Gold Fields Limited: Operational update for the quarter ended 30 September 2020

PR Newswire

JOHANNESBURG, Nov. 12, 2020 /PRNewswire/ — Gold Fields Limited (NYSE: GFI) (JSE: GFI) remains in a strong financial position. During Q3 2020, there was a further decrease in the net debt balance (including leases) to US$1,159m at 30 September 2020 from US$1,239m at 30 June 2020, after taking into account the interim dividend payment of US$85m. This implies a net debt to EBITDA of 0.68x, compared to 0.84x at end June 2020. The net debt balance (excluding leases) decreased to US$796m from US$876m at the end of June 2020.

Full results are available on the company website:

www.goldfields.com

Enquiries

Investors
Avishkar Nagaser
Tel:  +27 11 562-9775
Mobile:  +27 82 312 8692
Email : [email protected]

Thomas Mengel

Tel:  +27 11 562 9849
Mobile:  +27 72 493 5170
Email:  [email protected]

Media

Sven Lunsche
Tel:  +27 11 562-9763
Mobile:  +27 83 260 9279
Email :  [email protected]

Notes to editors

About Gold Fields

Gold Fields is a globally diversified gold producer with nine operating mines in Australia, Peru, South Africa and West Africa (including the Asanko JV), as well as one project in Chile. We have total attributable annual gold-equivalent production of 2.2Moz, attributable gold-equivalent Mineral Reserves of 51.3Moz and Mineral Resources of 115.7Moz. Our shares are listed on the Johannesburg Stock Exchange (JSE) and our American depositary shares trade on the New York Stock Exchange (NYSE).

Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd

 

Cision View original content:http://www.prnewswire.com/news-releases/gold-fields-limited-operational-update-for-the-quarter-ended-30-september-2020-301171610.html

SOURCE Gold Fields Limited

GVC sets out a clear strategy for sustainability, growth and innovation

PR Newswire

LONDON, Nov. 12, 2020 /PRNewswire/ — GVC Holdings PLC (LSE: GVC), the global sports-betting and gaming group whose brands include Ladbrokes, Coral, bwin, Sportingbet, partypoker and BetMGM, is today setting out ambitious plans for the future under its two core strategic pillars of sustainability and growth.

These plans will be driven by the Group’s leading proprietary technology and supported by a range of strategic initiatives, launched today. They include a new corporate identity, a commitment to operating in 100% regulated markets, and new technology-driven protection for customers.

To reflect the Group’s ambition to be the world leader in sports betting and gaming entertainment, GVC is today announcing that, subject to shareholder approval, it will be renamed as Entain plc.  

“Today marks an exciting new chapter for the Group, and an important step forward in achieving our ambition of being the world leader in sports betting and gaming,” said Shay Segev, Chief Executive. “Under our new corporate identity, we will continue to use our unique technology platform to grow in both existing and new markets, innovate, reach new audiences, enhance the customer experience, and provide industry-leading levels of player protection.

We are absolutely committed to pursuing the highest standards of corporate governance, to providing outstanding career development opportunities for our colleagues, and to supporting the communities in which we operate.”




Sustainability Charter Launched


The Group underpinned its commitment to raising standards in responsible gaming with the launch of a new Sustainability Charter today, committing to:  

  • An exclusive focus on regulated markets: a commitment that, by the end of 2023, 100% of the Group’s revenue will come from markets that are nationally regulated – with 99% from regulated or regulating markets by the end of 2020
  • Continuing to lead on responsible gambling: launching the Advanced Responsibility & Care (“ARC”) programme, which uses proprietary technology to further enhance player protection through additional checks as well as improved monitoring and interventions
  • Embedding responsible gambling into our remuneration policy
  • Pursuing the highest standards of corporate governance
  • Investing in people and local communities with the launch of the Entain Foundation, which is committed to donating £100 million over the next five years to provide further support to the international communities in which we operate. In the UK this includes our new Pitching In programme, to support grass roots sports and sports people.


Growth: four key drivers

We have a range of exciting growth opportunities that can significantly increase the scale of the Group over the next three to five years.  These opportunities are based on four strategic imperatives:

  1. Leadership in the US: we have a clear ambition to be the leading operator in the US through BetMGM, our joint venture with MGM Resorts.
  2. Grow our core markets: we have achieved a huge amount in our existing markets, but there is still substantial headroom for further growth.
  3. Enter new markets: we see significant opportunities for expansion into new regulated markets through organic opportunities as well as M&A.
  4. Expand to new audiences: new technology-enabled forms of entertainment are constantly emerging, and we intend to be at the forefront of capturing them.  For instance, eSports and digital gaming are becoming the hub for a rapidly growing audience out of which are evolving new betting markets, and we see significant potential for us in this area.

For further details, please visit: https://gvc-plc.com/news/

About GVC Holdings PLC

GVC Holdings PLC (LSE:GVC) is a FTSE100 company and is one of the world’s largest sports-betting and gaming groups, operating both online and in the retail sector. The Group owns a comprehensive portfolio of established brands; Sports Brands include bwin, Coral, Crystalbet, Eurobet, Ladbrokes, Neds and Sportingbet; Gaming Brands include CasinoClub, Foxy Bingo, Gala, Gioco Digitale, partypoker and PartyCasino. The Group owns proprietary technology across all of its core product verticals and in addition to its B2C operations provides services to a number of third-party customers on a B2B basis. The Group has also entered into a joint-venture with MGM Resorts to capitalise on the sports-betting and gaming opportunity in the US. The Group is tax resident in the UK with licenses in more than 20 countries, across five continents.

For more information see the Group’s website: www.gvc-plc.com 

Cision View original content:http://www.prnewswire.com/news-releases/gvc-sets-out-a-clear-strategy-for-sustainability-growth-and-innovation-301171354.html

SOURCE GVC Holdings plc

Ultimovacs Announces Third Quarter 2020 Result Presentation

Ultimovacs Announces Third Quarter 2020 Result Presentation

OSLO, Norway–(BUSINESS WIRE)–Ultimovacs ASA (“Ultimovacs”, ticker ULTIMO), a pharmaceutical company developing novel immunotherapies against cancer, announces its third quarter 2020 results today. A presentation by the Company’s management team will take place today on a webcast at 09:00 CEST.

The presentation can be followed as a live webcast, accessible directly through this link or through the link displayed under Reports and Presentations in the investor section of Ultimovacs’ corporate website www.ultimovacs.com.

Highlights for the third quarter of 2020:

  • In the INITIUM trial, a total of twelve patients have been enrolled as per reporting date (compared to three patients reported in the previous quarterly report). INITIUM is a randomized, multi-center Phase II trial evaluating UV1 as a treatment for first-line patients with metastatic malignant melanoma.
  • In the NIPU trial, a total of six patients have been enrolled as per reporting date (compared to four patients reported in the previous quarterly report). NIPU is a randomized, multi-center Phase II trial in which UV1 is investigated as a second-line treatment in mesothelioma.
  • The Covid-19 situation has so far had fairly limited impact regarding site openings and patient inclusion in the Phase II clinical trials. The longer-term effect of the pandemic on the biotech industry and the general ability to conduct clinical trials is still uncertain.
  • In the fully enrolled US-based Phase I trial in malignant melanoma, positive topline results from the first cohort of 20 patients were announced in September 2020. The results confirm achievement of the primary endpoints of safety and tolerability and indicate initial signs of clinical response; the 12-month Overall Survival (OS) rate was 85% and median Progression Free Survival (mPFS) was not reached after 12 months.
  • Five-year overall survival data from the Phase I trial evaluating UV1 as maintenance therapy in patients with non-small cell lung cancer was reported in October 2020. The results confirm achievement of the primary endpoints of safety and tolerability and indicate encouraging initial signals of long-term survival benefit. At the five-year landmark, the OS rate was 33% and mPFS was 10.7 months. (Post-period event)
  • In May 2020, Ultimovacs announced a collaboration with a non-specified big pharma company and a leading European oncology clinical trial group to evaluate UV1 in a third Phase II clinical trial. As communicated in September 2020, finalization of the agreement and announcement of the collaboration is expected during the fourth quarter of 2020.
  • The regulatory approval is now in place to start the Phase I TENDU trial. This trial will investigate a prostate cancer specific vaccine based on the TET technology. The first patient is expected to be enrolled in the first quarter of 2021.
  • Total operating expenses amounted to MNOK 31.1 in Q3-20 and MNOK 98.6 YTD. Cash flow from operations was MNOK -29.6 in Q3-20. Total cash and cash equivalents were reduced by MNOK 29.2 during Q3-20, amounting to MNOK 453.5 as per 30 September 2020.

The full report and presentation are also available under Reports and Presentations in the investor section of Ultimovacs’ corporate website www.ultimovacs.com.

About Ultimovacs

Ultimovacs’ UV1 universal cancer vaccine candidate leverages the high prevalence of the human telomerase (hTERT) to be effective across the dynamic stages of the tumor’s growth and its microenvironment. By directing the immune system to hTERT antigens that are present in over 80% of all cancers, UV1 drives CD4 helper T cells to the tumor with the goal of activating an immune system cascade to increase anti-tumor responses. Ultimovacs’ strategy is to clinically demonstrate UV1’s impact in a range of cancers and in several immunotherapy combinations while expanding our pipeline of cancer vaccine therapies, convinced that a universal approach may be the key to achieving better outcomes for patients.

For further information, please visit www.ultimovacs.com

Carlos de Sousa, CEO

Email: [email protected]

Phone: +47 908 92507

Hans Vassgård Eid, CFO

Email: [email protected]

Phone: +47 482 48632

KEYWORDS: Norway Europe

INDUSTRY KEYWORDS: Pharmaceutical Health Oncology Clinical Trials

MEDIA:

Logo
Logo

Caledonia Mining Corporation Plc: Notification of relevant change to significant shareholder

ST HELIER, Jersey, Nov. 12, 2020 (GLOBE NEWSWIRE) — Caledonia Mining Corporation Plc (“Caledonia” or the “Company”) (NYSE AMERICAN: CMCL; AIM: CMCL) announces that it received notification on November 11, 2020, from BlackRock, Inc., which is a “significant shareholder” of the Company as defined by the AIM Rules for Companies, that it has increased its interest in the Company and on November 10, 2020 crossed a particular threshold for notification of its holdings in the Company. A copy of the notification is below.

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i
 
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached
ii
:
Caledonia Mining Corporation Plc
1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate)
Non-UK issuer X
2. Reason for the notification (please mark the appropriate box or boxes with an “X”)
An acquisition or disposal of voting rights X
An acquisition or disposal of financial instruments  
An event changing the breakdown of voting rights  
Other (please specify)iii:  
3. Details of person subject to the notification obligation
iv
Name BlackRock, Inc.
City and country of registered office (if applicable) Wilmington, DE, USA
4. Full name of shareholder(s) (if different from 3.)v
Name  
City and country of registered office (if applicable)  
5. Date on which the threshold was crossed or reached
vi
:
10/11/2020
6.
Date on which issuer notified (DD/MM/YYYY):
11/11/2020
7. Total positions of person(s) subject to the notification obligation
  % of voting rights attached to shares (total of 8. A) % of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)
Total of both in % (8.A + 8.B) Total number of voting rights of issuervii
Resulting situation on the date on which threshold was crossed or reached 5.07%   0.47%   5.55%   12,118,823
Position of previous notification (if applicable) 4.80%   0.64%   5.45%    

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached
viii
A: Voting rights attached to shares
Class/type of

shares

ISIN code (if possible)
Number of voting rights
ix
% of voting rights
Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)
Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)
Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)
JE00BF0XVB15   615,577   5.07%  
         
         
SUBTOTAL 8. A 615,577 5.07%  
 
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument Expiration

date
x
Exercise/

Conversion Period
xi
Number of voting rights that may be acquired if the instrument is

exercised/converted.
% of voting rights
Securities Lending     25,200 0.20%  
         
         
    SUBTOTAL 8. B 1 25,200 0.20%  
 
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))
Type of financial instrument Expiration

date
x
Exercise/

Conversion Period
xi
Physical or cash

settlement
xii
Number of voting rights % of voting rights
CFD     Cash 32,901 0.27%  
           
           
      SUBTOTAL 8.B.2 32,901 0.27%  
 

9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”)
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii  
Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary) X
Name
xv
% of voting rights if it equals
or is higher than the
notifiable threshold
% of voting rights through
financial instruments if it equals or is
higher than the notifiable threshold



Total of both if it equals or is
higher than the notifiable
threshold



See Attachment      
 
10. In case of proxy voting, please identify:
Name of the proxy holder  
The number and % of voting rights held  
The date until which the voting rights will be held  
 
11. Additional information
xvi

BlackRock Regulatory Threshold Reporting Team

James Michael

020 7743 3650

Place of completion 12 Throgmorton Avenue, London, EC2N 2DL, U.K.
Date of completion 11 November, 2020



Section 9 Attachment

Name
xv
% of voting rights if it equals
or is higher than the
notifiable threshold
% of voting rights
through financial instruments
if it equals or is higher than
the notifiable threshold
Total of both if it equals
or is higher than the
notifiable threshold
BlackRock, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock Holdco 4, LLC      
BlackRock Holdco 6, LLC      
BlackRock Delaware Holdings Inc.      
BlackRock Institutional Trust Company, National Association      
       
BlackRock, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock International Holdings, Inc.      
BR Jersey International Holdings L.P.      
BlackRock (Singapore) Holdco Pte. Ltd.      
BlackRock HK Holdco Limited      
BlackRock Lux Finco S.a.r.l.      
BlackRock Japan Holdings GK      
BlackRock Japan Co., Ltd.      
       
BlackRock, Inc.      
Trident Merger, LLC      
BlackRock Investment Management, LLC      
       
BlackRock, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock International Holdings, Inc.      
BR Jersey International Holdings L.P.      
BlackRock Holdco 3, LLC      
BlackRock Canada Holdings LP      
BlackRock Canada Holdings ULC      
BlackRock Asset Management Canada Limited      
       
BlackRock, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock Holdco 4, LLC      
BlackRock Holdco 6, LLC      
BlackRock Delaware Holdings Inc.      
BlackRock Fund Advisors      
       
BlackRock, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
       
BlackRock, Inc.      
BlackRock Holdco 2, Inc.      
BlackRock Financial Management, Inc.      
BlackRock Capital Holdings, Inc.      
BlackRock Advisors, LLC      
       

For further information please contact:

Caledonia Mining Corporation Plc

Mark Learmonth
Camilla Horsfall

Tel: +44 1534 679 800
Tel: +44 7817841 793
   
WH Ireland (Nomad & Broker)

Adrian Hadden/James Sinclair-Ford

Tel: +44 20 7220 1751
   
Blytheweigh

Tim Blythe/Megan Ray  

Tel: +44 207 138 3204
   
3PPB

Patrick Chidley
Paul Durham

Tel: +1 917 991 7701
Tel: +1 203 940 2538

The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014.

Etrion Releases Third Quarter 2020 Results

GENEVA, Switzerland, Nov. 12, 2020 (GLOBE NEWSWIRE) — Etrion Corporation (“Etrion” or the “Company”) (TSX: ETX) (OMX: ETX), an independent renewable power producer, released today its condensed consolidated interim financial statements and related management’s discussion and analysis (“MD&A”) for the three and nine months ended September 30, 2020.

Q3-20 HIGHLIGHTS

Operational

  • Etrion produced 17.0 Gigawatt-hours (“GWh”) of electricity from the Company’s 57-megawatt (“MW”) portfolio comprising 11 solar power plant sites in Japan. Production was in line with forecast but 7.2% below the same period in 2019 due to lower solar irradiation.
  • Construction of the 45 MW Niigata solar project in central Japan is approximately 60% complete with estimated connection to the electricity grid in the fourth quarter of 2021.
  • As of today, the Company has not been adversely affected by COVID-19. The Company has implemented very rigorous guidelines to ensure the wellbeing of its employees while at the same time maintaining minimal business disruptions.

Financial

  • On October 23, 2020, the Company completed the sale of its interest in the Mie 60 MW solar project and received a total of ¥3.4 billion (approximately US$32.2 million) and a development fee of JPY 300 million (approximately US$2.8 million). On October 6, 2020, the Company also received a payment of ¥700 million (approximately US$6.6 million) as reimbursement of advances given to the Mie 60 MW solar project developer, including ¥64 million (approximately US$0.6 million) as interest. In aggregate, Etrion received a total of JPY 4.4 billion (approximately US$41.6 million) on this Mie 60 MW final agreement. USD equivalents were calculated using the actual transaction date exchange rate.
  • The Company engaged Mitsubishi UFJ Morgan Stanley Securities Co., Ltd (“MUMSS”) as financial advisor to assist with the potential sale of the Company’s 57-megawatt operating solar portfolio and its 45-megawatt solar park under construction in Japan.  As a result, management has concluded that as of September 30, 2020, the Japanese solar assets and the entire Solar Segment has met the definition of assets held-for-sale and discontinued operation as per IFRS 5 and prepared its financial reporting accordingly.
  • Etrion’s consolidated revenues from the Japanese discontinued operation were US$6.0 million, 5.4% below the same period in 2019 due to lower solar irradiation.
  • Etrion’s solar segment EBITDA from the Japanese discontinued operation was US$4.8 million, 9.9% lower relative to the same period in 2019. The optimization of the Japanese corporate structure and renegotiation of the O&M contracts partially offset the impact of lower solar irradiation levels compared to the same period in 2019.
  • Etrion’s consolidated EBITDA from continuing operations was US$31.7 million, significantly higher relative to the same period in 2019 due to the sale of the Mie 60 MW solar project.
  • Etrion closed the third quarter of 2020 with an unrestricted cash balance of US$5.5 million held at the corporate level and working capital of US$4.2 million, after excluding the Japanese assets-held-for sale.

