721,148   253,498

Net income from continuing operations   54,565     611,668     2,298,045     338,464     3,126,705     3,225,173   475,017  
Share-based compensation expenses   164,511     195,145     188,178     27,716     494,127     530,089   78,073  
Impairment of goodwill and investments   10,000     43,861        –        –     10,000     43,861   6,460  
Amortization of intangible assets from business acquisitions   193,487     175,043     171,085     25,198     444,227     532,317   78,402  
(Loss) gain on disposal and deemed disposal of investments       13,444     (2,040,359 )   (300,512 )       (2,135,818 ) (314,572 )
(Loss) gain on fair value change of investments(1)   11,492     (708,633 )   39,792     5,861     (2,652,642 )   (1,002,635 ) (147,672 )
Reconciling items on the share of equity method investments(1)   (9,461 )   8,805     25,879     3,812     (13,997 )   37,117   5,467  
Fair value change on derivatives   1,753     (2,174 )   29,664     4,369     1,753     17,144   2,525  
Interest expenses related to the convertible bonds’ amortization to face value   100,885     106,908     107,728     15,867     105,172     316,878   46,671  
Income tax effects on non-GAAP adjustments   (40,166 )   42,452     (15,241 )   (2,245 )   (89,053 )   47,766   7,035  
                                         
Non-GAAP net income from continuing operations   487,066     486,519     804,771     118,530     1,426,292     1,611,892   237,406  

Net income from continuing operations attributable to common shareholders of JOYY Inc.   45,060     602,471     2,286,621     336,781     3,098,943     3,192,550     470,212  
Share-based compensation expenses   164,511     195,145     188,178     27,716     494,127     530,089     78,073  
Impairment of goodwill and investments   10,000     43,861             10,000     43,861     6,460  
Amortization of intangible assets from business acquisitions   193,487     175,043     171,085     25,198     444,227     532,317     78,402  
(Loss) gain on disposal and deemed disposal of investments       13,444     (2,040,359 )   (300,512 )       (2,135,818 )   (314,572 )
(Loss) gain on fair value change of investments   11,492     (708,633 )   39,792     5,861     (2,652,642 )   (1,002,635 )   (147,672 )
Reconciling items on the share of equity method investments   (9,461 )   8,805     25,879     3,812     (13,997 )   37,117     5,467  
Fair value change on derivatives   1,753     (2,174 )   29,664     4,369     1,753     17,144     2,525  
Interest expenses related to the convertible bonds’ amortization to face value   100,885     106,908     107,728     15,867     105,172     316,878     46,671  
Accretion, cumulative dividend and deemed dividend to subsidiaries’ preferred shareholders   16,697     16,955     16,572     2,441     49,079     50,207     7,394  
Income tax effects on non-GAAP adjustments   (40,166 )   42,452     (15,241 )   (2,245 )   (89,053 )   47,766     7,035  
Non-GAAP adjustments for net income (loss) attributable to the non-controlling interest shareholders   (847 )   (688 )   (569 )   (84 )   (1,666 )   19     3  
                                           
Non-GAAP net income from continuing operations attributable to
controlling interest and common shareholders of JO
YY Inc.
  493,411     493,589     809,350     119,204     1,445,943     1,629,495     239,998  

 

Non-GAAP net income from continuing operations per ADS

                           
—Basic   6.17   6.20   10.08   1.49   18.95   20.38   3.00
—Diluted   5.60   5.57   8.89   1.31   18.09   18.28   2.69
Weighted average number of ADS used in calculating Non-GAAP  net income from continuing operations per ADS                            
—Basic   80,033,607   79,609,517   80,262,892   80,262,892   76,310,648   79,949,342   79,949,342
—Diluted   91,400,547   91,904,888   93,076,688   93,076,688   81,040,767   92,186,612   92,186,612

    

(1) (Loss) gain on fair value change of equity investees’ investments was reclassified to the reconciling items on the equity method investments from gain on fair value change of investments



JOYY INC.

UNAUDITED SEGMENT REPORT

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

    Three Months Ended
    September 30
, 2020
             
    YY Bigo Elimination(1) Total Total
    RMB RMB RMB RMB US$
             
Net revenues            
Live streaming   2,770,876     3,278,214         6,049,090     890,935  
Others   120,661     116,624         237,285     34,948  
             
Total net revenues   2,891,537     3,394,838         6,286,375     925,883  
             
Cost of revenues(2)   (1,624,172 )   (2,337,547 )       (3,961,719 )   (583,498 )
             
Gross profit   1,267,365     1,057,291         2,324,656     342,385  
Operating expenses(2)            
Research and development expenses   (303,147 )   (332,868 )       (636,015 )   (93,675 )
Sales and marketing expenses   (230,230 )   (852,808 )       (1,083,038 )   (159,514 )
General and administrative expenses   (90,752 )   (190,079 )       (280,831 )   (41,362 )
             
Total operating expenses   (624,129 )   (1,375,755 )       (1,999,884 )   (294,551 )
             
Other income   135,286     6,515         141,801     20,885  
             
Operating income (loss)   778,522     (311,949 )       466,573     68,719  
             
Other non-operating expenses   (1,000 )           (1,000 )   (147 )
Interest expenses   (127,167 )   (12,516 )   4,490     (135,193 )   (19,912 )
Interest income and investment income   156,780     139     (4,490 )   152,429     22,450  
Foreign currency exchange gains (loss), net   1,014     (56,016 )       (55,002 )   (8,101 )
Fair value change on derivatives   (29,664 )           (29,664 )   (4,369 )
Gain on disposal and deemed disposal of investments   2,040,359             2,040,359     300,512  
Loss on fair value change of investments   (39,792 )           (39,792 )   (5,861 )
             
Income (loss) before income tax expenses   2,779,052     (380,342 )       2,398,710     353,291  
             
Income tax expenses   (124,579 )   (2,636 )       (127,215 )   (18,737 )
             
Income (loss) before share of loss in equity method investments, net of income taxes   2,654,473     (382,978 )       2,271,495     334,554  
             
Share of gain in equity method investments, net of income taxes   26,550             26,550     3,910  
             
Net
income (loss
)
from continuing operations
  2,681,023     (382,978 )       2,298,045     338,464  

(1)  The elimination mainly consists of interest income and interest expenses generated from the loan between YY and Bigo segments.
(2)  Share-based compensation was allocated in cost of revenues and operating expenses as follows:

    Three Months Ended
    September 30
, 2020
     
    YY   Bigo Total Total
    RMB   RMB RMB US$
           
Cost of revenues   9,738   3,938 13,676 2,014
Research and development expenses   36,643   49,861 86,504 12,741
Sales and marketing expenses   1,772   972 2,744 404
General and administrative expenses   (7,860 ) 93,114 85,254 12,557



JOYY INC.

RECONCILIATION OF GAAP AND NON-GAAP RESULTS OF UNAUDITED SEGMENT REPORT

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

    Three Months Ended
    September 30
, 2020
     
    YY   Bigo


  Total


  Total


 
    RMB   RMB   RMB   US$  
           
Operating income (loss)   778,522     (311,949 )   466,573     68,719  
Share-based compensation expenses   40,293     147,885     188,178     27,716  
Amortization of intangible assets from business acquisitions       171,085     171,085     25,198  
                         
Non-GAAP operating income   818,815     7,021     825,836     121,633  
                         
Net income (loss) from continuing operations   2,681,023     (382,978 )   2,298,045     338,464  
Share-based compensation expenses   40,293     147,885     188,178     27,716  
Amortization of intangible assets from business acquisitions       171,085     171,085     25,198  
Gain on disposal and deemed disposal of investments   (2,040,359 )       (2,040,359 )   (300,512 )
Loss on fair value change of investments   39,792         39,792     5,861  
Reconciling items on the share of equity method investments   25,879         25,879     3,812  
Fair value change on derivatives   29,664         29,664     4,369  
Interest expenses related to the convertible bonds’ amortization to face value   107,728         107,728     15,867  
Income tax effects on non-GAAP adjustments   (7,248 )   (7,993 )   (15,241 )   (2,245 )
                         
Non-GAAP n
et income
(loss) from continuing operations
  876,772     (72,001 )   804,771     118,530  



JOYY INC.


