Lupin Announces FDA Filing Acceptance of Supplemental New Drug Application for Solosec® (secnidazole) for the Treatment of Trichomoniasis

PR Newswire

MUMBAI, India and BALTIMORE, Nov. 16, 2020 /PRNewswire/ — Lupin Pharmaceuticals, Inc., the U.S. based wholly-owned subsidiary of Lupin Limited (Lupin), announced today that the U.S. Food and Drug Administration (FDA) has accepted their supplemental New Drug Application (sNDA) for Solosec® (secnidazole) for the treatment of trichomoniasis in adults and adolescents. The FDA has assigned a Prescription Drug User Fee Act (PDUFA) target date of June 30, 2021. Trichomoniasis vaginalis is the most common non-viral, curable sexually transmitted infection (STI) in the U.S., affecting an estimated 3 to 5 million people.1 Solosec® 2 g oral granules is currently FDA-approved to treat bacterial vaginosis (BV) in adult women.

lupin_pharmaceuticals_Logo

“The FDA acceptance of our application for Solosec® to treat trichomoniasis is an important milestone for our company and for patients who are in need of new options for the treatment of trichomoniasis,” said Jon Stelzmiller,President – Specialty, Lupin Pharmaceuticals, Inc. “We look forward to working with the FDA during their review of our file for this new indication.” 

If approved for trichomoniasis, Solosec® could be the only single-dose oral prescription treatment for both BV and trichomoniasis.

The Solosec® sNDA is based, in part, on trial results that showed a clinically and statistically significant response rate, or microbiological cure, in patients treated with Solosec® as compared to placebo (p<0.001). In the Per-Protocol population, the cure rate was 94.9% (56/59) for Solosec® versus 1.7% (1/60) for placebo (p<0.001). Solosec® was generally well-tolerated. The most commonly reported adverse events were vulvovaginal candidiasis (2.7%) and nausea (2.7%). No serious adverse events were observed in the trial. The data were presented at the 2020 Infectious Diseases Society for Obstetrics & Gynecology (IDSOG) Virtual Annual Meeting.  

About Trichomoniasis

Trichomoniasis is the most common non-viral sexually transmitted infection (STI) in the U.S., and is caused by a protozoan parasite called Trichomonas Vaginalis (T. vaginalis).2 An estimated 3 to 5 million people have the infection,with African American women having a nearly ten times higher risk of being affected compared with non-Hispanic white women.3 Trichomoniasis is four-to-five times more prevalent in women compared to men.3 Signs and symptoms in women can include itching, burning, redness or soreness of the genitals, discomfort with urination and vaginal discharge.2 However, most infected persons (70%-85%) have minimal or no symptoms, and untreated infections might last for months to a year.2,4,8 Trichomoniasis is associated with a two- to three-fold increased risk of HIV infection,5,6 as well as adverse reproductive health outcomes, including infertility and preterm birth.7 Up to 53% of women with HIV infection also have T. vaginalis, which is associated with a significantly increased risk of contracting pelvic inflammatory disease.8 Routine screening of asymptomatic women with HIV infection for T. vaginalis is recommended because of the adverse events associated with asymptomatic trichomoniasis and HIV infection.8 Patients receiving care in high-prevalence settings (e.g., sexually transmitted disease clinics) and asymptomatic patients at high risk for infection (e.g., persons with multiple sex partners, history of sexually transmitted diseases/infections) may also be considered for screening.8

About Solosec®

Solosec® (secnidazole) 2g oral granules is the first and only single-dose oral prescription treatment option to treat bacterial vaginosis (BV), a common vaginal infection, in adult women.9 Solosec® is easy to take and one oral dose contains a full course of treatment.9,10 Women who are prescribed Solosec® may sprinkle the entire packet of granules onto applesauce, yogurt, or pudding and eat the entire mixture, without chewing the granules, within 30 minutes. One dose delivers a complete treatment and Solosec® can be taken at any time of the day, without regard to the timing of meals.There is no need to avoid any foods or drinks, including alcohol, with Solosec®. Laboratory studies show Solosec® does not inhibit the enzyme that processes alcohol in the body.9 Because Solosec® is taken in one oral dose, it may be preferred by women who wish to avoid a multi-day treatment regimen.11

INDICATION

Solosec® (secnidazole) 2 g oral granules is a 5-nitroimidazole antimicrobial agent indicated for the treatment of BV in adult women.

DOSAGE AND ADMINISTRATION

Solosec® is a single-dose therapy for oral use. The entire contents of Solosec® packet should be sprinkled onto applesauce, yogurt or pudding and consumed once within 30 minutes without chewing or crunching the granules. Solosec® is not intended to be dissolved in any liquid.

IMPORTANT SAFETY INFORMATION

  • Solosec® is contraindicated in patients with a history of hypersensitivity to secnidazole, other ingredients of the formulation or other nitroimidazole derivatives.
  • Vulvo-vaginal candidiasis may develop with Solosec® and require treatment with an antifungal agent.
  • Potential risk of carcinogenicity is unknown and has not been studied. Carcinogenicity has been seen in rodents chronically treated with nitroimidazole derivatives, which are structurally related to secnidazole. Chronic use should be avoided.
  • Breastfeeding is not recommended. Patients should discontinue breastfeeding for 96 hours after administration of Solosec®.
  • Most common adverse reactions observed in clinical trials (incidence ≥ 2%) were vulvovaginal candidiasis, headache, nausea, dysgeusia, vomiting, diarrhea, abdominal pain and vulvovaginal pruritus.

To report SUSPECTED ADVERSE REACTIONS, contact Lupin Pharmaceuticals, Inc. at 1-844-SOLOSEC (1-844-765-6732) or FDA at 1-800-FDA-1088 or
www.fda.gov/medwatch.

Please see accompanying full Prescribing Information.

Or

Please click here for full Prescribing Information.

Solosec® is a registered trademark owned by Lupin Inc.

About Lupin Pharmaceuticals, Inc.

Lupin Pharmaceuticals, Inc. is the U.S. based wholly-owned subsidiary of Lupin Limited and is the 3rd largest pharmaceutical company in the U.S. based on total prescriptions. Together, all Lupin-owned entities combine to make up the 8th largest generic pharmaceutical company in the world by revenue size. Lupin Pharmaceuticals, Inc. is dedicated to delivering high-quality medications across many treatment areas. Lupin Pharmaceuticals, Inc.’s branded pharmaceuticals division, is the provider of products designed to help prevent and manage women’s health conditions with serious health consequences.

Please visit www.lupin.com/US/ for more information.

© 2020 Lupin Pharmaceuticals, Inc. All rights reserved.

Safe Harbor Statement under the U. S. Private Securities Litigation Reform Act of 1995:

This release contains forward-looking statements that involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from any future results, performance or achievements expressed or implied by such statements. Many of these risks, uncertainties and other factors include failure of clinical trials, delays in development, registration and product approvals, changes in the competitive environment, increased government control over pricing, fluctuations in the capital and foreign exchange markets and the ability to maintain patent and other intellectual property protection. The information presented in this release represents management’s expectations and intentions as of this date. Lupin expressly disavows any obligation to update the information presented in this release.

For further information or queries please contact –


Caren Begun


Green Room Communications
Email: [email protected]
Tel: +1 201 396 8551

References:

1 American College of Obstetricians and Gynecologists. Vaginitis in Nonpregnant Patients. ACOG Practice Bulletin No. 215. Obstet Gynecol 2020;135(1):e1-17.

2 Centers for Disease Control and Prevention. Trichomoniasis – CDC Fact Sheet. Available at: https://www.cdc.gov/std/trichomonas/stdfact-trichomoniasis.htm. Accessed November 12, 2020.

3 Flagg EW, Meites E, Phillips C, Papp J, Torrone EA. Prevalence of Trichomonas vaginalis Among Civilian, Noninstitutionalized Male and Female Population Aged 14 to 59 Years: United States, 2013 to 2016. Sex Transm Dis. 2019;46(10):e93–e96. doi:10.1097/OLQ.0000000000001013.

4 Daugherty M. Prevalence of Trichomonas vaginalis Infection Among US Males, 2013-2016. Clinical Infectious Diseases. 2019 Feb.; 68(3): 460–46.

5 McClelland, RS. Infection with Trichomonas vaginalis increases the risk of HIV-1 acquisition. Journal of Infectious Diseases. 2007 Mar 1;195(5):698-702.

6 Van Der Pol, B. Trichomonas vaginalis infection and human immunodeficiency virus acquisition in African women. Journal of Infectious Diseases. 2008 Feb;197(4):548-54.

7 Sobel JD, Mitchell C. Trichomoniasis. UpToDate. Available at: https://www.uptodate.com/contents/trichomoniasis. Accessed September 10, 2020.

8 Centers for Disease Control and Infection. 2015 Sexually Transmitted Diseases Treatment Guidelines. Trichomoniasis. Available at: https://www.cdc.gov/std/tg2015/trichomoniasis.htm. Accessed November 12, 2020.

9 SOLOSEC [prescribing information]. Baltimore, MD: Lupin Pharmaceuticals, Inc; 2017.

10 Data on File, Physician Research. Advantage Healthcare, Inc. Prepared December 23, 2014

11 Broumas AG, Basara LA. Potential patient preference for 3-day treatment of bacterial vaginosis: responses to new suppository form of clindamycin. Adv Ther. 2000;17(3):159-166.

 

Cision View original content:http://www.prnewswire.com/news-releases/lupin-announces-fda-filing-acceptance-of-supplemental-new-drug-application-for-solosec-secnidazole-for-the-treatment-of-trichomoniasis-301173373.html

SOURCE Lupin Pharmaceuticals, Inc.

PNC Announces Agreement To Buy BBVA USA Bancshares, Inc.

Acquisition significantly accelerates PNC’s national expansion strategy; creates nation’s 5th largest bank by asset size

PR Newswire

PITTSBURGH, Nov. 16, 2020 /PRNewswire/ — The PNC Financial Services Group, Inc. (NYSE: PNC) and the Spanish financial group, Banco Bilbao Vizcaya Argentaria, S.A. (NYSE and MAD: BBVA) today announced that they have signed a definitive agreement for PNC to acquire BBVA USA Bancshares, Inc., including its U.S. banking subsidiary, BBVA USA, for a purchase price of $11.6 billion to be funded with cash on hand in a fixed price structure.

BBVA USA Bancshares, with $104 billion in assets and headquartered in Houston, Texas, provides commercial and retail banking services through its banking subsidiary BBVA USA and operates 637 branches in Texas, Alabama, Arizona, California, Florida, Colorado and New Mexico. When combined with PNC’s existing footprint, the company will have a coast-to-coast franchise with a presence in 29 of the 30 largest markets in the U.S.

“Our acquisition of BBVA USA will accelerate our growth trajectory and drive long-term shareholder value through a strategic deployment of the proceeds from the sale of our BlackRock investment,” said William S. Demchak, PNC’s chairman, president and chief executive officer. “This transaction is an opportunity to navigate our future from a position of strength, accelerating PNC’s national expansion strategy while drawing on our experience as a disciplined acquirer. We are excited to bring our industry-leading technology and innovative products and services to new markets and clients, leveraging our mutual commitment to building diverse and high performing teams and supporting the communities we serve.”

“This is a very positive transaction for all sides. PNC has recognized the great value of our unique client franchise and of our great team in the U.S., who will be part of a leading financial services group in the country,” said BBVA Group Executive Chairman Carlos Torres Vila. “The deal enhances our already strong financial position. We will have ample flexibility to profitably deploy capital in our markets strengthening our long-term growth profile and supporting economies in the recovery phase, and to increase distributions to shareholders.”  

PNC expects the transaction to be approximately 21% accretive to earnings in 2022 and to substantially replace the net income benefit from PNC’s passive equity investment in BlackRock that was divested in May 2020. The transaction has an estimated internal rate of return to PNC in excess of 19%. The purchase price is estimated at 134% of BBVA USA’s tangible book value, based on its balance sheet as of Sept. 30, 2020, and reflects a deposit premium of 3.7%.