Corporate

  • As mentioned above, the Company engaged MUMSS as financial advisor to assist with the potential sale of the Company’s 57-megawatt operating solar portfolio and its 45-megawatt solar park under construction in Japan. Management anticipates receiving one or more binding offers by end of the year. Depending on the offers received, the company will determine whether to proceed to close a sale by the end of the first quarter in 2021, subject to the negotiation of final agreements and the receipt of any required shareholders and regulatory approvals.

Board Update

Garrett Soden will be stepping down from the Board of Directors by the end of the year to comply with industry corporate governance guidelines regarding the maximum number of non-executive director appointments per individual. Aksel Azrak, Chairman of the Board commented “On behalf of the Board members I want to take this opportunity to thank Garrett for his invaluable leadership and contributions as a board member for the past 7 years.”

Management Comments

Marco A. Northland, the Company’s Chief Executive Officer, commented, “We are delighted to have completed the sale of our interest in the Mie project.  On the operational side, our solar plants continue to deliver steady revenues and EBITDA with positive results. On the corporate side, we are making significant progress on the sale process of our Japanese portfolio which has raised strong institutional demand. I am confident we will receive attractive offers for these best-in-class assets.”

FINANCIAL SUMMARY      
  Three months ended Nine months ended


 
US$ thousands (unless otherwise stated) Q3-20 Q3-19 Q3-20 Q3-19  
Electricity production (MWh)1 17,028 18,359 50,031 53,235  
         
Financial performance from continuing operations
 
       
EBITDA 31,734 944 30,383 36  
Net income (loss) 26,818 1,626 23,808 (1,239 )
         
Financial performance from discontinued operations
 
       
Revenue 6,011 6,356 17,437 18,277  
EBITDA 4,757 5,278 13,858 14,061  
Net income 1,212 1,616 3,255 2,800  
         
         
Financial position     Sep 20 Dec 19  
Unrestricted cash at parent level     5,468 10,596  
Restricted cash at project level     112,786  
Working capital     4,151 109,655  
Consolidated net debt on a cash basis     34,206 193,143  
Corporate net debt on a cash basis     34,206 27,201  
Assets-held-for sale, net     20,633  
 
1  MWh = Megawatt-hour

Operations and Finance Update call

A conference call webcast to present the Company’s third quarter 2020 Operations and Finance update will be held on Thursday, November 12, 2020, at 10:00 a.m. Eastern Standard Time (EST) / 4:00 p.m. Central European Time (CET).

Dial-in details:
North America: +1-647-788-4919 / Toll Free: +1-877-291-4570 / Sweden Toll Free: 02-079-4343
Conference ID: 5675576

Webcast:
A webcast will be available at https://www.webcaster4.com/Webcast/Page/1297/33373

The Operations and Finance update call presentation and the Company’s condensed consolidated interim financial statements for the three and nine months ended September 30, 2020, as well as the related documents, will be available on the Company’s website (www.etrion.com)
  
A replay of the telephone conference will be available until November 12, 2021.

Replay dial-in details:
North America: +1-416-621-4642 / Toll Free: +1-800-585-8367 
Passcode for replay: 5675576

About Etrion 

Etrion Corporation is an independent power producer that develops, builds, owns and operates utility-scale solar power generation plants. The Company owns and operates 57 MW of solar capacity and owns the 45 MW Niigata project under construction, all in Japan. The Company is listed on the Toronto Stock Exchange in Canada and the NASDAQ OMX Stockholm exchange in Sweden under ticker symbol “ETX”. Etrion’s largest shareholder is the Lundin family, which owns approximately 36% of the Company’s shares directly and through various trusts.

For additional information, please visit the Company’s website at www.etrion.com or contact:

Christian Lacueva – Chief Financial Officer 
Telephone: +41 (22) 715 20 90
  
Note: The capacity of power plants in this release is described in approximate megawatts on a direct current (“DC”) basis, also referred to as megawatt-peak (“MWp”).

Etrion discloses the information provided herein pursuant to the Swedish Securities Market Act. The information was submitted for publication at 8:05 a.m. CET on November 12, 2020.

Non-IFRS Measures:

This press release includes non-IFRS measures not defined under IFRS, specifically earnings before interest, taxes, depreciation and amortization (“EBITDA”) and Adjusted operating cash flow. Non-IFRS measures have no standardized meaning prescribed under IFRS and therefore such measures may not be comparable with those used by other companies.  EBITDA is a useful metric to quantify the Company’s ability to generate cash before extraordinary and non-cash accounting transactions recognized in the financial statements. In addition, EBITDA is useful to analyze and compare profitability between companies and industries because it eliminates the effects of financing and accounting policy decisions. The most comparable IFRS measure to EBITDA is net income (loss). In addition, adjusted operating cash flow is used by investors to compare cash flows from operating activities without the effects of certain volatile items that can positively or negatively affect changes in working capital and are viewed as not directly related to a company’s operating performance. The most comparable IFRS measure to adjusted operating cash flow is cash flow used in operations. Refer to Etrion’s MD&A for the three and nine months ended September 30, 2020, for a reconciliation of EBITDA and adjusted operating cash flow reported during the period.

Forward-Looking Information: 

This press release contains certain “forward-looking information”. All statements, other than statements of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements relating to the Company’s proposed sale of its Japanese solar assets and the construction and operation of the Niigata project) constitute forward-looking information. This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company as well as certain assumptions including, without limitation, the ability of the Company to complete the sale of the Japanese assets or, if such sale does not proceed, to execute on its development projects in Japan on economic terms and in a timely manner. Forward-looking information is subject to a number of significant risks and uncertainties and other factors that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, but are not limited to, the risk that the Company may not be able to complete the sale of the Japanese assets, the Company’s solar projects may not produce electricity or generate revenues and earnings at the levels expected, the risk that the Company may not be able to obtain all applicable permits for the development of projects in Japan and the associated project financing required for the development of such projects on economic terms, uncertainties with respect to the potential impact of the current COVID-19 pandemic on the Company’s operations and the risk of unforeseen delays in the development and construction of its projects. Reference is also made to the risk factors disclosed under the heading “Risk factors” in the Company’s AIF for the year ended December 31, 2019 which has been filed on SEDAR and is available under the Company’s profile at www.sedar.com.

Any forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.

CytoSorbents to Present at the Jefferies Virtual London Healthcare Conference

PR Newswire

MONMOUTH JUNCTION, N.J., Nov. 12, 2020 /PRNewswire/ — CytoSorbents Corporation (NASDAQ: CTSO), a critical care immunotherapy leader commercializing its CytoSorb® blood purification technology to treat deadly inflammation in critically-ill and cardiac surgery patients around the world, announced that the Company will present an overview of the company at the Jefferies Virtual London Healthcare Conference on Tuesday, November 17, 2020 and meet with investors in 1×1 meetings throughout the day.  For European investors, please contact your Jefferies representative to assist with scheduling.



Jefferies Virtual London Healthcare Conference




When:
 Tuesday, November 17, 2020 from 2:40PM-3:10PM GMT (9:40AM-10:10AM EST)
Webcast: Jefferies London Presentation Webcast Link

A live webcast of the presentation will be available at the above webcast link.  An archived replay of the webcast will be available for 90 days following the event.

About CytoSorbents Corporation (
NASDAQ: CTSO
)

CytoSorbents Corporation is a leader in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb® is approved in the European Union with distribution in 66 countries around the world, as an extracorporeal cytokine adsorber designed to reduce the “cytokine storm” or “cytokine release syndrome” that could otherwise cause massive inflammation, organ failure and death in common critical illnesses. These are conditions where the risk of death is extremely high, yet no effective treatments exist. CytoSorb® is also being used during and after cardiac surgery to remove inflammatory mediators that can lead to post-operative complications, including multiple organ failure. CytoSorb® has been used in more than 110,000 human treatments to date.  CytoSorb has received CE-Mark label expansions for the removal of bilirubin (liver disease), myoglobin (trauma) and both ticagrelor and rivaroxaban during cardiothoracic surgery.  CytoSorb has also received FDA Emergency Use Authorization in the United States for use in critically-ill COVID-19 patients with imminent or confirmed respiratory failure, in defined circumstances.  CytoSorb has also been granted FDA Breakthrough Designation for the removal of ticagrelor in a cardiopulmonary bypass circuit during emergent and urgent cardiothoracic surgery.

CytoSorbents’ purification technologies are based on biocompatible, highly porous polymer beads that can actively remove toxic substances from blood and other bodily fluids by pore capture and surface adsorption. Its technologies have received non-dilutive grant, contract, and other funding of more than $38 million from DARPA, the U.S. Army, the U.S. Department of Health and Human Services, the National Institutes of Health (NIH), National Heart, Lung, and Blood Institute (NHLBI), the U.S. Army, the U.S. Air Force, U.S. Special Operations Command (SOCOM), Air Force Material Command (USAF/AFMC), and others. The Company has numerous products under development based upon this unique blood purification technology protected by many issued U.S. and international patents and multiple applications pending, including ECOS-300CY™, CytoSorb-XL™, HemoDefend-RGC™, HemoDefend-BGA™, VetResQ™, K+ontrol™, ContrastSorb, DrugSorb, and others.    For more information, please visit the Company’s websites at www.cytosorbents.com and www.cytosorb.com or follow us on Facebook and Twitter.

Forward-Looking Statements

This press release includes forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about our plans, objectives, representations and contentions, including statements regarding our expectations about our cash runway, the advancement of our trials, our plans to initiate new trials, our goals to develop and commercialize CytoSorb and the timing thereof, the potential impact of COVID-19 on our operations and milestones,  and are not historical facts and typically are identified by use of terms such as “may,” “should,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue” and similar words, although some forward-looking statements are expressed differently. You should be aware that the forward-looking statements in this press release represent management’s current judgment and expectations, but our actual results, events and performance could differ materially from those in the forward-looking statements. Factors which could cause or contribute to such differences include, but are not limited to, risks discussed in our Annual Report on Form 10-K, filed with the SEC on March 5, 2020, as updated by the risks reported in our Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, and in the press releases and other communications to shareholders issued by us from time to time which attempt to advise interested parties of the risks and factors which may affect our business. We caution you not to place undue reliance upon any such forward-looking statements, particularly in light of the current coronavirus pandemic, where businesses can be impacted by rapidly changing state and federal regulations, as well as the health and availability of their workforce. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, other than as required under the Federal securities laws.

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Cytosorbents Contact:

Amy Vogel

Investor Relations
732-398-5394
[email protected]

Investor Relations Contact:

Jeremy Feffer

LifeSci Advisors
917-749-1494
[email protected]

Public Relations Contact:

Eric Kim

Rubenstein Public Relations
212-805-3055
[email protected]

 

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SOURCE CytoSorbents Corporation

NANOBIOTIX Announces Positive New Pre-clinical Data Suggesting Radioenhancer NBTXR3 Could Have a Significant Impact in Immunotherapy

NANOBIOTIX Announces Positive New Pre-clinical Data Suggesting Radioenhancer NBTXR3 Could Have a Significant Impact in Immunotherapy

  • Positive new data from two (2) pre-clinical presentations delivered at The Society for the Immunotherapy of Cancer (SITC) 35th Anniversary Annual Meeting:
    • Modulation of TCR Repertoire by Radiotherapy-activated NBTXR3 nanoparticles
      • NBTXR3 activated by radiation therapy produced a strong abscopal effect without a checkpoint inhibitor combination
      • NBTXR3 activated by radiation therapy stimulated adaptive antitumor immunity
      • NBTXR3 activated by radiation therapy increased TCR repertoire diversity in treated tumors compared to radiation therapy alone
    • NBTXR3 Nanoparticle with Immunoradiation Improves Survival and Generates Long-term Anti-tumor Memory in an anti-PD-1 resistant Murine Lung Cancer Model
      • The combination of NBTXR3 plus high dose and low dose radiation (RadScopal™) with anti-PD-1 and anti-CTLA-4 significantly improved the control of both the primary and secondary tumors, extended survival, and reduced lung metastases in an anti-PD-1 resistant lung cancer model
      • NBTXR3 plus RadScopal™ plus checkpoint inhibition promoted anti-tumor response at both molecular and cellular levels
      • NBTXR3 plus RadScopal™ plus checkpoint inhibition produced long-term anti-tumor memory
  • In addition to early efficacy data from the Nanobiotix phase I study evaluating NBTXR3 activated by radiation therapy in combination with anti-PD-1, these results further support the continued acceleration of development for NBTXR3 in immunotherapy

PARIS & CAMBRIDGE, Mass.–(BUSINESS WIRE)–NANOBOTIX (Euronext: NANO – ISIN: FR0011341205 – the “Company”), a clinical-stage nanomedicine company pioneering new approaches to the treatment of cancer, today announced positive new in vivo pre-clinical data from two (2) studies at The Society for Immunotherapy of Cancer (SITC) 35th Anniversary Annual Meeting. One ePoster presentation was delivered by Nanobiotix and one oral presentation was delivered by The University of Texas MD Anderson Cancer Center (MD Anderson).

Historically, data has shown that radiation therapy can modulate the immune system; however, clinical evidence of distant tumor control and sustained antitumor immunity is rare. As such, there is an opportunity for new treatment solutions with the potential to prime a strong anti-tumor response. If validated, this benefit could improve treatment outcomes for patients receiving radiation therapy alone and could also be combined with immune checkpoint inhibitors (ICIs) such as anti-PD-1 and anti-CTLA to improve response rates and survival outcomes.

NBTXR3 is a potentially first-in-class radioenhancer that is administered one time, directly into the tumor. When activated by radiation therapy, the product candidate is designed to increase the energy deposit within the tumor without increasing the deposit in surrounding healthy tissues. This physical, universal mode of action leads to an increased tumor-killing effect along with adaptive immune response.

Modulation of TCR Repertoire by Radiotherapy-activated NBTXR3 Nanoparticles

Audrey Darmon, Ping Zhang, Sébastien Paris

Abstract ID: 582

In this study, immunocompetent mice were injected in both flanks with colon carcinoma cells. Intratumoral injection of NBTXR3 or of a 5% glucose solution was administered to the right flank tumors at 25% of baseline tumor volume. The right flank tumors were then irradiated, and the left flank tumors remained untreated. To evaluate the role of CD8+ T cell infiltrates in tumor control and abscopal effect, the CD8+ T cells were depleted in some mice treated with NBTXR3.

Results show similar control of the treated tumor in both the NBTXR3 activated by radiation therapy and glucose plus radiation therapy groups, but only NBTXR3 activated by radiation therapy produced an abscopal effect. Depletion of CD8+ T cells completely abolished the abscopal effect, suggesting that CD8+ T cells drive the abscopal effect induced by NBTXR3 activated by radiation therapy.

TCR diversity analysis of NBTXR3 activated by only a 3x4Gy dose of radiation therapy indicated that that more TCR diversity can be found in tumors treated with NBTXR3 than with radiation therapy alone. Additionally, a significant different in TCR diversity was observed between treated and untreated tumors in the NBTXR3 group, while no significant difference was observed in the group that received radiation therapy alone.

NBTXR3 Nanoparticle with Immunoradiation Improves Survival and Generates Long-term Anti-tumor Memory in an anti-PD1 Resistant Murine Lung Cancer Model

Yun Hu, Sébastien Paris, Hampartsoum Barsoumian, Chike Osita Abana, Saumil Gandhi, Quynh-Nhu Nguyen, Maria Angelica Cortez, James W. Welsh

Abstract ID: 200

Although a previous study showed that treatment with high dose radiation and NBTXR3 on primary tumors in combination with systemic anti-PD-1 was able to significantly improve abscopal effect in a murine metastatic lung cancer model, most of the mice eventually died due to the growth of secondary tumors. This new study intended to evaluate the use of NBTXR3 in the primary tumor, high dose radiation therapy in the primary tumor and low dose radiation therapy in the secondary tumor (RadScopal™), and checkpoint inhibition in the form of anti-PD-1 and anti-CTLA-4 to achieve complete control of both primary and second tumors in mice.

All mice in all groups except the group receiving NBTXR3, RadScopal™, and checkpoint inhibition in combination died due to the growth of either the primary tumor or the secondary tumor. In the NBTXR3 plus RadScopal™ plus checkpoint inhibition group, both primary and secondary tumors were eliminated in 50% of mice. No tumor growth was observed in these mice after metastatic lung cancer cells were re-introduced to the body.

These data show that the combination of NBTXR3, RadScopal™, and immunotherapy was observed to significantly improve the control of both the primary and secondary tumors, extend survival, and reduce lung metastases in an anti-PD-1 resistant lung cancer model. Furthermore, this treatment combination was observed to promote anti-tumor response at both molecular and cellular levels, and to produce long-term anti-tumor immune memory.

***

About NBTXR3

NBTXR3 is a novel, potentially first-in-class radioenhancer composed of functionalized hafnium oxide nanoparticles that is administered via one-time intra-tumoral injection and activated by radiation therapy. The primary mode of action (MoA) of NBTXR3 is designed to generate increased cellular destruction when activated by radiation therapy without increasing damage to healthy tissues. Subsequently, this cellular destruction also triggers an adaptive immune response.