UNAUDITED SEGMENT REPORT

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

    Three Months Ended
    June 30
, 2020
             
    YY   Bigo


  Elimination(1)


  Total


  Total


 
    RMB   RMB   RMB   RMB   US$  
             
Net revenues            
Live streaming   2,661,788     2,945,960         5,607,748     793,725  
Others   115,618     116,726         232,344     32,886  
                           
Total net revenues   2,777,406     3,062,686         5,840,092     826,611  
                             
Cost of revenues(2)   (1,583,125 )   (2,185,970 )       (3,769,095 )   (533,481 )
                               
Gross profit   1,194,281     876,716         2,070,997     293,130  
Operating expenses(2)                              
Research and development expenses   (292,459 )   (400,999 )       (693,458 )   (98,153 )
Sales and marketing expenses   (224,955 )   (684,870 )       (909,825 )   (128,777 )
General and administrative expenses   (232,427 )   (180,287 )       (412,714 )   (58,416 )
                       
Total operating expenses   (749,841 )   (1,266,156 )       (2,015,997 )   (285,346 )
                               
Other income   31,679     8,564         40,243     5,696  
                               
Operating income (loss)   476,119     (380,876 )       95,243     13,480  
                               
Other non-operating expenses       (4,257 )       (4,257 )   (603 )
Interest expenses   (126,282 )   (14,231 )   8,857     (131,656 )   (18,635 )
Interest income and investment income   171,299     77     (8,857 )   162,519     23,003  
Foreign currency exchange gains, net   2,839     407         3,246     459  
Fair value change on derivatives   2,174             2,174     308  
Loss on disposal and deemed disposal of investments   (13,444 )           (13,444 )   (1,903 )
Gain on fair value change of investments   708,633             708,633     100,300  
                               
Income (loss) before income tax expenses   1,221,338     (398,880 )       822,458     116,409  
                               
Income tax (expenses) benefits   (203,468 )   16,222         (187,246 )   (26,503 )
               
Income (loss) before share of loss in equity method investments, net of income taxes   1,017,870     (382,658 )       635,212     89,906  
                               
Share of loss in equity method investments, net of income taxes   (23,544 )           (23,544 )   (3,332 )
             
Net income (loss)
from continuing operations
  994,326     (382,658 )       611,668     86,574  
             

(1) The elimination mainly consists of interest income and interest expenses generated from the loan between YY and Bigo segments.
(2) Share-based compensation was allocated in cost of revenues and operating expenses as follows:

    Three Months Ended
    June 30
, 2020
     
    YY Bigo Total Total
    RMB RMB RMB US$
           
Cost of revenues   1,103 8,534 9,637 1,364
Research and development expenses   26,528 65,937 92,465 13,088
Sales and marketing expenses   816 1,208 2,024 286
General and administrative expenses                  53,199 37,820 91,019 12,883

JOYY INC.

RECONCILIATION OF GAAP AND NON-GAAP RESULTS OF UNAUDITED SEGMENT REPORT

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

    Three Months Ended
    June 30
, 2020
     
    YY   Bigo


  Total


  Total


 
    RMB   RMB   RMB   US$  
           
Operating income (loss)   476,119     (380,876 )   95,243     13,480  
Share-based compensation expenses   81,646     113,499     195,145     27,621  
Impairment of goodwill and investments   43,861         43,861     6,208  
Amortization of intangible assets from business acquisitions       175,043     175,043     24,776  
                         
Non-GAAP operating income (loss)   601,626     (92,334 )   509,292     72,085  
                         
Net income (loss) from continuing operations   994,326     (382,658 )   611,668     86,574  
Share-based compensation expenses   81,646     113,499     195,145     27,621  
Impairment of goodwill and investments   43,861         43,861     6,208  
Amortization of intangible assets from business acquisitions       175,043     175,043     24,776  
Loss on disposal and deemed disposal of investments   13,444         13,444     1,903  
Gain on fair value change of investments   (708,633 )       (708,633 )   (100,300 )
Reconciling items on the share of equity method investments   8,805         8,805     1,246  
Fair value change on derivatives   (2,174 )       (2,174 )   (308 )
Interest expenses related to the convertible bonds’ amortization to face value   106,908         106,908     15,132  
Income tax effects on non-GAAP adjustments   65,180     (22,728 )   42,452     6,009  
                         
Non-GAAP n
et income
(loss) from continuing operations
  603,363     (116,844 )   486,519     68,861  
           

JOYY INC.

UNAUDITED SEGMENT REPORT

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

    Three Months Ended  
    September 30
, 201
9
 
               
    YY   Bigo


  Elimination(1)


  Total


  Total


   
    RMB   RMB   RMB   RMB   US$    
               
Net revenues              
Live streaming   2,899,044     1,418,796         4,317,840     604,088    
Others   181,006     118,419         299,425     41,891    
               
Total net revenues   3,080,050     1,537,215         4,617,265     645,979    
               
Cost of revenues(2)   (1,729,389 )   (1,125,157 )       (2,854,546 )   (399,366 )  
               
Gross profit   1,350,661     412,058         1,762,719     246,613    
Operating expenses(2)              
Research and development expenses   (249,620 )   (288,469 )       (538,089 )   (75,281 )  
Sales and marketing expenses   (340,619 )   (616,642 )       (957,261 )   (133,926 )  
General and administrative expenses   (225,281 )   (87,235 )       (312,516 )   (43,723 )  
               
Total operating expenses   (815,520 )   (992,346 )       (1,807,866 )   (252,930 )  
               
Other income   136,535     5,035         141,570     19,806    
               
Operating income (loss)   671,676     (575,253 )       96,423     13,489    
               
Interest expenses   (123,456 )   (11,078 )   11,078     (123,456 )   (17,272 )  
Interest income and investment income   127,068     608     (11,078 )   116,598     16,313    
Foreign currency exchange (losses) gains, net   2,798     12,950         15,748     2,203    
Fair value change on derivatives   (1,753 )      –         (1,753 )   (245 )  
Loss on fair value change of investments   (11,492 )      –         (11,492 )   (1,608 )  
               
Income (loss) before income tax expenses   664,841     (572,773 )       92,068     12,880    
               
Income tax (expenses) benefits   (146,835 )   88,143         (58,692 )   (8,211 )  
               
Income (loss) before share of income in equity method investments, net of income taxes   518,006     (484,630 )       33,376     4,669    
               
Share of income in equity method investments, net of income taxes   21,189        –         21,189     2,964    
               
Net income (loss)
from continuing operations
  539,195     (484,630 )       54,565     7,633    
               

(1) The elimination mainly consists of interest income and interest expenses generated from the loan between YY and Bigo segments.
(2) Share-based compensation was allocated in cost of revenues and operating expenses as follows:

    Three Months Ended
    September 30
, 201
9
     
    YY Bigo Total Total
    RMB RMB RMB US$
           
Cost of revenues   5,043 7,068 12,111 1,694
Research and development expenses   26,848 78,154 105,002 14,690
Sales and marketing expenses   419 756 1,175 164
General and administrative expenses   41,265 4,958 46,223 6,467



JOYY INC.