The acquisition adds approximately $86 billion of deposits and $66 billion of loans based on BBVA USA’sSept. 30, 2020 balance sheet. Post-closing, the estimated allowance for credit losses to total loans for the combined entity is 2.85%, including reserves for the acquired loans from BBVA USA of 3.85%.

PNC expects to incur merger and integration costs of $980 million, inclusive of approximately $250 million in write-offs of capitalized items, and achieve cost savings in excess of $900 million, or 35% of BBVA USA’s 2022 estimated annual noninterest expense through operational and administrative efficiency improvements.

The transaction, which has been approved by both companies’ boards of directors, is expected to close in mid-2021, subject to customary closing conditions, including regulatory approvals. Upon closing, PNC intends to merge BBVA USA Bancshares into PNC with PNC continuing as the surviving entity. Post-closing, PNC intends to merge BBVA USA into PNC Bank, N.A. and convert BBVA USA customers to the PNC platform with BBVA USA branches assuming the PNC Bank name. PNC is not acquiring BBVA Securities, Inc., Propel Venture Partners Fund I, L.P. and BBVA Processing Services, Inc.

PNC has a long history of supporting the communities it serves. The company has earned an “Outstanding” rating under the Community Reinvestment Act since those examinations began more than 40 years ago. Furthermore, PNC has long supported full inclusivity of all people and groups, and remains committed to strengthening and enriching the lives of the communities where it operates. This includes PNC’s 2020 pledge to provide $30 million in charitable support for COVID-19 relief efforts, and a $1 billion commitment announced earlier this year to support economic empowerment and combat systemic racism of Black Americans and low to moderate income communities. PNC will include all new markets in these initiatives, while maintaining its commitment to those it currently serves. 

Bank of America, Citi, Evercore and PNC Financial Institutions Advisory acted as financial advisers to PNC and Wachtell, Lipton, Rosen & Katz was legal counsel. J.P. Morgan Securities plc represented BBVA as financial adviser and Sullivan & Cromwell LLP was legal counsel.

CONFERENCE CALL AND SUPPLEMENTAL INFORMATION
PNC Chairman, President and Chief Executive Officer William S. Demchak and Executive Vice President and Chief Financial Officer Robert Q. Reilly will hold a conference call for investors today at 8:00 a.m. Eastern Time regarding the announcement of the definitive agreement. Dial-in numbers for the conference call are (877) 402-9115 and (303) 223-4398 (international) and Internet access to the live audio listen-only webcast of the call is available at www.pnc.com/investorevents. PNC’s press release and presentation slides to accompany the conference call remarks will be available at www.pnc.com/investorevents prior to the beginning of the call. A telephone replay of the call will be available for one week at (800) 633-8284 and (402) 977-9140 (international), conference ID 21972430 and a replay of the audio webcast will be available on PNC’s website for 30 days.

The PNC Financial Services Group, Inc. is one of the largest diversified financial services institutions in the United States, organized around its customers and communities for strong relationships and local delivery of retail and business banking including a full range of lending products; specialized services for corporations and government entities, including corporate banking, real estate finance and asset-based lending; wealth management and asset management. For information about PNC, visit www.pnc.com.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This press release contains forward-looking statements regarding our outlook or expectations with respect to the planned acquisition of BBVA USA Bancshares, Inc., the combination of BBVA USA Bancshares, Inc. into PNC and BBVA USA into PNC Bank, and the impact of the transaction on PNC’s future performance.

Forward-looking statements are necessarily subject to numerous assumptions, risks and uncertainties, which change over time. Future events or circumstances may change our outlook and may also affect the nature of the assumptions, risk and uncertainty to which our forward-looking statements are subject. The forward-looking statements in this press release speak only as of the date of this press release, and we assume no duty, and do not undertake, to update them. Actual results or future events could differ, possibly materially, from those that we anticipated in these forward-looking statements. As a result, we caution against placing undue reliance on any forward-looking statements.

Forward-looking statements in this press release are subject to the following risks and uncertainties related both to the acquisition transaction itself and to the integration of the acquired business into PNC after closing:

  • The business of BBVA USA Bancshares, Inc., including its U.S. banking subsidiary, BBVA USA, going forward may not perform as we currently project or in a manner consistent with historical performance. As a result, the anticipated benefits, including estimated cost savings, of the transaction may be significantly harder or take longer to achieve than expected or may not be achieved in their entirety as a result of unexpected factors or events, including those that are outside of our control.
  • The combination of BBVA USA Bancshares, Inc., including its U.S. banking subsidiary, BBVA USA, with that of PNC and PNC Bank may be more difficult to achieve than anticipated or have unanticipated adverse results relating to BBVA USA Bancshares, Inc., including its U.S. banking subsidiary, BBVA USA, or our existing businesses.
  • Completion of the transaction is dependent on the satisfaction of customary closing conditions, which cannot be assured. The timing of completion of the transaction is dependent on various factors that cannot be predicted with precision at this point.

These forward-looking statements are also subject to the principal risks and uncertainties applicable to our businesses generally that are disclosed in PNC’s 2019 Form 10-K and 2020 Form 10-Qs and in PNC’s subsequent SEC filings. Our SEC filings are accessible on the SEC’s website at www.sec.gov and on our corporate website at www.pnc.com/secfilings. We have included these web addresses as inactive textual references only. Information on these websites is not part of this document.

CONTACTS:                                                 

MEDIA:   
Marcey Zwiebel 
(412) 762-4550
[email protected] 

INVESTORS:

Bryan Gill  
(412) 768-4143
[email protected]

 

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/pnc-announces-agreement-to-buy-bbva-usa-bancshares-inc-301173371.html

SOURCE The PNC Financial Services Group, Inc.

ObsEva SA Reports Positive Topline Results of the PROLONG Proof-of-Concept Trial of Ebopiprant (OBE022) for Treatment of Preterm Labor

 

  • Over 50% reduction of pre-term delivery within 48hrs of treatment in singleton pregnancy
  • Maternal, fetal and neonatal safety comparable to placebo
  • Data supports advancement of ebopiprant to Phase 2b dose range finding

             

Geneva, Switzerland and Boston, MA – 16 November 2020 – ObsEva SA (NASDAQ: OBSV / SIX: OBSN), a clinical-stage biopharmaceutical company developing and commercializing novel therapies to improve women’s reproductive health today announced the positive topline results of PROLONG, the Phase 2a proof-of-concept, randomized, double-blind, placebo-controlled trial of ebopiprant in preterm labor.  Ebopiprant is a new, first in class, orally active, selective prostaglandin F (PGF), receptor antagonist designed to treat preterm labor by reducing uterine contractions and cervical maturation while avoiding the adverse neonatal side-effects associated with non-specific prostaglandin inhibitors such as Indomethacin.

One of the key objectives in reducing the mortality and morbidity associated with preterm birth is delaying delivery for at least 48 hours thereby allowing for the administration and the full effect of critical drugs that induce lung maturation and neural protection for the neonate

“Assessing the therapeutic potential of a new chemical entity in pregnant women is a major challenge and I would like to thank the participating patients and congratulate our team for successfully completing this unique study. Today, no approved options are available in the United States for treatment of women with preterm labor. The encouraging PROLONG results offer new hope for these women and their babies. Furthermore, the results support the potential for improving the standard of care in Europe and Asia.” said Ernest Loumaye, co-founder and Chief Executive Officer of ObsEva. “Building on the strong effect seen at 48 hours, the Phase 2b dose range finding, including testing of higher doses, will allow us to more fully define this product’s potential and the longer-term benefits for babies.”

In this study, 113 women with spontaneous preterm labor (gestational age between 24 and 34 weeks) were randomized and treated with atosiban (ex-U.S. standard of care) plus ebopiprant or atosiban plus placebo for 7 days. There were 83 (73%) women with singleton pregnancies and 30 (27%) with twin pregnancies. One hundred and forty-one neonates were born.

In the PROLONG study, ebopiprant reduced delivery in singleton pregnancies at 48 hours after the start of dosing by 55% compared to atosiban alone. Overall, 7/56 (12.5%) of women receiving ebopiprant delivered within 48 hours of starting treatment compared to 12/55 (21.8%) receiving placebo (OR 90% CI: 0.52 (0.22, 1.23)). In singleton pregnancies, 5/40 (12.5%) of women receiving ebopiprant delivered within 48 hours compared to 11/41 (26.8%) receiving placebo (OR 90% CI: 0.39 (0.15, 1.04)).  A modest effect on delivery at 7 days was seen in the singletons.

The incidence of maternal, fetal and neonatal adverse events were comparable between subjects in the ebopiprant group and the placebo group.

“We desperately need new medical treatments for preterm labor to reduce the incidence of preterm birth, which accounts for about 10% of all births.” said Professor Ben Mol, Professor of Obstetrics and Gynecology, Monash University, Australia. “The development of ebopiprant is exciting and the results of PROLONG are promising. A delay of delivery by 48 hours is extremely important as this allows transfer of women to a center with neonatal intensive care facilities, and it allows corticosteroids administered to the mother to have maximal effectiveness for the baby.”

 

About PROLONG

PROLONG is a proof-of-concept Phase 2a clinical trial conducted in two parts: Part A and Part B.

Part A was an open-label single arm trial of ebopiprant administered orally for 7 days to pregnant women with nine subjects enrolled. Ebopiprant was well tolerated by the mothers and their fetuses and the pharmacokinetics of ebopiprant were similar to those previously observed in non-pregnant women.

Today we are reporting results from PROLONG Part B, which is a randomized, double-blind, placebo-controlled, parallel-group trial to assess the efficacy, safety and pharmacokinetics of ebopiprant. Subjects were pregnant women presenting with spontaneous threatened preterm labor between gestational ages of 24 to 34 weeks. To be enrolled, women had to have at least 4 uterine contractions over 30 minutes, and cervical dilatation of 1 to 4 cm, and at least one other symptom of preterm labor from cervical length ≤ 25 mm, or progressive cervical change, or a positive test of preterm labor (e.g. fetal fibronectin). Furthermore, they had to have been prescribed the standard-of-care therapy for preterm labor, atosiban infusion for 48 hours.

Ebopiprant or placebo was administered orally, with 1000 mg as a starting dose (within 24 hours after starting the atosiban infusion), then 500 mg twice a day for 7 days. The women were assessed up to 14 days (unless delivery occurred sooner) and then again at delivery and up to 28 days after delivery. Follow-up of infants at 6, 12 and 24 months after birth is continuing and results will be available in 2021 and 2022. The efficacy endpoints were delivery within 48 h of starting treatment, delivery within 7 days of starting treatment, delivery before 37 weeks of gestation, and time to delivery. Safety assessments included maternal, fetal and neonatal safety. Infants are being followed-up at 6, 12 and 24 months.

To access the PROLONG presentation directly, please click [here].
To access the investor presentation section of the Company’s website, please click [here].

 

About Preterm Labor

Preterm labor, defined as the birthing process starting prior to 37 weeks of gestation, is a serious condition characterized by uterine contractions, cervical dilation and rupture of the fetal membranes that can lead to preterm birth. According to a study published in the Lancet in 2012, approximately 15 million babies were born before 37 weeks of gestation in 2010, accounting for 11.1% of all live births worldwide. Over 1 million children under the age of five die each year worldwide due to preterm birth complications, and many infants who survive preterm birth are at greater risk for cerebral palsy, delays in development, hearing and vision issues, and often face a lifetime of disability. The rates of preterm births are rising in almost all countries with reliable data for preterm birth, and are associated with an immense financial impact to the global healthcare system. Until now, no universal treatment is available to stop or delay preterm birth.

To date, only treatments with limited efficacy or restrictive safety issues are available to treat preterm labor. In the United States, no drugs are approved for acute treatment of PTL and recommended off-label tocolytic treatments (medications that inhibit labor) include beta-adrenergic receptor agonists, calcium channel blockers, or NSAIDs, which are used for short-term prolongation of pregnancy (up to 48 hours) to allow for the administration of antenatal steroids (e.g. betamethasone). Magnesium sulfate, used for fetal neuroprotection can also be used (up to 48 hours) to inhibit acute preterm labor. Approved tocolytic treatments in Europe include beta-adrenergic agonists, which carry severe maternal cardiovascular risks, and intravenous infusions of atosiban (an oxytocin receptor antagonist).