NBTXR3 is being evaluated in locally advanced head and neck squamous cell carcinoma (HNSCC) of the oral cavity or oropharynx in elderly patients unable to receive chemotherapy or cetuximab with limited therapeutic options. Promising results have been observed in the phase I trial regarding local control. In the United States, the Company has started the regulatory process to commence a phase III clinical trial in locally advanced head and neck cancers. In February 2020, the United States Food and Drug Administration granted the regulatory Fast Track designation for the investigation of NBTXR3 activated by radiation therapy, with or without cetuximab, for the treatment of patients with locally advanced head and neck squamous cell cancer who are not eligible for platinum-based chemotherapy.

Nanobiotix is also running an Immuno-Oncology development program. The Company has launched a Phase I clinical trial of NBTXR3 activated by radiotherapy in combination with anti-PD-1 checkpoint inhibitors in locoregional recurrent (LRR) or recurrent and metastatic (R/M) HNSCC amenable to re-irradiation of the HN and lung or liver metastases (mets) from any primary cancer eligible for anti-PD-1 therapy.

Other ongoing NBTXR3 trials are treating patients with hepatocellular carcinoma (HCC) or liver metastases, locally advanced or unresectable rectal cancer in combination with chemotherapy, head and neck cancer in combination with concurrent chemotherapy, and pancreatic cancer. The Company is also engaged in a broad, comprehensive clinical research collaboration with The University of Texas MD Anderson Cancer Center to further expand the NBTXR3 development program.

About NANOBIOTIX: www.nanobiotix.com

Incorporated in 2003, Nanobiotix is a leading, clinical-stage nanomedicine company pioneering new approaches to significantly change patient outcomes by bringing nanophysics to the heart of the cell.

The Nanobiotix philosophy is rooted in designing pioneering, physical-based approaches to bring highly effective and generalized solutions to address unmet medical needs and challenges.

Nanobiotix’s novel, proprietary lead technology, NBTXR3, aims to expand radiotherapy benefits for millions of cancer patients. Nanobiotix’s Immuno-Oncology program has the potential to bring a new dimension to cancer immunotherapies.

Nanobiotix is listed on the regulated market of Euronext in Paris (Euronext: NANO / ISIN: FR0011341205; Bloomberg: NANO: FP). The Company’s headquarters are in Paris, France, with a US affiliate in Cambridge, MA, and European affiliates in France, Spain and Germany.

Disclaimer

This press release contains certain forward-looking statements concerning Nanobiotix and its business, including its prospects and product candidate development. Such forward-looking statements are based on assumptions that Nanobiotix considers to be reasonable. However, there can be no assurance that the estimates contained in such forward-looking statements will be verified, which estimates are subject to numerous risks including the risks set forth in the universal registration document of Nanobiotix registered with the French Financial Markets Authority (Autorité des Marchés Financiers) under number R.20-010 on May 12, 2020 (a copy of which is available on www.nanobiotix.com) and to the development of economic conditions, financial markets and the markets in which Nanobiotix operates. The forward-looking statements contained in this press release are also subject to risks not yet known to Nanobiotix or not currently considered material by Nanobiotix. The occurrence of all or part of such risks could cause actual results, financial conditions, performance or achievements of Nanobiotix to be materially different from such forward-looking statements.

Nanobiotix

Communications Department

Brandon Owens

VP, Communications

+1 (617) 852-4835

[email protected]

Investor Relations Department

Ricky Bhajun

Senior Manager, Investor Relations

+33 (0)1 79 97 29 99

[email protected]

Media Relations

France – Ulysse Communication

Pierre-Louis Germain

+ 33 (0)6 64 79 97 51

[email protected]

KEYWORDS: Europe United States North America France Massachusetts

INDUSTRY KEYWORDS: Biotechnology Pharmaceutical Health Oncology

MEDIA:

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Horizonte Minerals Plc: Quarterly Financial Results for the Three Months Ended 30 September 2020

LONDON, Nov. 12, 2020 (GLOBE NEWSWIRE) — Horizonte Minerals Plc, (AIM: HZM; TSX: HZM) (the “Company” or “Horizonte”), the nickel development company focused on Brazil, announces its unaudited financial results for the three month period to 30 September 2020 and the Management Discussion and Analysis for the same period. Both of the aforementioned documents have been posted on the Company’s website www.horizonteminerals.com and are also available on SEDAR at www.sedar.com.

Highlights for the Period

  • Horizonte remains well-funded to advance Araguaia towards being construction ready with strong cash position of £13.6m;
  • Project financing process continues to progress with a number of key milestones delivered;
  • A syndicate of five international financial institutions mandated for a US$325 million senior debt facility to part fund the development of Araguaia;
  • BNP Paribas, ING Capital LLC, Mizuho Bank, Ltd., Natixis (New York Branch), and Société Générale will act as the Mandated Lead Arrangers;
  • Inaugural Sustainability Report published on 17 August 2020. The Company recognises the importance of conveying its efforts and achievements around the areas of environmental stewardship, social responsibility and corporate governance to its various stakeholders as it moves towards construction at Araguaia;
  • The Company has continued to support local communities around the project through the provision of food parcels and health and hygiene guidance in response to the pandemic; and
  • Nickel market fundamentals remain strong and are expected to benefit from global stimulus measures, with nickel price returning to pre-Covid levels of approximately US$15,700/t.

Horizonte Minerals plc

Condensed Consolidated Interim Financial Statements for the nine and three months ended 30 September 2020

Condensed consolidated statement of comprehensive income

    9 months ended

30 September
3 months ended

30 September
    2020   2019   2020   2019  
    Unaudited   Unaudited   Unaudited   Unaudited  
  Notes £   £   £   £  
Continuing operations          
Revenue          
Cost of sales          
           
Gross profit          
           
Administrative expenses   (2,342,989 ) (1,910,913 ) (777,847 )) (941,996 )
Charge for share options granted     (290,833 )   (53,662 )
Change in value of contingent consideration   (79,425 ) 145,561   311,735   (46,640 )
Gain/(Loss) on foreign exchange   410,804   (21,706 ) (716,018 ) (17,657 )
           
           
Loss from operations   (2,011,610 ) (2,077,891 ) (1,182,130 ) (1,059,955 )
           
Finance income   122,907   50,085   32,177   16,294  
Finance costs   (2,969,053 ) (222,788 ) (1,027,349 ) (75,951 )
           
Loss before taxation   (4,857,756 ) (2,250,594 ) (2,177,302 ) (
1,119,612
)
           
Taxation   (51,071 )   (51,071 )  
           
Loss for the year from continuing operations   (
4,908,827
) (2,250,594 ) (2,228,373 ) (1,119,612 )
           
Other comprehensive income          
Items that may be reclassified subsequently to profit or loss

Change in value of available for sale financial assets
         
Currency translation differences on translating foreign operations   (9,232,975 ) (1,093,862 ) (1,165,298 ) (1,559,385 )
 

Other comprehensive income for the period, net of tax

  (
9,232,975
) (1,093,862 ) (
1,165,298
) (1,559,385 )
Total comprehensive income for the period          
attributable to equity holders of the Company   (14,141,802 ) (3,344,456 ) (3,393,671 ) (2,678,997 )
           
Earnings per share from continuing operations attributable to the equity holders of the Company          
           
Basic and diluted (pence per share) 9 (0.339 ) (0.157 ) (0.154 ) (0.078 )
           



Condensed consolidated statement of financial position

    30 September

2020
  31 December

2019
 
    Unaudited   Audited  
  Notes £   £  
Assets      
Non-current assets      
Intangible assets 6 8,241,277   39,317,506  
Property, plant & equipment   24,924,599   483  
    33,165,876   39,317,989  
Current assets      
Trade and other receivables   2,391,659   2,381,535  
Cash and cash equivalents   13,584,055   17,760,330  
    15,975,714   20,141,865  
Total assets   49,141,590   59,459,854  
Equity and liabilities      
Equity attributable to owners of the parent      
Issued capital 7 14,463,773   14,463,773  
Share premium 7 41,785,306   41,785,306  
Other reserves   (13,899,906 ) (4,666,930 )
Accumulated losses   (24,743,918 ) (19,835,092 )
Total equity   17,698,255   31,747,057  
Liabilities      
Non-current liabilities      
Contingent consideration   6,666,016   6,246,071  
Royalty Finance   23,594,661    
Deferred tax liabilities   155,692   212,382  
    30,416,369   6,458,453  
Current liabilities      
Trade and other payables   1,026,966   21,254,344  
Deferred consideration      
    1,026,966   21,254,344  
Total liabilities   31,443,335   27,712,797  
Total equity and liabilities   49,141,590   59,459,854  
       



Condensed statement of changes in shareholders’ equity

  Attributable to the owners of the parent
  Share
capital
£
  Share
premium
£
  Accumulated
losses
£
  Other
reserves
£
 

Total
£

 
               
As at 1 January 2019 14,325,218   41,664,018   (16,990,291 ) (2,039,991 ) 36,958,954  
Comprehensive income              
Loss for the period     (2,250,594 )   (2,250,594 )
Other comprehensive income              
Currency translation differences       (1,093,862 ) (1,093,862 )
Total comprehensive income     (2,250,594 ) (1,093,862 ) (3,344,456 )
Transactions with owners              
Issue of ordinary shares 138,555   121,288       259,843  
Issue costs          
Share based payments     290,833     290,833  
Total transactions with owners 138,555   121,288   290,833     550,676  
As at 30 September 2019 (unaudited) 14,463,773   41,785,306   (18,950,052 ) (3,133,853 ) 34,165,174  

  Attributable to the owners of the parent
  Share
capital
£
  Share
premium
£
  Accumulated
losses
£
  Other
reserves
£
 

Total
£

 
               
As at 1 January 2020 14,463,773   41,785,306   (19,835,092 ) (4,666,930 ) 31,747,057  
Comprehensive income              
Loss for the period     (4,908,827 )   (4,908,827 )
Other comprehensive income              
Currency translation differences       (9,232,975 ) (9,232,975 )
Total comprehensive income     (4,908,827 ) (9,232,975 ) (14,141,802 )
Transactions with owners              
Issue of ordinary shares 30,000   63,000       93,000  
Issue costs          
Share based payments          
Total transactions with owners 30,000   63,000       93,000  
As at 30 September 2020 (unaudited) 14,493,773   41,848,306   (24,743,919 ) (13,899,905 ) 17,698,255  
                     

Condensed Consolidated Statement of Cash Flows

    9 months ended

30 September
3 months ended

30 September
    2020   2019   2020   2019  
    Unaudited   Unaudited   Unaudited   Unaudited  
    £   £   £   £  
Cash flows from operating activities          
Loss before taxation   (4,908,827 ) (2,250,594 ) (2,228,373 ) (1,119,612 )
Interest income   (122,907 ) (50,085 ) (32,177 ) (16,294 )
Finance costs   2,790,062   222,788   947,785   75,951  
Exchange differences   (410,804 ) 21,706   716,018   17,657  
Employee share options charge     290,833     53,662  
Change in fair value of contingent consideration   79,425   (145,561 ) (311,735 ) 46,640  
Change in fair value of derivative asset   178,991     79,564    
Depreciation          
Operating loss before changes in working capital   (2,394,060 ) (1,910,913 ) (828,918 ) (941,996 )
Decrease/(increase) in trade and other receivables   50,742   (45,771 ) (2,384 ) (42,496 )
(Decrease)/increase in trade and other payables   152,845   468,782   290,166   442,376  
Net cash outflow from operating activities   (2,190,473 ) (1,487,902 ) (541,136 ) (542,116 )
Cash flows from investing activities          
Purchase of intangible assets   (2,006,910 ) (1,944,388 ) (680,325 ) (655,180 )
Purchase of property, plant and equipment   (605,603 )   (198,360 )  
Interest received   122,907   50,085   32,177   16,294  
Net cash used in investing activities   (2,489,606 ) (1,894,303 ) (846,508 ) (638,886 )
Cash flows from financing activities          
Proceeds form issue of ordinary shares   93,000     93,000    
Issue costs          
Net cash used in financing activities   93,000     93,000    
Net decrease in cash and cash equivalents   (4,587,079 ) (3,382,205 ) (1,294,644 ) (1,181,002 )
Cash and cash equivalents at beginning of period   17,760,330   6,527,115   15,594,717   4,322,699  
Exchange gain/(loss) on cash and cash equivalents   410,804   (20,870 ) (716,018 ) (17,657 )
Cash and cash equivalents at end of the period   13,584,055   3,124,040   13,584,055   3,124,040  

                                                                                                                                        

Notes to the Financial Statements

1.  General information

The principal activity of the Company and its subsidiaries (together ‘the Group’) is the exploration and development of precious and base metals. There is no seasonality or cyclicality of the Group’s operations.

The Company’s shares are listed on the Alternative Investment Market of the London Stock Exchange (AIM) and on the Toronto Stock Exchange (TSX). The Company is incorporated and domiciled in the United Kingdom. The address of its registered office is Rex House, 4-12 Regent Street, London SW1Y 4RG.


2. 

Basis of preparation

The condensed consolidated interim financial statements have been prepared using accounting policies consistent with International Financial Reporting Standards and in accordance with International Accounting Standard 34 Interim Financial Reporting. The condensed interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2019, which have been prepared in accordance with International Financial Reporting Standards (IFRS).

The condensed consolidated interim financial statements set out above do not constitute statutory accounts within the meaning of the Companies Act 2006. They have been prepared on a going concern basis in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS). Statutory financial statements for the year ended 31 December 2019 were approved by the Board of Directors on 7 April 2020 and delivered to the Registrar of Companies. The report of the auditors on those financial statements was unqualified.

The condensed consolidated interim financial statements of the Company have not been audited or reviewed by the Company’s auditor, BDO LLP.


Going concern

The Directors, having made appropriate enquiries, consider that adequate resources exist for the Group to continue in operational existence for the foreseeable future and that, therefore, it is appropriate to adopt the going concern basis in preparing the condensed consolidated interim financial statements for the period ended 30 September 2020. Please refer to note 2.2 in the annual report for 2019 for the assessment of the current Covid-19 pandemic on the operations of the Group.


Risks and uncertainties

The Board continuously assesses and monitors the key risks of the business. The key risks that could affect the Group’s medium term performance and the factors that mitigate those risks have not substantially changed from those set out in the Group’s 2019 Annual Report and Financial Statements, a copy of which is available on the Group’s website: www.horizonteminerals.com and on Sedar: www.sedar.com The key financial risks are liquidity risk, foreign exchange risk, credit risk, price risk and interest rate risk.


Critical accounting estimates

The preparation of condensed consolidated interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the end of the reporting period. Significant items subject to such estimates are set out in note 4 of the Group’s 2019 Annual Report and Financial Statements. The nature and amounts of such estimates have not changed significantly during the interim period.

3Significant accounting policies

The condensed consolidated interim financial statements have been prepared under the historical cost convention as modified by the revaluation of certain of the subsidiaries’ assets and liabilities to fair value for consolidation purposes.

The same accounting policies, presentation and methods of computation have been followed in these condensed consolidated interim financial statements as were applied in the preparation of the Group’s Financial Statements for the year ended 31 December 2019.

4  Segmental reporting

The Group operates principally in the UK and Brazil, with operations managed on a project by project basis within each geographical area. Activities in the UK are mainly administrative in nature whilst the activities in Brazil relate to exploration and evaluation work. The reports used by the chief operating decision maker are based on these geographical segments.

                 
2020 UK   Brazil   Other   Total  
  9 months ended

30 September 2020

£
  9 months ended

30 September 2020

£
  9 months ended

30 September 2020

£
  9 months ended

30 September 2020

£
 
Revenue        
Administrative expenses (1,636,689 ) (407,779 ) (298,521 ) (2,342,989 )
Loss0020on foreign exchange 731,429   (338,984 ) 18,359   410,804  
(Loss) from operations per reportable segment (905,260 ) (746,763 ) (280,162 ) (1,932,185 )
Inter segment revenues        
Depreciation charges        
Additions and foreign exchange movements to non-current assets   (6,482,508 )   (6,482,508 )
Reportable segment assets 7,303,457   39,264,577   2,573,556   49,141,590  
Reportable segment liabilities 7,076,456   763,181   23,603,698   31,443,33  
         
         
2019 UK   Brazil   Other   Total  
  9 months ended

30 September 2019

£
  9 months ended

30 September 2019

£
  9 months ended

30 September 2019

£
  9 months ended

30 September 2019

£
 
Revenue        
Administrative expenses (1,433,182 ) (477,731 )   (1,910,913 )
Loss on foreign exchange (6,655 ) (15,051 )   (21,706 )
(Loss) from operations per reportable segment (1,439,837 ) (492,782 )   (1,932,619 )
Inter segment revenues        
Depreciation charges        
Additions and foreign exchange movements to non-current assets   774,255     774,255  
Reportable segment assets 2,767,328   36,932,142     39,699,470  
Reportable segment liabilities 5,172,502   361,794     5,534,296  
         

         
         
2020 UK   Brazil   Other   Total  
  3 months ended

30 September 2020
  3 months ended

30 September 2020
  3 months ended

30 September 2020
  3 months ended

30 September 2020
 
  £   £   £   £  
Revenue        
Administrative expenses (609,868 ) (158,942 ) (9,037 ) (777,847 )
Loss on foreign exchange (334,566 ) (374,326 ) (7,126 ) (716,018 )
(Loss) from operations per (944,434 ) (533,268 ) (16,163 ) (1,493,865 )
reportable segment        
Inter segment revenues        
Depreciation charges        
Additions and foreign exchange movements to non-current assets   (230,005 )   (230,005 )
         

           
2019 UK   Brazil   Other   Total  
  3 months ended

30 September 2019
  3 months ended

30 September 2019
  3 months ended

30 September 2019
  3 months ended

30 September  2019
 
  £   £   £   £  
Revenue        
Administrative expenses (794,076 ) (147,920 )   (941,996 )
Profit/(Loss) on foreign exchange 5,689   (23,346 )   (17,657 )
(Loss) from operations per (788,387 ) (171,266 )   (959,653 )
reportable segment          
Inter segment revenues        
Depreciation charges        
Additions and foreign exchange movements to non-current assets   (969,007 )   (969,007 )
           

A reconciliation of adjusted loss from operations per reportable segment to loss before tax is provided as follows:

  9 months ended

30 September 2020
  9 months ended

30 September 2019
  3 months ended

30 September 2020
  3 months ended

30 September 2019
 
  £   £   £   £  
Loss from operations per reportable segment

(1,932,185

)

(1,932,619 ) (1,493,865 ) (959,653 )
– Change in fair value of contingent consideration (79,425 ) 145,561   311,735   (46,640 )
– Change in fair value of derivative asset (178,991 )   (79,564 )  
         
– Charge for share options granted   (290,833 )   (53,662 )
– Finance income 122,907   50,085   32,177   16,294  
– Finance costs (2,790,062 ) (222,788 ) (947,785 ) (75,951 )
Loss for the period from continuing operations (4,857,756 ) (2,250,594 ) (2,177,302 ) (1,119,612 )



5  Change in Fair Value of Contingent Consideration


Contingent Consideration payable to Xstrata Brasil Mineração Ltda.