RECONCILIATION OF GAAP AND NON-GAAP RESULTS OF UNAUDITED SEGMENT REPORT

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

    Three Months Ended
    September 30
, 2019
     
    YY   Bigo


  Total


  Total


 
    RMB   RMB   RMB   US$  
           
Operating income (loss)   671,676     (575,253 )   96,423     13,489  
Share-based compensation expenses   73,575     90,936     164,511     23,015  
Impairment of goodwill and investments   10,000         10,000     1,399  
Amortization of intangible assets from business acquisitions       193,487     193,487     27,070  
           
Non-GAAP operating income (loss)   755,251     (290,830 )   464,421     64,973  
           
Net income (loss) from continuing operations   539,195     (484,630 )   54,565     7,633  
Share-based compensation expenses   73,575     90,936     164,511     23,015  
Impairment of goodwill and investments   10,000         10,000     1,399  
Amortization of intangible assets from business acquisitions       193,487     193,487     27,070  
Gain on fair value change of investments   11,492         11,492     1,608  
Reconciling items on the share of equity method investments   (9,461 )       (9,461 )   (1,324 )
Fair value change on derivatives   1,753         1,753     245  
Interest expenses related to the convertible bonds’ amortization to face value   100,885         100,885     14,114  
Income tax effects on non-GAAP adjustments   (188 )   (39,978 )   (40,166 )   (5,619 )
           
Non-GAAP n
et income
(loss) from continuing operations
  727,251     (240,185 )   487,066     68,141  
           



Babcock & Wilcox Thermal to Supply Components for Natural Gas Upgrade at Power Plant in North America

Babcock & Wilcox Thermal to Supply Components for Natural Gas Upgrade at Power Plant in North America

AKRON, Ohio–(BUSINESS WIRE)–
Babcock & Wilcox (B&W) (NYSE: BW) announced today that its B&W Thermal segment will supply equipment to upgrade burners and provide other boiler related equipment for a power plant in North America to allow it to utilize cleaner-burning natural gas as its main fuel. The contract is valued at approximately $3 million.

“As utilities look to perform maintenance and upgrades to their existing fleets, B&W has the depth of knowledge and expertise to supply these components and perform a broad range of services that allow customers to produce power more cleanly and efficiently,” said B&W Chief Operating Officer Jimmy Morgan. “We see continued opportunities in this market as more U.S. plants look to utilize natural gas to generate power.”

B&W will supply natural gas valve trains and other burner related components for the plant’s boiler. Material delivery is scheduled for early 2021.

In addition to steam generation and related auxiliary equipment, B&W’s field engineers can provide expert support for emissions control systems, heat recovery steam generators, and other power plant equipment.

About Babcock & Wilcox

Headquartered in Akron, Ohio, Babcock & Wilcox is a global leader in energy and environmental technologies and services for the power and industrial markets. Follow us on LinkedIn and learn more at www.babcock.com.

About B&W Thermal

Babcock & Wilcox Thermal designs, manufactures and erects steam generation equipment, aftermarket parts, construction, maintenance and field services for plants in the power generation, oil & gas, and industrial sectors. Babcock & Wilcox Thermal has an extensive global base of installed equipment for utilities and general industrial applications including refining, petrochemical, food processing, metals and more.

Forward-Looking Statements

B&W cautions that this release contains forward-looking statements, including, without limitation, statements relating to the execution and completion of a contract to supply components for a natural gas upgrade at a power plant in North America. These forward-looking statements are based on management’s current expectations and involve a number of risks and uncertainties. For a more complete discussion of these risk factors, see our filings with the Securities and Exchange Commission, including our most recent annual report on Form 10-K. If one or more of these risks or other risks materialize, actual results may vary materially from those expressed. We caution readers not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, and we undertake no obligation to update or revise any forward-looking statement, except to the extent required by applicable law.

Investor Contact:

Megan Wilson

Vice President, Corporate Development & Investor Relations

Babcock & Wilcox

704.625.4944 | [email protected]

Media Contact:

Ryan Cornell

Public Relations

Babcock & Wilcox

330.860.1345 | [email protected]

KEYWORDS: Ohio United States North America

INDUSTRY KEYWORDS: Manufacturing Other Energy Nuclear Utilities Other Manufacturing Oil/Gas Coal Alternative Energy Environment Energy Chemicals/Plastics

MEDIA:

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LendingTree Announces Secondary Offering Of 2,955,984 Shares Of Common Stock

PR Newswire

CHARLOTTE, N.C., Nov. 16, 2020 /PRNewswire/ — LendingTree, Inc. (NASDAQ: TREE) (“LendingTree” or the “Company”), a leading online loan marketplace, today announced an underwritten public offering (the “Public Offering”) of 2,955,984 shares of common stock by Ventures Holdco II, LLC (the “Selling Stockholder”), which is a wholly-owned subsidiary of GCI Liberty, Inc. (“GCI Liberty”). Contemporaneously with the Public Offering, the Selling Stockholder is also offering an additional 488,005 shares of common stock pursuant to a private placement to be purchased by Royal Bank of Canada (the “Concurrent Private Placement”). The Public Offering is not contingent on the completion of the Concurrent Private Placement, but the Concurrent Private Placement is contingent on the completion of the Public Offering. 

After giving effect to the Public Offering and the Concurrent Private Placement, GCI Liberty will not beneficially own any of our shares of common stock. As a result, our “Spinco Agreement” with GCI Liberty will terminate and GCI Liberty will no longer have the right to designate directors for nomination to LendingTree’s board of directors.  It is expected that Courtnee Chun will resign as a member of LendingTree’s board of directors effective upon completion of the Public Offering.

LendingTree is not selling any shares of common stock in, and will not receive any proceeds from the Public Offering or the Concurrent Private Placement.

Goldman Sachs & Co. LLC is acting as the sole underwriter for the Public Offering.

The issuer has filed a registration statement on Form S-3 (File No. 333-233034) with the U.S. Securities and Exchange Commission (“SEC”) for the Public Offering to which this communication relates and which has become effective. A preliminary prospectus supplement relating to the Public Offering will also be filed with the SEC. Before you invest, you should read the prospectus in that registration statement, the applicable preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer, the Selling Stockholder and the Public Offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. The issuer, underwriter or any dealer participating in the Public Offering will arrange to send you the prospectus supplement and accompanying prospectus, when available, if you request it from; Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at 1 (866) 471-2526, or by emailing [email protected].

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

About LendingTree, Inc.
LendingTree (NASDAQ: TREE) is the nation’s leading online marketplace that connects consumers with the choices they need to be confident in their financial decisions. LendingTree empowers consumers to shop for financial services the same way they would shop for airline tickets or hotel stays, by comparing multiple offers from a nationwide network of approximately 800 partners in one simple search and choosing the option that best fits their financial needs. Services include mortgage loans, mortgage refinances, auto loans, personal loans, business loans, student refinances, credit cards, insurance and more. Through the My LendingTree platform, consumers receive free credit scores, credit monitoring and recommendations to improve credit health. My LendingTree proactively compares consumers’ credit accounts against offers on our network and notifies consumers when there is an opportunity to save money. In short, LendingTree’s purpose is to help simplify financial decisions for life’s meaningful moments through choice, education and support.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
The matters contained in the discussion above may be considered to be “forward-looking statements” within the meaning of the Securities Act and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995, as amended. Those statements include statements regarding the intent, belief or current expectations or anticipations of the Company and members of its management team. Factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include the following: uncertainty regarding the duration and scope of the coronavirus referred to as COVID-19 pandemic; actions governments and businesses take in response to the pandemic, including actions that could affect levels of advertising activity; the impact of the pandemic and actions taken in response to the pandemic on national and regional economies and economic activity; the pace of recovery when the COVID-19 pandemic subsides; adverse conditions in the primary and secondary mortgage markets and in the economy, particularly interest rates; default rates on loans, particularly unsecured loans; demand by investors for unsecured personal loans; the effect of such demand on interest rates for personal loans and consumer demand for personal loans; seasonality of results; potential liabilities to secondary market purchasers; changes in the Company’s relationships with network lenders, including dependence on certain key network lenders; breaches of network security or the misappropriation or misuse of personal consumer information; failure to provide competitive service; failure to maintain brand recognition; ability to attract and retain consumers in a cost-effective manner; the effects of potential acquisitions of other businesses, including the ability to integrate them successfully with the Company’s existing operations; accounting rules related to contingent consideration and excess tax benefits or expenses on stock-based compensation that could materially affect earnings in future periods; ability to develop new products and services and enhance existing ones; competition; allegations of failure to comply with existing or changing laws, rules or regulations, or to obtain and maintain required licenses; failure of network lenders or other affiliated parties to comply with regulatory requirements; failure to maintain the integrity of systems and infrastructure; liabilities as a result of privacy regulations; failure to adequately protect intellectual property rights or allegations of infringement of intellectual property rights; and changes in management. These and additional factors to be considered are set forth under “Risk Factors” in the Company’s Annual Report on Form 10-K for the period ended December 31, 2019, the Company’s Quarterly Report on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020 and September 30, 2020 and other filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results or expectations.