While non-specific prostaglandin inhibitors (NSAIDs) have been shown to be effective for inhibiting preterm labor, use of such drugs is limited, due to the threat of serious and sometimes life-threatening side effects in the fetus. Such side effects may include kidney function impairment, premature constriction of the blood vessel connecting the pulmonary artery and the descending aorta in a developing fetus (ductus arteriosus), and higher risk of thrombosis of the intestinal arteries (a condition called necrotizing enterocolitis).

 

About Ebopiprant and
PGF

ObsEva is developing ebopiprant, a potential first-in-class, once daily, oral and selective prostaglandin F receptor antagonist, which is designed to control preterm labor by reducing inflammation, decreasing uterine contractions, preventing cervical changes and fetal membrane rupture without causing the potentially serious side effects to the fetus seen with non-specific prostaglandin synthesis inhibitors (NSAIDs). PGF is believed to induce contractions of the myometrium and also upregulate enzymes causing cervix dilation and membrane rupture. In nonclinical studies, ObsEva has observed that ebopiprant markedly reduces spontaneous and induced uterine contractions in pregnant rats without causing the fetal side effects seen with non-specific prostaglandin inhibitors such as indomethacin.

Ebopiprant (OBE022) was licensed from Merck KGaA, Darmstadt, Germany, in 2015. ObsEva retains worldwide, exclusive, commercial rights.

 

About ObsEva

ObsEva is a biopharmaceutical company developing and commercializing novel therapies to improve women’s reproductive health and pregnancy. Through strategic in-licensing and disciplined drug development, ObsEva has established a late-stage clinical pipeline with development programs focused on treating endometriosis, uterine fibroids, preterm labor, and improving embryo transfer outcomes following in vitro fertilization. ObsEva is listed on the Nasdaq Global Select Market and is trading under the ticker symbol “OBSV” and on the SIX Swiss Exchange where it is trading under the ticker symbol “OBSN”. For more information, please visit www.obseva.com.

 

Cautionary Note Regarding Forward Looking Statements

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as “believe”, “expect”, “may”, “plan,” “potential,” “will,” and similar expressions, and are based on ObsEva’s current beliefs and expectations. These forward-looking statements include expectations regarding the potential therapeutic benefits and the clinical development of ebopiprant. These statements involve risks and uncertainties that could cause actual results to differ materially from those reflected in such statements. Risks and uncertainties that may cause actual results to differ materially include uncertainties inherent in the conduct of clinical trials, results of earlier preclinical studies and clinical trials not being predictive of results of future preclinical studies or clinical trials, clinical development and related interactions with regulators, ObsEva’s ability to develop and eventually commercialize one or more product candidates, ObsEva’s reliance on third parties over which it may not always have full control, the impact of the novel coronavirus outbreak, and other risks and uncertainties that are described in the Risk Factors section of ObsEva’s Annual Report on Form 20-F for the year ended December 31, 2019, the Risk Factors disclosed in ObsEva’s Report on Form 6-K filed with the Securities and Exchange Commission (SEC) on November 5, 2020 and other filings ObsEva makes with the SEC. These documents are available on the Investors page of ObsEva’s website at http://www.obseva.com. Any forward-looking statements speak only as of the date of this press release and are based on information available to ObsEva as of the date of this release, and ObsEva assumes no obligation to, and does not intend to, update any forward-looking statements, whether as a result of new information, future events or otherwise.

 

For further information, please contact:

CEO Office contact

Shauna Dillon
Shauna.dillon@obseva.ch
+41 22 552 1550

 

 

 

Attachment



AMG Advanced Metallurgical Group N.V. Announces the Formation of AMG Chrome US LLC

 


Amsterdam, 16 November 2020

AMG Advanced Metallurgical Group N.V. (“AMG”, EURONEXT AMSTERDAM: “AMG”) announces the formation of AMG Chrome US LLC (“US Chrome”).  US Chrome will manufacture chrome metal products in New Castle, PA. The US Chrome plant will be located on the premises of the former International Specialty Alloys (“ISA”), which AMG acquired from Kennametal, Inc.  US Chrome will be the only producer of chrome metal in the United States. Chrome metal is classified as a critical material by the US government.

US Chrome is part of AMG Superalloys, a world-leading chrome metal producer with its principal operations in Rotherham, UK.

We anticipate AMG Chrome US LLC will begin production in early 2021.

About AMG

AMG is a global critical materials company at the forefront of CO2 reduction trends. AMG produces highly engineered specialty metals and mineral products and provides related vacuum furnace systems and services to the transportation, infrastructure, energy, and specialty metals & chemicals end markets.

AMG Critical Materials produces aluminum master alloys and powders, ferrovanadium, natural graphite, chromium metal, antimony, lithium, tantalum, niobium and silicon metal. AMG Technologies produces titanium aluminides and titanium alloys for the aerospace market; designs, engineers, and produces advanced vacuum furnace systems; and operates vacuum heat treatment facilities, primarily for the transportation and energy industries.

With approximately 3,100 employees, AMG operates globally with production facilities in Germany, the United Kingdom, France, the Czech Republic, the United States, China, Mexico, Brazil, India, Sri Lanka and Mozambique, and has sales and customer service offices in Russia and Japan (www.amg-nv.com).

For further information, please contact:

Michele Fischer
Vice President Investor Relations
AMG Advanced Metallurgical Group N.V.
+1 610 975 4979
[email protected]

Disclaimer

Certain statements in this press release are not historical facts and are “forward looking”.  Forward looking statements include statements concerning AMG’s plans, expectations, projections, objectives, targets, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs, plans and intentions relating to acquisitions, AMG’s competitive strengths and weaknesses, plans or goals relating to forecasted production, reserves, financial position and future operations and development, AMG’s business strategy and the trends AMG anticipates in the industries and the political and legal environment in which it operates and other information that is not historical information.  When used in this press release, the words “expects,” “believes,” “anticipates,” “plans,” “may,” “will,” “should,” and similar expressions, and the negatives thereof, are intended to identify forward looking statements.  By their very nature, forward looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that the predictions, forecasts, projections and other forward looking statements will not be achieved.  These forward looking statements speak only as of the date of this press release.  AMG expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward looking statement contained herein to reflect any change in AMG’s expectations with regard thereto or any change in events, conditions, or circumstances on which any forward looking statement is based.

 

Attachment



UMC Selected as a DJSI Global Component for 13th Consecutive Year

UMC Selected as a DJSI Global Component for 13th Consecutive Year

UMC’s 2020 environmental performance scored highest among all worldwide semiconductor foundries

HSINCHU, Taiwan–(BUSINESS WIRE)–
United Microelectronics Corporation (NYSE:UMC; TWSE: 2303) (“UMC”), a leading global semiconductor foundry, today announced that Dow Jones Sustainability Index (DJSI) has selected UMC as a global component for the 13th consecutive year. UMC’s performance surged this year, especially in the environmental category where three of the five scored items received full marks, ranking first in the global semiconductor foundry industry. Within the 23 Environmental, Social, and Corporate Governance (ESG) scoring items, UMC earned the highest scores in the semiconductor industry for nine, including “Environmental Policy and Management System,” “Product Stewardship,” “Product Quality and Recall Management,” “Environmental and Social Reporting,” “Human Rights,” and “Corporate Citizenship and Philanthropy.” These nine highest scores included seven perfect marks. DJSI-World 2020 evaluated the largest 2,500 global enterprises, with only 7 semiconductor companies selected worldwide.

SC Chien, co-president and CSR Committee chairman at UMC said, “DJSI is highly regarded internationally, and it is difficult to stand out among worldwide companies to be selected as an index component for 13 consecutive years. This achievement highlights the hard work of all employees working together on all aspects of ESG, and is the cornerstone of UMC’s sustainable operation. As we celebrate UMC’s 40th anniversary, we will continue to uphold the concept of “people-oriented, symbiosis with the environment, and co-prosperity with society,” implement the UN sustainable development goals (SDGs), and work with global supply chain partners and stakeholders to exert influence towards better CSR practices. We continue to advance on the path towards sustainable operation and anticipate even greater contributions to social development, creating a win-win situation for shareholders, colleagues, customers and society.”

UMC is a pioneer in promoting corporate sustainability and practicing social responsibility, with numerous recognitions both domestically and worldwide. In 2020, UMC earned “Top 5% in Corporate Governance Evaluation,” “FTSE4Good Emerging Index” honors and was listed as a “FTSE4Good TIP Taiwan ESG Index” component. UMC also promotes partnerships with its green “Eco Echo Award,” now in its fifth year, to promote domestic ecological conservation. So far, more than 30 ecological conservation plans and youth environmental action projects have been implemented.

About DJSI

The Dow Jones Sustainability Indices (DJSI) are a family of best-in-class benchmarks for investors who have recognized that sustainable business practices are critical to generating long-term shareholder value and who wish to reflect their sustainability convictions in their investment portfolios. The family was launched in 1999 as the first global sustainability benchmark and tracks the stock performance of the world’s leading companies in terms of economic, environmental and social criteria.

Created jointly by S&P Dow Jones Indices and SAM, the DJSI combine the experience of an established index provider with the expertise of a specialist in Sustainable Investing to select the most sustainable companies from across 61 industries.

The indices serve as benchmarks for investors who integrate sustainability considerations into their portfolios, and provide an effective engagement platform for investors who wish to encourage companies to improve their corporate sustainability practices.

About UMC

UMC (NYSE: UMC, TWSE: 2303) is a leading global semiconductor foundry. The company provides high quality IC production with a focus on both logic and specialty technologies to serve every major sector of the electronics industry. UMC’s comprehensive technology and manufacturing solutions include logic/RF, embedded high voltage, embedded flash, RFSOI/BCD and IATF-16949 automotive manufacturing certification for all its manufacturing facilities. UMC operates 12 fabs that are strategically located throughout Asia with a maximum capacity of more than 750,000 8-inch equivalent wafers per month. The company employs approximately 19,500 people worldwide, with offices in Taiwan, China, United States, Europe, Japan, Korea and Singapore. For more information, please visit: http://www.umc.com.

Note from UMC Concerning Forward-Looking Statements

Some of the statements in the foregoing announcement are forward-looking within the meaning of the U.S. Federal Securities laws, including statements about introduction of new services and technologies, future outsourcing, competition, wafer capacity, business relationships and market conditions. Investors are cautioned that actual events and results could differ materially from these statements as a result of a variety of factors, including conditions in the overall semiconductor market and economy; acceptance and demand for products from UMC; and technological and development risks. Further information regarding these and other risks is included in UMC’s filings with the U.S. Securities and Exchange Commission. UMC does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.

UMC Corporate Communications

Richard Yu

+886-2-2658-9168 ext. 16951

[email protected]

KEYWORDS: Taiwan Asia Pacific

INDUSTRY KEYWORDS: Semiconductor Electronic Design Automation Mobile/Wireless Technology Telecommunications

MEDIA:

Logo
Logo

Genenta’s Temferon™: Evidence of Controlled and Targeted Interferon Expression in Preliminary Phase I/II Clinical Data in Glioblastoma Multiforme

Data presented at 2020 Society for Neuro-Oncology (SNO) Annual Meeting

MILAN, Italy and NEW YORK, Nov. 16, 2020 (GLOBE NEWSWIRE) — Genenta Science, a clinical-stage biotechnology company pioneering the development of hematopoietic stem progenitor cell immuno-gene therapy for cancer (Temferon™), presents new preliminaryclinical data from a Phase I/IIa study of Temferon in patients affected by glioblastoma multiforme (GBM) at the 2020 Society for Neuro-Oncology (SNO) Annual Meeting, taking place November 19-22 in Austin, TX.