The contingent consideration payable to Xstrata Brasil Mineração Ltda has a carrying value of £3,176,017 at 30 September 2020 (30 September 2019: £4,640,847). It comprises US$5,000,000 consideration in cash as at the date of first commercial production from any of the resource areas within the Enlarged Project area. The key assumptions underlying the treatment of the contingent consideration the US$5,000,000 are based on the current rates of tax on profits in Brazil of 34% and a discount factor of 7.0% along with the estimated date of first commercial production.  

As at 30 September 2020, there was a finance expense of £162,240 (2019: £222,788) recognised in finance costs within the Statement of Comprehensive Income in respect of this contingent consideration arrangement, as the discount applied to the contingent consideration at the date of acquisition was unwound.

The change in the fair value of contingent consideration payable to Xstrata Brasil Mineração Ltda generated a loss of £37,842 for the nine months ended 30 September 2020 (30 September 2019: £145,561 debit) due to changes in the exchange rate of the functional currency in which the liability is payable.


Contingent Consideration payable to Vale Metais Basicos S.A.

The contingent consideration payable to Vale Metais Basicos S.A. has a carrying value of £3,489,996 at 30 September 2020 (2019: £nil). It comprises US$6,000,000 consideration in cash as at the date of first commercial production from the Vermelho project and was recognised for the first time in December 2019, following the publication of a PFS on the project. The key assumptions underlying the treatment of the contingent consideration the US$6,000,000 are the same as those for the Xstrata contingent consideration and are based on the current rates of tax on profits in Brazil of 34% and a discount factor of 7.0% along with the estimated date of first commercial production.

As at 30 September 2020, there was a finance expense of £178,280 (2019: £nil ) recognised in finance costs within the Statement of Comprehensive Income in respect of this contingent consideration arrangement, as the discount applied to the contingent consideration at the date of acquisition was unwound.

The change in the fair value of contingent consideration payable to Vale Metais Basicos S.A. generated a loss of £41,583 for the nine months ended 30 September 2020 (2019: £nil) due to changes in the value of the functional currency in which the liability is payable (USD).

6 Finance income and costs

  9 months ended

30 September 2020
  9 months ended
30 September 2019
 
  £   £  
Finance income      
– Interest income on cash and short-term deposits 122,907    
Finance costs    
– Contingent and deferred consideration: unwinding of discount (340,520 )  
– Amortisation of Royalty Finance (2,449,542 )  
– Royalty Fair Value Adjustment (178,991 )  
– Movement in fair value of derivative asset    
Total finance costs (2,969,053 )  
Net finance costs (2,846,146 )  



7  Intangible assets

Intangible assets comprise exploration and evaluation costs and goodwill. Exploration and evaluation costs comprise internally generated and acquired assets.

  Goodwill   Exploration licences   Exploration and evaluation costs   Total  
  £   £   £   £  
Cost          
At 1 January 2020 210,585   4,534,392   2,312,467   7,057,444  
Additions     1,893,618   1,893,618  
Exchange rate movements (56,209 ) 95,439   (749,015 ) (709,785 )
Net book amount at 30 September 2020 154,376   4,629,831   3,457,070   8,241,277  



8  Share Capital and Share Premium       

Issued and fully paid Number of
shares
  Ordinary shares

£

  Share premium

£

  Total

£

 
At 1 January 2020 1,446,377,287   14,463,773   41,785,306   56,249,079  
Issue of equity 3,000,000   30,000   63,000   93,000  
At 30 September 2020 1,449,377,287   14,493,773   41,848,306   56,342,079  



9  Dividends

No dividend has been declared or paid by the Company during the nine months ended 30 September 2020 (2019: nil).

10  Earnings per share

The calculation of the basic loss per share of 0.339 pence for the 9 months ended 30 Sept 2020 (30 Sept 2019 loss per share: 0.157 pence) is based on the loss attributable to the equity holders of the Company of £ (4,908,827) for the nine month period ended 30 Sept 2020 (30 Sept 2019: (2,250,594)) divided by the weighted average number of shares in issue during the period of 1,446,643,856 (weighted average number of shares for the 9 months ended 30 Sept 2019: 1,435,584,489).

The calculation of the basic loss per share of 0.154 pence for the 3 months ended 30 Sept 2020 (30 Sept 2019 loss per share: 0.078 pence) is based on the loss attributable to the equity holders of the Company of £ (2,228,373) for the three month period ended 30 June 2020 (3 months ended 30 Sept 2019: (£1,169,612) divided by the weighted average number of shares in issue during the period of 1,447,217,722 (weighted average number of shares for the 3 months ended 30 Sept 2019: 1,435,866,256).

The basic and diluted loss per share is the same, as the effect of the exercise of share options would be to decrease the loss per share.

Details of share options that could potentially dilute earnings per share in future periods are disclosed in the notes to the Group’s Annual Report and Financial Statements for the year ended 31 December 2019 and in note 10 below.

11  Issue of Share Options

On 12 February 2019, the Company awarded 2,000,000 share options to leading members of the Brazilian operations team. All of these share options have an exercise price of 4.80 pence. One third of the options are exercisable from August 2019, one third from February 2019 and one third from August 2020.

12  Ultimate controlling party

The Directors believe there to be no ultimate controlling party.

13  Related party transactions

The nature of related party transactions of the Group has not changed from those described in the Group’s Annual Report and Financial Statements for the year ended 31 December 2019.

14  Events after the reporting period

There are no events which have occurred after the reporting period which would be material to the financial statements.

Approval of interim financial statements

These Condensed Consolidated Interim Financial Statements were approved by the Board of Directors on 10 November 2020.

For further information contact:

Horizonte Minerals plc  
Jeremy Martin (CEO)
Anna Legge (Corporate Communications)
+44 (0)203 356 2901
[email protected]
   
Peel Hunt (NOMAD & Joint Broker)  
Ross Allister
David McKeown
+44 (0)207 418 8900
   

About Horizonte Minerals:

Horizonte Minerals plc is an AIM and TSX-listed nickel development company focused in Brazil. The Company is developing the Araguaia project, as the next major ferronickel mine in Brazil, and the Vermelho nickel-cobalt project, with the aim of being able to supply nickel and cobalt to the EV battery market. Both projects are 100% owned.



CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION

Except for statements of historical fact relating to the Company, certain information contained in this press release constitutes “forward-looking information” under Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the potential of the Company’s current or future property mineral projects; the success of exploration and mining activities; cost and timing of future exploration, production and development; the estimation of mineral resources and reserves and the ability of the Company to achieve its goals in respect of growing its mineral resources; the realization of mineral resource and reserve estimates. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, and are inherently subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to risks related to: exploration and mining risks, competition from competitors with greater capital; the Company’s lack of experience with respect to development-stage mining operations; fluctuations in metal prices; uninsured risks; environmental and other regulatory requirements; exploration, mining and other licences; the Company’s future payment obligations; potential disputes with respect to the Company’s title to, and the area of, its mining concessions; the Company’s dependence on its ability to obtain sufficient financing in the future; the Company’s dependence on its relationships with third parties; the Company’s joint ventures; the potential of currency fluctuations and political or economic instability  in countries in which the Company operates; currency exchange fluctuations; the Company’s ability to manage its growth effectively; the trading market for the ordinary shares of the Company; uncertainty with respect to the Company’s plans to continue to develop its operations and new projects; the Company’s dependence on key personnel; possible conflicts of interest of directors and officers of the Company, and various risks associated with the legal and regulatory framework within which the Company operates. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.

Caledonia Mining Corporation Plc Results for the quarter ended September 30, 2020

ST HELIER, Jersey, Nov. 12, 2020 (GLOBE NEWSWIRE) — Caledonia Mining Corporation Plc (NYSE AMERICAN: CMCL; AIM: CMCL) (“Caledonia” or the “Company”) announces its operating and financial results for the quarter and the nine months ended September 30, 2020 (the “Quarter” and “Nine Months ” respectively). Further information on the financial and operating results for the Quarter and Nine Months can be found in the management discussion and analysis (“MD&A”) and the unaudited financial statements which are available on the Company’s website and have been filed on SEDAR.

Financial
Highlights
for the Quarter

  • Gross revenues of $25.4 million, a 27 per cent increase on the $20.0 million achieved in the third quarter of 2019 (“Q3 2019”).
  • Gross profit1 of $12.5 million, a 47 per cent increase on the $8.5 million in Q3 2019 at a gross margin of 49 per cent (Q3 2019, 43 per cent).
  • EBITDA2 (excluding net foreign exchange gains and share based payments) of $11.2 million, a 34 per cent increase on the $8.3 million in Q3 2019 at a margin of 44 per cent (Q3 2019, 42 per cent).
  • The on-mine cost per ounce3 increased from $686 in Q3 2019 to $758 due to costs associated with COVID-19, a share-based payment expense and increased use of the diesel generators.
  • The all-in sustaining cost per ounce3 increased from $872 in Q3 2019 to $1,119 due to a higher insurance premium and an increased share-based payment expense.
  • Basic IFRS earnings per share (“EPS”) of 36.6 cents (Q3 2019, 63.4 cents). IFRS earnings for the Quarter were adversely affected by a lower foreign exchange gain and higher taxation.
  • Adjusted EPS3 of 34.1 cents (Q3 2019, 15.8 cents).
  • Net cash from operating activities of $5.3 million (Q3 2019, $4.9 million).
  • Net cash and cash equivalents of $21.6 million (December 31, 2019, $8.9 million).
  • Total dividend paid in the Quarter of 8.5 cents per share; a further dividend at the increased rate of 10 cents per share was paid in October.

Operating Highlights

  • 15,155 ounces of gold produced in the Quarter (Q3 2019, 13,646 ounces); 42,887 ounces produced in the Nine Months (first nine months of 2019, 38,306 ounces).
  • Tonnes mined and milled in the Quarter increased by 10 per cent compared to Q3 2019; recoveries were also slightly improved.
  • Equipping of Central Shaft continued in the Quarter at an increased rate as operations returned to normal following the relaxation of measures to prevent the spread of COVID-19.

Effect of COVID-19
and
Outlook

  • COVID-19 had no effect on production in the Quarter which was above target for the Nine Months.
  • Production guidance for 2020 increased from 53,000 to 56,000 ounces to 55,000 to 58,000 ounces.
  • Progress on the Central Shaft returned to the planned rate as travel and transport restrictions were lifted. Central Shaft is expected to be fully equipped by the end of 2020 and to be commissioned in the first quarter of 2021 – approximately three months later than expected due to the delays arising from COVID-19. Production guidance for 2021 is 61,000 to 67,000 ounces; guidance for 2022 is approximately 80,000 ounces.
  • Voltalia, an international renewable energy provider, has been appointed as the contractor for the 12MW solar project which is expected to be commissioned before the end of 2021 and is expected to provide approximately 27 per cent of Blanket’s average daily electricity requirements.

Dividend

  • The July dividend was increased by 13.3 per cent to 8.5 cents per share and the October dividend was further increased to 10 cents per share following the continued strong financial and operating performance.
  • The cumulative increase in the dividend per share since January 2020 is 45 per cent.
  • Further dividend increases will depend on the balance between delivering returns to shareholders and pursuing the significant growth opportunities within Zimbabwe.

Steve Curtis, Chief Executive
O
fficer
,
commented
:

I am delighted by Blanket Mine’s continued strong operating performance in the Quarter.Despite the disruption caused by the COVID-19 pandemic, the management initiatives which were implemented in 2019 have continued into 2020 and have resulted in a12 per cent increase in gold production in the first nine months of 2020 compared to the same period of 2019. The resilience of Blanket’s operations during this difficult period is testament to the outstanding commitment of the entire team at Blanket Mine. Production for the first nine months of 2020 exceeded expectations and this trend continued into October.We have therefore increased our gold production guidance for 2020 from a range of 53,000 to 56,000 ounces to a range of 55,000 to 58,000 ounces.


Cost control in the
Quarter
continued to be excellent, but
a comparison of the costs for the Quarter
to
costs in the
third
quarter of 2019
is
complicated by factors which
somewhat increased
the costs in th
is
Quarter
. The on-mine cost per ounce
i
n the Quarter w
as
$
758
compared to $
686
in Q
3
2019. However, the costs in Q
3
20
20
include
approximately $73 per ounce of
costs relating to COVID-19, a non-cash charge in respect of share-based payments
and the cost of increased usage of the diesel generators.
After adjusting for these items, the on-mine cost per ounce of the Quarter
was $685 per ounce

virtually unchanged from Q3 2019 and lowe
r
than budget.


T
he
a
ll-in sustaining cost per ounce for the
Q
uarter
was $1,119 per ounce – an increase of
28 per cent compared to Q3 2019. This increase was
due to a higher royalty charge, which reflects the increased gold price,
increased administrative expenses, which is largely due to
higher insurance premiums
and an increased charge for share-based payments, which reflects the increased share price.


Notwithstanding these and other factors, we remain
on track to achieve our cost guidance for 2020 of
between $
693 and $767 per ounce for
o
n-mine costs and between $951 and $1,033 per ounce for all-in sustaining costs.


The
excellent
performance was also reflected in
continued
strong
cash generation:
net cash flow from
operating
activities (i.e. before
interest, taxation payments and capital expenditure) was $
7.4
million
in the
Quarter
compared to $
4.9
million in
Q
3
2019.
Net cash flow from operating activities for the Quarter was after an increase
in working capital of $1.5 million as we replenished our inventories to increase our
business
resilience
to guard against
any
resurgence of the COVID-19 pandemic which could affect Blank
e
t’s supply chain.

“During the
Q
uarter we raised $13 million (before
e
xpenses)
from the issue of equity
,
and the proceeds
will be used to construct the 12 MW s
o
lar
plant
.


Caledonia ended the
Quarter
with net cash and cash equiv
a
lents of
$
21.6
million
(
excluding $1 million of a gold ETF which we purchased in the Quarter to protect
cash in South Africa
against
devaluation of the
S
o
uth African Rand
)
.


T
he
continued strong performance
was achieved with
out
compromis
ing
o
n safety performance.
The
T
otal Injury Frequency
R
ate has bee
n
subst
antially
reduced
from
the levels in 2019 after a
concerted effort by management
over the last
18
months
to improve and enforce safety standards.
I am also very pleased to report that
in the Quarter we achieved
one
million
manhours at the Central Shaft project without incurring any serious injury
.


I
nterruptions to the
supply of
electricity
from the grid
have continued, but Blanket
manage
s
the
se
using
its
increase
d
su
i
te of diesel generators.
In the previous quarter we
resolved to construct a 12MW solar plant at a cost of approximately
$12 million, which is expected to provide 100
per cent
of Blanket’s
baseload
electricity demand during daylight hours and approximately
27
per cent
of Blanket’s tot
al
daily
electr
i
c
i
ty
demand.
Whilst
expected to
deliver an acceptable
financial retu
r
n
,
this investment
is primarily
intended to protect Blanket fr
om
a
further deterioration in its electric
i
ty supply
as well as to reduce
Blanket’s environmental footprint
. We have raised the funds to construct this project and have appointedVoltalia as the contractor for the project which could be operational by the end of 2021.

“T
he coron
a
virus pandemic had no appreciable effect on Blanket
’s production in
the Quarter
and a minor effect on costs.
However,
w
ork on Central Shaft
has been
slower than planned
because trav
e
l restrict
i
ons
imposed to control the spread of COVID-19
affected the movement of
speciali
s
ed
equipment and
contractors
between
South Africa
and Blanket.
The project is approximately 12 weeks be
h
ind schedule
: it is currently expected that the shaft will be equipped before the end of 2020 and will be commissioned during
the first quarter of
2021. As a result of this delay,
the
build-up in production
will also be affected
: gold production in 2021 is now expected t
o
be in the range of
61,000 to 67,000 ounces
; there is no change to the
production target of approximately
80,000 ounces of gold from 2022 onwards

4

.