Investor Relations Contact:

Trent Ziegler

[email protected]

704-943-8294

Media Contact:

Megan Greuling

[email protected]

704-943-8208

 

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/lendingtree-announces-secondary-offering-of-2-955-984-shares-of-common-stock-301174061.html

SOURCE LendingTree, Inc.

CI Global Asset Management Files Preliminary Prospectus for CI Galaxy Bitcoin Fund

CI Global Asset Management Files Preliminary Prospectus for CI Galaxy Bitcoin Fund

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICESOR FOR DISSEMINATION IN THE UNITED STATES

TORONTO–(BUSINESS WIRE)–
CI Global Asset Management (“CI GAM”) and Galaxy Digital Capital Management L.P. (“Galaxy Digital”) announced today that CI GAM has filed and obtained a receipt for a preliminary prospectus for the initial public offering of CI Galaxy Bitcoin Fund (the “Fund”).

The Fund is a closed-end investment fund which seeks to provide unitholders with exposure to bitcoin through an institutional-quality fund platform. The Fund will invest directly in bitcoin with the Fund’s holdings of bitcoin priced using the Bloomberg Galaxy Bitcoin Index (the “BTC”), which is designed to measure the performance of a single bitcoin traded in U.S. dollars. The BTC is owned and administered by Bloomberg Index Services Ltd.

CI GAM will be the manager of the Fund and Galaxy Digital will act as the bitcoin sub-advisor for the Fund. As sub-advisor, Galaxy Digital will execute all bitcoin trading on behalf of the Fund. Galaxy Digital is a diversified financial services and investment management company in the digital asset and blockchain technology sector. The team has extensive experience spanning investing, capital markets, venture capital, asset management and blockchain technology.

The initial public offering consists of Class A Units at a price of US$10 per Class A Unit and Class F Units at a price of US$10 per Class F Unit (the “Offering”).

Units of the Fund are being offered on a best-efforts basis in each of the provinces and territories of Canada. The syndicate of agents for the Offering was led by CIBC Capital Markets and included BMO Capital Markets, Canaccord Genuity Corp., Industrial Alliance Securities Inc., Richardson GMP Limited, Echelon Wealth Partners, Inc., Hampton Securities Ltd., Leede Jones Gable Inc., Mackie Research Corp. and PI Financial Corp.

The Offering is only made by the preliminary prospectus of the Fund dated November 16, 2020. The preliminary prospectus containing important information relating to these securities has been filed with the securities commissions or similar authorities in each of the provinces and territories of Canada. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from one of the agents noted above or through www.sedar.com. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued by the relevant securities commissions in Canada. Investors should read the prospectus before making an investment decision.

About CI Global Asset Management

CI Global Asset Management is one of Canada’s largest investment management companies. It offers a wide range of investment products and services and is on the Web at www.ci.com. CI Global Asset Management is a subsidiary of CI Financial Corp. (TSX: CIX), an independent company offering global asset management and wealth management advisory services with approximately $202.4 billion in assets as of October 31, 2020.

About Galaxy Digital

Galaxy Digital Capital Management L.P. is an affiliate of Galaxy Digital Holdings Ltd. (TSX: GLXY) (“Galaxy Digital”). Galaxy Digital currently operates four distinct business lines, which include: Trading, Asset Management, Principal Investments and Investment Banking. Galaxy Digital’s CEO and Founder is Michael Novogratz. The Company is headquartered in New York City, with offices in Chicago, San Francisco, London, Tokyo, Hong Kong, the Cayman Islands (registered office) and New Jersey. Additional information about the Company’s businesses and products is available on www.galaxydigital.io.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or any applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy securities nor will there be any sale of such securities in any state in which such offer, solicitation or sale would be unlawful.

This communication is provided as a general source of information and should not be considered personal, legal, accounting, tax or investment advice, or construed as an endorsement or recommendation of any entity or security discussed. Individuals should seek the advice of professionals, as appropriate, regarding any particular investment. Investors should consult their professional advisors prior to implementing any changes to their investment strategies.

CI Global Asset Management is a registered business name of CI Investments Inc.

©CI Investments Inc. 2020. All rights reserved.

Murray Oxby

Vice-President, Corporate Communications

CI Global Asset Management

416-681-3254

[email protected]

Galaxy Digital Capital Management L.P.

Steve Kurz

Head of Asset Management

212-390-9216

[email protected]

Aidan O’Connor,

Prosek Partners

646-818-9283

[email protected]

KEYWORDS: North America Canada

INDUSTRY KEYWORDS: Professional Services Finance

MEDIA:

Cenovus and Husky to hold special shareholder meetings on proposed Plan of Arrangement

Shareholders asked to vote in favour of board-approved agreement to combine businesses

CALGARY, Alberta, Nov. 16, 2020 (GLOBE NEWSWIRE) — Cenovus Energy Inc. (TSX: CVE) (NYSE: CVE) and Husky Energy Inc. (TSX: HSE) announce they have filed a joint management information circular dated November 9, 2020 and related meeting and proxy materials, which will be mailed to Cenovus common shareholders and to Husky common shareholders, preferred shareholders and optionholders in connection with the proposed plan of arrangement to create a resilient integrated energy leader.

Cenovus and Husky agreed to combine their respective businesses and entered into an arrangement agreement dated October 24, 2020. The boards of directors of Cenovus and Husky have unanimously approved the arrangement agreement and determined that it is in the best interests of their respective companies.

Cenovus and Husky Special Meetings

Special meetings for Cenovus common shareholders and for Husky common shareholders, preferred shareholders and optionholders will be held in order to consider and vote on resolutions in connection with the plan of arrangement, as described in the circular. Due to COVID-19, and in alignment with the recommendations of Canadian public health officials, the meetings will be conducted via live webcasts.

The Husky virtual meeting will be held at 9:00 a.m. MT/11:00 a.m. ET on Tuesday, December 15, 2020 and the Cenovus virtual meeting will commence at 1:00 p.m. MT/3:00 p.m. ET on the same day.

How to Vote

All securityholders are encouraged to vote in person (virtually) or by proxy. Details on how to vote and how to participate in the live webcasts are contained in the circular.