To date, ten patients were enrolled and eight were treated. Temferon was well tolerated, as suggested by the rapid hematological recovery and engraftment of modified cells observed in all the treated patients. No dose limiting toxicities were identified.

T-cell immunorepertoire changes were observed after treatment with evidence for clonal expansion, including tumor associated clones, suggesting a possible reset of T-cell responses, which are known to play a key role in the tumor-induced tolerance.

Interferon-alpha (IFN-α) response was identified across a number of tumor infiltrating myeloid cells while a low concentration of IFN-α was detected in the plasma and cerebrospinal fluid (CSF) of patients. This provides evidence that the Temferon built-in control mechanism is working to reduce the risk of IFN-α off-target effects preserving the desired in situ biological effects.

Pierluigi Paracchi, Chairman and Chief Executive Officer at Genenta Science, said: “These preliminary results are exciting indications of the feasibility, safety and local biological activity of our approach. The data are encouraging and in line with our pre-clinical results, with preliminary evidence of changes in the immune system and that Temferon is well tolerated without systemic toxicities.”

Temferon-derived differentiated cells, as determined by vector copy number (VCN) in peripheral blood and bone marrow, were evident within 14 days of treatment and persist in peripheral blood in the long term (up to one year). Preliminary data on tumor specimens at second surgery confirmed the presence of TEMs and suggested that a higher IFN response gene signature may occur after treatment in stable lesions, compared to lesions that progress.

About Genenta Science

Genenta (www.genenta.com) is a clinical-stage biotechnology company pioneering the development of a proprietary hematopoietic stem cell gene therapy for cancer. Temferon™ is based on ex-vivo gene transfer into autologous hematopoietic stem/progenitor cells (HSPCs) to deliver immunomodulatory molecules directly via tumor-infiltrating monocytes/macrophages (Tie2 Expressing Monocytes – TEMs). TemferonTM, which is under investigation in a Phase I/IIa clinical trial in newly diagnosed Glioblastoma Multiforme patients, is not restricted to pre-selected tumor antigens nor type and may reach solid tumors, one of the main unresolved challenge in immuno-oncology. Based in Milan, Italy, and New York, USA, Genenta has raised more than €33.6 million (~$40 million) in three separate rounds of financing.


Investor Relator – LifeSci Advisors:
              
 
Genenta Media/Investor Contact:                                                                     
  GENENTA SCIENCE Srl
Mary-Ann Chang, CFA                                       Stefania Mazzoleni, PhD           OSR – DiBit 1 – Via Olgettina, 58 – 20132 Milan (Italy)
+44 7483 28.48.53                                              +39 339 7095931   LaunchLabs – Alexandria Center, 14th Floor                        

[email protected]
                        
 
[email protected]
  430 East 29th Street – New York, NY 10016 (USA)

 



Shanghai Electric’s MSCI ESG Rating Upgraded to BB, Highlighting Its Continued Improvement on ESG Developments

PR Newswire

SHANGHAI, Nov. 16, 2020 /PRNewswire/ — Shanghai Electric (the “Company”) (SEHK: 02727, SSE: 601727), the world’s leading manufacturer and supplier of electric power generation equipment, industrial equipment and integration services, has been granted an upgrade to BB for its MSCI ESG Rating, as the Company has been putting efforts in advancing its new energy solutions and labor management.

Shanghai Electric is focusing on developing its strategy of ESG, which refers to the environmental, social and corporate governance factors in measuring a company’s sustainability and societal impact on investment. Last year, the Company established an ESG management committee, prioritizing ESG measures among its overall strategy and including the committee in its corporate governance structure.

The MSCI’s move to upgrade Shanghai Electric’s ESG rating to BB reflects the Company’s long-standing value of environmental protection and its engagement in the field of renewable clean technology. Given its involvement in renewable energy as well as energy storage and smart grids, the Company is “well poised to benefit from China’s move to boost clean and lower-carbon energy as part of its efforts to cap carbon emissions by 2030,” as mentioned in MSCI’s rating report.

Shanghai Electric’s interim results underscored its efforts in ESG developments. In the first half of the year, it gained a 40.75% year-on-year increase in new orders for energy equipment, integration services and industrial equipment combined. Within new energy equipment, its orders for wind power equipment increased by 505.9% year-on-year.

MSCI has given a positive assessment toward Shanghai Electric’s business in clean technology. MSCI stated in the report that the Company attained opportunities to participate in clean tech markets mainly due to its involvement in advanced nuclear power generation technology; coal-fired supercritical thermal; gasturbine IGCC power generators; wind and solar power generation equipment; and smart grids, as well as wastewater treatment.

To ensure stable and quality production as well as the physical and mental health of its employees, Shanghai Electric has built a sound labor management system. Accommodations for overseas staff, which offer them safe places to work efficiently and have proper rests amid the COVID-19 pandemic, were set up.

Shanghai Electric also values the safety of its employees. Since January this year, the Company has worked with local partners to establish a specialist virus prevention and control team to protect staff while working on-site such as locally-hired personnel in Dubai and Bangladesh to receive fact sheets and advisory handbooks with on-site safety training in both English and Arabic.

MSCI pointed out in the report that Shanghai Electric is “less likely to experience workflow disruptions due to labor unrest or reduced productivity due to poor job satisfaction.”

Meanwhile, Shanghai Electric is making efforts to prioritize its digitalization reform. “We are actively shaping and carrying out internal reforms to go digital and smart as we strive to meet the standards set by our international peers,” said Cheng Yan, Executive Director and General Manager of Shanghai Electric Digital Technology Co., Ltd.

The Company’s latest achievements in digitalization include its upgraded SEunicloud platform, which won the world’s first industrial intelligence award at the 2020 World Artificial Intelligence Conference Summit earlier this year. Equipped with smart supply chain solutions designed to directly match factory production with power plant demands, the one-stop platform is established to empower smart wind power operation, remote thermal power operation, machine tool maintenance, energy storage and distribution.

Building upon all its sustainability efforts, Shanghai Electric will further integrate ESG measures into its business operation to comprehensively improve its environmental, social and governance-related practices for the coming years.

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/shanghai-electrics-msci-esg-rating-upgraded-to-bb-highlighting-its-continued-improvement-on-esg-developments-301173372.html

SOURCE Shanghai Electric

Sohu.com Reports Third Quarter 2020 Unaudited Financial Results

PR Newswire

BEIJING, Nov. 16, 2020 /PRNewswire/ — Sohu.com Limited (NASDAQ: SOHU), China’s leading online media, video, search and gaming business group, today reported unaudited financial results for the third quarter ended September 30, 2020.

Third Q
uarter Highlights

As previously announced, on September 29, 2020, the Company’s subsidiary Sogou Inc. (“Sogou”) entered into a definitive Agreement and Plan of Merger (the “Sogou Merger Agreement”) with THL A21 Limited, TitanSupernova Limited (“Parent”), and Tencent Mobility Limited, each of which is a direct or indirect wholly-owned subsidiary of Tencent, which contemplates that Parent will be merged with and into Sogou in an all-cash transaction (the “Sogou Merger”), and Sogou will become a wholly-owned indirect subsidiary of Tencent. As also previously announced, on September 29, 2020, the Company entered into a Share Purchase Agreement with Parent (the “Share Purchase Agreement”), pursuant to which the Company’s wholly-owned subsidiary Sohu.com (Search) Limited (“Sohu Search”) agreed to sell all of the Sogou Class A ordinary shares and Sogou Class B ordinary shares owned by it to Parent (the “Share Purchase”), shortly before the effectiveness of the Sogou Merger, at a purchase price of US$9.00 per share, which is equal to the per-share consideration under the Sogou Merger Agreement. In view of the Share Purchase Agreement, the results of operations for Sogou have been excluded from the Company’s results from continuing operations in the Company’s condensed consolidated statements of operations for the third quarter and are presented in separate line items as discontinued operations. Retrospective adjustments to the historical statements have been made in order to provide a consistent basis of comparison. Unless indicated otherwise, results presented in this release are related to continuing operations only.

  • Total revenues were US$158 million, down 6% year-over-year and 1% quarter-over-quarter.
  • Brand advertising revenues were US$41 million, down 11% year-over-year and up 8% quarter-over-quarter.
  • Online game revenues were US$101 million, down 6% year-over-year and 4% quarter-over-quarter.
  • GAAP net loss from continuing operations attributable to Sohu.com Limited was US$15 million, compared with a net loss of US$33 million in the third quarter of 2019 and a net loss of US$77 million in the second quarter of 2020.
  • Non-GAAP net loss from continuing operations attributable to Sohu.com Limited was US$7 million, compared with a net loss of US$30 million in the third quarter of 2019 and a net loss of US$75 million in the second quarter of 2020.

Dr. Charles Zhang, Chairman and CEO of Sohu.com Limited, commented, “In the third quarter of 2020, to further consolidate our core competitiveness and credibility, we continued to optimize our products, refine our technology, enhance the quality of premium content, and improve its distribution. At the same time, we kept exploring creative new and differentiated monetization opportunities. Benefiting from our more mature and sophisticated Sohu Video App and its advanced live broadcasting technology, we successfully hosted several innovative content marketing campaigns that could leverage the broad reach of our product portfolio. We saw positive feedback in terms of user interaction and from advertisers. For this quarter, despite the current challenging macroeconomic environment, our brand advertising revenue reached the high end of our prior guidance and achieved 8% quarter-over-quarter growth. Changyou’s online games performed well for the third quarter of 2020, with revenue exceeding the high end of our prior guidance.”

Third Quarter Financial Results
 


Revenues

Total revenues for the third quarter of 2020 were US$158 million, down 6% year-over-year and 1% quarter-over-quarter.

Brand advertising revenues for the third quarter of 2020 totaled US$41 million, down 11% year-over-year and up 8% quarter-over-quarter. The year-over-year decrease was mainly due to the continuous negative impact of the COVID-19 outbreak. The quarter-over-quarter increase was mainly due to increased revenues in the portal and video advertising businesses resulting from continuing efforts to boost revenues.

Online game revenues for the third quarter of 2020 were US$101 million, down 6% year-over-year and 4% quarter-over-quarter. The year-over-year decrease was mainly due to the natural decline in revenue of Legacy TLBB Mobile and TLBB Honor.


Gross Margin

Both GAAP and non-GAAP[1] gross margin was 66% for the third quarter of 2020, compared with 63% in the third quarter of 2019 and 67% in the second quarter of 2020.

Both GAAP and non-GAAP gross margin for the brand advertising business in the third quarter of 2020 was 31%, compared with 31% in the third quarter of 2019 and 40% in the second quarter of 2020. The quarter-over-quarter margin decrease was mainly due to increased video content cost as a result of resumption of original content shooting with the easing of restrictions related to COVID-19 in China.

GAAP gross margin for online games in the third quarter of 2020 was 80%, compared with 78% in the third quarter of 2019 and 77% in the second quarter of 2020. Non-GAAP gross margin for online games in the third quarter of 2020 was 80%, compared with 78% in the third quarter of 2019 and 78% in the second quarter of 2020.


[1] Non-GAAP results exclude share-based compensation expense; non-cash tax benefits from excess tax deductions related to share-based awards; changes in fair value recognized in the Company’s consolidated statements of operations with respect to equity investments with readily determinable fair values; impairment charge recognized for investments unrelated to the Company’s core businesses; income/expense from the adjustment of contingent consideration previously recorded for acquisitions; and interest accrued in relation to the previously unrecognized tax benefit. Explanation of the Company’s non-GAAP financial measures and related reconciliations to GAAP financial measures are included in the accompanying “Non-GAAP Disclosure” and “Reconciliations of Non-GAAP Results of Operation Measures to the Nearest Comparable GAAP Measures.”


Operating Expenses

For the third quarter of 2020, GAAP operating expenses totaled US$115 million, down 7% year-over-year and up 9% quarter-over-quarter. Non-GAAP operating expenses were US$109 million, down 11% year-over-year and up 8% quarter-over-quarter. The change in operating expenses was mainly due to changes in marketing expenses.