I
n light of the
improved performance
and the brighter outlook for 2020
and beyond
, Caledonia
increase
d
its quarterly dividend from 6.875 cents per share to 7.5 cents per share
in January 2020
.
A
t the end of
June
, in light of Blanket’s strong perf
o
rmance
, the higher gold price
and the return to normal levels of production
including renewed access to supply chains
,
Caledonia increased its quarterly dividend further to 8.5 cents per share
. In October,
due to the continued strong operational performance, the dividend was further increased to 10 cents
per share. This
means the
cumu
l
ative increase in the quar
t
er
ly
dividend
in 2020 is
45
per cent. The
board will review Caledonia’s future dividend distributions as appropriate while considering the balance between delivering returns to shareholders and pursuing the significant growth opportunities within Zimbabwe and in line with a prudent approach to financial management.
 

___________________
1
Gross profit is after deducting royalties, production costs and depreciation but before administrative expenses, other income, interest and finance charges and taxation.
2 EBITDA is after deducting royalties, production costs and administrative expenses, but is before depreciation, net other income, profit on sale of a subsidiary, net foreign exchange gains, cash-settled share-based payments, hedging expenses, finance charges and taxation.
3 Non-IFRS measures such as “on-mine cost per ounce”, “all-in sustaining cost” and “adjusted EPS” are used throughout this announcement. Refer to section 10 of the MD&A for a discussion of non-IFRS measures.
4Mr Dana Roets (B Eng (Min.), MBA, Pr.Eng., FSAIMM, AMMSA), Chief Operating Officer, is the Company’s qualified person as defined by Canada’s National Instrument 43-101 and has approved any scientific or technical information contained in this news release.

For further information please contact:

Caledonia Mining Corporation Plc

Mark Learmonth
Camilla Horsfall

Tel: +44 1534 679 800
Tel: +44 7817841 793
   
WH Ireland
(Nomad & Broker)

Adrian Hadden/James Sinclair-Ford

Tel: +44 20 7220 1751
   
Blytheweigh

Tim Blythe/Megan Ray

Tel: +44 207 138 3204
   
3PPB

Patrick Chidley
Paul Durham

Tel: +1 917 991 7701
Tel: +1 203 940 2538

The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014.


Cautionary Note Concerning Forward-Looking Information

Information and statements contained in this news release that are not historical facts are “forward-looking information” within the meaning of applicable securities legislation that involve risks and uncertainties relating, but not limited to Caledonia’s current expectations, intentions, plans, and beliefs. Forward-looking information can often be identified by forward-looking words such as “anticipate”, “
envisage
”, “believe”, “expect”, “goal”, “plan”, “target”, “intend”, “estimate”, “could”, “should”, “may” and “will” or the negative of these terms or similar words suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Examples of forward-looking information in this news release
include:
production guidance, estimates of future/targeted production rates, and our plans and timing regarding further exploration and drilling and development. This forward-looking information is based, in part, on assumptions and factors that may change or prove to be incorrect, thus causing actual results, performance or achievements to be materially different from those expressed or implied by forward-looking information. Such factors and assumptions include, but are not limited to: failure to establish estimated resources and reserves, the grade and recovery of ore which is mined varying from estimates, success of future exploration and drilling programs, reliability of drilling, sampling and assay data, assumptions regarding the representativeness of mineralization being inaccurate, success of planned metallurgical test-work, capital and operating costs varying significantly from estimates, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects and other factors.

Securityholders, potential securityholders and other prospective investors should be aware that these statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those suggested by the forward-looking statements. Such factors include, but are not limited to: risks relating to estimates of mineral reserves and mineral resources proving to be inaccurate, fluctuations in gold price, risks and hazards associated with the business of mineral exploration, development and mining, risks relating to the credit worthiness or financial condition of suppliers, refiners and other parties with whom the Company
does business; inadequate insurance, or inability to obtain insurance, to cover these risks and hazards, employee relations; relationships with and claims by local communities and indigenous populations; political risk;
risks related to natural disasters, terrorism, civil unrest, public health concerns (including health epidemics or outbreaks of communicable diseases such as the coronavirus
(COVID-19)
)
;
availability and increasing costs associated with mining inputs and
labour
; the speculative nature of mineral exploration and development, including the risks of obtaining or maintaining necessary licenses and permits, diminishing quantities or grades of mineral reserves as mining occurs; global financial condition, the actual results of current exploration activities, changes to conclusions of economic evaluations, and changes in project parameters to deal with unanticipated economic or other factors, risks of increased capital and operating costs, environmental, safety or regulatory risks, expropriation, the Company’s title to properties including ownership thereof, increased competition in the mining industry for properties, equipment, qualified personnel and their costs, risks relating to the uncertainty of timing of events including targeted production rate increase and currency fluctuations. Shareholders are cautioned not to place undue reliance on forward-looking information. By its nature, forward-looking information involves numerous assumptions, inherent
risks
and uncertainties, both general and specific, that contribute to the possibility that the predictions, forecasts, projections and various future events will not occur. Caledonia undertakes no obligation to update publicly or otherwise revise any forward-looking information whether
as a result of
new information, future events or other such factors which affect this information, except as required by law.

This news release is not an offer of the common shares of Caledonia for sale in the United States. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the common shares of Caledonia, in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such province, state or jurisdiction.

                         
Condensed consolidated statements of profit and loss and other comprehensive income

(
in thousands of United States dollars, unless indicated otherwise)

 
Three months ended
   
Nine months ended

Unaudited

September 30,
   
September 30,
 
2020
    2019      
2020
    2019  
Revenue
25,359
    19,953      
71,874
    52,393  
Less: Royalty
(1,271

)
  (999 )    
(3,599

)
  (2,682 )
Production costs
(10,399

)
  (9,410 )    
(32,537

)
  (26,750 )
Depreciation
(1,143

)
  (1,059 )    
(3,457

)
  (3,159 )

Gross profit

12,546
    8,485      
32,281
    19,802  
Other income
27
    5      
4,736
    2,043  
Other expenses
(305

)
  (173 )    
(1,827

)
  (482 )
Administrative expenses
(2,539

)
  (1,246 )    
(5,361

)
  (3,951 )
Cash-settled share-based payment
(231

)
  (36 )    
(1,177

)
  (406 )
Net foreign exchange gain
985
    3,345      
4,694
    28,270  
Profit on sale of subsidiary

         

    5,409  
Fair value gain/ (loss) on derivative assets
27
         
(121

)
  (324 )

Operating profit

10,510
    10,380      
33,225
    50,361  
Finance income
4
    30      
36
    80  
Finance cost
(91

)
  (46 )    
(390

)
  (116 )

Profit before tax

10,423
    10,364      
32,871
    50,325  
Tax expense
(4,993

)
  (1,858 )    
(11,410

)
  (3,154 )

Profit for the period

5,430
    8,506      
21,461
    47,171  
             

Other comprehensive income
           

Items that are or may be reclassified to profit or loss
           
Exchange differences on translation of foreign operations
(88

)
  (353 )    
(1,146

)
  (353 )
Reclassification of accumulated exchange differences on the sale of subsidiary

         

    (2,109 )

Total comprehensive income for the period

5,342
    8,153      
20,315
    44,709  
             

Profit attributable to:
           
Owners of the Company
4,433
    7,007      
17,807
    39,628  
Non-controlling interests
997
    1,499      
3,654
    7,543  

Profit for the period

5,430
    8,506      
21,461
    47,171  
             

Total comprehensive income attributable to:
           
Owners of the Company
4,345
    6,654      
16,661
    37,166  
Non-controlling interests
997
    1,499      
3,654
    7,543  

Total comprehensive income for the period

5,342
    8,153      
20,315
    44,709  
             

Earnings per share
           
Basic earnings per share ($)
0.37
    0.63      
1.50
    3.60  
Diluted earnings per share ($)
0.37
    0.63      
1.50
    3.60  

Condensed consolidated
statements of financial position

(in thousands of United States dollars, unless indicated otherwise)


Unaudited
 
September 30,
  December 31,  
As at  
2020
  2019  
       

Assets
     
Property,
plant
and equipment
 
123,923
  113,651  
Deferred tax asset  
105
  63  

Total non-current assets
 
124,028
  113,714  
       
Inventories  
14,280
  11,092  
Prepayments  
4,254
  2,350  
Trade and other receivables  
6,839
  6,912  
Derivative financial assets  
1,160
  102  
Cash and cash equivalents  
21,562
  9,383  

Total current assets
 
48,095
  29,839  

Total assets
 
172,123
  143,553  
       

Equity and liabilities
     
Share capital  
74,696
  56,065  
Reserves  
137,337
  140,730  
Retained loss  
(73,240

)
(88,380 )
Equity attributable to shareholders  
138,793
  108,415  
Non-controlling interests  
15,913
  16,302  

Total equity
 
154,706
  124,717  
       
Provisions  
3,404
  3,346  
Deferred tax liabilities  
1,724
  3,129  
Term loan facility – long term portion  
193
  1,942  
Cash-settled share-based payment – long term portion  
1,692
  540  

Total non-current liabilities
 
7,013
  8,957  
       
Term loan facility – short term portion  
322
  529  
Cash-settled share-based payment – short term portion  
285
   
Income taxes payable  
1,902
  163  
Trade and other payables  
7,895
  8,697  
Overdraft  

  490  

Total current liabilities
 
10,404
  9,879  

Total liabilities
 
17,417
  18,836  

Total equity and liabilities
 
172,123
  143,553  
       

Condensed consolidated
statements of cash flows

(in thousands of United States dollars, unless indicated otherwise)
       
Unaudited Three months ended   Nine months ended
  September 30,   September 30,
  2020   2019     2020   2019  
           
Cash generated from operations 7,393   4,886     23,764   14,003  
Net interest paid (74 ) (33 )   (337 ) (129 )
Tax paid (2,048 )     (4,082 ) (608 )
Net cash from operating activities 5,271   4,853     19,345   13,266  
           
Cash flows used in investing activities          
Acquisition of property, plant and equipment (8,007 ) (5,583 )   (15,928 ) (14,909 )
Purchase of derivative financial asset       (1,058 )  
Proceeds from disposal of subsidiary       900   1,000  
Net cash used in investing activities (8,007 ) (5,583 )   (16,086 ) (13,909 )
           
Cash flows from financing activities          
Dividends paid (1,129 ) (883 )   (3,110 ) (2,503 )
Payment of lease liabilities (30 )     (87 )  
Shares issued – equity raise 12,538       12,538    
Share options exercised       30    
Net cash used in financing activities 11,379   (883 )   9,371   (2,503 )
           
Net increase/ (decrease) in cash and cash equivalents 8,643   (1,613 )   12,630   (3,146 )
Effect of exchange rate fluctuations on cash held 1,280   1,063     39   (15 )
Net cash and cash equivalents at the beginning of the period 11,639   9,742     8,893   11,187  
Net cash and cash equivalents at the end of the period 21,562   9,192     21,562   8,026  
           

Teekay Corporation Reports Third Quarter 2020 Results

Highlights

  • GAAP net loss attributable to shareholders of Teekay of $35.4 million, or $0.35 per share (inclusive of $66.3 million of impairment charges), and adjusted net income attributable to shareholders of Teekay(1) of $15.2 million, or $0.15 per share, in the third quarter of 2020 (excluding items listed in Appendix A to this release).
  • Total adjusted EBITDA(1) of $227.0 million in the third quarter of 2020, an 18 percent increase over the same period of the prior year.
  • Reduced consolidated net debt by $88 million in the third quarter of 2020; and total pro forma consolidated liquidity increased to $1.1 billion(2) as of September 30, 2020.
  • Teekay Parent is nearing completion of Phase I of the Banff FPSO decommissioning project according to plan; repurchased $14.4 million in principal amount of its existing convertible bond and secured bond at average prices of 81.55 and 92.23, respectively; and completed $150 million refinancing of equity margin revolver.
  • Teekay LNG extended a charter contract to early-2022 for a 52 percent-owned LNG carrier; LNG fleet is now 100 percent fixed for the remainder of 2020 and 96 percent fixed for 2021.
  • Teekay Tankers secured a new time charter-out contract for an Aframax tanker and currently has 20 percent of its existing fleet on fixed-rate charters at levels well above current market rates.

HAMILTON, Bermuda, Nov. 12, 2020 (GLOBE NEWSWIRE) — Teekay Corporation (Teekay or the Company) (NYSE:TK) today reported results for the third quarter ended September 30, 2020. These results include the Company’s two publicly-listed consolidated subsidiaries, Teekay LNG Partners L.P. (Teekay LNG) (NYSE:TGP) and Teekay Tankers Ltd. (Teekay Tankers) (NYSE:TNK) (collectively, the Daughter Entities), and all remaining subsidiaries and equity-accounted investments. Teekay, together with its subsidiaries other than the Daughter Entities, is referred to in this release as Teekay Parent. Please refer to the third quarter 2020 earnings releases of Teekay LNG and Teekay Tankers, which are available on Teekay’s website at www.teekay.com, for additional information on their respective results.

Financial Summary

  Three Months Ended
  September 30, June 30, September 30,
  2020 2020 2019(3)
(in thousands of U.S. dollars, except per share amounts) (unaudited) (unaudited) (unaudited)
TEEKAY CORPORATION CONSOLIDATED        
GAAP FINANCIAL COMPARISON      
Revenues 396,517   482,805   425,836  
Income (loss) from vessel operations 11,384   148,504   (130,389 )
Equity income 24,392   35,343   21,514  
Net (loss) income attributable to      
shareholders of Teekay (35,407 ) 21,723   (198,178 )
(Loss) earnings per share attributable to      
shareholders of Teekay (0.35 ) 0.21   (1.97 )
NON-GAAP FINANCIAL COMPARISON      
Total adjusted revenues (1) 498,115   592,658   511,825  
Total adjusted EBITDA (1) 226,998   315,869   192,880  
Adjusted net income (loss) attributable      
to shareholders of Teekay (1) 15,229   39,713   (24,070 )
Adjusted net income (loss) per share      
attributable to shareholders of Teekay (1) 0.15   0.39   (0.24 )
TEEKAY PARENT      
NON-GAAP FINANCIAL COMPARISON      
Teekay Parent adjusted EBITDA (1) 3,271   9,694   (10,068 )
Total Teekay Parent free cash flow (1) (17,135 ) (1,908 ) (18,782 )

(1)   These are non-GAAP financial measures. Please refer to “Definitions and Non-GAAP Financial Measures” and the Appendices to this release for definitions of these terms and reconciliations of these non-GAAP financial measures as used in this release to the most directly comparable financial measures under United States generally accepted accounting principles (GAAP).
(2)   Pro forma for Teekay Parent’s equity margin revolver refinancing completed in early-October 2020.
(3)   Comparative balances relating to the three months ended September 30, 2019 have been recast to reflect results consistent with the presentation in the Company’s 2019 Annual Report on Form 20-F and this report for the three and nine months ended September 30, 2020.


CEO Commentary

“In the third quarter of 2020, we reported another adjusted profit, with adjusted net income of approximately $15 million, or $0.15 per share, and total adjusted EBITDA increased by approximately $34 million, or 18 percent, from the prior year period,” commented Kenneth Hvid, Teekay’s President and Chief Executive Officer.

“Teekay LNG, which accounted for approximately 82 percent of our total adjusted EBITDA in the third quarter of 2020, generated strong earnings and cash flows despite a heavy scheduled drydock program. Teekay Tankers also reported positive adjusted net income and outperformed a weak spot tanker market on the strength of fixed-rate charters secured over the past several quarters at attractive levels. Teekay Parent’s adjusted EBITDA improved by $13 million in the third quarter of 2020 compared to the same period of the prior year, primarily as a result of higher cash distributions from Teekay LNG, lower net general and administrative expenses, and improved results from the Foinaven and Hummingbird FPSOs, partially offset by lower earnings from the Banff FPSO, which ceased production and commenced decommissioning in June 2020. We are nearing completion of Phase I of the Banff FPSO decommissioning project, which has been progressing well in terms of both schedule and budget. The FPSO unit left the field, as scheduled, in late-August 2020 and is now preparing for green recycling, with Phase II of the decommissioning project expected to be carried out in the summer of 2021,” commented Mr. Hvid.

“We have continued to increase our financial strength across the Teekay group,” added Mr. Hvid. “During the past year, we have reduced our consolidated net debt by over $940 million, or approximately 22 percent, and increased our consolidated liquidity from $0.6 billion to $1.1 billion(1) on a pro forma basis as of September 30, 2020. In addition, at Teekay Parent, we used some of our cash balances to opportunistically repurchase $14.4 million in principal amount of our existing convertible and secured bonds for total consideration of $11.9 million at all-in average prices of 81.55 and 92.23, respectively.”

Mr. Hvid concluded, “I want to thank our seafarers and onshore colleagues for their continued dedication to providing safe and uninterrupted service to our customers throughout the course of the pandemic. With our balance sheets continuing to strengthen, extensive contracted revenues at Teekay LNG and no committed growth capital expenditures or significant near-term debt maturities, we believe that we have made significant progress insulating our companies from near-term market volatility and positioning the Teekay Group to create long-term shareholder value.”

(1)   Pro forma for Teekay Parent’s equity margin revolver refinancing completed on October 1, 2020.