The completion of the arrangement is subject to, among other things, (i) the approval of the arrangement by not less than 66⅔% of the votes cast by Husky common shareholders at the Husky virtual meeting, (ii) the approval of the arrangement by not less than 66⅔% of the votes cast by Husky common shareholders and optionholders, voting together as a single class, at the Husky virtual meeting, (iii) the approval of the issuance of Cenovus common shares under the arrangement by a simple majority of the votes cast by Cenovus shareholders at the Cenovus virtual meeting, (iv) the approval of the Court of Queen’s Bench of Alberta, and (v) the receipt of all other necessary regulatory approvals. In addition, Husky will seek the approval of not less than 66⅔% of the votes cast by Husky preferred shareholders, voting together as a single class, at the Husky virtual meeting. If Husky preferred shareholder approval is obtained, each Husky preferred share will be exchanged for one Cenovus preferred share having substantially identical terms as the Husky preferred shares. It is not a condition to completion of the arrangement that Husky preferred shareholder approval be obtained, and, if not obtained, the Husky preferred shares will remain outstanding in a subsidiary of the combined company and listed on the TSX.

About the Transaction

The arrangement is currently anticipated to be completed in the first quarter of 2021, subject to satisfaction of all closing conditions. Upon completion of the transaction, the combined company will continue to operate as Cenovus and remain headquartered in Calgary, Alberta.

The circular has been filed on each company’s profile on the System for Electronic Document Analysis and Retrieval (SEDAR) at sedar.com and on each company’s profile on the Electronic Data Gathering, Analysis and Retrieval System (EDGAR) at sec.gov, and is available on Cenovus’s website at cenovus.com and on Husky’s website at huskyenergy.com.

Advisory


Note Regarding Forward-looking Information

This news release contains certain forward-looking statements and forward-looking information (collectively referred to as “forward-looking information”) within the meaning of applicable securities legislation, including the United States Private Securities Litigation Reform Act of 1995, about our current expectations, estimates and projections about the future, based on certain assumptions made by Cenovus and Husky in light of their experience and perception of historical trends. Although Cenovus and Husky believe that the expectations represented by such forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking information as actual results may differ materially from those expressed or implied. Cenovus and Husky undertake no obligation to update or revise any forward-looking information except as required by law.

This forward-looking information is identified by words such as “anticipated”, “opportunity”, “potential”, “will”, or similar expressions and includes suggestions of future outcomes, including statements about: the holding of shareholder meetings; the timing of closing of the transaction; and the future operation and headquarters of the combined company.

Developing forward-looking information involves reliance on a number of assumptions and consideration of certain risks and uncertainties, some of which are specific to Cenovus and Husky and others that apply to the industry generally. Material factors or assumptions on which the forward-looking information in this news release is based include: successful closing of the transaction, including obtaining necessary shareholder, court and regulatory approvals and satisfaction of all other conditions to closing and within expected timelines.

Additional information about risks, assumptions, uncertainties and other factors that could cause Cenovus’s actual results to differ materially from those expressed or implied by its forward-looking statements is contained under “Risk Management and Risk Factors” in Cenovus’s Annual Management’s Discussion and Analysis (MD&A) or Form 40-F for the year ended December 31, 2019 and in the updates in the “Risk Management and Risk Factors” section of Cenovus’s MD&A for the period ended September 30, 2020.

Husky’s Annual Information Form for the year ended December 31, 2019, Management’s Discussion and Analysis for the three and nine months ended September 30, 2020 and other documents filed with securities regulatory authorities (accessible through the SEDAR website at sedar.com and the EDGAR website at sec.gov) describe some of the risks, material assumptions and other factors that could influence actual results in respect of Husky and are incorporated herein by reference.

About Cenovus

Cenovus Energy Inc. is a Canadian integrated oil and natural gas company. It is committed to maximizing value by sustainably developing its assets in a safe, innovative and cost-efficient manner, integrating environmental, social and governance considerations into its business plans. Operations include oil sands projects in northern Alberta, which use specialized methods to drill and pump the oil to the surface using a technique called steam-assisted gravity drainage (SAGD). The company also has conventional crude oil, natural gas and natural gas liquids assets in Alberta and British Columbia as well as 50% ownership in two U.S. refineries. Cenovus shares trade under the symbol CVE and are listed on the Toronto and New York stock exchanges. For more information, visit cenovus.com.

Find Cenovus on FacebookTwitterLinkedIn, YouTube and Instagram.

About Husky

Husky Energy is a Canadian-based integrated energy company. It is headquartered in Calgary, Alberta, and its common shares are publicly traded on the Toronto Stock Exchange under the symbol HSE. The Company operates in Canada, the United States and the Asia Pacific region with two business segments. The Integrated Corridor includes bitumen from thermal projects in the Lloydminster area of Saskatchewan, along with the Tucker Thermal Project and the Sunrise Energy Project in Alberta, with production integrated into Husky’s downstream operations, which includes upgrading, refining and marketing of refined petroleum products. The Offshore business includes crude oil production offshore Newfoundland and Labrador and natural gas and liquids production offshore China and Indonesia. For more information, visit huskyenergy.com.

Find Husky on Facebook, Twitter, LinkedIn and Instagram.

Cenovus Contacts
Investor Relations
Sherry Wendt, Director, Investor Relations
403-766-7711
Media Relations
Brett Harris, Manager, Communications
403-766-3420
Husky Contacts
Investor Relations
Leo Villegas, Director, Investor Relations
403-513-7817
Media Relations
Kim Guttormson, Manager, Communication Services
403-298-7088

 



Cenovus and Husky to hold special shareholder meetings on proposed Plan of Arrangement

Shareholders asked to vote in favour of board-approved agreement to combine businesses

CALGARY, Alberta, Nov. 16, 2020 (GLOBE NEWSWIRE) — Cenovus Energy Inc. (TSX: CVE) (NYSE: CVE) and Husky Energy Inc. (TSX: HSE) announce they have filed a joint management information circular dated November 9, 2020 and related meeting and proxy materials, which will be mailed to Cenovus common shareholders and to Husky common shareholders, preferred shareholders and optionholders in connection with the proposed plan of arrangement to create a resilient integrated energy leader.

Cenovus and Husky agreed to combine their respective businesses and entered into an arrangement agreement dated October 24, 2020. The boards of directors of Cenovus and Husky have unanimously approved the arrangement agreement and determined that it is in the best interests of their respective companies.

Cenovus and Husky Special Meetings

Special meetings for Cenovus common shareholders and for Husky common shareholders, preferred shareholders and optionholders will be held in order to consider and vote on resolutions in connection with the plan of arrangement, as described in the circular. Due to COVID-19, and in alignment with the recommendations of Canadian public health officials, the meetings will be conducted via live webcasts.

The Husky virtual meeting will be held at 9:00 a.m. MT/11:00 a.m. ET on Tuesday, December 15, 2020 and the Cenovus virtual meeting will commence at 1:00 p.m. MT/3:00 p.m. ET on the same day.

How to Vote

All securityholders are encouraged to vote in person (virtually) or by proxy. Details on how to vote and how to participate in the live webcasts are contained in the circular.

The completion of the arrangement is subject to, among other things, (i) the approval of the arrangement by not less than 66⅔% of the votes cast by Husky common shareholders at the Husky virtual meeting, (ii) the approval of the arrangement by not less than 66⅔% of the votes cast by Husky common shareholders and optionholders, voting together as a single class, at the Husky virtual meeting, (iii) the approval of the issuance of Cenovus common shares under the arrangement by a simple majority of the votes cast by Cenovus shareholders at the Cenovus virtual meeting, (iv) the approval of the Court of Queen’s Bench of Alberta, and (v) the receipt of all other necessary regulatory approvals. In addition, Husky will seek the approval of not less than 66⅔% of the votes cast by Husky preferred shareholders, voting together as a single class, at the Husky virtual meeting. If Husky preferred shareholder approval is obtained, each Husky preferred share will be exchanged for one Cenovus preferred share having substantially identical terms as the Husky preferred shares. It is not a condition to completion of the arrangement that Husky preferred shareholder approval be obtained, and, if not obtained, the Husky preferred shares will remain outstanding in a subsidiary of the combined company and listed on the TSX.