Operating Profit/(Loss)

GAAP operating loss for the third quarter of 2020 was US$11 million, compared with an operating loss of US$17 million in the third quarter of 2019 and an operating profit of US$1 million in the second quarter of 2020.

Non-GAAP operating loss for the third quarter of 2020 was US$5 million, compared with an operating loss of US$17 million in the third quarter of 2019 and an operating profit of US$5 million in the second quarter of 2020. 


Income Tax Expense

GAAP income tax expense was US$11 million for the third quarter of 2020, compared with income tax expense of US$15 million in the third quarter of 2019 and income tax expense of US$86 million in the second quarter of 2020. Non-GAAP income tax expense was US$10 million for the third quarter of 2020, compared with income tax expense of US$12 million in the third quarter of 2019 and income tax expense of US$83 million in the second quarter of 2020. For the second quarter of 2020, Changyou recognized an additional accrual of withholding income tax of US$88 million, as Changyou changed its policy for its PRC subsidiaries with respect to distribution of cash dividends after the completion of the privatization of Changyou.


Net Loss

GAAP net loss from continuing operations attributable to Sohu.com Limited for the third quarter of 2020 was US$15 million, or a net loss of US$0.39 per fully-diluted ADS, compared with a net loss of US$33 million in the third quarter of 2019 and a net loss of US$77 million in the second quarter of 2020.

Non-GAAP net loss from continuing operations attributable to Sohu.com Limited for the third quarter of 2020 was US$7 million, or a net loss of US$0.17 per fully-diluted ADS, compared with a net loss of US$30 million in the third quarter of 2019 and a net loss of US$75 million in the second quarter of 2020.


Liquidity

As of September 30, 2020, cash and cash equivalents and short-term investments were US$192 million.

Supplementary Information for Changyou Results


Third Quarter 2020 Operational Results

  • For PC games, total average monthly active accounts[2] were 2.0 million, a decrease of 5% year-over-year and an increase of 5% quarter-over-quarter. Total quarterly aggregate active paying accounts[3] were 1.0 million, flat year-over-year and an increase of 11% quarter-over-quarter. The quarter-over-quarter increase was mainly due to improved performance of some of Changyou’s older games, including TLBB PC, as a result of promotional activities.
  • For mobile games, total average monthly active accounts were 3.8 million, an increase of 9% year-over-year and 23% quarter-over-quarter. The year-over-year and quarter-over-quarter increases were mainly due to the launch of Illusion Connect in South Korea in the third quarter of 2020. Total quarterly aggregate active paying accounts were 0.6 million, a decrease of 45% year-over-year and flat quarter-over-quarter. The year-over-year decrease reflected the natural declining life cycles of Changyou’s older games, including Legacy TLBB Mobile and TLBB Honor.


[2] Monthly active accounts refers to the number of registered accounts that are logged in to these games at least once during the month.


[3] Quarterly aggregate active paying accounts refers to the number of accounts from which game points are utilized at least once during the quarter.


Third Quarter 2020 Unaudited Financial Results

Total revenues for the third quarter of 2020 were US$104 million, a decrease of 6% year-over-year and 5% quarter-over-quarter. Online game revenues were US$101 million, a decrease of 6% year-over-year and 4% quarter-over-quarter. Online advertising revenues were US$3 million, a decrease of 1% year-over-year and 18% quarter-over-quarter.

GAAP gross profit for the third quarter of 2020 was US$83 million, a decrease of 4% year-over-year and 2% quarter-over-quarter. Non-GAAP gross profit for the third quarter of 2020 was US$83 million, a decrease of 3% year-over-year and 2% quarter-over-quarter.

GAAP operating expenses for the third quarter of 2020 were US$53 million, an increase of 4% year-over-year and quarter-over-quarter.

Non-GAAP operating expenses for the third quarter of 2020 were US$50 million, a decrease of 2% year-over-year and an increase of 4% quarter-over-quarter.

GAAP operating profit for the third quarter of 2020 was US$30 million, compared with an operating profit of US$35 million for the third quarter of 2019 and US$33 million for the second quarter of 2020.

Non-GAAP operating profit for the third quarter of 2020 was US$33 million, compared with a non-GAAP operating profit of US$35 million for the third quarter of 2019 and US$37 million for the second quarter of 2020.

Recent Developments

On September 29, 2020, Sogou entered into the Sogou Merger Agreement, and the Company and Sohu Search entered into the Share Purchase Agreement. The closing of the Share Purchase under the Share Purchase Agreement is expected to take place shortly prior to the completion of the Sogou Merger. If completed, the Share Purchase and the Sogou Merger will result in Sogou becoming a privately-held indirect wholly-owned subsidiary of Tencent, Sohu Search will receive aggregate consideration in the Share Purchase of approximately US$1.18 billion in cash, and Sohu will no longer have any beneficial ownership interest in Sogou.

Business Outlook

For the fourth quarter of 2020, Sohu estimates:

  • Brand advertising revenues to be between US$37 million and US$42 million; this implies an annual decrease of 11% to an annual increase of 1% and a sequential decrease of 10% to a sequential increase of 2%.
  • Online game revenues to be between US$140 million and US$150 million; this implies an annual increase of 6% to 14% and a sequential increase of 38% to 48%.
  • Non-GAAP net income from continuing operations attributable to Sohu.com Limited to be between US$15 million and US$25 million; and GAAP net income from continuing operations attributable to Sohu.com Limited to be between US$10 million and US$20 million.

For the fourth quarter 2020 guidance, the Company has adopted a presumed exchange rate of RMB6.74=US$1.00, as compared with the actual exchange rate of approximately RMB7.03=US$1.00 for the fourth quarter of 2019, and RMB6.92=US$1.00 for the third quarter of 2020. 

This forecast reflects Sohu’s management’s current and preliminary view, which is subject to substantial uncertainty, particularly in view of the potential ongoing impact of the worldwide COVID-19 pandemic, which remains difficult to predict.

Non-GAAP Disclosure

To supplement the unaudited consolidated financial statements presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”), Sohu’s management uses non-GAAP measures of gross profit, operating profit, net income, net income attributable to Sohu.com Limited and diluted net income attributable to Sohu.com Limited per ADS, which are adjusted from results based on GAAP to exclude the impact of the share-based awards, which consist mainly of share-based compensation expenses and non-cash tax benefits from excess tax deductions related to share-based awards;  changes in fair value recognized in the Company’s consolidated statements of operations with respect to equity investments with readily determinable fair values; impairment charge recognized for investments unrelated to the Company’s core businesses; income/expense from the adjustment of contingent consideration previously recorded for acquisitions; and interest expense recognized in connection with the Toll Charge. These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results.

Sohu’s management believes excluding share-based compensation expense, changes in fair value recognized in the Company’s consolidated statements of operations with respect to equity investments with readily determinable fair values; impairment charge recognized for investments unrelated to the Company’s core businesses; non-cash tax benefits from excess tax deductions related to share-based awards; income/expense from the adjustment of contingent consideration previously recorded for acquisitions; and income tax expense, income tax benefit, uncertain tax position, and interest recognized in relation to the Toll Charge from its non-GAAP financial measure is useful for itself and investors. Further, the impact of share-based compensation expense and  changes in fair value recognized in the Company’s consolidated statements of operations with respect to equity investments with readily determinable fair values; impairment charge recognized for investments unrelated to the Company’s core businesses; non-cash tax benefits from excess tax deductions related to share-based awards; income/expense from the adjustment of contingent consideration previously recorded for acquisitions; and interest expense recognized in connection with the Toll Charge cannot be anticipated by management and business line leaders and these expenses were not built into the annual budgets and quarterly forecasts that have been the basis for information Sohu provides to analysts and investors as guidance for future operating performance. As the impact of share-based compensation expense and changes in fair value recognized in the Company’s consolidated statements of operations with respect to equity investments with readily determinable fair values, impairment charge recognized for investments unrelated to the Company’s core businesses, non-cash tax benefits from excess tax deductions related to share-based awards, and income/expense from the adjustment of contingent consideration previously recorded for acquisitions does not involve subsequent cash outflow or is reflected in the cash flows at the equity transaction level, Sohu does not factor this impact in when evaluating and approving expenditures or when determining the allocation of its resources to its business segments. As a result, in general, the monthly financial results for internal reporting and any performance measures for commissions and bonuses are based on non-GAAP financial measures that exclude share-based compensation expense and changes in fair value recognized in the Company’s consolidated statements of operations with respect to equity investments with readily determinable fair values, impairment charge recognized for investments unrelated to the Company’s core businesses, non-cash tax benefits from excess tax deductions related to share-based awards, and income/expense from the adjustment of contingent consideration previously recorded for acquisitions, and also excluded the interest expense recognized in connection with the Toll Charge.

The non-GAAP financial measures are provided to enhance investors’ overall understanding of Sohu’s current financial performance and prospects for the future. A limitation of using non-GAAP gross profit, operating profit, net income, net income attributable to Sohu.com Limited and diluted net income attributable to Sohu.com Limited per ADS, excluding share-based compensation expense, non-cash tax benefits from excess tax deductions related to share-based awards, and income/expense from the adjustment of contingent consideration previously recorded for acquisitions, is that the impact of share-based awards and non-cash tax benefits from excess tax deductions related to share-based awards has been and will continue to be a significant recurring expense in Sohu’s business for the foreseeable future, and income/expense from the adjustment of contingent consideration previously recorded for acquisitions may recur in the future. In order to mitigate these limitations Sohu has provided specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables include details on the reconciliation between the GAAP financial measures that are most directly comparable to the non-GAAP financial measures that have been presented. 

Notes to Financial Information

Financial information in this press release other than the information indicated as being non-GAAP is derived from Sohu’s unaudited financial statements prepared in accordance with GAAP.

Safe Harbor Statement

This announcement contains forward-looking statements. It is currently expected that the Business Outlook will not be updated until release of Sohu’s next quarterly earnings announcement; however, Sohu reserves right to update its Business Outlook at any time for any reason. Statements that are not historical facts, including statements about Sohu’s beliefs and expectations, are forward-looking statements. These statements are based on current plans, estimates and projections, and therefore you should not place undue reliance on them. Forward-looking statements involve inherent risks and uncertainties. We caution you that a number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, instability in global financial and credit markets and its potential impact on the Chinese economy; exchange rate fluctuations, including their potential impact on the Chinese economy and on Sohu’s reported US dollar results; recent slow-downs in the growth of the Chinese economy; the uncertain regulatory landscape in the People’s Republic of China; fluctuations in Sohu’s quarterly operating results; the possibilities that Sohu will be unable to recoup its investment in video content and that Changyou will be unable to develop a series of successful games for mobile platforms or successfully monetize mobile games it develops or acquires; Sohu’s reliance on online advertising sales, online games and mobile services for its revenues; the impact of the U.S. TCJA; the effects of the COVID-19 virus on the economy in China in general and on Sohu’s business in particular; the possibility that the Share Purchase and the Sogou Merger will not occur as planned if events arise that result in the termination of the Share Purchase Agreement and/or the Sogou Merger Agreement, or if one or more of the various closing conditions to the Share Purchase and/or the Sogou Merger are not satisfied or waived, and other risks and uncertainties regarding the Share Purchase Agreement and the Share Purchase, and the Sogou Merger Agreement and the Sogou Merger, that are discussed in the transaction statement  on Schedule 13E-3 filed with the SEC on October 28, 2020. Further information regarding these and other risks is included in Sohu’s annual report on Form 20-F for the year ended December 31, 2019, and other filings with the Securities and Exchange Commission.

Conference Call and Webcast
 

Sohu’s management team will host a conference call at 7:30 a.m. U.S. Eastern Time, November 16, 2020 (8:30 p.m.Beijing/Hong Kong time, November 16, 2020) following the quarterly results announcement. Participants can register for the conference call by navigating to http://apac.directeventreg.com/registration/event/7562279. Once preregistration has been completed, participants will receive dial-in numbers, an event passcode, and a unique registrant ID.