Summary of Results

Teekay Corporation Consolidated

The Company’s consolidated results during the third quarter of 2020 improved compared to the same period of the prior year, primarily due to: higher revenues from Teekay Tankers as a result of several fixed-rate charters secured during the past year at higher rates and higher average spot tanker rates in the third quarter of 2020 compared to the third quarter of 2019; improved results from the commencement of the Foinaven FPSO unit’s new bareboat charter contract in March 2020; lower interest expense due to debt reduction over the past year and lower interest rates; Teekay LNG’s earnings from the delivery and contract start-up on three equity-accounted LNG carrier newbuildings; fewer off-hire days for scheduled drydockings and repairs; and the commencement of terminal use payments to Teekay LNG’s equity-accounted Bahrain LNG Terminal in January 2020. These improvements were partially offset by: a reduction in Teekay Tankers’ earnings resulting from the sale of four Suezmax tankers during December 2019 and the first quarter of 2020; a reduction in Teekay LNG’s earnings following the sale of two non-core LNG carriers in early-2020; and a reduction in Teekay Parent’s earnings from the Banff FPSO unit due to the decommissioning of the Banff oil field, which commenced in June 2020.

In addition, consolidated GAAP net loss decreased as the Company recognized fewer impairment charges in the third quarter of 2020, including write-downs totaling $66.3 million relating to five Aframax tankers, one FPSO unit and one in-chartered FSO unit under an operating lease, compared to write-downs of vessels totaling $175.8 million in the third quarter of 2019; and a gain of $1.1 million recognized in the third quarter of 2020 relating to the repurchase of Teekay’s 5 percent Convertible Senior Notes. These items were partially offset by an increase in unrealized credit loss provision adjustments and foreign currency exchange losses incurred in the third quarter of 2020, as compared to unrealized gains in the third quarter of 2019.

Teekay Parent

Total Teekay Parent Free Cash Flow(1) was negative $17.1 million during the third quarter of 2020, compared to negative $18.8 million for the same period of the prior year, primarily due to: the elimination of the operating losses on the Foinaven FPSO unit as a result of the commencement of the new bareboat contract in the first quarter of 2020; higher distributions received from Teekay LNG as a result of Teekay LNG’s 32 percent increase in its quarterly cash distributions commencing in May 2020 and the newly-issued Teekay LNG common units Teekay Parent received as consideration for the Teekay LNG incentive distribution rights (IDR) transaction completed in May 2020; lower net general and administrative expenses; and a higher contribution from the Hummingbird FPSO unit mainly due to a new contract that took effect in the fourth quarter of 2019 at a higher rate. These increases are partially offset by: a lower contribution from the Banff FPSO unit due to the decommissioning of the Banff oil field, which commenced in June 2020, and the associated decommissioning costs incurred during the third quarter of 2020. The Banff FPSO unit’s estimated remaining net asset retirement obligation relating to the remediation of the subsea infrastructure was $34.2 million as of September 30, 2020 (net of customer recoveries and excluding any remaining operating expenses and recycling costs relating to the FPSO unit).

Please refer to Appendix D of this release for additional information about Teekay Parent’s Free Cash Flow(1).

(1)   This is a non-GAAP financial measure. Please refer to “Definitions and Non-GAAP Financial Measures” and the Appendices to this release for a definition of this term and a reconciliation of this non-GAAP financial measure as used in this release to the most directly comparable financial measures under GAAP.



Summary Results of Daughter Entities


Teekay LNG

Teekay LNG’s net income, adjusted net income(1) and total adjusted EBITDA(1) for the third quarter of 2020, compared to the same quarter of the prior year, were positively impacted by: additional earnings from the delivery and contract start-up of three 50 percent-owned LNG carrier newbuildings in late-2019 and the commencement of terminal use payments to the Bahrain LNG Terminal in one of Teekay LNG’s joint ventures; and fewer off-hire days. These increases were partially offset by a reduction in earnings as a result of the sale of non-core vessels and lower charter rates earned by three, 52 percent-owned LNG carriers. Teekay LNG’s net income and adjusted net income(1) were further positively impacted by lower net interest expense in the third quarter of 2020 as a result of debt repayments over the past year.

In addition, Teekay LNG’s GAAP net income was negatively impacted by unrealized credit loss provision adjustments related to the adoption of new accounting standards (ASC 326) at the beginning of 2020 and unrealized foreign currency exchange losses incurred in the third quarter of 2020 as compared to unrealized gains in the third quarter of 2019; partially offset by unrealized gains on non-designated derivative instruments in the third quarter of 2020 compared to unrealized losses in the third quarter of 2019.

Please refer to Teekay LNG’s third quarter 2020 earnings release for additional information on the financial results for this entity.


Teekay Tankers

Teekay Tankers’ GAAP net loss increased for the third quarter of 2020, while non-GAAP adjusted net income(1) and total adjusted EBITDA(1) improved compared to the same period of the prior year. These measures were positively impacted primarily by higher revenues from several fixed-rate charters secured during the past year at higher rates and higher spot tanker rates in the third quarter of 2020 compared to the prior year, partially offset by the sale of four Suezmax tankers during December 2019 and the first quarter of 2020, as well as the sale of the non-US portion of the ship-to-ship support services and LNG terminal management business in the second quarter of 2020. Teekay Tankers’ GAAP net loss in the third quarter of 2020 also included a $45.0 million write-down of assets.

Following three strong quarters, spot tanker rates came under pressure during the third quarter of 2020 as a result of seasonal weakness, lower oil demand, record OPEC+ production cuts, and the unwinding of floating storage. Teekay Tankers was able to partially mitigate the impact of these weaker rates with 22 percent of its fleet on fixed-rate charters during the third quarter at an average rate of $37,600 per day. The weakness in spot tanker rates has continued into the fourth quarter of 2020, with rates so far averaging below the levels in the third quarter of 2020.

Please refer to Teekay Tankers’ third quarter 2020 earnings release for additional information on the financial results for this entity.

(1)   This is a non-GAAP financial measure. Please refer to “Definitions and Non-GAAP Financial Measures” and the Appendices to this release for a definition of this term and a reconciliation of this non-GAAP financial measure as used in this release to the most directly comparable financial measures under GAAP.

Summary of Recent Events

Teekay Parent

In early-October 2020, Teekay Parent closed on a new equity margin revolver of up to $150 million maturing in June 2022 to refinance the previous facility which was scheduled to mature in December 2020. The new revolver has substantially similar terms to the previous facility and currently remains fully undrawn.

Since mid-September 2020, Teekay Parent has repurchased $12.8 million in principal amount of its existing 5 percent Convertible Senior Notes for total consideration of $10.5 million at an average all-in price of 81.55, and $1.6 million in principal amount of its existing 9.25 percent Secured Senior Notes for total consideration of $1.5 million at an average all-in price of 92.23.

Teekay LNG

In August 2020, Teekay LNG issued the equivalent of $112 million of unsecured, 5-year notes in the Norwegian Bond market at an all-in fixed coupon rate of 5.74 percent. The net proceeds from the bond issuance were used to repay drawings on the Partnership’s revolving credit facilities and as a result, the new bond issuance did not increase Teekay LNG’s financial leverage.

In October 2020, the charterer of the 52 percent-owned Marib Spirit exercised its options to extend the current charter by 14 months at a higher charter rate, extending the vessel’s charter coverage to early-2022.

Teekay Tankers

In August 2020, Teekay Tankers secured a three-year, $67 million term loan to refinance four Suezmax tankers. The net proceeds from the new debt facility, along with existing cash balances, were used to repay approximately $85 million outstanding on Teekay Tankers’ existing debt facility with respect to these vessels that was scheduled to mature in 2021.

In September 2020, Teekay Tankers entered into a one-year time charter-out contract for an Aframax tanker at $18,700 per day, which commenced in early-October 2020.

In October 2020, Teekay Tankers repurchased two of its Aframax vessels that were previously subject to long-term finance leases for a total purchase price of $29.6 million. The purchase was funded with existing cash balances and therefore, the two vessels are currently unencumbered. 

Liquidity

As at September 30, 2020, Teekay Parent had total liquidity of approximately $142.5 million (consisting of $54.7 million of cash and cash equivalents and $87.8 million of undrawn capacity from a revolving credit facility), compared to Teekay Parent liquidity of $165.5 million as at June 30, 2020. Including Teekay Parent’s equity margin revolver refinancing completed on October 1, 2020, Teekay Parent’s pro forma total liquidity would have been approximately $173.5 million as of September 30, 2020.

On a consolidated basis, as at September 30, 2020, Teekay had consolidated total liquidity of approximately $1.0 billion (consisting of $376.6 million of cash and cash equivalents and $666.5 million of undrawn capacity from its credit facilities), up from total consolidated liquidity of $939.4 million as at June 30, 2020. Including Teekay Parent’s equity margin revolver refinancing completed on October 1, 2020, Teekay’s pro forma consolidated total liquidity would have been approximately $1.1 billion as of September 30, 2020.

Conference Call

The Company plans to host a conference call on Thursday, November 12, 2020 at 11:00 a.m. (ET) to discuss its results for the third quarter of 2020. All shareholders and interested parties are invited to listen to the live conference call by choosing from the following options:

  • By dialing (800) 367-2403 or (647) 490-5367, if outside North America, and quoting conference ID code 9588810.
  • By accessing the webcast, which will be available on Teekay’s website at www.teekay.com (the archive will remain on the website for a period of one year).

An accompanying Third Quarter 2020 Earnings Presentation will also be available at www.teekay.com in advance of the conference call start time.

About Teekay

Teekay is a leading provider of international crude oil and gas marine transportation services. Teekay provides these services primarily through its directly-owned fleet and its controlling ownership interests in Teekay LNG Partners L.P. (NYSE:TGP), one of the world’s largest independent owners and operators of LNG carriers, and Teekay Tankers Ltd. (NYSE:TNK), one of the world’s largest owners and operators of mid-sized crude tankers. The consolidated Teekay entities manage and operate total assets under management of approximately $9 billion, comprised of approximately 140 liquefied gas, offshore, and conventional tanker assets. With offices in 10 countries and approximately 5,500 seagoing and shore-based employees, Teekay provides a comprehensive set of marine services to the world’s leading oil and gas companies.

Teekay’s common stock is listed on the New York Stock Exchange where it trades under the symbol “TK”.

For Investor Relations enquiries contact:

Ryan Hamilton
Tel: +1 (604) 609-2963
Website: www.teekay.com



Definitions and Non-GAAP Financial Measures

This release includes various financial measures that are non-GAAP financial measures as defined under the rules of the Securities and Exchange Commission (SEC). These non-GAAP financial measures, which include Adjusted Net Income (Loss) Attributable to Shareholders of Teekay, Teekay Parent Free Cash Flow, Total Adjusted Revenues, Net Interest Expense, Adjusted Equity Income and Adjusted EBITDA, are intended to provide additional information and should not be considered substitutes for measures of performance prepared in accordance with GAAP. In addition, these measures do not have standardized meanings across companies, and therefore may not be comparable to similar measures presented by other companies. The Company believes that certain investors use this information to evaluate the Company’s financial performance, as does management.

Non-GAAP Financial Measures

Total Adjusted EBITDA represents net income (loss) before interest, taxes, depreciation and amortization, and is adjusted to exclude certain items whose timing or amount cannot be reasonably estimated in advance or that are not considered representative of core operating performance. Such adjustments include foreign currency exchange gains and losses, any write-downs and/or gains and losses on sale of operating assets, adjustments for direct financing and sales-type leases to a cash basis, amortization of in-process revenue contracts, unrealized gains and losses on derivative instruments, credit loss provision adjustments, write-downs related to equity-accounted investments, our share of the above items in non-consolidated joint ventures which are accounted for using the equity method of accounting, and other income or loss. Total Adjusted EBITDA also excludes realized gains or losses on interest rate swaps as management, in assessing the Company’s performance, views these gains or losses as an element of interest expense and realized gains or losses on derivative instruments resulting from amendments or terminations of the underlying instruments.

Consolidated Adjusted EBITDA represents Adjusted EBITDA from vessels that are consolidated on the Company’s financial statements. Adjusted EBITDA from Equity-Accounted Vessels represents the Company’s proportionate share of Adjusted EBITDA from its equity-accounted vessels. The Company does not have the unilateral ability to determine whether the cash generated by its equity-accounted vessels is retained within the entity in which the Company holds the equity-accounted investments or distributed to the Company and other owners. In addition, the Company does not control the timing of any such distributions to the Company and other owners. Total Adjusted EBITDA represents Consolidated Adjusted EBITDA plus Adjusted EBITDA from Equity-Accounted Joint Ventures. Adjusted EBITDA is a non-GAAP financial measure used by certain investors and management to measure the operational performance of companies. Please refer to Appendices C and E of this release for reconciliations of Adjusted EBITDA to net income (loss) and equity (loss) income, respectively, which are the most directly comparable GAAP measures reflected in the Company’s consolidated financial statements.

Total Adjusted Revenues represents the Company’s revenues from its consolidated vessels, as shown in the Company’s Consolidated Statements of (Loss) Income, and its proportionate ownership percentage of the revenues from its equity-accounted joint ventures, as shown in Appendix E of this release, and commencing in 2020, less the Company’s proportionate share of revenues earned directly from its equity-accounted joint ventures. Please refer to Appendix E of this release for a reconciliation of this non-GAAP financial measure to revenues and equity income, the most directly comparable GAAP measure reflected in the Company’s consolidated financial statements. The Company does not have the unilateral ability to determine whether the cash generated by its equity-accounted vessels is retained within the entity in which the Company holds the equity-accounted investments or distributed to the Company and other owners. In addition, the Company does not control the timing of any such distributions to the Company and other owners.

Adjusted Net Income (Loss) Attributable to Shareholders of Teekay excludes items of income or loss from GAAP net income (loss) that are typically excluded by securities analysts in their published estimates of the Company’s financial results. The Company believes that certain investors use this information to evaluate the Company’s financial performance, as does management. Please refer to Appendix A of this release for a reconciliation of this non-GAAP financial measure to net (loss) income, and refer to footnote (6) of the statements of (loss) income for a reconciliation of adjusted equity income to equity income (loss), the most directly comparable GAAP measure reflected in the Company’s consolidated financial statements.

Teekay Parent Financial Measures

Teekay Parent Adjusted EBITDA represents the sum of (a) distributions or dividends (including payments-in-kind) relating to a given quarter (but received by Teekay Parent in the following quarter) as a result of ownership interests in its consolidated publicly-traded subsidiaries (Teekay LNG and Teekay Tankers), net of Teekay Parent’s corporate general and administrative expenditures for the given quarter and (b) Adjusted EBITDA attributed to Teekay Parent’s directly-owned and chartered-in assets.

Teekay Parent Free Cash Flow represents Teekay Parent Adjusted EBITDA, less Teekay Parent’s net interest expense and, commencing in the second quarter of 2020, asset retirement costs incurred for the given quarter. Net Interest Expense includes interest expense (excluding the amortization of prepaid loan costs), interest income and realized losses on interest rate swaps. Please refer to Appendices B, C, D and E of this release for further details and reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures reflected in the Company’s consolidated financial statements.

Teekay Corporation
Summary Consolidated Statements of (Loss) Income
(in thousands of U.S. dollars, except share and per share data)

  Three Months Ended Nine Months Ended
  September 30, June 30, September 30, September 30, September 30,
  2020 2020 2019
(1)
2020 2019 (1)
  (unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
           
Revenues 396,517   482,805   425,836   1,453,376   1,375,106  
           
Voyage expenses (61,736 ) (66,896 ) (97,829 ) (250,196 ) (310,022 )
Vessel operating expenses (153,764 ) (147,796 ) (159,616 ) (454,853 ) (479,229 )
Time-charter hire expense (18,796 ) (17,714 ) (28,932 ) (63,566 ) (87,587 )
Depreciation and amortization (64,352 ) (62,936 ) (73,633 ) (200,205 ) (219,589 )
General and administrative expenses (18,073 ) (23,668 ) (20,016 ) (60,018 ) (63,856 )
Write-down and (loss) gain on sale of assets (2) (66,273 ) (10,669 ) (175,785 ) (171,548 ) (179,113 )
Gain on commencement of sales-type lease (3)       44,943    
Restructuring charges (4) (2,139 ) (4,622 ) (414 ) (9,149 ) (10,404 )
Income (loss) from vessel operations 11,384   148,504   (130,389 ) 288,784   25,306  
           
Interest expense (53,175 ) (59,245 ) (67,707 ) (174,940 ) (211,583 )
Interest income 1,754   2,314   1,485   6,871   6,407  
Realized and unrealized losses on non-designated          
derivative instruments (5) (1,471 ) (9,270 ) (1,924 ) (32,404 ) (18,311 )
Equity income (loss) (6) 24,392   35,343   21,514   62,048   (46,423 )
Income tax (expense) recovery (7) (3,702 ) 17,175   (3,091 ) 9,681   (11,531 )
Foreign exchange (loss) gain (5,943 ) (8,922 ) 5,628   (8,219 ) (2,853 )
Other loss – net (8) (14,627 ) (399 ) (1,424 ) (15,707 ) (12,495 )
Net (loss) income (41,388 ) 125,500   (175,908 ) 136,114   (271,483 )
Net loss (income) attributable to          
non-controlling interests 5,981   (103,777 ) (22,270 ) (199,603 ) (50,437 )
Net (loss) income attributable to the shareholders          
of Teekay Corporation (35,407 ) 21,723   (198,178 ) (63,489 ) (321,920 )
Earnings (loss) per common share of Teekay Corporation          
 – Basic $ (0.35 ) $ 0.21   $ (1.97 ) $ (0.63 ) $ (3.20 )
 – Diluted $ (0.35 ) $ 0.21   $ (1.97 ) $ (0.63 ) $ (3.20 )
Weighted-average number of common shares outstanding          
 – Basic 101,107,371   101,107,362   100,784,683   101,034,362   100,697,251  
 – Diluted 101,107,371   101,196,383   100,784,683   101,034,362   100,697,251  