About the Transaction

The arrangement is currently anticipated to be completed in the first quarter of 2021, subject to satisfaction of all closing conditions. Upon completion of the transaction, the combined company will continue to operate as Cenovus and remain headquartered in Calgary, Alberta.

The circular has been filed on each company’s profile on the System for Electronic Document Analysis and Retrieval (SEDAR) at sedar.com and on each company’s profile on the Electronic Data Gathering, Analysis and Retrieval System (EDGAR) at sec.gov, and is available on Cenovus’s website at cenovus.com and on Husky’s website at huskyenergy.com.

Advisory


Note Regarding Forward-looking Information

This news release contains certain forward-looking statements and forward-looking information (collectively referred to as “forward-looking information”) within the meaning of applicable securities legislation, including the United States Private Securities Litigation Reform Act of 1995, about our current expectations, estimates and projections about the future, based on certain assumptions made by Cenovus and Husky in light of their experience and perception of historical trends. Although Cenovus and Husky believe that the expectations represented by such forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking information as actual results may differ materially from those expressed or implied. Cenovus and Husky undertake no obligation to update or revise any forward-looking information except as required by law.

This forward-looking information is identified by words such as “anticipated”, “opportunity”, “potential”, “will”, or similar expressions and includes suggestions of future outcomes, including statements about: the holding of shareholder meetings; the timing of closing of the transaction; and the future operation and headquarters of the combined company.

Developing forward-looking information involves reliance on a number of assumptions and consideration of certain risks and uncertainties, some of which are specific to Cenovus and Husky and others that apply to the industry generally. Material factors or assumptions on which the forward-looking information in this news release is based include: successful closing of the transaction, including obtaining necessary shareholder, court and regulatory approvals and satisfaction of all other conditions to closing and within expected timelines.

Additional information about risks, assumptions, uncertainties and other factors that could cause Cenovus’s actual results to differ materially from those expressed or implied by its forward-looking statements is contained under “Risk Management and Risk Factors” in Cenovus’s Annual Management’s Discussion and Analysis (MD&A) or Form 40-F for the year ended December 31, 2019 and in the updates in the “Risk Management and Risk Factors” section of Cenovus’s MD&A for the period ended September 30, 2020.

Husky’s Annual Information Form for the year ended December 31, 2019, Management’s Discussion and Analysis for the three and nine months ended September 30, 2020 and other documents filed with securities regulatory authorities (accessible through the SEDAR website at sedar.com and the EDGAR website at sec.gov) describe some of the risks, material assumptions and other factors that could influence actual results in respect of Husky and are incorporated herein by reference.

About Cenovus

Cenovus Energy Inc. is a Canadian integrated oil and natural gas company. It is committed to maximizing value by sustainably developing its assets in a safe, innovative and cost-efficient manner, integrating environmental, social and governance considerations into its business plans. Operations include oil sands projects in northern Alberta, which use specialized methods to drill and pump the oil to the surface using a technique called steam-assisted gravity drainage (SAGD). The company also has conventional crude oil, natural gas and natural gas liquids assets in Alberta and British Columbia as well as 50% ownership in two U.S. refineries. Cenovus shares trade under the symbol CVE and are listed on the Toronto and New York stock exchanges. For more information, visit cenovus.com.

Find Cenovus on FacebookTwitterLinkedIn, YouTube and Instagram.

About Husky

Husky Energy is a Canadian-based integrated energy company. It is headquartered in Calgary, Alberta, and its common shares are publicly traded on the Toronto Stock Exchange under the symbol HSE. The Company operates in Canada, the United States and the Asia Pacific region with two business segments. The Integrated Corridor includes bitumen from thermal projects in the Lloydminster area of Saskatchewan, along with the Tucker Thermal Project and the Sunrise Energy Project in Alberta, with production integrated into Husky’s downstream operations, which includes upgrading, refining and marketing of refined petroleum products. The Offshore business includes crude oil production offshore Newfoundland and Labrador and natural gas and liquids production offshore China and Indonesia. For more information, visit huskyenergy.com.

Find Husky on Facebook, Twitter, LinkedIn and Instagram.

Cenovus Contacts
   
Investor Relations Media Relations 
Sherry Wendt, Director, Investor Relations  Brett Harris, Manager, Communications
403-766-7711 403-766-3420
 
Husky Contacts
 
Investor Relations Media Relations
Leo Villegas, Director, Investor Relations  Kim Guttormson, Manager, Communication Services 
403-513-7817 403-298-7088



KE Holdings Inc. Announces Proposed Follow-on Public Offering of American Depositary Shares

KE Holdings Inc. Announces Proposed Follow-on Public Offering of American Depositary Shares

BEIJING–(BUSINESS WIRE)–
KE Holdings Inc. (“Beike” or the “Company”) (NYSE: BEKE), a leading integrated online and offline platform for housing transactions and services, today announced that it intends to offer and sell 35,400,000 American Depositary Shares (“ADSs”), each representing three Class A ordinary shares of the Company, subject to market and other conditions, in an underwritten public offering. The underwriters will have a 30-day option to purchase up to an aggregate of 5,310,000 additional ADSs from the Company.

The Company expects to use the net proceeds from the proposed offering for broadening its service offerings, expansion into new geographical areas and investment in its infrastructure, for potential strategic opportunities that may strengthen its market leadership and facilitate the development of its main businesses, as well as for working capital and general corporate purposes.

Goldman Sachs (Asia) L.L.C., Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, and China Renaissance Securities (Hong Kong) Limited will act as the joint bookrunners for the proposed ADS offering.

A preliminary prospectus related to the proposed ADS offering has been filed with the SEC and is available on the SEC’s website at www.sec.gov.

This announcement shall not constitute an offer to sell, or a solicitation of an offer to buy, the securities described herein, nor shall there be any offer, solicitation or sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About KE Holdings Inc.

KE Holdings Inc. is a leading integrated online and offline platform for housing transactions and services. The Company is a pioneer in building the industry infrastructure and standards in China to reinvent how service providers and housing customers efficiently navigate and consummate housing transactions, ranging from existing and new home sales, home rentals, to home renovation, real estate financial solutions, and other services. The Company owns and operates Lianjia, China’s leading real estate brokerage brand and an integral part of its Beike platform. With more than 19 years of operating experience through Lianjia since its inception in 2001, the Company believes the success and proven track record of Lianjia pave the way for it to build the industry infrastructure and standards and drive the rapid and sustainable growth of Beike.

Safe Harbor Statement

This press release contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “likely to,” and similar statements. Statements that are not historical facts, including statements about KE Holdings Inc.’s beliefs, plans, and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. Further information regarding these and other risks is included in KE Holdings Inc.’s filings with the SEC. All information provided in this press release is as of the date of this press release, and KE Holdings Inc. does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

For investor and media inquiries, please contact:

In China:

KE Holdings Inc.

Investor Relations

Matthew Zhao

Siting Li

E-mail: [email protected]

The Piacente Group, Inc.

Ross Warner

Tel: +86-10-6508-0677

E-mail: [email protected]

In the United States:

The Piacente Group, Inc.