To join the conference, please dial the number you receive, enter the event passcode followed by your unique registrant ID, and you will be joined to the conference instantly. Please dial in 10 minutes before the call is scheduled to begin.

A telephone replay of the call will be available after the conclusion of the conference call at 10:30 a.m. Eastern TimeNovember 16 through November 25, 2020. The dial-in details for the telephone replay are:

International:

+1-646-254-3697

Passcode:

7562279

The live Webcast and archive of the conference call will be available on the Investor Relations section of Sohu’s Website at http://investors.sohu.com/.

About Sohu.com

Sohu.com Limited (NASDAQ: SOHU) is China’s premier online brand and indispensable to the daily life of millions of Chinese, providing a network of web properties and community based/web 2.0 products which offer the vast Sohu user community a broad array of choices regarding information, entertainment and communication. Sohu has built one of the most comprehensive matrices of Chinese language web properties and proprietary search engines, consisting of the mass portal and leading online media destination www.sohu.com; interactive search engine www.sogou.com; developer and operator of online games www.changyou.com/en/ and online video website tv.sohu.com.

Sohu’s corporate services consist of online brand advertising on Sohu’s matrix of websites as well as bid listing and home page on its in-house developed search directory and engine. Sohu also provides multiple news and information services on mobile platforms, including Sohu News App and the mobile news portal m.sohu.com. Sohu’s online game subsidiary Changyou develops and operates a diverse portfolio of PC and mobile games, such as Tian Long Ba Bu (“TLBB”), one of the most popular PC games in China. Changyou also owns and operates the 17173.com Website, a game information portal in China. Sohu’s online search subsidiary Sogou (NYSE: SOGO) has grown to become the second largest search engine by mobile queries in China. It also owns and operates Sogou Input Method, the largest Chinese language input software. Sohu, established by Dr. Charles Zhang, one of China’s internet pioneers, is in its twenty-fourth year of operation.

For investor and media inquiries, please contact:

In China:

Ms. Pu Huang

Sohu.com Limited

Tel:

+86 (10) 6272-6645

E-mail:


[email protected]

In the United States:

Ms. Linda Bergkamp

Christensen

Tel:

+1 (480) 614-3004

E-mail:


[email protected]

 


SOHU.COM LIMITED


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)


Three Months Ended


Sep. 30, 2020


Jun. 30, 2020


Sep. 30, 2019

Revenues:

Brand advertising

$

41,094

$

38,001

$

46,366

Online games

101,324

105,937

108,012

Others

15,476

16,023

13,121

Total revenues

157,894

159,961

167,499

Cost of revenues:

Brand advertising (includes stock-based
compensation expense of $240, $36, and $4,
respectively)

28,459

22,790

31,992

Online games (includes stock-based compensation
expense of $151, $152, and nil, respectively)

20,024

23,959

23,286

Others 

5,075

6,348

6,746

Total cost of revenues

53,558

53,097

62,024

Gross profit

104,336

106,864

105,475

Operating expenses:

Product development (includes stock-based
compensation expense of $2,469, $2,075, and $95,
respectively) 

59,532

58,325

55,734

Sales and marketing (includes stock-based
compensation expense of $496, $93, and $35,
respectively) 

40,250

32,969

54,261

General and administrative (includes stock-based
compensation expense of $2,516, $1,606, and $24,
respectively)

15,176

14,302

12,967

Total operating expenses

114,958

105,596

122,962

Operating profit/(loss)

(10,622)

1,268

(17,487)

Other income, net

7,859

10,720

9,944

Interest income

1,933

1,383

1,166

Interest expense

(1,352)

(1,431)

(2,631)

Exchange difference

(2,043)

(171)

1,516

Income/(loss) before income tax expense

(4,225)

11,769

(7,492)

Income tax expense[4]

11,082

86,166

14,646

Net loss from continuing operations

(15,307)

(74,397)

(22,138)

Net income/(loss) from discontinued operations, net of
tax[5]

(42,181)

(8,692)

33,938

Net income/(loss)

(57,488)

(83,089)

11,800

Less: Net income/(loss) from continuing operations
attributable to the noncontrolling interest s
hareholders

(50)

2,640

11,320

Less: Net income/(loss) from discontinued
operations attributable to the noncontrolling
interest shareholders

(27,874)

(5,799)

23,399

Net loss from continuing operations attributable to
Sohu.com Limited

(15,257)

(77,037)

(33,458)

Net income/(loss) from discontinued operations
attributable to Sohu.com Limited

(14,307)

(2,893)

10,539

Net loss attributable to Sohu.com Limited

(29,564)

(79,930)

(22,919)

Basic net loss from continuing operations per ADS
attributable to Sohu.com Limited

$

(0.39)

$

(1.96)

$

(0.85)

Basic net income/(loss) from discontinued operations
per ADS attributable to Sohu.com Limited

$

(0.36)

$

(0.07)

$

0.27

Basic net loss per ADS attributable to Sohu.com
Limited

$

(0.75)

$

(2.04)

$

(0.58)

ADS used in computing basic net income/(loss) per
ADS attributable to Sohu.com Limited

39,286

39,271

39,254

Diluted net loss from continuing operations per ADS
attributable to Sohu.com Limited

$

(0.39)

$

(1.96)

$

(0.85)

Diluted net income/(loss) from discontinued
operations per ADS attributable to Sohu.com Limited

$

(0.36)

$

(0.07)

$

0.26

Diluted net loss per ADS attributable to Sohu.com
Limited

$

(0.75)

$

(2.04)

$

(0.59)

ADS used in computing diluted net income/(loss) per
ADS attributable to Sohu.com Limited

39,286

39,271

39,254


[4] Following completion of the Changyou privatization, Changyou changed its policy for its PRC subsidiaries with respect to distribution of cash
dividends. As a result, Changyou recognized an additional accrual of withholding income tax of US$88 million for the second quarter of 2020.


[5] On September 29, 2020, the Company entered into a Share Purchase Agreement with Tencent’s subsidiary TitanSupernova Limited (“Parent”),
pursuant to which the Company’s wholly-owned subsidiary Sohu.com (Search) Limited agreed to sell all of the Sogou Class A ordinary shares and
Sogou Class B ordinary shares owned by it to Parent at a purchase price of $9.00 per share. In view of the Share Purchase Agreement, the results of
operations for Sogou have been excluded from the Company’s results from continuing operations in the condensed consolidated statements of
operations for the third quarter and are presented in separate line items as discontinued operations. Retrospective adjustments to the historical
statements have been made in order to provide a consistent basis of comparison. Unless indicated otherwise, results presented are related to
continuing operations only.

 


SOHU.COM LIMITED


CONDENSED CONSOLIDATED BALANCE SHEETS 


(UNAUDITED, IN THOUSANDS)


As of Sep. 30, 2020


As of Dec. 31, 2019


ASSETS

Current assets:

Cash and cash equivalents

$

191,913

$

162,662

Restricted cash

111,210

3,290

Short-term investments[6]

321,483

   Account and financing receivables, net

122,613

126,081

Prepaid and other current assets 

102,619

97,531


   Held for sale assets (current)[7]

1,433,171

1,304,621

Total current assets

1,961,526

2,015,668

Long-term investments, net

35,294

30,987

Fixed assets, net

328,390

337,682

Goodwill 

47,758

47,390

Intangible assets, net

5,640

9,922

Restricted time deposits[6]

97,267

240

Prepaid non-current assets 

1,205

1,882

Other assets

34,979

30,413


 Held for sale assets (non-current)[7]

217,680

Total assets

$

2,512,059

$

2,691,864


LIABILITIES 

Current liabilities:

           Accounts payable 

$

111,303

$

121,318

           Accrued liabilities

147,751

157,861

           Receipts in advance and deferred revenue

49,388

50,321

           Accrued salary and benefits

85,065

86,666

           Taxes payable

18,618

25,997

           Short-term bank loans

100,000

114,528

           Other short-term liabilities

113,212

91,065


           Held for sale liabilities (current)[7]

446,005

453,111

Total current liabilities

$

1,071,342

$

1,100,867

Long-term accounts payable

785

767

Long-term bank loans

92,000

0

Long-term tax liabilities[8]

387,523

277,544

Other long-term liabilities

828

83


Held for sale liabilities (non-current)[7]

5,686

Total long-term liabilities

$

481,136

$

284,080

                         Total liabilities

$

1,552,478

$

1,384,947


SHAREHOLDERS’ EQUITY:

          Sohu.com Limited shareholders’ equity

283,941

428,454

          Noncontrolling interest

675,640

878,463

                     Total shareholders’ equity

$

959,581

$

1,306,917

Total liabilities and shareholders’ equity  

$

2,512,059

$

2,691,864


[6] During the third quarter of 2020, Changyou redeemed its short-term financial products to support the company’s operation, partly as the restricted time
deposits used to secure the offshore bridge loans to repay the previous offshore bank loans related to the Changyou’s privatization.


[7] On September 29, 2020, the Company has entered into a Share Purchase Agreement with Tencent’s subsidiary TitanSupernova Limited (“Parent”), pursuant
to which the Company’s wholly-owned subsidiary Sohu.com (Search) Limited has agreed to sell all of the Sogou Class A ordinary share and Sogou Class B
ordinary shares owned by it to Parent at a purchase price of $9.00 per share. Sogou related assets and liabilities were classified as assets/liabilities held for sale.


[8] Following completion of the Changyou privatization, Changyou changed its policy for its PRC subsidiaries with respect to distribution of cash dividends. As
a result, Changyou recognized an additional accrual of withholding income tax of US$88 million in the second quarter of 2020.

 


SOHU.COM LIMITED


RECONCILIATIONS OF NON-GAAP RESULTS OFOPERATIONS MEASURES TO THE NEAREST COMPARABLE GAAP MEASURES


(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)


Three Months Ended Sep. 30, 2020


Three Months Ended Jun. 30, 2020


Three Months Ended Sep. 30, 2019


GAAP


Non-GAAP
Adjustments


Non-
GAAP


GAAP


Non-GAAP
Adjustments


Non-
GAAP


GAAP


Non-GAAP
Adjustments


Non-
GAAP

240

(a)

36

(a)

4

(a)

Brand advertising gross profit

$

12,635

$

240

$

12,875

$

15,211

$

36

$

15,247

$

14,374

$

4

$

14,378

Brand advertising gross
margin

31%

31%

40%

40%

31%

31%

151

(a)

152

(a)

0

(a)

Online games gross profit 

$

81,300

$

151

$

81,451

$

81,978

$

152

$

82,130

$

84,726

$

0

$

84,726

Online games gross margin

80%

80%

77%

78%

78%

78%

0

(a)

0

(a)

0

(a)

Others gross profit 

$

10,401

$

0

$

10,401

$

9,675

$

0

$

9,675

$

6,375

$

0

$

6,375

Others gross margin

67%

67%

60%

60%

49%

49%

391

(a)

188

(a)

4

(a)

Gross profit

$

104,336

$

391

$

104,727

$

106,864

$

188

$

107,052

$

105,475

$

4

$

105,479

Gross margin

66%

66%

67%

67%

63%

63%

Operating expenses

$

114,958

$

(5,481)

(a) $

109,477

$

105,596

$

(3,774)

(a) $

101,822

$

122,962

$

(154)

(a) $

122,808

5,872

(a)

3,962

(a)

158

(a)

Operating profit/(loss)

$

(10,622)

$

5,872

$

(4,750)

$

1,268

$

3,962

$

5,230

$

(17,487)

$

158

$

(17,329)

Operating margin

-7%

-3%

1%

3%

-10%

-10%

Income tax expense[9]

$

11,082

$

(642)

(c,d)$

10,440

$

86,166

$

(3,140)

(c,d)$

83,026

$

14,646

$

(2,468)

(c,d)$

12,178

5,872

(a)

3,962

(a)

158

(a)

1,587

(c)

(3,619)

(c)

448

(c)

1,171

(d)

1,934

(d)

2,618

(d)

Net loss before non-
controlling interest

$

(15,307)