(1)   Comparative balances relating to the three and nine months ended September 30, 2019 have been recast to reflect results consistent with the presentation in the Company’s 2019 Annual Report on Form 20-F and this report for the three and nine months ended September 30, 2020.
(2)   Write-down and (loss) gain on sale of assets for the three and nine months ended September 30, 2020 includes write-downs of $66.3 million relating to five Aframax tankers, the Hummingbird FPSO unit, and the Suksan Salamander FSO unit, an operating lease right-of-use (ROU) asset. The five Aframax tankers were written down to their estimated fair values. In 2020, the Company made changes to the Hummingbird’s expected future cash flows based on the market environment and oil prices, and contract discussions with the customer, which resulted in the vessel being fully written down. In the third quarter of 2020, the Company also made changes to the Suksan Salamander’s expected future cash flows based on recent progress on the early termination of the in-charter and the corresponding novation of the charter contract to Altera Infrastructure LP (Altera). Write-down and (loss) gain on sale of assets for the nine months ended September 30, 2020 also includes a $13.6 million provision incurred in the second quarter of 2020 relating to an adjustment in the Banff FPSO unit’s estimated asset retirement obligation and the write-down of the unit’s remaining residual value, write-downs of six multi-gas carriers totaling $45.0 million and other write-downs of two FPSO units totaling $46.5 million, both of which were incurred in the first quarter of 2020. Write-down and (loss) gain on sale of assets for the three and nine months ended September 30, 2019 includes $175.0 million relating to the write-down of two FPSO units owned by Teekay Parent. 
(3)   Gain on commencement of sales-type lease of $44.9 million for the nine months ended September 30, 2020 relates to the commencement of the sales-type lease for the Foinaven FPSO unit as a result of a new bareboat charter agreement. 
(4)   Restructuring charges for the three and nine months ended September 30, 2020 includes redundancy accruals arising from the cessation of production of the Petrojarl Banff FPSO unit in June 2020, the restructuring of the Company’s tanker operations, and the reorganization and realignment of resources of the Company’s shared services functions, of which a portion of the costs are recoverable from the customer, Altera. Restructuring charges for the nine months ended September 30, 2020 also includes severance costs resulting from the expected termination of the contract for an FSO unit based in Australia, which are expected to be fully recoverable from the customer. Recoverable severance costs totaling $1.0 million and $6.7 million are presented in revenue for the three and nine months ended September 30, 2020, respectively. 
(5)   Realized and unrealized losses related to derivative instruments that are not designated in qualifying hedging relationships for accounting purposes are included as a separate line item in the consolidated statements of (loss) income. The realized losses relate to the amounts the Company actually paid to settle such derivative instruments and the unrealized gains (losses) relate to the change in fair value of such derivative instruments, as detailed in the table below:

  Three Months Ended Nine Months Ended
  September 30, June 30, September 30, September 30, September 30,
  2020
2020
2019
2020
2019
  (unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Realized (losses) gains relating to          
Interest rate swap agreements (5,349 ) (3,879 ) (2,247 ) (11,905 ) (5,720 )
Stock purchase warrants (i)         (25,559 )
Foreign currency forward contracts 379       138    
Forward freight agreements (183 ) (201 ) 435   (433 ) 393  
  (5,153 ) (4,080 ) (1,812 ) (12,200 ) (30,886 )
Unrealized gains (losses) relating to          
Interest rate swap agreements 3,956   (5,251 ) (623 ) (20,107 ) (14,839 )
Foreign currency forward contracts (53 ) 53   (435 ) 202   (536 )
Stock purchase warrants (i)         26,900  
Forward freight agreements (221 ) 8   946   (299 ) 1,050  
  3,682   (5,190 ) (112 ) (20,204 ) 12,575  
Total realized and unrealized losses on derivative instruments (1,471 ) (9,270 ) (1,924 ) (32,404 ) (18,311 )

  (i)   Stock purchase warrants for the nine months ended September 30, 2019 relates to the sale of the Company’s remaining interest in Altera in May 2019. Also refer to footnote (6)(i) below.

(6)   The Company’s proportionate share of items within equity income (loss) as identified in Appendix A of this release is detailed in the table below. By excluding these items from equity income (loss) as reflected in the consolidated statements of (loss) income , the Company believes the resulting adjusted equity income is a normalized amount that can be used to evaluate the financial performance of the Company’s equity-accounted investments. Adjusted equity income is a non-GAAP financial measure.

  Three Months Ended Nine Months Ended
  September 30, June 30, September 30, September 30, September 30,
  2020
2020
2019
2020 2019
  (unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Equity income (loss) 24,392   35,343   21,514   62,048 (46,423 )
Proportionate share of unrealized (gains)          
losses on derivative instruments (2,680 ) 3,806   5,170   23,330 19,138  
Loss on sale of investment in Altera (i)       72,753  
Other (ii) 8,266   (61 ) (150 ) 16,646 873  
Equity income adjusted for items in Appendix A 29,978   39,088   26,534   102,024 46,341  

  (i)   During the nine months ended September 30, 2019, the Company recognized a loss of $7.9 million on sale of its investment in Altera to affiliates of Brookfield Business Partners L.P., which occurred in May 2019. In connection with the sale, the Company also recognized a write-down of $64.9 million on its equity-accounted investment in Altera during the nine months ended September 30, 2019. Also refer to footnote (5)(i) above in respect of gains and losses on stock purchase warrants.
  (ii)   Other for the three and nine months ended September 30, 2020, and three months ended June 30, 2020, includes unrealized credit loss provision adjustments to the Company’s financial instruments as a result of the adoption in 2020 of ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments (ASU 2016-13).

(7)   Income tax (expense) recovery for the three months ended June 30, 2020 and nine months ended September 30, 2020, includes a reduction in freight tax accruals of $16.8 million related to periods prior to 2020.
(8)   Other loss – net for the three and nine months ended September 30, 2020, and three months ended June 30, 2020 includes unrealized credit loss provision adjustments of $15.0 million, $15.2 million and $0.2 million, respectively, as a result of the adoption of ASU 2016-13 effective January 1, 2020. Other loss – net for the nine months ended September 30, 2019 includes a $10.7 million loss relating to the repurchase of the Company’s 2020 Unsecured Senior Notes, which matured in January 2020.

Teekay Corporation
Summary Consolidated Balance Sheets
(in thousands of U.S. dollars)

  As at September 30, As at June 30, As at December 31,
  2020 2020 2019
  (unaudited) (unaudited) (unaudited)
ASSETS    
Cash and cash equivalents – Teekay Parent 54,655 66,917 104,196
Cash and cash equivalents – Teekay LNG 201,036 226,328 160,221
Cash and cash equivalents – Teekay Tankers 120,872 167,907 88,824
Assets held for sale 65,458
Accounts receivable and other current assets 274,408 318,726 393,406
Restricted cash – Teekay Parent 4,060 3,915 2,048
Restricted cash – Teekay LNG 53,801 66,147 93,070
Restricted cash – Teekay Tankers 8,123 8,203 6,508
Vessels and equipment – Teekay Parent 13,964 95,984
Vessels and equipment – Teekay LNG 2,908,182 2,931,602 3,027,342
Vessels and equipment – Teekay Tankers 1,616,518 1,672,976 1,750,166
Operating lease right-of-use assets 61,796 81,255 159,638
Net investment in direct financing and sales-type leases 537,142 554,986 818,809
Investments in and loans to equity-accounted investments 1,111,660 1,102,386 1,173,728
Other non-current assets 128,867 130,200 133,466
Total Assets 7,081,120 7,345,512 8,072,864
LIABILITIES AND EQUITY    
Accounts payable and other current liabilities 461,664 441,857 430,497
Liabilities related to assets held for sale 2,980
Short-term debt – Teekay Tankers 20,000 10,000 50,000
Current portion of long-term debt – Teekay Parent 86,674
Current portion of long-term debt – Teekay LNG 363,161 366,237 463,047
Current portion of long-term debt – Teekay Tankers 37,756 53,830 68,930
Long-term debt – Teekay Parent 346,178 354,065 349,403
Long-term debt – Teekay LNG 2,488,953 2,568,258 2,779,253
Long-term debt – Teekay Tankers 573,381 661,627 905,537
Operating lease liabilities 63,529 72,982 148,602
Other long-term liabilities 196,568 229,415 216,348
Equity:      
Non-controlling interests 2,033,112 2,058,273 2,089,730
Shareholders of Teekay 496,818 528,968 481,863
Total Liabilities and Equity 7,081,120 7,345,512 8,072,864
        
Net debt – Teekay Parent (1) 287,463 283,233 329,833
Net debt – Teekay LNG (1) 2,597,277 2,642,020 2,989,009
Net debt – Teekay Tankers (1) 502,142 549,347 929,135

(1)   Net debt is a non-GAAP financial measure and represents short-term debt, current portion of long-term debt and long-term debt, less cash and cash equivalents, and, if applicable, restricted cash.

Teekay Corporation
Summary Consolidated Statements of Cash Flows
(in thousands of U.S. dollars)

  Nine Months Ended
  September 30,
  2020
2019
  (unaudited) (unaudited)
Cash, cash equivalents and restricted cash provided by (used for)    
OPERATING ACTIVITIES    
Net income (loss) 136,114   (271,483 )
Non-cash and non-operating items:    
Depreciation and amortization 200,205   219,589  
Unrealized loss on derivative instruments 22,373   38,803  
Write-down and loss on sale 171,548   179,113  
Gain on commencement of sales-type lease (44,943 )  
Equity (income) loss, net of dividends received (29,751 ) 71,797  
Foreign currency exchange loss and other 33,747   13,602  
Direct financing lease payments received 337,363   9,242  
Change in operating assets and liabilities 92,310   41,729  
Asset retirement obligation expenditures (15,207 )  
Expenditures for dry docking (9,623 ) (46,266 )
Net operating cash flow 894,136   256,126  
     
FINANCING ACTIVITIES    
Proceeds from issuance of long-term debt, net of issuance costs 1,109,267   449,686  
Prepayments of long-term debt (1,639,223 ) (774,401 )
Scheduled repayments of long-term debt (267,953 ) (171,946 )
Proceeds from short-term debt 235,000   125,000  
Prepayment of short-term debt (265,000 ) (75,000 )
Proceeds from financing related to sales-leaseback of vessels   381,526  
Prepayment of obligations related to finance leases   (111,617 )
Repayments of obligations related to finance leases (71,135 ) (72,559 )
Repurchase of Teekay LNG common units (15,635 ) (25,729 )
Distributions paid from subsidiaries to non-controlling interests (58,081 ) (46,982 )
Cash dividends paid   (5,523 )
Other financing activities (798 ) (580 )
Net financing cash flow (973,558 ) (328,125 )
     
INVESTING ACTIVITIES    
Expenditures for vessels and equipment (18,468 ) (98,713 )
Proceeds from sale of vessels and equipment 60,915    
Proceeds from sale of assets, net of cash sold 24,977   100,000  
Loan repayment by joint venture 4,650    
Investment in equity-accounted investments   (42,171 )
Other investing activities (6,430 )  
Net investing cash flow 65,644   (40,884 )
     
Decrease in cash, cash equivalents and restricted cash (13,778 ) (112,883 )
Cash, cash equivalents and restricted cash, beginning of the period 456,325   505,639  
Cash, cash equivalents and restricted cash, end of the period 442,547   392,756  

Teekay Corporation
Appendix A – Reconciliation of Non-GAAP Financial Measures
Adjusted Net Income (Loss)
(in thousands of U.S. dollars, except per share data)

  Three Months Ended Nine Months Ended
  September 30, June 30, September 30,
  2020
2020
2020
  (unaudited) (unaudited) (unaudited)
    $ Per   $ Per   $ Per
  $ Share(1) $ Share(1) $ Share(1)
Net (loss) income – GAAP basis (41,388 )   125,500     136,114    
Adjust for: Net loss (income) attributable to            
non-controlling interests 5,981     (103,777 )   (199,603 )  
Net (loss) income attributable to            
shareholders of Teekay (35,407 ) (0.35 ) 21,723   0.21   (63,489 ) (0.63 )
Add (subtract) specific items affecting net loss            
Unrealized (gains) losses from            
derivative instruments(2) (6,362 ) (0.06 ) 8,995   0.09   43,533   0.43  
Foreign currency exchange losses (3) 4,275   0.04   7,492   0.07   3,304   0.03  
Banff FPSO decommissioning costs            
net of recoveries(4) 10,564   0.10   5,854   0.06   16,418   0.16  
Write-down and (loss) gain on sale            
of vessels and other assets(5) 66,872   0.66   10,669   0.11   172,147   1.70  
Gain on commencement of sales-type lease(6)         (44,943 ) (0.44 )
Restructuring charges, net of recoveries 1,186   0.01   112     2,486   0.02  
Other(7) 22,657   0.22   (17,598 ) (0.17 ) 13,289   0.13  
Non-controlling interests’ share of items above(8) (48,556 ) (0.48 ) 2,466   0.02   (62,544 ) (0.62 )
Total adjustments 50,636   0.49   17,990   0.18   143,690   1.42  
Adjusted net income attributable to            
shareholders of Teekay 15,229   0.15   39,713   0.39   80,201   0.79  

(1)   Basic per share amounts.
(2)   Reflects unrealized gains (losses) relating to the change in the mark-to-market value of derivative instruments that are not designated in qualifying hedging relationships for accounting purposes, including those gains (losses) included in the Company’s proportionate share of equity income (loss) from joint ventures.
(3)   Foreign currency exchange losses (gains) primarily relate to the Company’s debt denominated in Euros and Norwegian Kroner (NOK) and unrealized losses on cross currency swaps used to economically hedge the principal and interest on NOK bonds.
(4)   In the first quarter of 2020, CNR International (U.K.) Limited (or CNR) provided formal notice to the Company of its intention to decommission the Banff field and remove the Banff FPSO and the Apollo Spirit FSO from the field in June 2020. The oil production under the existing contract for the Banff FPSO unit ceased in June 2020, and the Company commenced decommissioning activities during the second quarter of 2020.
(5)   Refer to footnote (2) of the Summary Consolidated Statements of (Loss) Income for additional information.
(6)   Gain on commencement of sales-type lease for the nine months ended September 30, 2020 relates to the commencement of the sales-type lease for the Foinaven FPSO unit as a result of a new bareboat charter agreement.
(7)   Other for the three and nine months ended September 30, 2020, and three months ended June 30,2020, includes credit loss provision adjustments to the Company’s financial instruments upon adoption of ASU 2016-13. Other for the nine months ended September 30, 2020 and three months ended June 30, 2020 also includes a reduction in freight tax accruals.
(8)   Items affecting net income include items from the Company’s consolidated non-wholly-owned subsidiaries. The specific items affecting net income are analyzed to determine whether any of the amounts originated from a consolidated non-wholly-owned subsidiary. Each amount that originates from a consolidated non-wholly-owned subsidiary is multiplied by the non-controlling interests’ percentage share in this subsidiary to determine the non-controlling interests’ share of the amount. The amount identified as “Non-controlling interests’ share of items above” in the table above is the cumulative amount of the non-controlling interests’ proportionate share of items listed in the table.


Teekay Corporation
Appendix A – Reconciliation of Non-GAAP Financial Measures
Adjusted Net Income (Loss)
(in thousands of U.S. dollars, except per share data)

  Three Months Ended Nine Months Ended
  September 30, September 30,
  2019
2019
  (unaudited) (unaudited)
    $ Per   $ Per
  $ Share(1) $ Share(1)
Net loss – GAAP basis (175,908 )   (271,483 )  
Adjust for: Net income attributable to        
non-controlling interests (22,270 )   (50,437 )  
Net loss attributable to        
shareholders of Teekay (198,178 ) (1.97 ) (321,920 ) (3.20 )
Add (subtract) specific items affecting net loss        
Unrealized losses from non-designated derivative instruments(2) 5,283   0.05   6,565   0.07  
Foreign currency exchange gains(3) (7,059 ) (0.07 ) (1,099 ) (0.01 )
Write-down and (loss) gain on sale of vessels and        
other assets(4)
175,785   1.74   251,866   2.50  
Restructuring charges, net of recoveries 414     3,941   0.04  
Other(5) 1,267   0.01   40,594   0.40  
Non-controlling interests’ share of items above(6) (1,582 ) (0.02 ) (30,340 ) (0.30 )
Total adjustments 174,108   1.71   271,527   2.70  
Adjusted net loss attributable to        
shareholders of Teekay (24,070 ) (0.24 ) (50,393 ) (0.50 )
         

(1)   Basic per share amounts.
(2)   Reflects unrealized losses (gains) relating to the change in the mark-to-market value of derivative instruments that are not designated in qualifying hedging relationships for accounting purposes, including those losses (gains) included in the Company’s proportionate share of equity income (loss) from joint ventures.
(3)   Foreign currency exchange (gains) losses primarily relate to the Company’s debt denominated in Euros and Norwegian Kroner (NOK) and unrealized (gains) losses on cross currency swaps used to economically hedge the principal and interest on NOK bonds.
(4)   Refer to footnote (2) of the Summary Consolidated Statements of (Loss) Income for additional information.
(5)   Other for the three and nine months ended September 30, 2019 includes upfront fees on the refinancing of a vessel. Other for the nine months ended June 30, 2019 also includes the realized loss on sale of stock purchase warrants in Altera, a loss on the repurchase of 2020 Notes, and the loan extinguishment costs related to Teekay LNG’s refinancing of one of its debt facilities.
(6)   Items affecting net loss include items from the Company’s consolidated non-wholly-owned subsidiaries. The specific items affecting net loss are analyzed to determine whether any of the amounts originated from a consolidated non-wholly-owned subsidiary. Each amount that originates from a consolidated non-wholly-owned subsidiary is multiplied by the non-controlling interests’ percentage share in this subsidiary to determine the non-controlling interests’ share of the amount. The amount identified as “Non-controlling interests’ share of items above” in the table above is the cumulative amount of the non-controlling interests’ proportionate share of items listed in the table.