Brandi Piacente

Tel: +1-212-481-2050

E-mail: [email protected]

KEYWORDS: China Asia Pacific

INDUSTRY KEYWORDS: Technology Entertainment Online Finance Banking Residential Building & Real Estate Commercial Building & Real Estate Professional Services Construction & Property Software Networks Internet REIT Data Management

MEDIA:

AeroGrow Reports 2nd Quarter Results

  • Revenue Increases 224% to $14.3M
    ; Favorable Sales Trends Continue in Early Q3
  • Income From Operations
    Rises to $1.3M

    Gross Margin Improves 800+ basis points to 41.3%
  • Six month results: Revenue up 245% to $
    30
    .7M;
    Income From Operations
    Rises to
    $4.0M, up
    from a PY
    loss of
    $2.1M;
    Gross Margin Improves 1,000+ basis points to 43.
    2
    %
  • Effective 11/11/20, The Company Enters into a
    Merger Agreement with a Subsidiary of the Scotts Miracle-Gro Company

BOULDER, Colo., Nov. 16, 2020 (GLOBE NEWSWIRE) — AeroGrow International, Inc. (OTCQB: AERO) (“AeroGrow” or “the Company”), the manufacturer and distributor of AeroGardens – the world’s leading family of In-Home Garden Systems™ – announced results for its 2nd quarter ended September 30, 2020.

The Company recorded Net Revenue of $14.3 million, an increase 224% vs. the same period in the prior year.  Income from Operations was $1.3M, up from a loss of $1.1M in the prior year period.  For the first six months of Fiscal Year 2021, Net Revenue was up 245% to $30.7M and Income from Operations rose to $4.0M, up from a loss of $2.1M the prior year.

“Our string of excellent results continued in the second quarter,” said J. Michael Wolfe, AeroGrow’s President & CEO. “Sales across all three of our distribution channels – Amazon, Direct-to-Consumer and Retail – were strong throughout the quarter. This is our fourth consecutive quarter with record sales and profitability, a trend which accelerated due to the COVID-19 pandemic beginning in March. That being said, it appears the significant COVID sales spike that we experienced this spring has moderated – but with the business now routinely operating at a much higher level than it was prior to the pandemic. We believe this spike reflects an increased interest in gardening, at-home meal preparation and access to fresh, safe food sources…and the AeroGarden certainly meets all of these needs.

“Over the past six months we have focused on refining our pricing model and reducing our product costs. This focus helped drive our gross margin up to 43.2%, an increase of over 1,000 bps vs. the same period last year. Our gross margin has also benefited from a larger portion of our sales coming through our Direct-to-Consumer channel (AeroGarden.com), which affords us better margins. In addition, our digital marketing programs continued to help drive our growth with significantly improved efficiencies. These factors drove the significant improvement in our sales and operating profit and demonstrate the leverage in our business as it continues to scale.

“Our general marketing and public relations campaigns for the upcoming holiday selling season launch in earnest beginning later this week. The hallmark of our campaign will be a television spot that you can view here: https://vimeo.com/478249976/71bff315ff. We are also partnering with Olympic Gold Medalist and avid gardener Aly Raisman along with former Iron Chef and restaurateur Cat Cora, who will be supporting our brand digitally to their millions of followers. In addition, the AeroGarden will be featured in Oprah Winfrey’s Holiday Gift Guide, dozens of news articles and podcasts as well as high profile television programs such as Good Morning America and the Kelly Clarkson show.

“A key challenge in the business has been managing our world-wide supply chain to support our triple-digit growth and what appears to be continued strong demand for our products as we approach our peak holiday selling season. While our key vendors have done a good job of delivering for us in a timely fashion, we must acknowledge that there is general infrastructural stress affecting the world’s supply chain (e.g., ocean freight, customs clearance, availability of trucks and trains, FedEx and UPS capacity constraints, etc.) that could impact our inventory levels and which represents a potential risk as we enter the key holiday selling season.

“Last month we introduced a new Farm model and an all new Sprout into our AeroGarden product line. We are also nearing the launch of “Bloom by Botanicare,” our large-plant growing device that we believe is the most advanced in the world. Bloom monitors and dynamically adjusts key environmental factors for each stage of a plant’s development – maximizing the speed of growth, yields, flavor and consistency of thousands of potential plant varieties. While the launch of our Bloom product has experienced several slight delays, we now have numerous units in the field and the feedback is exceptional. We expect the initial launch of the Bloom web site and preliminary marketing efforts to begin in the coming weeks.

“I am extremely pleased with our results for the first six months of this fiscal year. Moreover, we believe we are well prepared to deliver a successful holiday selling season and to continue building on our recent success.”

On November 11, 2020 the Company entered into an Agreement and Plan of Merger with SMG Growing Media, a subsidiary of The Scotts Miracle-Gro Company. The closing of the Merger is subject to, among other conditions, the approval of the Merger Agreement by a majority of the outstanding shares of Common Stock and various customary conditions, including, but not limited to, the obtainment of necessary regulatory approvals.

The Merger Agreement provides that each share of common stock of the Company (other than Excluded Shares and Dissenting Shares), will be automatically converted into the right to receive $3.00 in cash. The Merger Agreement contains certain termination rights, including the right of the Company to terminate the Merger Agreement to accept a Superior Proposal. In addition, subject to certain exceptions and limitations set forth in the Merger Agreement, either party may terminate the Agreement if the Merger is not consummated by March 31, 2021. Details of the Merger Agreement are available on the Company’s Form 8-K filed with the Securities And Exchange Commission on November 12, 2020.

Forward-Looking Statements

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: Statements by J. Michael Wolfe and/or the Company, statements regarding growth of the AeroGarden product line, ability to raise capital, optimism related to the business, expanding sales, market acceptance of developments and enhancements to our product line, improved margins and profitability, and other statements in this press release are forward-looking statements within the meaning of the Securities Litigation Reform Act of 1995. Such statements are based on current expectations, estimates and projections about the Company’s business. Words such as expects, anticipates, intends, plans, believes, sees, estimates and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks and uncertainties that are difficult to predict. Actual results could vary materially from the description contained herein due to many factors including continued market acceptance of the Company’s products or the need to raise additional capital. In addition, actual results could vary materially based on changes or slower growth in the indoor garden market; the potential inability to realize expected benefits and synergies; domestic and international business and economic conditions; changes in customer demand or ordering patterns; changes in the competitive environment including pricing pressures or technological changes; technological advances; shortages of manufacturing capacity; future production variables impacting excess inventory and other risk factors listed from time to time in the Company’s Securities and Exchange Commission (SEC) filings, including in “Item 1A Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2020. The forward-looking statements contained in this press release speak only as of the date on which they are made, and the Company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release.

Additional detailed information concerning a number of the important factors that could cause actual results to differ materially from the forward-looking information contained in this release is readily available in the Company’s publicly filed quarterly, annual and other reports. The Company disclaims any obligation to update developments of these risk factors or to announce publicly any revision to any of the forward-looking statements contained in this release, or to make corrections to reflect future events or developments.

 
 
AEROGROW INTERNATIONAL, INC.