$

8,630

$

(6,677)

$

(74,397)

$

2,277

$

(72,120)

$

(22,138)

$

3,224

$

(18,914)

5,872

(a)

3,962

(a)

158

(a)

(b)

(421)

(b)

2

(b)

1,587

(c)

(3,619)

(c)

448

(c)

1,171

(d)

1,934

(d)

2,618

(d)

Net loss from continuing
operations attributable to
Sohu.com Limited for diluted
net loss per ADS

$

(15,257)

$

8,630

$

(6,627)

$

(77,092)

$

1,856

$

(75,236)

$

(33,492)

$

3,226

$

(30,266)

Net income/(loss) from
discontinued operations
attributable to Sohu.com
Limited for diluted net loss per
ADS[10]

$

(14,307)

$

1,462

$

(12,845)

$

(2,894)

$

997

$

(1,897)

$

10,285

$

1,351

$

11,636

Net loss attributable to
Sohu.com Limited for diluted
net loss per ADS

$

(29,564)

$

10,092

$

(19,472)

$

(79,986)

$

2,853

$

(77,133)

$

(23,207)

$

4,577

$

(18,630)


Diluted net loss from
continuing operations per
ADS attributable to Sohu.com
Limited 

$

(0.39)

$

(0.17)

$

(1.96)

$

(1.92)

$

(0.85)

$

(0.77)


Diluted net income/(loss) from
discontinued operations per
ADS attributable to Sohu.com
Limited

$

(0.36)

$

(0.33)

$

(0.07)

$

(0.05)

$

0.26

$

0.30


Diluted net loss per ADS
attributable to Sohu.com
Limited

$

(0.75)

$

(0.50)

$

(2.04)

$

(1.96)

$

(0.59)

$

(0.47)

Shares used in computing
diluted net income/(loss) per
ADS attributable to Sohu.com
Limited

39,286

39,286

39,271

39,271

39,254

39,254

Note:

(a) To eliminate the impact of share-based awards as measured using the fair value method. This adjustment does not have an impact on income tax expense.

(b) To adjust Sohu’s economic interests in Changyou attributable to the above non-GAAP adjustments. This adjustment does not have an impact on income tax expense.

(c) To adjust for a change in the fair value of the Company’s investment in Hylink and the income tax effect.

(d) To adjust for the effect of the U.S. TCJA.


[9]  Following completion of the Changyou privatization, Changyou changed its policy for its PRC subsidiaries with respect to distribution of cash dividends. As a result, Changyou recognized an
additional accrual of withholding income tax of US$88 million for the second quarter of 2020.


[10] On September 29, 2020, the Company entered into a Share Purchase Agreement with Tencent’s subsidiary TitanSupernova Limited (“Parent”), pursuant to which the Company’s wholly-owned
subsidiary Sohu.com (Search) Limited has agreed to sell all of the Sogou Class A ordinary share and Sogou Class B ordinary shares owned by it to Parent at a purchase price of $9.00 per share. In
view of the Share Purchase Agreement, the results of operations for Sogou have been excluded from the Company’s results from continuing operations in the condensed consolidated statements
of operations for the third quarter and are presented in separate line items as discontinued operations. Retrospective adjustments to the historical statements have been made in order to provide a
consistent basis of comparison. Unless indicated otherwise, results presented are related to continuing operations only. 

 

Cision View original content to download multimedia:http://www.prnewswire.com/news-releases/sohucom-reports-third-quarter-2020-unaudited-financial-results-301173366.html

SOURCE Sohu.com Ltd.

Sogou Announces Third Quarter 2020 Results

PR Newswire

BEIJING, Nov. 16, 2020 /PRNewswire/ — Sogou Inc. (NYSE: SOGO) (“Sogou” or “the Company”), an innovator in search and a leader in China’s internet industry, today announced its unaudited financial results for the third quarter, ended September 30, 2020.

Total revenues
[1]
 were $216.7 million, a 31.2% decrease year-over-year. The decrease was primarily driven by uncertainties with respect to Sogou’s business policies among certain advertisers as a result of the previously-announced proposal by Tencent Holdings Limited (“Tencent“) to take Sogou private, as well as reduced traffic acquisition activity.


  • Search and search-related revenues
    were $192.5 million, a 33.2% decrease year-over-year. Auction-based pay-for-click services decreased year-over-year, accounting for 83.9% of search and search-related revenues, compared to 88.7% in the corresponding period in 2019.

  • Other revenues
    were $24.2 million, a 9.3% decrease year-over-year. The decrease was primarily due to decreased revenues from non-core businesses, partially offset by a 66% year-over-year increase in AI-enabled hardware.

Cost of revenues was $168.9 million, a 10.8% decrease year-over-year. Traffic acquisition cost, a primary driver of cost of revenues, was $122.6 million, a 14.7% decrease year-over-year, representing 56.6% of total revenues, compared to 45.6% in the corresponding period in 2019. The decrease in traffic acquisition costs was driven by decreased traffic acquisition from third parties.

Gross profit and non-GAAP[2] gross profit were both $47.8 million, a 62.0% decrease year-over-year for both.

Total operating expenses were $93.4 million, a 4.9% decrease year-over-year.


  • Research and development expenses
    were $50.5 million, a 0.9% increase year-over-year, representing 23.3% of total revenues, compared to 15.9% in the corresponding period in 2019.

  • Sales and marketing expenses
    were $28.5 million, a 24.0% decrease year-over-year, representing 13.2% of total revenues, compared to 11.9% in the corresponding period in 2019. The decrease was primarily due to a decrease in advertising and promotion expenses.

  • General and administrative expenses
    were $14.4 million, a 34.7% increase year-over-year, representing 6.7% of total revenues, compared to 3.4% in the corresponding period in 2019. The increase was primarily due to an increase in professional fees.

Operating loss was $45.6 million, compared to operating income of $27.4 million in the corresponding period in 2019. Non-GAAP operating loss was $41.4 million, compared to operating income of $31.6 million in the corresponding period in 2019.

Other income, net was $8.6 million, compared to $7.6 million in the corresponding period in 2019. The increase was primarily due to certain tax exemptions.

Income tax expense was $1.5 million, compared to $2.4 million in the corresponding period of 2019.

Net loss attributable to Sogou Inc. was $42.0 million, compared to net income of $36.6 million in the corresponding period in 2019. Non-GAAP net loss attributable to Sogou Inc. was $37.7 million, compared to net income of $40.9 million in the corresponding period in 2019.

GAAP basic and diluted
loss
per ADS was $0.11. Non-GAAP basic and diluted loss per ADS was $0.10.

As of September 30, 2020, the Company had cash and cash equivalents and short-term investments of $1.0 billion, compared to $1.1 billion as of December 31, 2019. Net operating cash outflow for the third quarter of 2020 was $111.2 million. Capital expenditures for the third quarter of 2020 were $6.3 million.


[1] On a constant currency (non-GAAP) basis, if the exchange rate in the third quarter of 2020 had been the same as it was in the third quarter of 2019, or RMB 6.99=$1.00, total revenues in the third quarter of 2020 would have been 214.2 million, or $2.5 million less than GAAP total revenues, and down 32% year-over-year.


[2] Non-GAAP results exclude share-based compensation expense. Explanation of the Company’s non-GAAP financial measures and related reconciliations to GAAP financial measures are included in the accompanying “Non-GAAP Disclosure” and “Reconciliations of Non-GAAP Results of Operation Measures to the Nearest Comparable GAAP Measures.”


Recent Development

On September 29, 2020, the Company announced that it had entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with THL A21 Limited (“THL”), TitanSupernova Limited (“Parent”), and Tencent Mobility Limited, each of which is a direct or indirect wholly-owned subsidiary of Tencent, which contemplates that Parent will be merged with and into Sogou in an all-cash transaction (the “Merger”), and Sogou will become a wholly-owned indirect subsidiary of Tencent.

Upon the effectiveness of the Merger, if it is completed, outstanding Class A ordinary shares of the Company (each a “Class A Ordinary Share”), including Class A Ordinary Shares represented by American depositary shares (“ADSs”), other than Excluded Shares (as defined in the Merger Agreement) and ADSs representing Excluded Shares, will be cancelled in exchange for the right of the holders thereof to receive $9.00 in cash per share or ADS.

On or about the same time as the Company entered into the Merger Agreement, Sohu.com Limited (“Sohu”) (NASDAQ: SOHU), which is currently the Company’s indirect controlling shareholder through Sohu’s wholly-owned subsidiary Sohu.com (Search) Limited (“Sohu Search”), and Sohu Search entered into a share purchase agreement with Parent, pursuant to which Sohu Search agreed to sell all of the Class A Ordinary Shares and Class B ordinary shares of the Company (each a “Class B Ordinary Share”) owned by it to Parent (the “Share Purchase”). Also on or about the same time, THL and Parent entered into a contribution agreement, pursuant to which THL agreed to contribute all of the Class B Ordinary Shares of the Company owned by it to Parent (the “Share Contribution”).  Each of the closing of the Share Purchase and the closing of the Share Contribution is expected to take place shortly prior to the completion of the Merger.

Following the completion of the Share Purchase and the Share Contribution, Parent will hold not less than 90% of the voting power represented by all issued and outstanding shares of the Company. Accordingly, it is intended that the Merger will be in the form of a short-form merger of Parent with and into the Company in accordance with section 233(7) of the Companies Law of the Cayman Islands, and shareholder approval of the Merger Agreement and the Merger will not be required.

If completed, the Merger will result in the Company becoming a privately-held indirect wholly-owned subsidiary of Tencent, the Company’s ADSs will no longer be listed on the New York Stock Exchange, and the ADS program will be terminated.

The Company does not undertake any obligation to provide any updates with respect to the Merger, the Share Purchase, or any other transaction, except as required under applicable law.


Non-GAAP Disclosure

To supplement the unaudited consolidated financial information prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), Sogou’s management uses non-GAAP measures of gross profit, gross margin, and net income that are adjusted from results based on GAAP to exclude the impact of share-based awards. These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results.

Sogou’s management believes that excluding share-based compensation expense is useful for management’s internal operating purposes and for investors. The amount of share-based compensation expense cannot be anticipated by management, and this is not built into the Company’s annual budgets and quarterly forecasts, which generally will be the basis for information Sogou provides to analysts and investors as guidance for future operating performance. As share-based compensation expense does not involve subsequent cash outflow, Sogou does not factor in this expense when evaluating and approving expenditures or when determining the allocation of its resources to its business operations. As a result, in general, the Company’s monthly financial results for internal reporting and any performance measures for commissions and bonuses are based on these non-GAAP financial measures that exclude share-based compensation expense.

The non-GAAP financial measures are provided to enhance investors’ overall understanding of Sogou’s current financial performance and prospects for the future. A limitation of using non-GAAP gross profit, gross margin, and net income measures that exclude share-based compensation expense is that share-based compensation expense has been and is likely to continue to be a significant recurring expense in the Company’s business. In order to mitigate these limitations, the Company has provided specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables include details on the reconciliation between GAAP financial measures that are most directly comparable to the non-GAAP financial measures the Company has presented.


Safe Harbor Statement

This announcement contains forward-looking statements. Statements that are not historical facts, including statements about Sogou’s and Sogou management’s beliefs and expectations and statements about the Merger, are forward-looking statements. Any such statements are based on current plans, estimates, and projections, which involve inherent risks and uncertainties. We caution you that a number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, intense competition in the market for search and search-related services; our need to continually innovate and adapt in order to grow our business; our reliance on Tencent platforms for a significant portion of our user traffic; uncertainty regarding the extent and reach of PRC governmental regulation of sponsored search; the effects of the worldwide COVID-19 pandemic on the economy in China generally and on our business in particular; other risks discussed in Sogou’s Annual Report on Form 20‑F for the year ended December 31, 2019 filed with the Securities and Exchange Commission on April 21, 2020, and other documents Sogou files with or submits to the Securities and Exchange Commission; and the possibility that the Merger will not occur as planned if events arise that result in the termination of the Merger Agreement, or if one or more of the various closing conditions to the Merger are not satisfied or waived, and other risks and uncertainties regarding the Merger Agreement and the Merger that are discussed in the transaction statement on Schedule 13E-3 in connection with the Merger filed with the SEC on October 28, 2020.