Teekay Corporation
Appendix B – Supplemental Financial Information
Summary Statement of Income (loss) for the Three Months Ended September 30, 2020 
(in thousands of U.S. dollars)
(unaudited)

  Teekay Teekay Teekay Consolidation Total
  LNG Tankers Parent Adjustments(1)  
           
Revenues 148,935   170,240   77,342     396,517  
           
Voyage expenses (3,950 ) (57,777 ) (9 )   (61,736 )
Vessel operating expenses (30,642 ) (46,336 ) (76,786 )   (153,764 )
Time-charter hire expense (5,980 ) (9,070 ) (3,746 )   (18,796 )
Depreciation and amortization (32,601 ) (29,992 ) (1,759 )   (64,352 )
General and administrative expenses (6,165 ) (9,887 ) (2,021 )   (18,073 )
Write-down of vessels   (44,973 ) (21,300 )   (66,273 )
Restructuring charges   (1,398 ) (741 )   (2,139 )
Income (loss) from vessel operations 69,597   (29,193 ) (29,020 )   11,384  
           
Interest expense (30,528 ) (12,553 ) (10,124 ) 30   (53,175 )
Interest income 1,406   337   41   (30 ) 1,754  
Realized and unrealized (loss) gain on          
non-designated derivative instruments (1,327 ) (414 ) 270     (1,471 )
Equity income 24,346   46       24,392  
Equity in earnings of subsidiaries (2)     1,619   (1,619 )  
Income tax expense (1,420 ) (2,187 ) (95 )   (3,702 )
Foreign exchange (loss) gain (7,853 ) (514 ) 2,424     (5,943 )
Other (loss) income – net (14,149 ) 44   (522 )   (14,627 )
Net income (loss) 40,072   (44,434 ) (35,407 ) (1,619 ) (41,388 )
Net income attributable to          
non-controlling interests (3) 203       5,778   5,981  
Net income (loss) attributable to shareholders/          
unitholders of publicly-listed entities 40,275   (44,434 ) (35,407 ) 4,159   (35,407 )

(1)   Consolidation Adjustments column includes adjustments which eliminate transactions between Teekay LNG, Teekay Tankers and Teekay Parent.
(2)   Teekay Corporation’s proportionate share of the net earnings of its publicly-traded subsidiaries.
(3)   Net income attributable to non-controlling interests in the Teekay LNG column represents the joint venture partners’ share of the net income of its respective consolidated joint ventures. Net income attributable to non-controlling interest in the Consolidation Adjustments column represents the public’s share of the net income of Teekay’s publicly-traded consolidated subsidiaries.

Teekay Corporation
Appendix C – Supplemental Financial Information
Teekay Parent Summary Operating Results
For the Three Months Ended September 30, 2020
(in thousands of U.S. dollars)
(unaudited)

        Teekay
      Corporate Parent
  FPSOs Other(1) G&A Total
         
Revenues 16,245   61,097     77,342  
         
Voyage expenses (9 )     (9 )
Vessel operating expenses (21,563 ) (55,223 )   (76,786 )
Time-charter hire expense (2 ) (3,744 )   (3,746 )
Depreciation and amortization (1,759 )     (1,759 )
General and administrative expenses (398 )   (1,623 ) (2,021 )
Write-down of vessels (2) (12,200 ) (9,100 )   (21,300 )
Restructuring charges (900 ) 159     (741 )
Loss from vessel operations (20,586 ) (6,811 ) (1,623 ) (29,020 )
         
Depreciation and amortization 1,759       1,759  
Amortization of operating lease liability        
and other (749 ) 602     (147 )
Write-down of vessels (2) 12,200   9,100     21,300  
Daughter Entities distributions (3)     9,379   9,379  
Teekay Parent adjusted EBITDA (7,376 ) 2,891   7,756   3,271  

(1)   Includes the results of one chartered-in FSO unit owned by Altera, which is largely on a flow-through basis with Teekay Parent earning a small margin.
(2)   Write-down of vessels for the three months ended September 30, 2020 relates to write-down of the Hummingbird FPSO unit and the Suksan Salamander FSO unit, an operating lease ROU asset. Please refer to footnote (2) of the Summary Consolidated Statements of (Loss) Income of this release for further details.
(3)   In addition to the adjusted EBITDA generated by its directly owned and chartered-in assets, Teekay Parent also receives cash distributions from its consolidated publicly-traded subsidiary, Teekay LNG. For the three months ended September 30, 2020, Teekay Parent received cash distributions of $9.4 million from Teekay LNG, including those made with respect to its general partner interests in Teekay LNG. Distributions received for a given quarter consist of the amount of distributions relating to such quarter but received by Teekay Parent in the following quarter. Please refer to Appendix D of this release for further details.


Teekay Corporation
Appendix D – Reconciliation of Non-GAAP Financial Measures
Teekay Parent Free Cash Flow
(in thousands of U.S. dollars, except share and per share data)

  Three Months Ended
  September 30, June 30, September 30,
  2020
2020
2019
  (unaudited) (unaudited) (unaudited)
Daughter Entities distributions to Teekay Parent (1)      
Teekay LNG      
Limited Partner interests (2) 8,990   8,990   4,790  
GP interests 389   389   300  
Total Daughter Entity Distributions to Teekay Parent 9,379   9,379   5,090  
       
FPSOs (7,376 ) 2,250   (13,087 )
Other income and corporate general and administrative expenses      
Other Income 2,891   3,488   649  
Corporate general and administrative expenses (3) (1,623 ) (5,423 ) (2,720 )
TEEKAY PARENT ADJUSTED EBITDA
(4)
3,271   9,694   (10,068 )
       
Net interest expense (5) (8,237 ) (8,675 ) (8,714 )
Asset retirement costs incurred (6) (12,169 ) (2,927 )  
TOTAL TEEKAY PARENT FREE CASH FLOW (17,135 ) (1,908 ) (18,782 )
       
Weighted-average number of common shares – Basic 101,107,371   101,107,362   100,784,683  

(1)   Daughter Entities dividends and distributions for a given quarter consist of the amount of dividends and distributions relating to such quarter but received by Teekay Parent in the following quarter.
(2)   Common unit distribution cash flows to Teekay Parent are based on Teekay Parent’s ownership on the ex-dividend date for its publicly-traded subsidiary Teekay LNG for the periods as follows:

   
Three Months Ended


    September 30,   June, 30   September 30,
    2020   2020   2019
    (unaudited)   (unaudited)   (unaudited)
Teekay LNG            
Distribution per common unit $ 0.25 $ 0.25 $ 0.19
Common units owned by            
Teekay Parent   35,958,274   35,958,274   25,208,274
Total distribution $ 8,989,569   8,989,569 $ 4,789,572

(3)   Increase in corporate general and administrative expenses for the three months ended June 30, 2020 relates primarily to a change in timing of annual equity-based compensation grants in 2020 and professional fees associated with the IDR transaction completed in May 2020.
(4)   Please refer to Appendices C and E for additional financial information on Teekay Parent’s adjusted EBITDA.
(5)   Please see Appendix E to this release for a description of this measure and a reconciliation of this non-GAAP financial measure as used in this release to interest expense net of interest income, the most directly comparable GAAP financial measure.
(6)   Relates to decommissioning activities for the Banff FPSO unit, which have been accrued on the balance sheet as an asset retirement obligation. Please see Appendix C footnote (2) for additional information.

Teekay Corporation
Non-GAAP Financial Reconciliations

Teekay Corporation
Appendix E – Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA – Consolidated
(in thousands of U.S. dollars)

  Three Months Ended
  September 30, June 30, September 30,
  2020 2020 2019
  (unaudited) (unaudited) (unaudited)
Net (loss) income (41,388 ) 125,500   (175,908 )
Depreciation and amortization 64,352   62,936   73,633  
Interest expense, net of interest income 51,421   56,931   66,222  
Income tax expense (recovery) 3,702   (17,175 ) 3,091  
EBITDA 78,087   228,192   (32,962 )
Specific income statement items affecting EBITDA:      
Write-down and (loss) gain on sale of assets 66,273   10,669   175,785  
Adjustments for direct financing and sales-type lease to a cash basis and other 2,976   2,452   3,191  
Realized and unrealized losses on derivative instruments 1,471   9,270   1,924  
Realized gains (losses) from the settlements of non-designated derivative instruments 195   (200 ) 435  
Equity income (24,392 ) (35,343 ) (21,514 )
Foreign currency exchange loss (gain) 5,943   8,922   (5,628 )
Other loss – net (1) 14,627   399   1,424  
Consolidated Adjusted EBITDA 145,180   224,361   122,655  
Adjusted EBITDA from equity-accounted vessels (See Appendix E) 81,818   91,508   70,225  
Total Adjusted EBITDA 226,998   315,869   192,880  

(1)   Please refer to footnote (8) of the Summary Consolidated Statements of (Loss) Income of this release for further details.

Teekay Corporation
Appendix E – Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA – Equity-Accounted Vessels
(in thousands of U.S. dollars)

  Three Months Ended 
  September 30, 2020 June 30, 2020 September 30, 2019
  (unaudited) (unaudited) (unaudited)
  At Company’s At Company’s At Company’s
  100% Portion(1) 100
%
Portion(1) 100
%
Portion(1)
Revenues 248,474   107,619   266,539   115,422   207,749   91,490  
Vessel and other operating expenses (77,966 ) (34,522 ) (74,233 ) (32,468 ) (60,219 ) (26,779 )
Depreciation and amortization (27,436 ) (13,804 ) (26,075 ) (13,006 ) (29,799 ) (14,416 )
Income from vessel operations of equity-accounted vessels 143,072   59,293   166,231   69,948   117,731   50,295  
             
Net interest expense (61,774 ) (25,228 ) (73,310 ) (29,465 ) (57,031 ) (23,423 )
Income tax (expense) recovery (449 ) (235 ) 225   110   (32 ) (16 )
Other items including realized and            
unrealized loss on derivative            
instruments (2) (26,624 ) (9,438 ) (17,786 ) (5,250 ) (18,270 ) (5,492 )
Gain on sale of equity-accounted            
 investments           150  
Net income / equity income of equity-accounted vessels 54,225   24,392   75,360   35,343   42,398   21,514  
             
Net income / equity income            
of equity-accounted vessels 54,225   24,392   75,360   35,343   42,398   21,514  
Depreciation and amortization 27,436   13,804   26,075   13,006   29,799   14,416  
Net interest expense 61,774   25,228   73,310   29,465   57,031   23,423  
Income tax expense (recovery) 449   235   (225 ) (110 ) 32   16  
EBITDA 143,884   63,659   174,520   77,704   129,260   59,369  
Specific income statement items affecting EBITDA:          
Adjustments for direct financing and sales-type lease to a cash basis 26,752   9,677   26,381   9,499   17,701   6,470  
Amortization of in-process contracts and other (1,759 ) (956 ) (1,738 ) (945 ) (1,758 ) (956 )
Other items including realized and unrealized loss on derivative instruments(2) 26,624   9,438   17,786   5,250   18,270   5,492  
Loss on sale of equity-accounted investments           (150 )
Adjusted EBITDA from equity-accounted vessels (3) 195,501   81,818   216,949   91,508   163,473   70,225  

(1)   The Company’s proportionate share of its equity-accounted vessels and other investments ranged from 20% to 52%.
(2)   Includes credit loss provision adjustments recorded upon the adoption of ASU 2016-13 for the three months ended September 30, 2020 and June 30, 2020. 
(3)   Adjusted EBITDA from equity-accounted vessels represents the Company’s proportionate share of adjusted EBITDA from its equity-accounted vessels and other investments.

Teekay Corporation
Appendix E – Reconciliation of Non-GAAP Financial Measures
Total Adjusted Revenues 
(in thousands of U.S. dollars)

  Three Months Ended
  September 30, June 30, September 30,
  2020 2020 2019 (1)
  (unaudited) (unaudited) (unaudited)
Revenues 396,517   482,805   425,836  
Proportionate share of revenues      
from equity-accounted joint ventures 107,619   115,422   91,490  
Less proportionate share of voyage revenues      
earned directly from equity-accounted joint ventures (6,021 ) (5,569 ) (5,501 )
Total adjusted revenues 498,115   592,658   511,825  

(1)   Comparative balances relating to the three months ended September 30, 2019 have been recast to reflect results consistent with the presentation in the Company’s 2019 Annual Report on Form 20-F and this report for the three and nine months ended September 30, 2020.

Teekay Corporation
Appendix E – Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA – Teekay Parent
(in thousands of U.S. dollars)

  Three Months Ended June 30, 2020
  (unaudited)
          Teekay
        Corporate Parent
  FPSOs Other G&A Total
               
Teekay Parent (loss) income from vessel operations   (11,540 )   2,892 (5,423 )   (14,071 )
Write-down of vessels   13,565         13,565  
Depreciation and amortization   1,761         1,761  
Amortization of operating lease liability and other   (1,536 )   596     (940 )
Daughter Entities distributions       9,401     9,401  
Adjusted EBITDA – Teekay Parent   2,250     3,488 3,978     9,716  

  Three Months Ended September 30, 2019
  (unaudited)
          Teekay
        Corporate Parent
  FPSOs Other G&A Total
               
Teekay Parent (loss) income from vessel operations   (194,415 )   8 (2,720 )   (197,127 )
Write-down of vessels   175,000         175,000  
Depreciation and amortization   7,811     38     7,849  
Amortization of in-process revenue contracts and other   (1,483 )   603     (880 )
Daughter Entities distributions       5,090     5,090  
Adjusted EBITDA – Teekay Parent   (13,087 )   649 2,370     (10,068 )

Teekay Corporation
Appendix E – Reconciliation of Non-GAAP Financial Measures
Net Interest Expense – Teekay Parent
(in thousands of U.S. dollars)

  Three Months Ended
  September 30, June 30, September 30,
  2020
2020
2019
  (unaudited) (unaudited) (unaudited)
Interest expense (53,175 ) (59,245 ) (67,707 )
Interest income 1,754   2,314   1,485  
Interest expense net of interest income consolidated (51,421 ) (56,931 ) (66,222 )
Less: Non-Teekay Parent interest expense net of interest income (41,338 ) (46,371 ) (55,545 )
Interest expense net of interest income – Teekay Parent (10,083 ) (10,560 ) (10,677 )
Teekay Parent non-cash accretion and loan cost amortization 2,188   2,191   2,204  
Teekay Parent realized losses on interest rate swaps (342 ) (306 ) (241 )
Net interest expense – Teekay Parent (8,237 ) (8,675 ) (8,714 )

Forward Looking Statements

This release contains forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended) which reflect management’s current views with respect to certain future events and performance, including statements, among other things, regarding: the impact of COVID-19 and related global events on the Company’s business and financial results; fixed charter coverage for Teekay LNG’s and Teekay Tankers’ fleets for the remainder of 2020 and 2021; the timing and cost of the remediation of the Banff field’s subsea infrastructure and the Banff FPSO unit’s decommissioning and recycling; and the Company’s liquidity and the Teekay Group’s positioning for both near-term market volatility and to create long-term shareholder value. The following factors are among those that could cause actual results to differ materially from the forward-looking statements, which involve risks and uncertainties, and that should be considered in evaluating any such statement: market or counterparty reaction to changes in exploration, production and storage of offshore oil and gas, either generally or in particular regions that would impact expected future growth; changes in the demand for oil, refined products, LNG or LPG; changes in trading patterns significantly affecting overall vessel tonnage requirements; greater or less than anticipated levels of vessel newbuilding orders and deliveries and greater or less than anticipated rates of vessel scrapping; changes in global oil prices or tanker rates; OPEC+ and non-OPEC production and supply levels; the duration and extent of the COVID-19 pandemic and any resulting effects on the markets in which the Company operates; the impact of the pandemic on the Company’s ability to maintain safe and efficient operations; issues with vessel operations; higher than expected costs and expenses, off-hire days or dry-docking requirements; higher than expected costs and/or delays associated with the remediation of the Banff field or the decommission/recycling of the Banff FPSO unit; changes in applicable industry laws and regulations and the timing of implementation of new laws and regulations, including IMO 2030; the potential for early termination of long-term contracts of existing vessels; changes in borrowing costs or equity valuations; declaration by Teekay LNG’s board of directors of common unit distributions; available cash to reduce financial leverage at Teekay Parent, Teekay LNG and Teekay Tankers; the impact of geopolitical tensions and changes in global economic conditions; and other factors discussed in Teekay’s filings from time to time with the SEC, including its Annual Report on Form 20-F for the fiscal year ended December 31, 2019. Teekay expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Teekay’s expectations with respect thereto or any change in events, conditions or circumstances on which any such statement is based.

 

Reflects unrealized gains (losses) relating to the change in the mark-to-market value of derivative instruments that are not designated in qualifying hedging relationships for accounting purposes, including those gains (losses) included in the Company’s proportionate share of equity income (loss) from joint ventures.