CONDENSED BALANCE SHEETS
 
    September 30,

2020
    March 31,

2020
 
(in thousands, except share and per share data)   (Unaudited)     (Derived from
Audited Statements)
 
ASSETS                
Current assets                
Cash   $ 3,815     $ 9,046  
Restricted cash     15       15  
Accounts receivable, net of allowance for doubtful accounts of $694 and $376                
at September 30, 2020 and March 31, 2020, respectively     6,217       3,422  
Other receivables     391       257  
Inventory, net     12,849       4,788  
Prepaid expenses and other     3,773       1,392  
Total current assets     27,060       18,920  
Property and equipment and intangible assets, net of accumulated depreciation of $5,789 and                 
$5,467 at September 30, 2020 and March 31, 2020, respectively     2,142       1,229  
Operating lease right-of-use     1,158       1,229  
Deposits     754       669  
Total assets   $ 31,114     $ 22,047  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY                
Current liabilities                
Accounts payable   $ 5,583     $ 2,332  
Accounts payable related party     1,075       2,396  
Accrued expenses     3,842       2,308  
Finance lease liability     7       29  
Notes payable related party     2,000        
Debt associated with sale of intellectual property     14       17  
Operating lease liability-current portion     141       58  
Total current liabilities     12,662       7,140  
Long term liabilities                
Notes payable related party     900       900  
Operating lease liability     1,129       1,201  
Other liability           297  
Total liabilities     14,691       9,538  
Commitments and contingencies                
Stockholders’ equity                
Preferred stock, $.001 par value, 20,000,000 shares authorized, 0 issued and outstanding                 
at September 30, 2020 and 2019, respectively            
Common stock, $.001 par value, 750,000,000 shares authorized, 34,328,036                 
shares issued and outstanding at September 30, 2020 and March 31, 2020     34       34  
Additional paid-in capital     140,817       140,817  
Accumulated deficit     (124,428 )     (128,342 )
Total stockholders’ equity     16,423       12,509  
Total liabilities and stockholders’ equity   $ 31,114     $ 22,047  
                 

AEROGROW INTERNATIONAL, INC.

CONDENSED STATEMENTS OF OPERATIONS
 
    Three Months ended

September 30,
    Six Months ended

September 30,
 
(in thousands, except per share data)   2020     2019     2020     2019  
Net revenue   $ 14,310     $ 4,423     $ 30,721     $ 8,898  
Cost of revenue     8,403       2,958       17,457       5,977  
Gross profit     5,907       1,465       13,264       2,921  
                                 
Operating expenses                                
Research and development     294       276       595       487  
Sales and marketing     2,888       1,369       5,703       2,772  
General and administrative     1,406       893       2,980       1,787  
Total operating expenses     4,588       2,538       9,278       5,046  
                                 
Income (loss) from operations     1,319       (1,073 )     3,986       (2,125 )
                                 
Other (expense), net                                
Interest expense – related party     (24 )     (52 )     (47 )     (54 )
Other (expense), net     (29 )     (1 )     (25 )     (5 )
Total other (expense), net     (53 )     (53 )     (72 )     (59 )
                                 
Net income (loss)   $ 1,266     $ (1,126 )   $ 3,914     $ (2,184 )
Net income (loss) per share, basic and diluted   $ 0.04     $ (0.03 )   $ 0.11     $ (0.06 )
                                 
Weighted average number of common                                 
shares outstanding, basic and diluted     34,328       34,328       34,328       34,328  
                                 

About AeroGrow International, Inc.

Headquartered in Boulder, Colorado, AeroGrow International, Inc. is the leader in the rapidly growing indoor gardening category. AeroGardens allow anyone to grow farmer’s market fresh herbs, salad greens, tomatoes, chili peppers, flowers and more, indoors, year-round, so simply and easily that no green thumb is required. With an AeroGarden…you can grow anything! In April 2013, AeroGrow entered into a strategic partnership with Scotts Miracle-Gro to continue to expand the indoor gardening market. For more information, visit http://www.aerogrow.com.



Investor Relations: 
Grey Gibbs
Senior Vice President of Finance and Accounting
[email protected]
303-444-7755

Jamf Announces Launch of Proposed Follow-on Offering of Common Stock by Selling Shareholders

MINNEAPOLIS, Nov. 16, 2020 (GLOBE NEWSWIRE) — Jamf Holding Corp. (“Jamf”) (NASDAQ: JAMF), the standard in Apple Enterprise Management, today announced the commencement of a public follow-on offering of its common stock by certain of its selling shareholders. The selling shareholders are offering 10,000,000 shares of Jamf common stock pursuant to a registration statement on Form S-1 filed with the Securities and Exchange Commission (the “SEC”). Certain of the selling shareholders also intend to grant the underwriters the right to purchase up to an additional 1,500,000 shares on the same terms and conditions. Jamf will not receive any proceeds from the sale of shares by the selling shareholders, and will not issue any shares of its common stock in the offering.

Goldman Sachs & Co. LLC, J.P. Morgan, BofA Securities and Barclays are acting as lead book-running managers for the proposed offering.

The proposed offering will be made only by means of a prospectus. Copies of the preliminary prospectus relating to the offering may be obtained from: Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at 1-866-471-2526, or by e-mail at [email protected]; or J.P. Morgan, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204, or by emailing [email protected]; or BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attention: Prospectus Department, or by e-mail at [email protected]; or Barclays, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-888-603-5847, or email: [email protected].

A registration statement relating to these securities has been filed with the SEC, but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding our financial outlook and market positioning. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,” “likely” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those that we expected, including: the impact on our operations and financial condition from the effects of the current COVID-19 pandemic; the potential impact of customer dissatisfaction with Apple or other negative events affecting Apple services and devices, and failure of enterprises to adopt Apple products; the potentially adverse impact of changes in features and functionality by Apple on our engineering focus or product development efforts; changes in our continued relationship with Apple; the fact that we are not party to any exclusive agreements or arrangements with Apple; our reliance, in part, on channel partners for the sale and distribution of our products; risks associated with cyber-security events; the impact of reputational harm if users perceive our products as the cause of device failure; our ability to successfully develop new products or materially enhance current products through our research and development efforts; our ability to continue to attract new customers; our ability to retain our current customers; our ability to sell additional functionality to our current customers; our ability to meet service-level commitments under our subscription agreements; our ability to correctly estimate market opportunity and forecast market growth; risks associated with failing to continue our recent growth rates; our dependence on one of our products for a substantial portion of our revenue; our ability to scale our business and manage our expenses; our ability to change our pricing models, if necessary to compete successfully; the impact of delays or outages of our cloud services from any disruptions, capacity limitations or interferences of third-party data centers that host our cloud services, including AWS; our ability to maintain, enhance and protect our brand; our ability to maintain our corporate culture; the ability of Jamf Nation to thrive and grow as we expand our business; the potential impact of inaccurate, incomplete or misleading content that is posted on Jamf Nation; our ability to offer high-quality support; risks and uncertainties associated with potential acquisitions and divestitures, including, but not limited to, disruptions to ongoing operations; diversions of management from day-to-day responsibilities; adverse impacts on our financial condition; failure of an acquired business to further our strategy; uncertainty of synergies; personnel issues; resulting lawsuits and issues unidentified in diligence processes; our ability to predict and respond to rapidly evolving technological trends and our customers’ changing needs; our ability to compete with existing and new companies; the impact of adverse general and industry-specific economic and market conditions; the impact of reductions in IT spending; the impact of real or perceived errors, failures or bugs in our products; the impact of interruptions or performance problems associated with our technology or infrastructure; our ability to attract and retain highly qualified personnel; risks associated with competitive challenges faced by our customers; the impact of statutory and regulatory determinations on our offerings to governmental entities; risks associated with stringent and changing privacy laws, regulations and standards, and information security policies and contractual obligations related to data privacy and security; the impact of any catastrophic events; and, risks associated with our financial results or difficulty in predicting our financial results due to our revenue recognition. Given these factors, as well as other variables that may affect Jamf’s operating results, you should not rely on forward-looking statements, assume that past financial performance will be a reliable indicator of future performance, or use historical trends to anticipate results or trends in future periods. The forward-looking statements included in this press release and on the related teleconference call relate only to events as of the date hereof. Jamf undertakes no obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

About Jamf

Jamf, the standard in Apple Enterprise Management, extends the legendary Apple experience people love to businesses, schools and government organizations through its software and the world’s largest online community of IT admins focused exclusively on Apple, Jamf Nation.

Investor Contact:

Jennifer Gaumond
[email protected]

Media Contact:

Rachel Nauen
[email protected]