About Sogou

Sogou Inc. (NYSE: SOGO) is an innovator in search and a leader in China’s internet industry. With a mission to make it easy to communicate and get information, Sogou has grown to become the second-largest search engine by mobile queries and the fourth largest internet company by MAU in China. Sogou has a wide range of innovative products and services, including the Sogou Input Method, which is the largest Chinese language input software for both mobile and PC. Sogou is also at the forefront of AI development and has made significant breakthroughs in voice and image technologies, machine translation, and Q&A, which have been successfully integrated into our products and services.


For investor enquiries, please contact:


Jessie Zheng

Sogou Investor Relations
Tel: +86 10 5689 8068
Email: [email protected]

For media enquiries, please contact:


Serena Liu

Sogou Public Relations
Tel: +86 10 5689 9999 (61958)
Email: [email protected]

 

 

 


SOGOU INC.


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)


Three Months Ended


 Sep. 30, 2020 


 Jun. 30, 2020 


 Sep. 30, 2019 



Revenues: 

   Search and search‑related advertising
   revenues

$

192,487

$

240,602

$

288,234

Other revenues

24,180

20,581

26,657


Total revenues 


216,667


261,183


314,891

Cost of revenues(1) 

168,896

196,939

189,280



Gross profit 


47,771


64,244


125,611


Operating expenses:

   Research and development(1)

50,479

48,683

50,031

   Sales and marketing(1) 

28,518

31,981

37,505

   General and administrative(1)

14,421

9,682

10,705



Total operating expenses 


93,418


90,346


98,241


Operating (loss)/income


(45,647)


(26,102)


27,370

Interest income 

744

813

793

Foreign currency exchange (loss)/gain

(4,387)

(89)

3,198

Other income, net

8,624

15,542

7,648



(Loss)/income before income tax
expenses
 


(40,666)


(9,836)


39,009

Income tax expense/(benefit)

1,515

(1,143)

2,365


Net (loss)/income


(42,181)


(8,693)


36,644

   Less: Net loss attributable to non-controlling
   interest shareholders

(225)

(233)




Net (loss)/income attributable to Sogou Inc.


$


(41,956)


$


(8,460)


$


36,644


Net (loss)/income per share/ADS

   Basic

$

(0.11)

$

(0.02)

$

0.09

   Diluted

$

(0.11)

$

(0.02)

$

0.09


Weighted average number of shares/ADSs
outstanding

   Basic

383,563

383,066

390,788

   Diluted

383,563

383,066

396,319


(1) Share‑based compensation expense
included in:

   Cost of revenues 

$

36

$

45

$

64

   Research and development 

3,051

2,095

2,767

   Sales and marketing 

780

702

1,091

   General and administrative 

421

72

294

$

4,288

$

2,914

$

4,216


(2) Foreign currency exchange gain/(loss), mainly arising from our cross-border RMB-denominated intragroup loans,
is a result of depreciation or appreciation of the RMB, respectively.

 

 


SOGOU INC.


CONDENSED CONSOLIDATED BALANCE SHEETS


(UNAUDITED, IN THOUSANDS)


As of Sep. 30, 2020


As of Dec. 31, 2019


ASSETS


Current assets:

   Cash and cash equivalents 

$

161,184

$

142,464

   Short-term investments

885,950

995,350

   Restricted cash

6,750

5,370

   Account and financing receivables, net 

124,238

131,813

   Prepaid and other current assets

33,448

26,888

   Due from related parties 

2,134

2,837

Total current assets 

1,213,704

1,304,722

Long‑term investments, net

72,441

63,345

Fixed assets, net 

85,294

110,006

Goodwill 

6,254

5,534

Intangible assets, net 

1,246

1,514

Deferred tax assets, net 

15,692

16,306

Other assets

38,539

20,975



Total assets 


$


1,433,170


$


1,522,402


LIABILITIES


Current liabilities:

Accounts payable

$

113,308

$

111,587

Accrued and other short-term liabilities

134,620

150,275

Receipts in advance

69,050

67,902

Accrued salary and benefits

19,047

24,167

Taxes payable

68,491

76,688

Due to related parties

28,267

22,594

Total current liabilities 

432,783

453,213

Long-term liabilities

13,221

5,686



Total liabilities 


$


446,004


$


458,899


SHAREHOLDERS’ EQUITY

Sogou Inc. shareholders’ equity

987,166

1,063,503

Non-controlling interest


Total shareholders’ equity


987,166


1,063,503


Total liabilities and shareholders’ equity 


$


1,433,170


$


1,522,402

 

 


SOGOU INC.


RECONCILIATIONS OF NON-GAAP RESULTS OF OPERATION MEASURES TO THE NEAREST COMPARABLE GAAP MEASURES


(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)


Three Months Ended Sep. 30, 2020


Three Months Ended Jun. 30, 2020


Three Months Ended Sep. 30, 2019


GAAP


Non-GAAP


Non-GAAP


GAAP


Non-GAAP


Non-GAAP


GAAP


Non-GAAP


Non-GAAP



Adjustments

(1)




Adjustments

(1)




Adjustments

(1)


Gross profit

$

47,771

$

36

$

47,807

$

64,244

$

45

$

64,289

$

125,611

$

64

$

125,675

Gross margin

22%

22%

25%

25%

40%

40%

Operating expenses

$

93,418

$

(4,252)

$

89,166

$

90,346

$

(2,869)

$

87,477

$

98,241

$

(4,152)

$

94,089

Operating (loss)/income

$

(45,647)

$

4,288

$

(41,359)

$

(26,102)

$

2,914

$

(23,188)

$

27,370

$

4,216

$

31,586

Operating margin

-21%

-19%

-10%

-9%

9%

10%

Income tax expense/(benefit)

$

1,515

$

$

1,515

$

(1,143)

$

$

(1,143)

$

2,365

$

$

2,365

Net (loss)/income before non-
controlling interest

$

(42,181)

$

4,288

$

(37,893)

$

(8,693)

$

2,914

$

(5,779)

$

36,644

$

4,216

$

40,860

Net (loss)/income attributable to
Sogou Inc. 

$

(41,956)

$

4,288

$

(37,668)

$

(8,460)

$

2,914

$

(5,546)

$

36,644

$

4,216

$

40,860

Net margin attributable to Sogou Inc. 

-19%

-17%

-3%

-2%

12%

13%


(1) To exclude share-based compensation expense. This non-GAAP adjustment does not have an impact on income tax expense.

 

 

Cision View original content:http://www.prnewswire.com/news-releases/sogou-announces-third-quarter-2020-results-301173365.html

SOURCE Sogou Inc.

Sasol announces beneficial operation of Louisiana low-density polyethylene (LDPE) unit

Seventh unit marks completion of Lake Charles Chemicals Project

PR Newswire

LAKE CHARLES, La., Nov. 16, 2020 /PRNewswire/ — Sasol today announced our LDPE unit reached beneficial operation on 15 November 2020. The LDPE unit is the seventh and final Lake Charles Chemicals Complex unit to come online. The LCCP is now 100 percent complete with total capital expenditure forecast to be within the previously communicated guidance of US$12,8 billion.

“This milestone safely brings our Lake Charles Chemicals Project to a close and sets the stage for the next step in the evolution of our chemicals business,” said Sasol President and Chief Executive Officer Fleetwood Grobler. “The completion of this unit and its impending transition to our joint venture with LyondellBasell will accelerate our transformation to a more specialty chemicals-focused company with a strong presence of base chemicals in our portfolio.”

Sasol’s LDPE unit uses ExxonMobil technology and has a nameplate capacity of 420,000 tons per year (420 ktpa). LDPE is used to manufacture plastic bags, shrink wrap and stretch film, coatings for paper cups and cartons, container lids, squeezable bottles, and other applications. The beneficial operation of the final LCCP unit signals that 100% of total nameplate capacity of the LCCP is operational.

The LDPE unit is one of the three LCCP plants that will form part of the Sasol/LyondellBasell Louisiana Integrated Polyethylene joint venture.

To date, Sasol’s Lake Charles Chemicals Project has generated more than 800 full-time quality manufacturing jobs, with up to 6,500 people on site during construction, US$4 billion to Louisiana businesses and nearly US$200 million in local and state taxes.

Issued by:

Matebello Motloung, Manager: Group Media Relations
Direct telephone: +27 (0) 10 344 9256; Mobile: +27 (0) 83 773 9457
[email protected] 

Alex Anderson, Senior Manager: Group External Communication
Direct telephone: +27 (0) 10 344 6509; Mobile: +27 (0) 71 600 9605
[email protected] 

In the U.S.:

Issued by:

Sarah Hughes, Manager Lake Charles Corporate Affairs
Direct telephone: +1 (346) 313-6151
[email protected]

Sasol may, in this document, make certain statements that are not historical facts and relate to analyses and other information which are based on forecasts of future results and estimates of amounts not yet determinable. These statements may also relate to our future prospects, expectations, developments and business strategies. Examples of such forward-looking statements include, but are not limited to, the impact of the novel coronavirus (COVID-19) pandemic on Sasol’s business, results of operations, financial condition and liquidity and statements regarding the effectiveness of any actions taken by Sasol to address or limit any impact of COVID-19 on its business; statements regarding exchange rate fluctuations, changing crude oil prices , volume growth, increases in market share, total shareholder return, executing our growth projects (including LCCP), oil and gas reserves, cost reductions, our climate change strategy and business performance outlook. Words such as “believe”, “anticipate”, “expect”, “intend”, “seek”, “will”, “plan”, “could”, “may”, “endeavour”, “target”, “forecast” and “project” and similar expressions are intended to identify such forward-looking statements, but are not the exclusive means of identifying such statements. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and there are risks that the predictions, forecasts, projections and other forward-looking statements will not be achieved. If one or more of these risks materialise, or should underlying assumptions prove incorrect, our actual results may differ materially from those anticipated. You should understand that a number of important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements. These factors and others are discussed more fully in our most recent annual report on Form 20-F filed on 25 August 2020 and in other filings with the United States Securities and Exchange Commission. The list of factors discussed therein is not exhaustive; when relying on forward-looking statements to make investment decisions, you should carefully consider both these factors and other uncertainties and events. Forward-looking statements apply only as of the date on which they are made, and we do not undertake any obligation to update or revise any of them, whether as a result of new information, future events or otherwise.

Please note: One billion is defined as one thousand million. bbl – barrel, bscf – billion standard cubic feet, mmscf – million standard cubic feet, oil references brent crude: mmboe – million barrels oil equivalent.

All references to years refer to the financial year ended 30 June.

Any reference to a calendar year is prefaced by the word “calendar”.

Comprehensive additional information is available on our website:

www.sasol.com

About Sasol:

Sasol is a global integrated chemicals and energy company spanning 30 countries. Through our talented people, we use selected technologies to safely and sustainably source, manufacture and market chemical and energy products globally.

About Sasol’s Information Privacy Policy:

We wish to inform you about the processing of your Personal Information by Sasol South Africa Limited and your rights under applicable data protection law, as interpreted and included in Sasol Information Privacy Policy.

Within our company, only Sasol Group Media Relations will receive your Personal Information to fulfil the purpose of maintaining the relationship with the receiver in his/her capacity as a member of the media. You have the right to request for the correction or deletion of your Personal Information stored by us at address: Sasol Place, 50 Katherine Street, Sandton in Johannesburg. You also have a right to restrict the processing of your Information. To exercise your privacy rights or find out more about Information Privacy Policy, kindly contact our Privacy Office on: [email protected] 

 

 

Cision View original content:http://www.prnewswire.com/news-releases/sasol-announces-beneficial-operation-of-louisiana-low-density-polyethylene-ldpe-unit-301173249.html

SOURCE Sasol Limited